R15-008 1
1 RESOLUTION NO. R15 -008
2
3 A RESOLUTION OF THE CITY OF BOYNTON BEACH,
4 i FLORIDA, APPROVING A LEASE AGREEMENT WITH DELL
5 i FINANCIAL FOR THE PURCHASE OF A DELL SONICWALL
6 : ; SUPERMASSIVE 9200 HA FIREWALL UTILIZING PRICING
7 FROM THE STATE OF FLORIDA MISCELLANEOUS IT
8+! EQUIPMENT CONTRACT #250 - WSCA -10 -ACS FOR A FIVE
9 YEAR PERIOD WITH MONTHLY PAYMENTS OF $1,482.53;
10 I AUTHORIZING THE CITY MANAGER TO SIGN A FIVE YEAR
11 LEASE AGREEMENT WITH DELL FINANCIAL SERVICES;
12 AND PROVIDING AN EFFECTIVE DATE.
13
14 WHEREAS, the City of Boynton Beach Information Technology Services
161 Department contracted in 2010 with Host.net to provide managed firewall services to
161 protect the City's Internet connect; and
17' WHEREAS, the ITS Department recent re- evaluated the need for managed
18! firewall services; and
191 WHEREAS, Dell Sonicwall recommended purchasing two Dell Sonicwall
20
Supermassive 9200 firewalls in a high availability configuration to provide redundancy;
21 and
22 WHEREAS, upon recommendation of staff, the City Commission does hereby
23 approve the Lease Agreement with Dell Financial Services for the purchase of a Dell
24 Sonicwall Supermassive 9200 HA Firewall pair utilizing pricing from the State of Florida
25 Miscellaneous IT Equipment Contract #250 - WSCA -10 -ACS and authorizes the City
26 Manager to sign a five (5) year Lease Agreement between the City of Boynton Beach and
27 Dell Financial Services for sixty (60) monthly payments of $1,482.53.
28 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION
29 OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
30 ; Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
31 being true and correct and are hereby made a specific part of this Resolution upon adoption
32 hereof.
33 Section 2. The City Commission hereby approves the Lease Agreement with
34 Dell Financial Services for the purchase of a Dell Sonicwall Supermassive 9200 HA
35 Firewall pair utilizing pricing from the State of Florida Miscellaneous IT Equipment
,I 1
1 Contract #250 - WSCA -10-ACS.
2 Section 3. The City Manager is hereby authorized and directed to sign a five
3 (5) year Lease Agreement between the City of Boynton Beach and Dell Financial Services
41 j for sixty (60) monthly payments of $1,482.53, a copy of which is attached hereto as
i
5 1 Exhibit "A ".
61 Section 4. That this Resolution shall become effective immediately.
7 PASSED AND ADOPTED this 3rd day of February, 2015.
81 CITY OF BOYNTON BEACH, FLORIDA
91
10 j YES NO
11
12, Mayor — Jerry Taylor
131
14! Vice Mayor -- Joe Casello
151
16 Commissioner — David T. Merker
17
18 Commissioner — Mack McCray
191
201 Commissioner — Michael M. Fitzpatrick 7
21
22
23 VOTE 5- 0
24
25 ATTEST:
26
27
28 A m y
29 Jane M. Prainito, MMC
30 Clerk
31
32 G�1 Y ' p
33
34 e Seal)
35
36 0
37
'Y ( N '
si �
Dell
Financial
Services`
City of Boynton Beach, Florida
RE: Lease Schedule No. 810 - 9000164 -001 is hereby presented for your review and execution.
Enclosed you will find the following documents:
1. Lease Schedule No. 810 - 9000164 -001
2. Exhibit A
3. Amendment
4. Secretary Clerk Certificate /Instructions
5. 8038 Notice
IF YOU ARE SALES TAX EXEMPT, PLEASE FAX YOUR SALES TAX EXEMPTION CERTIFICATE
ALONG WITH THE LEASE AGREEMENT.
VENDOR INFORMATION SHOULD REFLECT -
Dell Financial Services, LLC
One Dell Way
Round Rock, TX 78682
Please fax a copy of the executed schedule to (512) 283 -9380 or email to
Public Manual Docs @dell.com
no later than February 11, 2015
Thank you for Choosing Dell Financial Services, L.L.0 and we look forward to servicing your future leasing
needs.
Denise Hightower
Accounts Receivable Associate
DELL 1 Financial Services
0 E -mail Denise Hightower0Dell com
'a' Tel 800 - 289 -3355 Ext 5132475
Fax 512 - 283 -9380
How am I doing? Please contact my manager, Amanda Garcia at Amanda Garcia@Del.com with any
feedback.
LEASE NO: 810 - 9000164 -001
DOLL Company No: 83
,, i THIS LEASE HAS BEEN WRITTEN IN "PLAIN ENGLISH" WHEN WE USE "YOU" AND "YOUR" IN THIS
, LEASE WE MEAN YOU, THE CUSTOMER WHO IS THE LESSEE INDICATED BELOW
WHEN WE USE " WE " , " US" AND "OUR" WE MEAN THE LESSOR, DELL FINANCIAL SERVICES L.L.C.
FULL LEGAL NAME OF LESSEE LEASE MONTHLY RENT TRANSACTION
TERM PAYMENT(S) " PROCESSING COMMENCEMENT
CITY OF BOYNTON BEACH, FLORIDA (MONTHS) $1,482.53 FEE* DATE
60 principal and
interest components $0 00 TBD
as set forth on
Attachment B
^Subject to
Applicable Tax
DBA NAME (IF ANY) TYPE OF ENTITY FINANCING TERMS
Product Cost: $80,136.98
BILLING ADDRESS STREET, CITY, STATE, Municipality Shipping Charges * *: $0.00
ZIP CODE Transaction Processing Fee: $0.00
Total On Lease: $80,136.98
100 E. BOYNTON BEACH BLVD.
BOYNTON BEACH, FL 33435 (MONTHLY RENT PAYMENTS ARE DUE AND PAYABLE IN ARREARS).
INTEREST RATE PRINCIPAL AMOUNT FINANCED
4.33% $80,136.98
PRODUCT LOCATION I GENERAL PRODUCT DESCRIPTION /SUPPLIER
SEE ATTACHMENT A SEE ATTACHMENT A
END OF LEASE PURCHASE OPTION
Tax Exempt Lease Purchase
59- 6000282 FEDERAL EMPLOYER IDENTIFICATION #
TERMS AND CONDITIONS OF LEASE
1. Lease; Acceptance and Commencement; Term; Rent: We agree to lease to you and you agree to lease from us the products, services, and
software (the "Products") described in Attachment A to this lease on the terms and conditions shown in this lease agreement (the "Lease ") With
respect to services, we will only finance one -time charges for services rendered in connection with the Products Services may include delivery and
installation fees, or similar services ( "Services ") The Lease Term will begin and Products will be deemed irrevocably accepted for purposes of this
Lease five (5) days after shipment from the Supplier (the "Commencement Date) When you receive the Products, you agree to inspect them promptly
and advise us if they are not in good working order If any of the Products are accepted for return by Dell Computer Corporation ( "Dell ") under the
"Total Satisfaction Return Policy" (the "Policy"), which Policy can be found at vniw,v dell con), within 30 days after shipment from Dell and in the condition
and manner required by Dell under the Policy and we receive reimbursement from Dell for the full Product Cost shown above, the Lease obligations
associated with those respective Products will terminate You are responsible for freight charges to deliver and return the Products under the Policy
Contact Dell for complete details regarding the Policy If payments are due in arrears, the first Rent payment is due thirty (30) days after the
Commencement Date If payments are due in advance, the first Rent payment is due on the Commencement Date Subsequent payments of Rent are
due on the same day of each subsequent annual period (or the following day of the subsequent annual if there is no such day) You agree to pay us
the Rent for the number of months of the Lease Term stated above You will make all payments required under this Lease to us at the address we
specify in writing You authorize us to adjust the Rent amount (increase or decrease) listed above based on changes in the actual Product Cost (which
is all amounts we have paid or will pay in connection with the purchase, delivery, and installation of the Products, including any trade -up and buyout
amounts) provided that any increase in Rent amount will not result in more than a 15% increase to the Rent payment listed above You agree to allow
us to adjust the Rent amount above if the actual Product Cost varies from the Product cost shown above If any payment of Rent or other amount
payable to us is not paid within ten (10) days after the due date, you will pay us a late charge equal to the greater of (i) 5% of the late payment amount
or (11) $5 00 for each late payment (or if less, the highest amount permitted by applicable law)
2. Funding Intent: Nonappropriation of Funds: You reasonably believe that sufficient funds can be obtained to make all Rent payments and other
payments during the Lease Term You agree that your Chief Executive or Administrative Officer (or your administrative officer that has the
responsibility of preparing the budget submitted to your governing body, as applicable) will provide appropriate funding for such payments in your
annual budget request submitted to your governing body If your governing body chooses not to appropriate funds for such payments, you agree that
your governing body will evidence such nonappropriation by omitting funds for such payments due during the applicable fiscal period from the budget
that it adopts We agree that your obligation to make Rent payments under the Lease will be a current expense and will not be interpreted to be a debt
in violation of applicable law or constitutional limitations or requirements Nothing contained in the Lease will be interpreted as a pledge of your general
tax revenues, funds or moneys If (a) sufficient funds are not budgeted or appropriated and budgeted by your governing body in any fiscal period for
Rent payments or other payments and (b) you have exhausted all funds legally available for such payments, due under the Lease, then you will give us
PAGE 1 OF 6 PUBLTOP_NOIR_v0201.OSW
LEASE NO: 810 - 9000164 -001
written notice and the Lease will terminate as of the last day of your fiscal period for which funds for Rent payments are available Such termination is
without any expense or penalty, except for the portions of the Rent payments and those expenses associated with your return of the Products in
accordance with paragraph 11 of the Lease for which funds have been budgeted or appropriated or are otherwise legally available
3. Representations, Warranties and Covenants: You represent that the use of the Products is essential to your proper, efficient and economic
operation and that you shall be the only entity to lease, operate and use the Products You represent and agree that (a) you are a state or a political
subdivision or agency of a state, (b) the entering into and performance of the Lease is authorized under your state laws and Constitution and does not
violate or contradict any judgment, law, order or regulation, or cause any default under any agreement to which you are a party, (c) you have complied
with all public bidding requirements and, where necessary, have properly presented the Lease for approval and adoption as a valid obligation on your
part, (d) you have sufficient appropriated funds or other moneys available to pay all amounts due under the Lease for your current fiscal period, (e) you
will comply with the information reporting requirements of Section 149(e) of the Internal Revenue Code of 1986, as amended (the "Code "), including but
not limited to, the execution (and delivery to us) of information statements requested by us, (f) you will not do, cause to be done or fail to do any act if
such act or failure to act will cause this Lease, or any transaction hereunder, to be an Arbitrage Bond within the meaning of Section 148 of the Code or
a Private Activity Bond within the meaning of Section 141 of the Code, and (g) you will comply with all applicable provisions of the Code, including
without limitation Sections 103, 141 and 148 thereof, and the applicable regulations of the Treasury Department to maintain the exclusion of the interest
components of Rent from gross income for purposes of federal income taxation Upon our request, you agree to provide us with an opinion of counsel
as to clauses (a) through (g) above, an incumbency or municipal certificate, and other documents that we request in a form satisfactory to us
4. No Warranties: WE ARE LEASING THE PRODUCTS TO YOU "AS -IS ". YOU ACKNOWLEDGE THAT WE DO NOT MANUFACTURE OR
SUPPLY THE PRODUCTS, WE DO NOT REPRESENT THE MANUFACTURER OR SUPPLIER AND YOU HAVE SELECTED THE PRODUCTS AND
THE SUPPLIER BASED ON YOUR OWN JUDGMENT. WE MAKE NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE PRODUCT OR ANY SERVICES. WE HEREBY ASSIGN ALL
WARRANTIES MADE TO US BY SUPPLIER, MANUFACTURER, AND ANY SERVICE PROVIDER TO YOU, AND YOU AGREE THAT YOU WILL
MAKE ALL CLAIMS OF ANY KIND RELATING TO THE PRODUCTS OR SERVICES AGAINST SUCH SUPPLIER, MANUFACTURER, AND /OR
SERVICE PROVIDER.
5. Selection and Ordering of Products: You select the type and quantity of the Products subject to this Lease If you have entered into a purchase
or supply contract ( "Supply Contract ") with any Supplier, you assign your rights but not your obligations (other than the obligation to pay for the Products
if accepted by you under this Lease) effective prior to the passage of title by the Supplier to you
6. Location; Use; Alterations; Inspection: You will use the Products solely at the location specified in the Lease, or if none is specified, at your
billing address Except for temporary relocation of laptop personal computers, you may not move the Products without our prior written consent, which
shall not be unreasonably withheld At your own expense, you will maintain the Products in good repair, condition and functional order (except for
ordinary wear and tear) and will use them in compliance with all applicable laws At your sole discretion, you may purchase a maintenance agreement
for the Products from the provider of your choice, self - maintain the Products, or forgo such maintenance agreement altogether, regardless of your
choice, you will continue to be responsible for the obligations described in this Section You will use all software in accordance with the end user
license terms of the applicable software license agreement ( "License ") You may make additions or improvements to the Products unless the addition or
improvement would violate any License, decrease the value of Products, or impair their utility Upon retum of the Products to us pursuant to paragraph 11,
you may remove any such addition or improvement if (i) you repair any damage to Products resulting from the removal, (11) you restore the Products to their
onginal and functional condition (excluding ordinary wear and tear), and, (iii) the removal does not violate any License or render the Products incapable of
use or operation All additions or improvements not removed will become our property at no cost to us You agree that, we, our assignees, and agents,
may inspect the Products at the premises where the Products are located at any reasonable time with prior notice
7. Title: Quiet Enjoyment; Personal Property; Filing: You will hold title to the Products You will keep the Products free from any and all liens,
encumbrances and claims So long as you are not in Default under the Lease, we will not interfere with your quiet use and enjoyment of the Products
during the Lease Term or any renewal term You grant us a purchase money security interest in the Products (including any replacements,
substitutions, additions, attachments and proceeds) You authorize us to file a copy of this Lease as a UCC -1 financing statement (UCC -1) and hereby
appoint us or our designee as your attorney -in -fact to sign on your behalf and to file UCC -1's covering the Products You agree to pay a one -time
Transaction Processing Fee to cover our costs for such filing and other documentation costs
8. Loss or Damage: From the time the Products are delivered to a carrier for shipment to you until their return to us, you are responsible for any loss,
theft, damage to or destruction of the Products ( "Loss ") from any cause at all, whether or not the Loss is covered by insurance You are required to
make all payments under the Lease even if there is a Loss You must notify us immediately if there is any Loss Then at our option, you will either (a)
repair the Products so they are in good condition and working order to our satisfaction, or (b) replace the Products with like products in good condition
and repair and of the same manufacture and equal or greater capacity and capability, with clear title thereto in us, or (c) pay us the "Stipulated Loss
Value" which is the sum of (1) all Rent payments for all the Products and other amounts past due (plus interest thereon) or currently owed to us under
the Lease, including unpaid taxes, (11) all future Rent payments that would accrue over the remaining Lease Term plus our estimated value of our
residual interest of all of the Products at the end of the Lease Term, such sum to be discounted to present value at a discount rate equal to the Federal
Reserve Bank Discount Rate in effect at the Commencement Date of the Lease ( "Discount Rate ") and (111) any costs and expenses incurred as a result
of this event When you pay the amount of (c) above to us, we will transfer to you our interest in the Products, "AS - WHERE - ", without any
warranty, express or implied, including warranty of merchantability or fitness for any particular purpose
9. Insurance: For the Lease Term set forth above, you will provide and maintain, at your expense, (a) property insurance against the loss or theft of or
damage to the Products, for their full replacement value naming us as loss payee and (b) public liability and third party property damage insurance
naming us as an additional insured All insurance shall be in a form and amount and with companies satisfactory to us and will provide that we will be
given thirty (30) days written notice before cancellation or material change of the policy At our request, you will deliver the policies or certificates of
insurance to us If you do not give us evidence of insurance acceptable to us we have the right, but not the obligation, to obtain such insurance
covering our interest in the Products for the Lease Term The cost for such insurance will be an additional amount due from you under the Lease
Notwithstanding anything to the contrary contained herein, you may, upon our prior written approval, self - insure the Products in accordance with the
standards set forth in this paragraph
10. Taxes: You will pay when due, either directly or to us on demand, all taxes (local, state and federal), fines or penalties which may now or hereafter
be imposed or levied upon the Lease and the Products, excluding taxes on our net income If you claim eligibility for exemption from any tax, you will
provide us with tax exemption certificate(s) acceptable to the relevant taxing authority We do not have to contest any taxes, fines or penalties
11. Return: In the event of termination of the Lease pursuant to paragraph 2 or upon our demand pursuant to paragraph 15, you will immediately
deliver the Products (including but not limited to manuals, cables, power cords, keys, etc) in good repair, operable condition and able to qualify for the
manufacturer's warranty service (ordinary wear and tear excepted) to any place in the continental United States that we direct Upon your return of the
Products, you agree that your license with respect to Microsoft operating system software terminates and you certify that you will either (i) return all
copies of the manuals, printed material, certificates of authenticity and media (the "Operating System Software Kit ") or (11) destroy all copies of the
Operating System Software Kit, leaving the original operating system installed and functional You will pay all expenses for deinstalling, packing and
PAGE 2 OF 6 PUBLTOP_NOIR_v0201.OSW
LEASE NO: 810 - 9000164 -001
shipping and you will insure the Products for the full replacement value during shipping You will immediately pay us on demand the costs and
expenses of all missing or damaged Products
12. Purchase Option: If no Default exists under the Lease, you will have the option at the end of the Lease Term to purchase all (but not less than all)
of the Products for the Purchase Option price of $1 00 Upon payment in full of the Purchase Option price and any amounts which may be due
hereunder, we will transfer our interest in the Products, if any, to you "AS -IS- WHERE -IS ", without any warranty whatsoever, and the Lease and our
secunty interest in the Products will terminate
13. Assignment: YOU MAY NOT ASSIGN, SELL, TRANSFER, OR SUBLEASE THE PRODUCTS OR YOUR INTEREST IN THIS LEASE We may,
without notifying you, sell, assign or transfer the Lease and our rights in the Products You agree that the transferee will have the same rights and
benefits that we have now under this Lease, but not our obligations The rights of the transferee will not be subject to any claim, defense, or setoff that
you may have against us
14. Default: Each of the following is a default ( "Default ") under the Lease (a) you fail to pay any Rent or any other payment within 10 days of its due
date, (b) you do not perform any of your obligations under the Lease or in any other agreement with us or with any of our affiliates and this failure
continues for 10 days after we have notified you of it, (c) you become insolvent, you dissolve or are dissolved, you assign your assets for the benefit of
your creditors or enter voluntarily or involuntarily any bankruptcy or other reorganization proceeding, (d) you or any Guarantor provide us incorrect or
untrue information regarding any matenal matter in connection with your application for credit or entenng into this Lease, or (e) if this Lease has been
guaranteed by someone other than you, any guarantor of the Lease dies, does not perform its obligations under the Guaranty or becomes subject to
one of the events listed in clause (c)
15 Remedies: If a Default occurs, we may do one or more of the following (a) we may cancel or terminate the Lease or any agreements that we
have entered into with you or withdraw any offer of credit, (b) we may require you to pay us, as compensation for loss of our bargain and not as a
penalty, a sum equal to (i) the Stipulated Loss Value calculated under paragraph 8 plus (11) any costs and expenses (including breakage fees) incurred
as a result of the Default, (c) we may require you to deliver the Products to us as set forth in paragraph 11, (d) we or our agent may peacefully
repossess the Products without court order and you will not make any claims against us for trespass, damages or any other reason and (e) we may
exercise any other right at law or in equity You agree to pay all of our costs of enforcing our rights against you, including reasonable attorney's fees If
we take possession of the Products we may sell or otherwise dispose of the Products, with or without notice, at public or private sale and apply the net
proceeds (after we have deducted our costs related to the sale and disposition) to the amounts that you owe us You agree that if notice of a sale is
required by law to be given, 10 days notice will constitute reasonable notice You will remain responsible for any amounts that are due after we have
applied such net proceeds
16. Indemnity: To the extent permitted by law, you are responsible for losses, damages, penalties, claims, costs (including attorneys' fees and
expenses), actions, suits and proceedings of every kind (collectively "Claims ") whether based on a theory of strict liability or otherwise caused by or
related to this Lease or the Products (including any defects in the Products) To the extent permitted by law, you will reimburse us for, and if we
request, defend us against, any Claims
17. Miscellaneous: You agree that the terms and conditions of this Lease make up the entire agreement between you and us regarding the lease of
the Products Any change in the terms and conditions of the Lease must be in writing and signed by us You agree, however, that we are authorized,
without notice to you, to supply missing information or correct obvious errors in this Lease All of our rights and remedies will survive termination of this
Lease All notices under this Lease will be given in writing and will be considered given when deposited in the U S mail, postage prepaid, addressed to
the respective address given below or to a substitute address specified in writing by one of us to the other Any failure of ours to require strict
performance by you or any waiver by us of any provision in this Lease will not be construed as a consent or waiver of any other breach of the same or
any provision If any portion of this Lease is deemed invalid, it will not affect the balance of this Lease It is the express intent of both of us not to violate
any usury laws, or to exceed the maximum amount of time price differential, or interest as applicable permitted to be charged, or collected under
applicable law and any such excess payment will be applied to payments under the Lease in inverse order of maturity and the remaining payments will
be refunded to you If a signed copy of this Lease is delivered to us by facsimile transmission, it will be binding on you, however, we will not be bound
by this Lease until we accept it by manually or electronically signing it or by purchasing the Products, whichever occurs first You waive notice of our
acceptance and waive your right to receive a copy of the accepted Lease You agree that, notwithstanding any rule of evidence to the contrary, in any
hearing, trial or proceeding of any kind with respect to this Lease, we may produce a copy of the Lease transmitted to us by facsimile transmission that
has been manually signed by us and such signed copy shall be deemed to be the original of this Lease If you deliver this Lease to us by facsimile
transmission, you acknowledge that we are relying on your representation that this Lease has not been changed To the extent Of any) that this Lease
constitutes chattel paper under the Uniform Commercial Code, no security interest in this Lease may be created through the transfer and possession of
any copy or counterpart hereof except the copy with our original signature
BY SIGNING THIS LEASE: (a) YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS
LEASE; (b) YOU AGREE THAT THIS LEASE IS A NET LEASE AND THAT, EXCEPT AS SET FORTH IN PARAGRAPH 2, YOU CANNOT
TERMINATE OR CANCEL AND UPON ACCEPTANCE OF THE PRODUCTS YOU HAVE AN UNCONDITIONAL OBLIGATION TO MAKE ALL
PAYMENTS UNDER THIS LEASE AND YOU CANNOT WITHHOLD, SETOFF OR REDUCE SUCH PAYMENTS FOR ANY REASON; (c) YOU
AGREE THAT THE PRODUCTS WILL BE USED FOR GOVERNMENTAL PURPOSES ONLY; (d) YOU CONFIRM THAT THE PERSON SIGNING
THIS LEASE FOR YOU HAS THE AUTHORITY TO DO SO AND TO GRANT THE POWER OF ATTORNEY IN SECTION 7; (e) YOU AGREE THAT
THIS LEASE WILL BE GOVERNED BY THE LAWS OF THE STATE IN WHICH YOU ARE LOCATED AND YOU CONSENT TO THE JURISDICTION
OF ANY COURT LOCATED WITHIN THAT STATE AND YOU EXPRESSLY WAIVE THE RIGHT TO A TRIAL BY JURY AND (f) YOU CONFIRM
THAT THE INFORMATION IN ANY CREDIT APPLICATION, STATEMENT, TRADE REFERENCE OR FINANCIAL REPORT SUBMITTED TO US IS
TRUE AND CORRECT AND YOU UNDERSTAND THAT ANY MATERIAL MISREPRESENTATION SHALL CONSTITUTE A DEFAULT UNDER THE
LEASE.
LESSEE: LESSOR.
CITY OF BOYNTON BEACH, FLORIDA Dell Financial Services L L C PHONE (800) 955 -3355
9935 - • ions Center Drive FAX (512) 723 -6659 or
Chi. =•o • IL 6.693 FAX (512) 246 - 2028
AUTHORIZED S ATURE, AU O' IZ. ' SI N • TU E
PRINT A D TITLE / D NAME D TITLE , r
DATE ,�i • 't�/ DATE 1
?ku Drc t
PAGE 3 OF 6 PUBLTOP NOIR v0201.OSW
APPROVED FO ' — —
(x) The foregoing authority and information shall remain true and in full force and effect,
and Lessor shall be entitled to rely upon same, until written notice of the modification, rescission, or revocation
of same, in whole or in part, has been delivered to Lessor, but in any event, shall be effective with respect to
any documents executed or actions taken in reliance upon the foregoing authority prior to the delivery to Lessor
of said written notice of said modification, rescission or revocation
•
IN WITNESS WHEREOF, I have hereunto set my hand this day of Feb • , 20 t5 G \Y O�
•
By _
N Janet" M• P Q lJl4•
Cr
Title
Subscribed to and sworn before me thrs�� day of F , 2015
Notary Public l_ �L'� i.1 WV
(Name)
,s` P RA p` e< CATHERINE CHERRY-GUBERMAN
t { - * MY COMMISSION # EE 207630
My commission expires �1 u�� ( 'f r' EXPIRES' June 12, 2016
544. F�Cp'OM Bonded Thru Budget Notary Services
DFS LLC Public Secretary -( lerk Certificate 060108
NOTICE
IRS 8038 -G & 8038 -GC FILINGS
The Internal Revenue Service (IRS) now requires that all 8038 filings,
prepared by a third party, be executed by the third party as the
"Preparer ".
Additionally, the IRS does not allow the Preparer to execute the Filing
until after receiving the executed Lease.
Accordingly, once the Lease Schedule is executed and returned, you will
be receiving the 8038 filing for your execution and return.
Please contact your Lease Representative should you have any
questions or concerns.
SECRETARY /CLERK CERTIFICATE
1, 1 f e1 fri. C'f(iiAio, do hereby certify that
R lAt�
(1) 1 a e duly qualified, and actrtug Ct 4 - j Cleric _ (Clerk,
Secretary, etc) of �' i{••1 D Kral , a iw.rt;�J�ol� public entity (Vie "Public Entity ")
(u) Each of the persons whose name, title and signature appear below is a duly authorized
representative of the Public Entity and holds on the date of this Certificate the formal title set forth opposite
his /her name and the signature appearing opposite each such person's name is his /her genuine signature
NAME OF AUTHORIZED TITLE OF AUTHORIZED SIGNATURE OF AUTHORIZED
SIGNATORY SIGNATORY SIGNATORY
(cannot be Clerk /Secretary
authenticating this certificate)
V
Dit L a./ i etc- Ty ilG9eic, � �c� V2�•��
(111) Each such representative is duly authorized for and on behalf of the Public Entity to
execute and deliver that certain Lease Agreement No 6}0 (the "Agreement ") and any related
Lease Schedules from time to time thereunder (the "Schedules ") between the Public Entity and Dell Financial
Services L L C , a Delaware limited liability company or its assignee (collectively, "Lessor "), and all
agreements, documents, and instruments in connection therewith, including without limitation, schedules, riders
and certificates of acceptance
(iv) The execution and delivery of any such Agreement and /or Schedule and all
agreements, documents, and instruments in connection therewith for and on behalf of the Public Entity are not
prohibited by or in any manner restricted by the terms of the Charter or other document pursuant to which it is
organized or of any loan agreement, indenture or contract to which the Public Entity is a party or by which it or
any of its property is bound
(v) [STRIKE IF NOT APPLICABLE] The Public Entity did, at a duly called
(regular or special) meeting of the governing body of the Public Entity attended throughout by the r uisite
majority of the members thereof held on Feb. 3 , 2016, by motion duly made, seconded and carried, in
accordance with all requirements of law, approve and authorize the execution and delivery of the Agreement,
the related Schedule(s) and all agreements, documents, and instruments in connection therewith on its behalf
by the authorized representative(s) of the Public Entity named in paragraph (ii) above Such action approving
the Agreement, the related Schedule(s) and all agreements, documents, and instruments in connection
therewith and authorizing the execution thereof has not been altered or rescinded by the Public Entity
(vi) 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 Agreement) exists at the date
hereof
(vii) All insurance required in accordance with the Agreement is currently maintained by the
Public Entity
(viii) The Public Entity has, in accordance with the requirements of law, fully budgeted and
appropriated sufficient funds for the current budget year to make the Rent payments scheduled to come due
during the first Fiscal Period and to meet its other obligations for the first Fiscal Period (as such terms are
defined in the Agreement) and such funds have not been expended for other purposes
(ix) The Fiscal Period of the Public Entity is from (-)cT• 1 to
SETT • 3J
DFS LLC Public Secretar -Clark Certificate 060108