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R20-054 1 RESOLUTION NO. R20-054 2 3 4 A RESOLUTION OF THE CITY OF BOYNTON BEACH, 5 FLORIDA, APPROVING AND AUTHORIZING THE CITY 6 MANAGER TO SIGN AN EQUIPMENT LEASE PURCHASE 7 AGREEMENT WITH MOTOROLA SOLUTIONS, INC. IN THE 8 AMOUNT OF $91,838.46 PER YEAR OVER FIVE YEARS TO 9 PURCHASE COMMAND CENTRAL AWARE SOFTWARE FOR 0 THE POLICE DEPARTMENT'S REAL TIME CRIME CENTER; 1 AND PROVIDING AN EFFECTIVE DATE. 2 3 4 WHEREAS,on December 19, 2019, the City Commission approved,via Resolution 5 RI9-167, utilizing the Houston-Galveston Area Council's Contract ILC No. 18-6755 to 6 furnish and install Command Central Aware software for the Police Department's Real 7 Time Crime Center from Motorola Solutions, Inc. of Plantation, FL for a first year amount 8 of$465,860 and annual subscription payment of$93,503 during years two through five of 9 the contract for the annual subscription; and 0 WHEREAS, following the initial contract agreement with Motorola Solutions, Inc, '1 interest rates have trended downward and, as a result, Motorola lowered the annual lease '2 payments to $91,838.46 which will be due starting June 1, 2021 and will conclude June 1, '3 2025. '4 WHEREAS, implementation of this program will provide real-time intelligence to 5 identify emerging trends and assist with criminal investigations; and '6 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the '7 recommendation of staff, deems it to be in the best interests of the City residents to enter into '8 an Equipment Lease Purchase Agreement with Motorola Solutions, Inc. in the amount of '9 $91,838.46 per year over five years to purchase Command Central Aware software for the •0 Police Department's Real Time Crime Center. S:\CA\RESO\Agreements\Motorola Equipment Lease Purchase Agreement -Reso.docx •1 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF .2 THE CITY OF BOYNTON BEACH,FLORIDA, THAT: •3 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as •4 being true and correct and are hereby made a specific part of this Resolution upon adoption ;5 hereof. •6 Section 2. The City Commission of the City of Boynton Beach, Florida hereby ;7 approves the Equipment Lease Purchase Agreement with Motorola Solutions, Inc. in the :8 amount of$91,838.46 per year over five years to purchase Command Central Aware software ;9 for the Police Department's Real Time Crime Center. 0 Section 3. The City Manager is authorized to sign the Equipment Lease Purchase 1 Agreement, a copy of which Agreement is attached hereto as Exhibit"A." 2 Section 4. This Resolution shall become effective immediately upon passage. 3 PASSED AND ADOPTED this /d day of TL,, e , 2020. 4 CITY OF BOYNTON BEACH, FLORIDA 5 YES NO 6 Mayor—Steven B. Grant '7 8 Vice Mayor—Ty Penserga 9 .0 Commissioner—Justin Katz r/ .1 .2 Commissioner—Woodrow L. Hay .3 .4 Commissioner—Christina L. Romelus •5 .6 VOTE S:O .7 ATTEST: ,8 / , : ` it 4 .�a✓ sy� ` l` 7'r, 9 0 Cry al Gibson, MMC ..�o' 4., ..1 City Clerk .3 (Corporate Seal) S:\CA\RESO\Agreements\Motorola Equipment Lease Purchase Agreement -Reso.docx 0 MOTOROLA SOLUTIONS June 1,2020 City of Boynton Beach 100 E.Boynton Beach Blvd. Boynton Beach FL 33435 Enclosed for your review please find the Municipal Lease documentation in connection with the Command Central AWARE real time crime center solution to be leased from Motorola.The interest rate and payment streams outlined in Equipment Lease-Purchase Agreement#24779 are valid for contracts that are executed and returned to Motorola on or before June 26,2020. After 6/26/20,the Lessor reserves the option to re-quote and re-price the transaction based on current market interest rates. Please have the documents executed where indicated and forward the documents to the following address: Motorola Credit Corporation Attn:Bill Stancik/9th Floor 1303 E.Algonquin Rd Schaumburg, IL 60196 Should you have any questions,please contact me at 847-538-4531. Thank You, MOTOROLA CREDIT CORPORATION Bill Stancik LESSEE FACT SHEET Please help Motorola Solutions,Inc. provide excellent billing service by providing the following information: 1. Complete Billing Address CITY OF BOYNTON BEACH PO Box 310 Boynton Beach, Fl 33425-0310 Attention: Sophia Stewart Phone: 561-742-6117 2. Lessee County Location: Palm Beach 3. Federal Tax I.D.Number 59-6000282 4. Purchase Order Number to be referenced on invoice(if necessary)or other"descriptions"that may assist in determining the applicable cost center or department: PO 201138 5. Equipment description that you would like to appear on your invoicing: Command Central Aware Appropriate Contact for Documentation/System Acceptance Follow-up: 6. Appropriate Contact& Vanessa Snow Mailing Address 2100 High Ridge Road Boynton Beach, Fl 33426 Phone: 561-742-6116 Fax: 561-742-6185 7. Payment remit to address: Motorola Credit Corp. P.O.Box 71132 Chicago IL 60694-1132 Thank you EQUIPMENT LEASE-PURCHASE AGREEMENT Lease Number: 24779 LESSEE: LESSOR: CITY OF BOYNTON BEACH Motorola Solutions,Inc. 100 E.Boynton Beach Blvd. 500 West Monroe Boynton Beach FL 33435 Chicago IL 60661 Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor,the Equipment described in any Schedule A now or hereafter attached hereto ("Equipment") in accordance with the following terms and conditions of this Equipment Lease-Purchase Agreement("Lease"). 1. Term. This Lease will become effective upon the execution hereof by Lessor. The Term of this Lease will commence on the Commencement Date specified in Schedule A and unless terminated according to terms hereof or the purchase option, provided in Section 18, is exercised this Lease will continue until the Expiration Date set forth in Schedule B attached hereto("Lease Term"). 2. Rent. Lessee agrees to pay to Lessor or its assignee the Lease Payments (herein so called), including the interest portion, in the amounts specified in Schedule B. The Lease Payments will be payable without notice or demand at the office of the Lessor(or such other place as Lessor or its assignee may from time to time designate in writing), and will commence on the first Lease Payment Date as set forth in Schedule B and thereafter on each of the Lease Payment Dates set forth in Schedule B. Any payments received later than ten (10) days from the due date will bear interest at the highest lawful rate from the due date. Except as specifically provided in Section 5 hereof, the Lease Payments will be absolute and unconditional in all events and will not be subject to any set-off, defense, counterclaim, or recoupment for any reason whatsoever. Lessee reasonably believes that funds can be obtained sufficient to make all Lease Payments during the Lease Term. Lessee will seek funding each year as a part of its budget process. It is Lessee's intent to make Lease Payments for the full Lease Term if funds are legally available therefor and in that regard Lessee represents that the Equipment will be used for one or more authorized governmental or proprietary functions essential to its proper,efficient and economic operation. Lessee's obligation to make Lease Payments and to pay any other amounts payable under this Lease constitutes a current obligation payable only to the extent permitted by law and exclusively from legally available funds and shall not be construed to be an indebtedness within the meaning of any applicable constitutional or statutory limitation or requirement. Lessee has not pledged and will not pledge its full faith and credit or its taxing power to pay any Lease Payments or any other amounts under this Lease. Neither Lessor nor any Assignee (described below) may compel the levy of any ad valorem taxes by Lessee to pay Lease Payments or any other amounts under this Lease. 3. Delivery and Acceptance. Lessor will cause the Equipment to be delivered to Lessee at the location specified in Schedule A ("Equipment Location"). Lessee will accept the Equipment as soon as it has been delivered and is operational. Lessee will evidence its acceptance of the Equipment by executing and delivering to Lessor a Delivery and Acceptance Certificate in the form provided by Lessor. Even if Lessee has not executed and delivered to Lessor a Delivery and Acceptance Certificate, if Lessor believes the Equipment has been delivered and is operational, Lessor may require Lessee to notify Lessor in writing (within five (5) days of Lessee's receipt of Lessor's request) whether or not Lessee deems the Equipment (i)to have been delivered and (ii)to be operational, and hence be accepted by Lessee. If Lessee fails to so respond in such five (5)day period, Lessee will be deemed to have accepted the Equipment and be deemed to have acknowledged that the Equipment was delivered and is operational as if Lessee had in fact executed and delivered to Lessor a Delivery and Acceptance Certificate. 4. Representations and Warranties. Lessor acknowledges that the Equipment leased hereunder is being manufactured and installed by Lessor pursuant to contract (the "Contract") covering the Equipment. Lessee acknowledges that on or prior to the date of acceptance of the Equipment, Lessor intends to sell and assign Lessor's right, title and interest in and to this Agreement and the Equipment to an assignee ("Assignee"). LESSEE FURTHER ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN THE CONTRACT, LESSOR MAKES NO EXPRESS OR IMPLIED WARRANTIES OF ANY NATURE OR KIND WHATSOEVER, AND AS BETWEEN LESSEE AND THE ASSIGNEE, THE PROPERTY SHALL BE ACCEPTED BY LESSEE"AS IS"AND"WITH ALL FAULTS." LESSEE AGREES TO SETTLE ALL CLAIMS DIRECTLY WITH LESSOR AND WILL NOT ASSERT OR SEEK TO ENFORCE ANY SUCH CLAIMS AGAINST THE ASSIGNEE. NEITHER LESSOR NOR THE ASSIGNEE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER AS A RESULT OF THE LEASE OF THE EQUIPMENT,INCLUDING WITHOUT LIMITATION,LOSS OF PROFITS,PROPERTY DAMAGE OR LOST PRODUCTION WHETHER SUFFERED BY LESSEE OR ANY THIRD PARTY. Lessor is not responsible for, and shall not be liable to Lessee for damages relating to loss of value of the Equipment for any cause or situation (including, without limitation, governmental actions or regulations or actions of other third parties). 5. Non-Appropriation of Funds. Notwithstanding anything contained in this Lease to the contrary, in the event the funds appropriated by Lessee's governing body or otherwise available by any means whatsoever in any fiscal period of Lessee for Lease Payments or other amounts due under this Lease are insufficient therefor, this Lease shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to Lessee of any kind whatsoever, except as to the portions of Lease Payments or other amounts herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. The Lessee will immediately notify the Lessor or its Assignee of such occurrence. In the event of such termination, Lessor may request by written notice that Lessee promptly deliver the Equipment to Lessor or its Assignee. In the event that Lessee agrees to deliver the Equipment to Lessor, Lessee hereby agrees to transfer title to and deliver possession of the Equipment in accordance with Section 17.1 of this Lease. In the event that Lessee does not return the Equipment to Lessor, Lessor may proceed by appropriate court action or actions, either at law or in equity,to recover damages. 6. Lessee Certification. Lessee represents, covenants and warrants that: (i) Lessee is a state or a duly constituted political subdivision or agency of the state of the Equipment Location; (ii) the interest portion of the Lease Payments shall be excludable from Lessor's gross income pursuant to Section 103 of the Internal Revenue Code of 1986, as it may be amended from time to time ( the "Code"); (iii)the execution, delivery and performance by the Lessee of this Lease have been duly authorized by all necessary action on the part of the Lessee; (iv)this Lease constitutes a legal, valid and binding obligation of the Lessee enforceable in accordance with its terms; (v) Lessee will comply with the information reporting requirements of Section 149(e) of the Code, and such compliance shall include but not be limited to the execution of information statements requested by Lessor; (vi) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, the Lease to be an arbitrage bond within the meaning of Section 148(a) of the Code; (vii) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, this Lease to be a private activity bond within the meaning of Section 141(a) of the Code; (viii) Lessee will not do or cause to be done any act which will cause, or by omission of any act allow, the interest portion of the Lease Payments to be or become includible in gross income for Federal income taxation purposes under the Code; and (ix) Lessee will be the only entity to own, use and operate the Equipment during the Lease Term. Lessee represents, covenants and warrants that (i) it will do or cause to be done all things necessary to preserve and keep the Lease in full force and effect, (ii) it has complied with all public bidding and Bond Commission requirements (as defined in the Code) where necessary and by due notification presented this Lease for approval and adoption as a valid obligation on its part, and(iii) it has sufficient appropriations or other funds available to pay all amounts due hereunder for the current fiscal period. If Lessee breaches the covenant contained in this Section, the interest component of Lease Payments may become includible in gross income of the owner or owners thereof for federal income tax purposes. In such event, notwithstanding anything to the contrary contained in Section 11 of this Agreement, Lessee agrees to pay promptly after any such determination of taxability and on each Lease Payment date thereafter to Lessor an additional amount determined by Lessor to compensate such owner or owners for the loss of such excludibility (including, without limitation, compensation relating to interest expense, penalties or additions to tax), which determination shall be conclusive (absent manifest error). Notwithstanding anything herein to the contrary, any additional amount payable by Lessee pursuant to this Section 6 shall be subject to the limitations set forth in Sections 2 and 5 hereof. It is Lessor's and Lessee's intention that this Agreement not constitute a "true" lease for federal income tax purposes and, therefore, it is Lessor's and Lessee's intention that Lessee be considered the owner of the Equipment for federal income tax purposes. 7. Title to Equipment. During the Lease Term, title to the Equipment will vest in Lessee and Lessor will have no securityinterest therein. Notwithstandingthe obligations of Lessee topaythe Lease Payments, this Lease shall not result in the creation of any lien, charge, security interest or other encumbrance upon the Equipment and Lessor shall have no right to involuntarily dispossess Lessee of the use and enjoyment of or title to the Equipment. 8. Use; Repairs. Lessee will use the Equipment in a careful manner for the use contemplated by the manufacturer of the Equipment and shall comply with all laws, ordinances, insurance policies and regulations relating to, and will pay all costs, claims, damages, fees and charges arising out of the possession, use or maintenance of the Equipment. Lessee, at its expense will keep the Equipment in good repair and furnish all parts, mechanisms and devices required therefor. 9. Alterations. Lessee will not make any alterations, additions or improvements to the Equipment without Lessor's prior written consent unless such alterations, additions or improvements may be readily removed without damage to the Equipment. 10. Location; Inspection. The Equipment will not be removed from, [or if the Equipment consists of rolling stock, its permanent base will not be changed from] the Equipment Location without Lessor's prior written consent which will not be unreasonably withheld. Lessor will be entitled to enter upon the Equipment Location or elsewhere during reasonable business hours to inspect the Equipment or observe its use and operation. 11. Liens and Taxes. Lessee shall keep the Equipment free and clear of all levies, liens and encumbrances. Lessee shall pay, when due, all charges and taxes (local, state and federal) which may now or hereafter be imposed upon the ownership, leasing, rental, sale, purchase, possession or use of the Equipment, excluding however, all taxes on or measured by Lessor's income. If Lessee fails to pay said charges and taxes when due, Lessor shall have the right, but shall not be obligated, to pay said charges and taxes. If Lessor pays any charges or taxes, Lessee shall reimburse Lessor therefor within ten days of written demand. 12. Risk of Loss: Damage; Destruction. Lessee assumes all risk of loss or damage to the Equipment from any cause whatsoever, and no such loss of or damage to the Equipment nor defect therein nor unfitness or obsolescence thereof shall relieve Lessee of the obligation to make Lease Payments or to perform any other obligation under this Lease. In the event of damage to any item of Equipment, Lessee will immediately place the same in good repair with the proceeds of any insurance recovery applied to the cost of such repair. If Lessor determines that any item of Equipment is lost, stolen, destroyed or damaged beyond repair, Lessee at the option of Lessor will: either (a) replace the same with like equipment in good repair; or (b) on the next Lease Payment date, pay Lessor the sum of: (i)all amounts then owed by Lessee to Lessor under this Lease, including the Lease payment due on such date; and (ii)an amount equal to all remaining Lease Payments to be paid during the Lease Term as set forth in Schedule B. In the event that Lessee is obligated to make such payment with respect to less than all of the Equipment, Lessor will provide Lessee with the pro rata amount of the Lease Payment and the Balance Payment (as set forth in Schedule B) to be made by Lessee with respect to that part of the Equipment which has suffered the Event of Loss. 13. Insurance. Lessee and Lessor acknowledge that Lessee is self-funded for tortious liability coverage in accordance with FL §768.28, and has a reserve established to fund any potential tortious liability losses which may occur. Under FL§768.28, claims against state subdivisions are limited to $200,000 per person and $300,000 per incident. A certificate of insurance listing (Lessor) as loss payee for the property damage coverage will be generated and provided. 14. Indemnification. Lessee shall, to the extent permitted by law, indemnify Lessor against, and hold Lessor harmless from, any and all claims, actions, proceedings, expenses, damages or liabilities, including attorneys' fees and court costs, arising in connection with the Equipment, including, but not limited to, its selection, purchase, delivery, possession, use, operation, rejection, or return and the recovery of claims under insurance policies thereon. 15. Assignment. Without Lessor's prior written consent, Lessee will not either (i) assign, transfer, pledge, hypothecate, grant any security interest in or otherwise dispose of this Lease or the Equipment or any interest in this Lease or the Equipment or; (ii) sublet or lend the Equipment or permit it to be used by anyone other than Lessee or Lessee's employees. Lessor may assign its rights, title and interest in and to this Lease, the Equipment and any documents executed with respect to this Lease and/or grant or assign a security interest in this Lease and the Equipment, in whole or in part. Any such assignees shall have all of the rights of Lessor under this Lease. Subject to the foregoing, this Lease inures to the benefit of and is binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. Lessee covenants and agrees not to assert against the Assignee any claims or defenses by way of abatement, setoff, counterclaim, recoupment or the like which Lessee may have against Lessor. No assignment or reassignment of any Lessor's right, title or interest in this Lease or the Equipment shall be effective unless and until Lessee shall have received a notice of assignment, disclosing the name and address of each such assignee; provided, however, that if such assignment is made to a bank or trust company as paying or escrow agent for holders of certificates of participation in the Lease, it shall thereafter be sufficient that a copy of the agency agreement shall have been deposited with Lessee until Lessee shall have been advised that such agency agreement is no longer in effect. During the Lease Term Lessee shall keep a complete and accurate record of all such assignments in form necessary to comply with Section 149(a) of the Code, and the regulations,proposed or existing, from time to time promulgated thereunder. No further action will be required by Lessor or by Lessee to evidence the assignment, but Lessee will acknowledge such assignments in writing if so requested. After notice of such assignment, Lessee shall name the Assignee as additional insured and loss payee in any insurance policies obtained or in force. Any Assignee of Lessor may reassign this Lease and its interest in the Equipment and the Lease Payments to any other person who,thereupon, shall be deemed to be Lessor's Assignee hereunder. 16. Event of Default. The term "Event of Default", as used herein, means the occurrence of any one or more of the following events: (i) Lessee fails to make any Lease Payment(or any other payment) as it becomes due in accordance with the terms of the Lease, and any such failure continues for ten (10) days after the due date thereof; (ii) Lessee fails to perform or 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 by Lessor; (iii)the discovery by Lessor that any statement, representation, or warranty made by Lessee in this Lease or in writing ever delivered by Lessee pursuant hereto or in connection herewith is false, misleading or erroneous in any material respect; (iv)proceedings under any bankruptcy, insolvency, reorganization or similar legislation shall be instituted against or by Lessee, or a receiver or similar officer shall be appointed for Lessee or any of its property, and such proceedings or appointments shall not be vacated, or fully stayed, within twenty (20) days after the institution or occurrence thereof; or (v) an attachment, levy or execution is threatened or levied upon or against the Equipment. 17. Remedies. Upon the occurrence of an Event of Default, and as long as such Event of Default is continuing, Lessor may, at its option, exercise any one or more of the following remedies: (i) by written notice to Lessee, declare all amounts then due under the Lease, and all remaining Lease Payments due during the Fiscal Year in effect when the default occurs to be immediately due and payable, whereupon the same shall become immediately due and payable; (ii)request by written notice that Lessee promptly deliver the Equipment to Lessor or its Assignee; and (iii)exercise any other right, remedy or privilege which may be available to it under applicable laws of the state of the Equipment Location or any other applicable law or proceed by appropriate court action to enforce the terms of the Lease or to recover damages for the breach of this Lease or to rescind this Lease as to any or all of the Equipment. If Lessor terminates this Lease and receives possession of the Equipment, Lessor may sell or lease the Equipment or sublease it for the account of Lessee. If the proceeds of such sale, lease or sublease are not sufficient to pay the balance of any Lease Payments or other amounts owed by Lessee under the Lease, Lessor may pursue such other remedies as are available at law or in equity to collect the balance of such Lease Payments or other amounts from Lessee's legally available funds. In addition, Lessee will remain liable for all covenants and indemnities under this Lease and for all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement of any of the remedies listed above or any other remedy available to Lessor. 17.1. Return of the Equipment. In the event that Lessee determines to return the Equipment to Lessor or its Assignee pursuant to Section 5 or 17 hereof, Lessee agrees to transfer title to and deliver possession of the Equipment in the condition hereafter required by preparing and appropriately protecting the Equipment for shipment and, at Lessor's option, (i) surrendering the Equipment to Lessor at the Equipment Location specified in Schedule A hereto, or (ii) loading the Equipment on board such carrier as Lessor shall specify and shipping the same, freight collect,to Lessor at the place designated by Lessor. In the event of any such delivery of the Equipment to Lessor, Lessee shall execute and deliver such documents as may reasonably be required to transfer title to and possession of the Equipment to Lessor, free and clear of all liens to which the Equipment has become subject. Upon such delivery of the Equipment to Lessor, if the Equipment is damaged or otherwise made less suitable for the purposes for which it was manufactured than when delivered to Lessee (reasonable wear and tear excepted), Lessee agrees, at its option, to: (a)repair or restore such Equipment to the same condition in which it was received by Lessee (reasonable wear and tear excepted) and, at its expense, promptly return such Equipment to Lessor (or to a location identified in a written notice to Lessee) or (b)pay to Lessor the actual cost of such repair, restoration and return. There is no intent to create under any provision of this Lease a right in Lessor to involuntarily dispossess Lessee of the legal title to or the use of the Equipment. Lessor hereby irrevocably waives any right to specific performance of any covenant of Lessee to transfer legal title to and return possession of the Equipment. 18. Purchase Option. Upon thirty (30) days prior written notice from Lessee to Lessor, and provided that no Event of Default has occurred and is continuing, or no event, which with notice or lapse of time, or both could become an Event of Default, then exists, Lessee will have the right to purchase the Equipment on the Lease Payment Dates set forth in Schedule B by paying to Lessor, on such date, the Lease Payment then due together with the Balance Payment amount set forth opposite such date. Upon satisfaction by Lessee of such purchase conditions, Lessor will transfer any and all of its right, title and interest in the Equipment to Lessee as is, without warranty, express or implied, except that the Equipment is free and clear of any liens created by Lessor. 19. Notices. All notices to be given under this Lease shall be made in writing and mailed by certified mail, return receipt requested, to the other party at its address set forth herein or at such address as the party may provide in writing from time to time. Any such notice shall be deemed to have been received five days subsequent to such mailing. 20. Section Headings. All section headings contained herein are for the convenience of reference only and are not intended to define or limit the scope of any provision of this Lease. 21. Governing Law. This Lease shall be construed in accordance with, and governed by the laws of,the state of the Equipment Location. 22. Delivery of Related Documents. Lessee will execute or provide,as requested by Lessor, such other documents and information as are reasonably necessary with respect to the transaction contemplated by this Lease. i 23. Entire Agr4-c'ruoit; Waj er. This Lease, together with the Delivery and Acceptance Certificate and other attacluuents hereto,and other documents or instruments executed by Lessee and Lessor in connection herewith,constitutes the entire agreement between the parties with respect to the Lease of the Equipment, and this I.ease shall not be modified, amended, altered, or changed except with the written consent of Lesiee and Lessor. Any provision ofthis Lease,which is prohibited or unenforceable in any jur•iscliction, shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenfhi•eoatiility, without invalidating the remaining provisions hereof. To the extent permitted by applicable lajv, Lessee and I.essor•hereby waive any provision of taw that prohibits or renders unenforceable any provision of this (..ease in any respect. . Section §215,473, l?lorida Statutes, prohibits agencies From contracting with companies, for goods or ser- vices over$1,000,000, that are on either the Scrutinized Companies with activities in the Iran Petroleum Energy Sector List, created pursuant to § 287.1.35,or are engaged in business operations in Cuba or Syria. Motorola Solutions, Inc.certifies that it is not listed on either the Scrutinized Companies with activities in the Iran Petroleum Energy Sector List, and is not engaged in business operations in Cuba or Syria. The waiver by I.assor of any breach by Lessee of any term, covenant or condition hereof'shall not operate as a waiver of any Subsequent breach thereof'. 24, G.vecution In iCounfriparts. This Lease may be executed in several counterparts, each of • which shall be deemed an original and all of which shall constitute but one and the same instrument. IN WITNESS Wt iwor,the (parties have executed this Agreement as of the 7_day of52020. LESSEE: LESSOR: CITY OF BOYNTON BEACH MOTOROLA SOLUd la NS,INC. Lori LaVerrie e / / Title .C,i.ty.M2X►1 eL • _ .. Title: 7-P ire �. • OPINION OF COUNSEL With respect to that certain Equipment Lease-Purchase Agreement dated'7vNa, 2020 by and between Motorola Solutions, Inc. and the Lessee, I am of the opinion that: (i) the Lessee is, within the meaning of Section 103 of the Internal Revenue C de of 1986, a state or a fully constituted political subdivision or agency of the State of the Equipment Location de cribed in Schedule A hereto; (ii) the execution, delivery and performance by the Lessee of the Lease have been duly authorized by all necessary action on the part of the Lessee. (ill) the Lease constitutes a legal, valid and binding obligation of the Lessee enforceable in accordance with Its terms; and (iv) Lessee has sufficient monies available to make alt payments required to be paid under the Lease during the current fiscal year of the Lease, and :such ar)dnies' have been properly budgeted and appropriated for this purpose in accordance with State law /'7" .„(0, t; / (cly 4,,„1-, ," f, ,i; , , . LAttorney for CITY OF B TON BEACH SCHEDULE A EQUIPMENT LEASE-PURCHASE AGREEMENT Schedule A 24779 Lease Number: This Equipment Schedule dated as of July 7 , 2020 is being executed by MOTOROLA SOLUTIONS, INC. ("Lessor")and CITY OF BOYNTON BEACH (Lessee"), as a supplement to,and is hereby attached to and made a part of that certain Equipment Lease-Purchase Agreement Number 24779 dated as of July , 2020("Lease"), between Lessor and Lessee. Lessor hereby leases to Lessee under and pursuant to the Lease, and Lessee hereby accepts and leases from Lessor under and pursuant to the Lease, subject to and upon the terms and conditions set forth in the Lease and upon the terms set forth below,the following items of Equipment QUANTITY DESCRIPTION(Manufacturer, Model, and Serial Nos.) Refer to attached Equipment List. Equipment Location: Initial Term: 60 Months Commencement Date: 8/1/2020 First Payment Due Date: 8/1/2021 5 Annual Payments of $91,838.46 as outlined in the attached Schedule B,plus Sales/Use Tax of$0.00, payable on the Lease Payment Dates set forth in Schedule B. EXECUTED as of the date first herein set forth. LESSEE: LESSOR: CITY OF BOYNTON BEACH Motorola Solution ,Inc. / Lori LaVerriere Uygar a • gl By w -,)''Aj ._ . B)' Air 7 / — — Title: City Manager Title: ♦e ; ig CitL. y of Boynton Beach (Schedule B Lease 24779) Compound Period: Annual Nominal Annual Rate: 2.760% CASH FLOW DATA Event Date Amount Number Period End Date 1 Lease 8/1/2020 $423,494.00 1 2 Lease Payment 8/1/2021 $ 91,838.46 5 Annual 8/1/2025 AMORTIZATION SCHEDULE- Normal Amortization, 360 Day Year Date Lease Payment Interest Principal Balance Lease 8/1/2020 $423,494.00 1 8/1/2021 $ 91,838.46 $ 11,687.39 $ 80,151.07 $343,342.93 2 8/1/2022 $ 91,838.46 $ 9,475.41 $ 82,363.05 $260,979.88 3 8/1/2023 $ 91,838.46 $ 7,202.40 $ 84,636.06 $176,343.82 4 8/1/2024 $ 91,838.46 $ 4,866.65 $ 86,971.81 $ 89,372.01 5 8/1/2025 $ 91,838.46 $ 2,466.45 $ 89,372.01 $ - Grand Totals $ 459,192.30 $ 35,698.30 $423,494.00 INITIAL INSURANCE REQUIREMENT: $423,491.00 Except as specifically provided in Section five of the Lease hereof,Lessee agrees to pay to Lessor or its assignee the Lease Payments,including the interest portion,in the amounts and dates specified in the above payment schedule. CITY OF BOYNTON BEACH Motorola Solutions,Inc. LESSEE: LESSOR: (1TY OF BOYNTON; 13EAC11 Motorola Soluti • nc. Lori l.aVe ie �- // / I13y: p` VS 1 By: Title: ..City Manager Title: __17/ Date: 7/_ 70la..0 Date; __ _ CERTIFICATE OF INCUMBENCY I, Crystal Gibson do hereby certify that I am the duly elected or (Signature of Secretary/Clerk) appointed and acting Secretary or Clerk of the CITY OF BOYNTON BEACH ,an entity duly organized and existing under the laws of the State of Florida that I have custody of the records of such entity, and that,as of the date hereof,the individuals named below are the duly elected or appointed officers of such entity holding offices set forth opposite of their respective names. I further certify that(i)the signatures set opposite their respective names and titles are their true and authentic signatures and(ii) such officers have the authority on behalf of such entity to enter into that certain Equipment Lease Purchase Agreement number 24779 dated July ,2020, and Schedule A number 24779 dated July ,2020, between CITY OF BOYNTON BEACH and Motorola Solutions, Inc. . Name Title Signature Crystal Gibson City Clerk 4 ��� (Individual who signed Lease documents should be listed h e and sign where applicable) IN WITNESS WHEREOF, I have exec,�ted this certificate and affixed the seal of CITY OF BOYNTON BEACH ,hereto this /3-M day of July,2020. By: ( .ge71-71-. ''''‘I‘-- - s of Secretary/Clerk) SEAL �,�'°� ' r '1 i,s �Go'4,rOJ4r ., .;,'% J , 1920 i, 4L.d,R.' _ I EVIDENCE OF INSURANCE Fire,extended coverage,public liability and property damage insurance for all of the Equipment listed on Schedule A number 24779 dated July , 2020 to that certain Equipment Lease Purchase Agreement number 24779 dated July , 2020 will be maintained by the CITY OF BOYNTON BEACH as stated in the Equipment Lease Purchase Agreement. This insurance shall name MOTOROLA SOLUTIONS,INC. or its assignee as additional insured and loss payee for the term of the Schedule A number 24779 dated July , 2020. This insurance is provided by: Preferred Governmental Insurance Trust(PGIT) Name of insurance provider PO Box 958455 Address of insurance provider Lake Mary, FL 32795 City,State and Zip Code 321-832-1400 Phone number of insurance provider In accordance with the Equipment Lease Purchase Agreement Number 24779,CITY OF BOYNTON BEACH,hereby certifies that following coverage are or will be in full force and effect: Type Amount Effective Expiration Policy Date Date Number Fire and Extended Coverage 10-1-18 10-1-20 PX2FL1 0502003 18-04 Property Damage $300,00 10-1-18 10-1-20 PX2FL1 0502003 18-04 Public Liability $4,000,000 10-1-18 10-1-20 PX2FL1 0502003 18-04 Lessee: CITY OF BOYNTON BEACH Lori LaVerrie By: v/a Its: City Manager Date: July `Q, 2020 i STATEMENT OF ESSENTIAL USE/SOURCE OF FUNDS LTo further understand the essential governmental use intended for the equipment together with an understanding of the sources from which payments will be made, please address the following questions by completing this form or by sending a separate letter: 1. What is the specific use of the equipment? To be used in the Real Time Crime Center 2. Why is the equipment essential to the operation of CITY OF BOYNTON BEACH? To help reduce violent crime 3. Does the equipment replace existing equipment? No If so,why is the replacement being made? 4. Is there a specific cost justification for the new equipment? No If yes,please attach outline of justification. 5. What is the expected source of funds for the payments due under the Lease for the current fiscal year and future fiscal years? Support Services' operating budget Lessee: CITY OF BOYNTON BEACH Lori La rriere By: ; ; t4.— - ild-4—'"— Its: City_Manager_ — — Date: July t 0 2020 EQUIPMENT LEASE PURCHASE AGREEMENT DELIVERY AND ACCEPTANCE CERTIFICATE LThe undersigned Lessee hereby acknowledges receipt of the Equipment described below ("Equipment") and Lessee hereby accepts the Equipment after full inspection thereof as satisfactory for all purposes of lease Schedule A to the Equipment Lease Purchase Agreement executed by Lessee and Lessor. Equipment Lease Purchase Agreement Date: July , 2020 Lease Schedule A Date: July , 2020 Equipment Lease Purchase Agreement No.: 24779 Lease Schedule A No. : 24779 EQUIPMENT INFORMATION QUANTITY MODEL NUMBER EQUIPMENT DESCRIPTION Equipment referenced in lease Schedule A# 24779 dated July . 2020. See Schedule A for a detailed Equipment List. LESSEE: CITY OF BOYNTON BEACH Lori LaVerriere, City Manager By: �Y Date: /,//0/�U