The URL can be used to link to this page

Home My WebLink About113984 WAGNER EQUIPMENT CO - CONTRACT - PURCHASE ORDER - 9125194WAGNER EQUIPMENT GOVERNMENTAL LEAS CHASE AGREEMENT LESSEE: CITY OF FORT COLLINS 'A political agency or subdivision of the State of vstato,- ADDRESS: 625 9R1 STREET FORT COLLINS,CO 80522 Dated u of September 14, 2012 LESSOR: WAGNER EQUIPMENT CO ADDRESS: 18000 SMITH ROAD AURORA, COLORADO 90011.3511 Lessor, to reliance on Lessees selection of the cgaipmem described below CUnh" or "Units'), agrees to acquire, [ease, let and sell the Units to Lesser, and Lesseeagrees to rent, Icase, hire and purchase the Units from Lessor, Description of Unit(s) Serial# CATERPILLAR 130M2 MOTOR GRADER - M9DW948 Pay men Scbed We attached. Luse Tel 36 numbs PAYMENT PROVISION: Tbim-Shs (36) equal conseeutive man Mly payments of S2,500.110 commencing September 14, 2012. The consumrr has the option to REi'u2rJ -HE EQvii ftwlz )J TI 111 24 0Q 3(o v>tort�NS e % ADDITIONAL PROVISIONS: RIDERS: i'--)'v TERMS AND CONDITIONS 1. LEASE TERAI; NON APPROPRIATIONS; TTa Lasso term fur each Unit shall commence on the date Lsssee or its agent receives possession or takes camel of the Unit, herein referred to as the Delivery Date, and shall continue through the last day of Lessees fiscal year in which the Delivery Date occurs and, thereafter, shall autmamn,ally be extended for successive annual periods coinciding with Lessee's fiscal years. Lessee shall execute and deliver m Lessor a Delivery Supplement using Lessor's standard turn,. In the event no funds or insufficient funds are appropriated and budgeted or are otherwise not available in any fiscal year for payments due it. this Leese, Lessee will immediately notify Lessor of such weem cove and this Lease shall [ermlate on the last day of the fiscal year for which appropriations were received without penalty or expeae to Lessee, except as to the portions of payments herein agreed upon for which funds shall have been appropriated aad budgeted or are otherwise available. Notwithstanding the foreeoitrg. Lases agrees dust to the Went permitted by law, it will not cancel the Lase under the provisions of this Section I if any funds are appmpruted to it or by it for the acquisition, retention or OPmtion Of the Units or other equipment performing functions similar in the Units for the fiscal yaf in which u mmirution occurs m the next succeeding fssol Y.. s_. PAI :MFNT'S; NET LEASE: Denali the Lease term, Lasaee shall pay to Lessor rent for each Unit as stated in the -touched Paymemt Schedule and according to the above Payment Pmvision. An aomuat equal to one payment for all of the Units must accampany this Lease. If Lessor accepts and exacma this Lease, said amount shall be applied to the first payment due If Lessor does not execute this Lease, said amount will be returned to Lessee. If Lessor does not receive a payment on the date it is due, Lessee shall pay to Lessor, on demand, a lam payment charge equal to the lesser of five percent (5',' ) of the payment not paid when due or the highest charge allowed by law, uhichavet is leas. This Lease is a M lease, and Lessee shall rem be cati led to any abatement or reduction of Payment or any sttoff against payment. whether arising by reason of any past, Present or future cla rm, of any ature by Laves against Lasser or otherwise. Except as otherwise expressly provided herein, the obligations of Lessor and Lessee stall not be affected by any defect in, damage to, loss of possession Ol use of arty Unit, however caused, by the attachment of any lice or other claim in any Unit, by am, interference with Lessees use of the Unit, offro any Other cause,whether similar ordissimilar to the finegomn any present or future law to the contrary notwithstanding. 3. DISCLAIMER OF WARRANTIES: I.essce acknowledges and agrees that Lessor is nor the manufacturer of the Units) and [bat Laser has selected each Unit based on Lessee's own judgment without arty reliance whatsoever oa any statements or repraem do is made by Lessor. AS 13FTATIiN LESSOR AND LESSEE, THE UNITS) ARE PROVIDED 'AS IS' WITHOUT ANY WARRANTIES OF ANY RIND. LESSOR HEREBY EXPRF,SSLY DISCLAIMS a) ALL WARRAN1CS OF MERCHANTABILITY, b) ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, AND c) ALL WARRANTIES AGAINST INFRINGEMENTOR THE LIRE Loser assigns to Lessor its interest in any of the manufacturer's warraotia on the Coastal 4. POSSESSION, USE AND MAINTENANCE.: Lesseeshall not (a) use. operate, maintain or store any Unit improperly, amlasly, unsafely or in violation of any applicable law or regulation no for any purpose other than in the conduct of Lassoes business; hit abandon any Unit; (c) sublease any Unit, pemeit the use of any Unit by anyone other than Lessee, change the use of any Unit from that specified in the attnchul Application Suivey/Ucag, Rider, or change the location of any Unit from that specified above without the prior written consent of Lasser, or (d) sell, assign or oansfer, or directly or indirectly create or suffer to exist any lien, claim. security intmaa or encumbrance on any of its rights hammder Or in any Unit. The Units arc and shall remain personal property inespective of dmir use of manner of attachment to rally Upon prior notice to Lessee, lessor or its agent shall have the right (but not the obligation) at all ratsoable times w inspect any Unit and maintenance records relating therein. Lessee, shall, at its eapmsamd at all times during the Lease term, maintain the Units in good operating Older, reryair and condition and shall perform mainleaeece a[ least as m, Lenthv as set forth in any applicable operainls guide, service inmost. and lubrication and maintenance guide for the Units Lesson shall not tier any Unit or affix any accessory or equipment toany Unit if such alleeatiun or addituse would impair the origially intended function or e or reduce the. alum or mch Unit Any alteration or addition to any Unit shall be the resPonsibihry of end al the sob risk of I.ec. All parts mccefories and avm,n a m afTxW to say Unit shall tee subject to the security nuclear of Lessor granted hereunder If Lessor supplies Lessee with labels sating that the Unit is leased from Lessor, Lessee shall of x and keep them in a pen amem place oa the Unit. SEE REVERSE SIDE, FOR ADDITIONAL TERMS AND CONDITIONS LESSEE ACKNOWLEDGES HAVING RECEIVED A FULLY COMPLETED AND ES F.CUFED COPY OF THIS AGREEMENT Lessee' CITY OF FORT COLLINS By l Leswr. WAGNER EQUIPMENT . Hy. - _ Name (PRINT) Tt A hC S G iJ _. T'L,L (j' _ _ Name PRINT r' (PRINT) It%' Savor _ Tide `l7 C_E'l>Z (`1=Y'�s-YXe` tR�j i?t--°b Title Finn ial rvice Mann er Date o�� f? s-., �:— /' (,. ( Date 091142012 11CO-cooemanm L-1,urenw apannn Vnom 1.1 M/163un WAGNER EQUIPMENT ry GOVERNMENTAL LEAS �ZCHASE AGREEMENT LESSEE: CITY OF FORT COLLINS "A political agency or subdivision of the State f.States" ADDRESS: 625 9uISTREET FORT COLLINS, CO 80522 Lease Nnmtxr• 42161 Dated as of September 14, 2o12 LESSOR: WAGNER EQUIPMENT CO ADDRESS: 18000 SMITH ROAD AURORA, COLORADO 80011-3511 Lessor, in reliance on Lessee's selection of the equipment described below, ("Unit" or "Units"), agrees to acquire, lease, let and sell the Units to Lessee, and Lessee agrees to rent, lease, hire and purchase the Units from Lessor. Description of Units) Serial# CATERPILLAR t40M2 MOTOR GRADER M9D00948 _.._ Payment Schedule attached. Lease Term: 36 months PAYMENT PROVISION: Thirty -Six (36) ¢goat consecutive monthly payments of $2,500.00 commencing September 14, 2012. The consumer has the option to i2 u2r1 -BE- eezo (f cot E t•(i ikt )�tZ- t2, 2y 0JZ ADDITIONAL PROVISIONS: e RIDERS: 1 T TERMS AND CONDITIONS 1. LEASE TERM; NON -APPROPRIATIONS: The Lease term for each Unit shall commence on the date Lessee or its agent receives possession or takes control of the Unit, herein referred to as the Delivery Date, and shall continue through the last day of Lessee's fiscal year in which the Delivery Date occurs and, thereafter, shall automatically be extended for successive annual penads coinciding with Lessee's fiscal years_ Lessee shall execute and deliver to Lessor a Delivery Supplement using Lessor's standard form. In the event no funds or insufficient funds are appropriated and budgeted or are otherwise not available in any fiscal year for payments due under this Lease, Lessee will immediately notify Lessor of such occurrence and this Lease shall terminate on the last day of the fiscal year for which appropriations were received without penalty or expense to Lessee, except as to the portions of payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available_ Notwithstanding the foregoing, Lessee agrees that, to the extent permitted by law, it will not cancel the Lease under the provisions of this Section I if any funds are appropriated to it or by it for the acquisition, retention or operation of the Units or other equipment performing functions similar to the Units for the fiscal year in which termination occurs or the next succeeding fiscal year. 2. PAYMENTS; NEC LEASE: During the Lease term, Lessee shall pay to Lessor rent for each Unit as stated in the attached Payment Schedule and according to the above Payment Provision. An amount equal to one payment for all of the Units must accompany this Lease, If Lessor accepts and executes this Lease, said amount shall be applied to the first payment due. If Lessor does not execute this Lease, said amount will be returned to Lessee_ If Lessor does not receive a payment an the date it is due. Lessee shall pay to Lessor, on demand, a late payment charge equal to the lesser of five percent (5%) of the payment not paid when due or the highest charge allowed by law, whichever is less. This Lease is a net lease, and Lessee shall not be entitled to any abatement or reduction of payment or any setoff against payment, whether arising by reason of any past, present or future claims of any nature by Lesser against Lessor or otherwise. Except as otherwise expressly provided herein, the obligations of Lessor and Lessee shall not be affected by any defect in, damage to, loss of possession or use of any Unit, however caused, by the attachment of any Iien or other claim to any Unit, by any interference with Lessee's use of the Unit, or for any other cause, whether similar or dissimilar to the foregoing, any present or future law to the contrary notwithstanding. 3. DISCLAIMER OF WARRANTIES: Lessee acknowledges and agrees that Lessor is not the manufacturer of the Units) and that Lessee has selected each Unit based on Lessee's own judgment without any reliance whatsoever on any statements or representations made by Lessor AS BETWEEN LESSOR AND LESSEE, THE UNIT(S) ARE PROVIDED "AS IS" WITHOUT ANY WARRANTIES OF ANY KIND. LESSOR HEREBY EXPRESSLY DISCLAIMS a) ALL WARRANTIES OF MERCHANTABILITY, b) ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, AND c) ALL WARRANTIES AGAINST INFRINGEMENT OR THE LIKE. Lessor assigns to Lessee its interest in any of the manufacturer's warranties on the Units(s). 4. POSSESSION, USE AND MAINTENANCE: Lessee shall not (a) use, operate, maintain or store any Unit improperly, carelessly, unsafely or in violation of any applicable law or regulation or for any purpose other than in the conduct of Lessee's business; (b) abandon any Unit; (c) sublease any Unit, permit the use of any Unit by anyone other than Lessee, change the use of any Unit from that specified in the attached Application SurveyiUsage Rider, or change the location of any Unit from that specified above without the prior written consent of Lessor, or (d)sell, assign or transfer, or directly or indirectly create or suffer to exist any lien, claim, security interest or encumbrance on any of its rights hereunder or in any Unit The Units are and shall remain personal property irrespective of their use or manner of attachment to realty_ Upon prior notice to Lessee. Lessor or its agent shall have the right (but not the obligation) at all reasonable times to inspect any Unit and maintenance records relating thereto. Lessee shall, at its expense and at all times during the Lease term, maintain the Units in good operating order, repair and condition and shall perform maintenance at least as frequently as set forth in any applicable operators guide, service manual, and lubrication and maintenance guide for the Units_ Lessee shall not alter any Unit or affix any accessory or equipment to any Unit if such alteration or addition would impair the originally intended function or use or reduce the value of such Unit Any alteration or addition to any Unit shall be the responsibility of and at the sole risk of Lessee All parts, accessories and equipment affixed to any Unit shall be subject to the security interest of Lessor granted hereunder. If Lessor supplies Lessee with labels stating that the Unit is teased from Lessor, Lessee shall affix and keep them in a prominent place on the Ilnit, SEE REVERSE SIDE FOR ADDITIONAL TERMS AND CONDITIONS LESSEE ACKNOWLEDGES HAVING RECEIVED A FULLY COMPLETED AND EXECUTED COPY OF THIS AGREEMENT Lessee: CITY OF FORT COLLINS By :'-dame (PRINT) Title Date Lessor: WAGNER EQUIPMENT ""T C i By Name (PRINT) icki Sayre Title Financial Services Mana err _ Date 09t14/2012 wEW povcrn—.J 1 +:Puchs A,i— v—ion I'A 16299i 5. LESSEE'S REPRESENTATION AND W.`' TIES: Lessce represents aad warrants to La— that (a) Lessee is a fully viamitioN tical srbdivision, eu , r land and mating under the Consiiluaon and laws of the sate where tare Units will be Imened; (b) Lessee bus the power m cute, into and part.— this Lease and has taken ail net s• and e;y}on to amhorize the execution, delivery and performance haven#; (c) this Lease constitutes a valid win legally binding and enforceable obligation of Lessee; (d) the interest parable %� €.eseee herearder is erccholdile faun, mime fire Fehaat iacc'xre somrson pp_ pnryexit to Section I£Fi affix:Ie oaraid Ree,ase Code of 1996 as amended (the "Code"h and (a) Lessee has sufficient appropriations or ohm' frmds monlahae m Pay aB aautmias dot hossande, fix the convent Used y'rds and be never that fiords can be obtained sufficient to stake all payments during the term of this Lease. Levine galessonds that fle, — of the Laos as esworaw to Lessees in awn ffucasma said =awmufe ope won. Lessee aekuowledges and agrees that the payments have been calculated by Lessor assuming that the interest portion ofeach pay —I is exchudable form gross income far Federal income taxation purposes. Lessee represents, warrants aad covenants that. {a) Lessee will comply with the information reporting requirement, of Section 149f.) of the Code. as the sane may be amended from time to time, and such compliance shall include but not be limited m the execution of informaton state bras requcsmd Is Lessor, (b) I.easee will oar do or Cause to be done say at whieh ,It cmxse. or 6y omission of any set allow, the Lease to be an arbihage, boat within the artemting of Section 149(a) of the Code„ (.) a syn am do or cause to be date any act wig will cause, or by mnissian of any act snow thin Iva Ya be a private activity band within the meaning of Section 14I(a} of the Cow; (di I.ess€e rain tammlr ' to the extent of avaiiabk lmdsL amain n gtrir,- to [x rebated to the United States pursuant to Section I48{f} of the Code: (e) Lessee will rtot doa cause to be dime any act which wan c onar, o, by margins, of arty act allow, the interest portion of the payments to be or become inalta able in gross income for Federal income taxation purposes under the Cede: and if) Lessee will be due exclusive owner, Weer and operator of the Units, Lessee shall provide to Lessor an opinion ofc mxd subnewhatly in the to— atached herim, 6. TAXES: Lessee agrees re loon ptlp pas or reimburse Lessor for all fees and taxes of any natuac, together with any penalties, Cores or additions to tax, or into A thereon all of the forego hemafrr the'I(ug mII Lessees et co g nnsay timeno,print to, during m net varpaemt to the Lease term and term o by any main' a,thority with rat m a in comamcuon wide any Unit cmludmg, however, taxes measned ba= Lessrx's set " (of tort ram. exctardmg any net aacomc taxes which, by [ire tame of the srafar; imposing such tax. expressly relieve Lessee or Lessor Craw the paymmin of any impositions wfiick i u wwehi oUeerntsc be ©bligated fo pas w reimburse). If i axer" is not entitled to a eormprmding sad equal deduction with respect to any Imposition which Lessee is engimed to pay or reimburse and srreh payment or reh,bursement constitutes iuw-otae to Lesser, then Lessee shall also pay to Lessor the amount of any Impositions which Lessor is ohhgared w pay in respect of far such Pate ent or ream t bg Lessen am1(b) any payment by Lessee mere, pursuant to this amth mrz- Lessee shall prepare and file, in a manner ssasFaGory in Lasser, any reports or reams which #nay be required with respect to the Units. Fen proposes of this S,ettime 'Lessor* shall include any affiliated group_ within the meaning of Section 1504 of the Cale„ of which Lessor is a member for say year in which a consolidated or combined none, to rcumn is filed for the affiiiand group. 7. LOSS OR DAMAGE:, INSURANCE: Lassa assesses all risks and liabilities of to-.. damage or Casuahy Ocarrom e (as Immoralist defined) for any eame, whasee— for caidemrmion of asp Unit prrcrz to, during or salwailarrit to (youll the Unit is rammed to L.essur Invariant to Section IG) the Lease term, and for injury to or death of any person or damage to arc property niguy -annex arising out of incident to the use, operatiam, condition or storage of the Unit. If now Unit becomes damaged from any cause whatsoever, Lessee shall give Lessor prompt throw thereof If Lessor reasonably determines that such damage is not repairable, than Lessam, shalt. in its expense, prompth restore the Unit to the condition n ynired bp- Section 4 above. If am Unit becomes wan am, lost, stole(, destroyed or rurprivably, damaged (as mutational, determined by Lessor) from my taus, whatsoever, or taken by coodexnmation or otherwise (any such oecuxrortce hereafter a "Casaaity Occurrence) }nor to, dorm or subservient to (until the Unit is returned to Lessor pxnsusas to Section Might, Lease term. Lessee shall give hessa pecoupt rmma thereof In the evem of a Casualty Ckxmmnce, Insane shall pay to Lessor on the end_ of a} €lac Lrst paa,eruei dale £olkrwmg such Casualty t)rxu,-rence a (b) Wntp {3i3} daps following such Casualty- {kcurscnce, s smn ([he the are a Valw'.ois specified i I. th herad.ts'"{. er the attached Paymrern Schedule} az of the next pa}meat doe f'nliowing such Casaaftr Qccurrencc, Pius { b) the amount of the r of (a) thepraDe Delivery yDo rn the Pavm,nt Schedule} of the nest payme t doe foliaming such Casar$tty Occurrence mNtipli� by a fiactiwi the numesuror of whick is the anmber of days from the later of (a) the Dz - ma Data of the Unit m {lr} the dam due of thm paym,nt immedhatmlg prec,ditxg such Casualty Occurrence mrtil the due dale of the payment due hereuadcxr ni respect of such CasnalrYnd shall a astce and the dutromiraafor of whteh is 3b#}. Lessee, at xt ,.vpeemso, slue{} keep each Unit insnced against aR risks fa not less than the applicable Begmnhtg 33a#axe with respect to such Lids and shall " seats - public I liability - coyermg tank tinif for art less ibat Sl,(sKt,tMk7 feu tambrased toserage for bodily Lnjurg and haftpmp,m .All xis.nau:e shall (a) an in a foam andred with s�A o) prov id. as L—h arm app m'e, (b) Nrecify Lessor {or 9ss desigree} eras L,e-cane ss named insmed's, {c} be primary, withcwt right of consitw(inn from any other insamnce eatried by Lessor, (d) pxarkk chat ac4 inert_, a le tray ran b, catcelkti or Wmr,d sa as m affect the loran st of l.,essor without at least thirty (3{i} days' prim a'ridcn ncHice to factor, and (a) name Lasser (a its desigrree) . kvss payee sad be payable sWmhg a'a Lessor Lessee agrees to notify Lessor of any occuawct which map become the basis at an insurance claim htr,under sad :rot to make any adjustments with imxnrurs without Lessees prior wriffen cvms,nt Lessee hmrehy irrmvocablq appoints Lesser its attmaa,-. fact to receive pay—.[ 04 and erobsom aai checks and other documents and to take any other wises nee,ssnty to pursue insurance claims. Prior to the first Delivery Date of any Unit, Lessee shall delivery' m Lessor satisfactory= evidence of inch imm a.e courage. TO -41EMW WAIVER AND INDEMNITY: LESSEE HEREBY AGREES TO RELEASE, DEFEND, INDEMNIFY AND HOLD HARMLESS LESSOR, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND ASSIGNS FROM AND AGAINST ANY CLAIMS OF LESSEE OR THIRD PARTIES, INCLUDING CLAIMS BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, PERSONAL INJURY, PROPERTY- DAMAGE, STRICT LIABILITY OR NEGLIGENCE, FOR ANY LOSS, DAMAGE OR INJURY CAUSED BY OR. RELATING TO THE DESIGN, MANUFACTURF, SELECTION, DELIVERY, CONDITION, OPERATION, USE, OWNERSHIP, MAINTENANCE OR REPAIR OF ANY UNIT. fL � rA FURTHER, LESSEE AGREES TO BE RESPONSIBLE FOR ALL COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEYS, FEES, INCURRED BY LESSOR OR ITS r h DIRECTORS, OFFICERS. FMPLT YEE,S, AGENTS AND ASSIGNS IN DEFENDING SUCH CLAIMS OR IN ENFORCING THIS PROVISION- UNDER NO CONDITION OR CAUSE OF ACTION SHALL LESSOR BE LIABLE FOR ANY LOSS OF ACTUAL OR ANTICIPATED BUSINESS OR PROEM OR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL Lj i p DAMAGES. Svj(5VJ - 9. EVENTS OF DEFAULT: REMEDIES- �L of the following shah constitute as "Event of Default' here, der: bd Lessee shall fail to make any payment to Lessor when due: (b) any xcpx,s,atatixn or warranty of Lessee carrtauxx€ herein ca nt am docunteut funtished to L"sor in mn[a„tiem herewith shaft be incorrect or misreading -Fort made; od Lessee shalt had to observe or pergan any other co+ —at, agreamrnt on, wanamy rni , bf: Leang, hearmader, and such failure "I coniimxe for tea (10) days after written more thereof to Lessee; (d) Lessee shalt fad to maid am payment on its hooded i'�Ss wvhea due: or (a) there simlh be a default by Lessee tatder arty other agreemrnt between I—, and Lessee. If arty Event of Default shall rein, laser at its option, may (a) by date court arxfxa} kr en£csma this Lease or to cayenne damages for the breach thereof, (b) by ounce, in writing to Less, terminate this Lease, but Lease, shall Inman lrabk as herevaatiex provxkd, anti there spun L.oasor map. at rCs option do any now or mac of the following' (b- 1) recover fortkwM Flom Lessee (it any mil .11 Amounts then doe wader this Lease a which may have asserm,d to the date of suds brmimarm., �) as damages for loss of the bargain and not as a manuhty, a sum equal to the miyarants due with respect to the Units and additional security daring rite baiae of the #iscat }ear, and Cxii}asp additirma[ damages sad expenses snstaiucd by hzssnr by r,asoa of dae breach of amp covmnaat, rgxes€ntation m warrants contaixted la this Less, order than for the payment of ran-ms due heremales; ib-2) enforce the security interest given hwcramier. (b-d) wxthom sate#= }isbitity, or Legal Process, niter upon dte �5 m here sup of the L'nits xu adduioaal socurilp may be and take pow thereof, an 0,4) require Lessex; to return the Units and additional security as provided in Section I0, Lessen shall base all tights given to a securedparty by Iaw. Provided Lessiw maxwe t Preavession, of the Units and additional —.or, fo3bwing as Event of Delman. lessor was. at its option. undertake commeacialh' --able effort to sell or re -lease the Units and additional Denary, and the proceeds ofany such sale a ruler shall he applied: first, to re9mbmse Lessor for all reasonable expenses of remking, holding, preparing far sate or re -leas:-, and selling or releasing the Units and additional -way hatuding all trisax anti reasonable atwney's fees and ccpenes: second, to the extent not previously paid by Lessee, to pay Lessor all amounts, except these specified below, wbrch under the lamas of this lamas, are due or have scssued as of the date of Lessor's receipt of said proceeds: third, nt pas all 3are payment Charges puxs x m Ssctioa 2 hereof, and fcn,th, to pay Lessor the appl sebl, Temiarucm Value with empeet to the Units. Any surpins shall be paid to the person earadod thereto. Lessee shall promptly pay any deficiency, to Lessor Lessee acknow ledges that sales env cush m too credit to a w rid sak, retailer m ❑sec of be Units are all comrmereialhy reasanabic. Lesuu agrees to pxv all —able suomey`s fees and Of cuts and expersss incurred by Lessflr I. cuI cfng this Lease_ The weredies herein pmvidcd shall be cumulative -it in Will- to all other remedies at now or m efforts, provided, however, Lessor again not be entitled to — a greahx amount in damages that Lessor could have gained through Lessee's full, timely and ccunplete performance under this Lease, pima all has, costs and expenses incurred by Lessor is enf rachig this Lease and all late payment charges pmsusm to Sadist 2. If i.esscc fails to part—. art, of its obligations order this Lease. Lessor mac (but nerd not) a any time thereafter perf rim such obI , and the expenses i - in connection therewith shall be payable on by L,ssce updemand. 10 RETURN OF UNIT: Upon } toomeation of the mon oft Lcasc. .in mwe,,t to e.co trnrt ,, -f i nor sh Il r ghefully d a d poss oa sfany Um t I _.e, at nt poor sIodl forthwith defi, et the Unit to s ,, approp at h p .tested and in do, condoom,q z, ed by Sectus, 4. at the opton of Leg am poerames of th3 scam t C terpo dealer selling eg Omen# of the same ripe a . !ire t t o on to rd ch - -r Les- shalt sate f - .,it Atoning g the same f ght ,.Steer to the destination desigtw4.d b 6cs,or_ if du I.nu is not in the ccnditam required by Section 4, I c _shall pc_ tC I—— o d ...it- alI wsti ,.ud ev}u rss retrn od I, Lessor w Smog dte Unit into .,it ecndii-I 11. REPORT TO IRS L see xilt rvpon this Lease to the to ai R,. a sen've to Filing Fort. 4 8-(`d)>N"(X o St 18 h tAe a applicable. F-Ime to do so will cmise the Lease to I.. IL Ira ex^anpi -taws. L.viev vmm that if dry imle-Plaoi, form i_ I,. filed tie interest r ix -ill be adyustrd to an vq aleut taxab6. intcresf Cate. 12. TITLE, SECURITY INTEREST AND FURTHER ASSURANCES: Provided (a) Lassen has aceeptud each unit on its delivery dater (b) an Event of Default exists as of the Delivery Data of the Unit, ilia to eaeh Knit shall vest in Lessee me the Del'srzry Date of the unit provided, however, that in the event (i) this Lease is terminated pmsmmn to Section I hereof, or (ian Eveuto€ Mang has occurred and is coranning, viol- to the Unit shal i ownshatei} resext in Lessor, free of any right. title and interest of Lessee. unless Lessor elects otherwise in writing. Lessee hereto greats to Lssxxn a combmiag --mary interest re the Liners, rwAmmwg alr amothmems. ismanneres and optional features (whether or not installed thereon] and all substii miame repleLz-tnen[s, additions and accession- therde, arrd all perassork safail of the foregoing, to.—. the paymanttof all cams dire. Lessee will, at its estax se, do any further set and execute, acknowledge, deliver, file, register and record awe father documents which Lesser new mumnabli, recpacst . order to pioneer Lessees securm interest in the Units and Lessor's rights and benefits under this Lease. Lessee Iambs, appoints lsssor as Lessees Attorney-rn-Fact £or the signing and filing crf sole documents, and authorias I as m, to delegate these limited provers. 13 ASSIGNMENT COT NTFRPARTS the eighs of Lessor under fl s Lease I- be xxiflated b Lessor at any t me. if aotif d by t ,or L esse, shell make I paean is due und: r im: Lease ❑ th part. d gated In [h t ce, wtur t tiset err deaucacn. No as g euf f t Lease ram light or obligation under it ray be made is, Lessee without the prier wnn,n consent or I esi.or_ Tl Lease hall b, binding upon sad benefit Lessor and I— and th r rep tint vi � 5 and srgns_ If Ux I -use is a ned bs ssor to a porn ishtp or trust the I-- `tzs..f"- shall ilfade th me and i..Iadv Ere partnership m trust and ,hall also mejej, for parpo of S..No s z A t 7& S. each pairmor in or Ixomfi ry of the partnership or oust Altho gh molopie -initerparis of ohr_ cocontc t inagy be signed. only the evoaderpen accept d, sek-pledged and certified by Wmom, Equipment Ca on the signam,a page thereof as the tujoval e ill r.onstima, onginah e aural paper_ i4 EFFECT Of WAIVER.', dm a Iw otmaosm to sc r m y right err remredv iwerming to Less hereunder Itall ormit, -to u.h right or r m d, —,,hall T be conoro d t be a air el ofany breach def I of I essw A, s slag or -se by Lesso rider this Lease must bet ritmg spoetfitah, set forth This Leas:, pletely states theghts of I ser and IA, se on respect to the L s mid upe des all pro agr-eemeno, with respect Ch mlo_ Tome is of the scree. of this I-— No miation xhfine c of this Leer. d be al d ..Jr. -n ut lrsg d s red by the ih 'P c curatives of Ls, >ar and Lessc., All na her m ud x s it b- yrut rigad. hod t .all parts t the dd s set f nh .m the F t of tb L as<. or at ouch the add ess a tan be f shed ' do b_ if an} p a [s cf do l.za hall be ,lid a_m a ty appicable 1arv, soya pr ,sion d....md oxoi..ed bill she many iog prosiaions shall be giocn efiecc All obi�a ran o .,.tee untie, thss Lease skxl mauve the - p'eauon or t rtaf{on of this Leave I, the era required lot dieir Intl oasenan sad _performance. 15. GENERAL a 1Ina Ina... shall ce goo-em..d b, and construed Intl,,, the isms a; the State ach— the Unix am I -.aced. M1 [ F Go:Ej- al lzsue V'a - lt:,-�..emnt vv . I 1 +416 _ AMR-1 ENVIED NON -APPROPRIATIONS ADDENDUM to FINANCIAL LEASE AGREEMENT between WAGNER EQtTIPMENT CO and CITY OF FORT COLLINS DATED AS OF September 14, 2012 Lessor and Lessee hereby agree to add the following provision to the Lease, and further acknowledge that all terms contained herein are to be defined according to the provisions of the Lease: Lessee represents and warrants to Lessor that Lessee has sufficient appropriations or other funds available to pay all amounts due hereunder for the current fiscal year and reasonably believes that funds can be obtained sufficient to make all rental payments during the terra of the Lease. Lessee hereby covenants that it will do all things reasonably within its power to obtain funds from which the rental payments may be made. including making provision for such payments to the extent necessary in each budget submitted for the purpose of obtaining funding and using its bona fide best efforts to have such portion of the budget approved. It is Lessee's intent to make rental payments for the full term of this Lease if funds are available therefore and in that regard Lessee represents that the use of the Units is essential to Lessee's proper, efficient and economic operation. In the event no funds or insufficient funds are appropriated and budgeted or are otherwise not available in any fiscal year for rental payments due under this Lease, then Lessee will immediately notify Lessor of such occurrence and this Lease shall terminate on the last day of the fiscal year for which appropriations were received without penalty or expense to Lessee for any kind whatsoever, except as to the portions of rental payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise available. Subsequent to a termination of this lease. Lessee shall have no obligation to make rental payments with respect to the remainder of the Lease. In the event of such termination, Lessee agrees to return the Units to Lessor pursuant to Section 12 of this Lease, and Lessor shall have all legal and equitable rights and remedies to take possession of the Units. Notwithstanding the foregoing, Lessee agrees that it will not (a) cancel this Lease under the terms of this Addendum if any funds are appropriated to it, or by it, for the acquisition, retention or operation of the Units or other equipment performing functions similar to the Units for the fiscal year in which such termination occurs or the next succeeding fiscal year thereafter, and (b) give priority in the application of funds to any other functionally similar equipment during the term of this Lease. The Addendum shall not be construed so as to permit Lessee to terminate this Lease in order to acquire any other equipment or to allocate funds directly or indirectly to perform essentially the same application for which the Units are intended. LESSEE: CITY OF FORT COLLINS Bv q Name (PRINT) J1 Title Date LESSOR: WAGNER EQUIPMENTeO By Name (PRINT) .. Vicki Sayre Title Financial Services Manager Date 09/14/2012___ WECO - Governmental Lease -Purchase Agreement Version I I (A/16/2001 Attachment to Governmental Lease - Purchase Agreement Lease Number: 421 192 Dated as of September 14, 2012 Between CITY OF FORT COLLINS ("Lessee") And WAGNER EQUIPMENT CO ("Lessor") LEASE PAYMENT SCHEDULE Payment Date Payment Number Payment Amount Due Payment Date Payment Number Payment Amount Due 10/14/12 1 2500.00 04/14/15 31 2500.00 11/14/12 2 2500.00 05/14115 32 2500.00 12/14/12 3 2500.00 06/14/15 33 2500.00 01/14/13 4 2500.00 07/14/15 34 2500.00 02/14/13 5 2500.00 08/14/15 35 2500.00 03/14/ 13 6 2500.00 09/ 14/ 15 36 2500.00 04/14/13 7 2500.00 10114115 37 RfTiA t 05/14/13 8 2500.00 38 FQ�1 n1 06/14/ 13 9 2500.00 39 07/14/13 10 2500.00 40 08/14/13 11 2500.00 41 09/14/13 12 2500.00 42 10/14/13 13 2500.00 43 11/14/13 14 2500.00 44 12/14/13 15 2500.00 45 01/14/14 16 2500.00 46 02/14/14 17 2500.00 47 03/14/14 18 2500.00 48 04/14/14 19 25K00 49 05/14/ 14 20 2500.00 50 06/14/14 21 2500.00 51 07/14/14 22 2500.00 52 08/14/14 23 2500.00 a3 09/14/ 14 24 2500.00 54 10/14/14 25 25W00 55 11/14/14 26 2500.00 56 12/14/14 27 2500.00 57 01114/15 28 2500.00 58 02/14/15 29 2500.00 59 03/14/15 30 2500.00 60 Total Payments = $290,415.27 CITY" OF FORT COLLINS (Lessee) Signature Name (Print)w > �- Title Date ` f 4 LF f WAGNER EQUIPMENT CO (Lessor) Signature Name (Print) Vicki Sa r�- Title Financial Services Manager Date 09/14/2012 WEC4-Governmental Lease-Parchme Agreement Vemon l_i 04/16i2001 SELF-INSURANCE CERTIFICATE Lease Number: 42I619 This is to acknowledge that CITY OF FORT COLLINS ("Lessee") is under a self-insurance program for Public Liability Risks with respect to the Unit(s) leased under the Governmental Lease -Purchase Agreement, dated as of September 14, 2012 between WAGNER EQUIPMENT CO ("Lessor") and CITY OF FORT COLLINS Lessee. Lessee hereby certifies that the self-insurance program (i) shall be Primary without right of contribution from any insurance carried by Lessor. and (ii) shall guarantee payment to Lessor for any and all claims, and any and all costs and expenses incurred by Lessor in connection' therewith, including,, but not limited to, reasonable attorney's fees, losses. damage or liability asserted against Lessor with respect to the Unit(s). CITY OF FORT COLLINS ("Lessee") Signature: i Name (PRINT): Title: Date: _J WECO - Go,emn=W Lease -Purchase 4greemenz Version 1 104/1612001 SELF-INSURANCE FOR PUBLIC LIABILITY RISKS RIDER To Governmental Lease -Purchase Agreement Dated as of September 14, 2012 Between WAGNER EQUIPMENT CO and CITY OF FORT COLLINS Lease Number: 421519T Notwithstanding the provisions of Section 7 of the Lease, Lessee may self -insure against Public Liability Risks, including, but not limited to, liability coverage for personal injuries, death and/or damages to property owned by third parties with respect to or caused by the Unit(s), to the extent that Lessee self -insures equipment which it owns or leases that is similar in nature to the Unit(s) against such damage and risks, provided (i) no Event of Default has occurred and is continuing, and (ii) such self-insurance program is not and does not become, in the opinion of Lessor, inconsistent with prudent industry practice with respect to equipment similar in nature to the Unit(s). Lessee shall deliver to Lessor, on or before the Delivery Date of each Unit with respect to which Lessee will self -insure, a Self -Insurance Certificate substantially in the form on the reverse. Except as herein specifically modified, the provisions of Section 7 of the Lease shall govern Lessee's obligation with respect to insurance for the Unit(s). CITY OF FORT COLLIES ("Lessee") T y Signature: t Name (PRINT):..` `< � t f,r Title: i Bate: g I r WECO— Goeemmmtat Lease -Purchase Agri mmt Vmiofl I.) 04i16,i'lt)ot W ON E DELIVERY SUPPLEMENT LeaseEu:m:b:e r:- 4 2 1=6 19 This pertains to the Lease, dated as of September 14,2012, between WAGNER EQUIPMENT CO as Lessor and CITY OF FORT COLLINS as Lessee. This confirms that the Lessee physically received the following Unit(s) on the possession date below. As of the date of signature of this form, (i) the Unit(s) are in all respects satisfactory to Lessee for leasing under the Lease, and (ii) Lessor has performed all of its obligations under the Lease. Descrintion of Unit(s) Serial A Location CATERPILLAR 14OM2 M9D00948 Possession date: CITY OF FORT COLLINS Signature Name (Print) Title: Date: WECO - G- emmental Lease -Purchase Agreement Version 1, 1 04/1 ( 2001 SALES CONTRACT SECURITY AGREEMENT AND FINANCING STATEMENT (Colorado) Seller/Secured party: WAGNER EQUIPMENT CO. Street Address: 18000 Smith Road, Aurora, CO 80011-3514 Mail Address: P.O. Box 17620, Denver, Colorado 80217-0620-Telephone: 303-739-3000 Date 9/7/2012 BuyeriDebtor: C!!y of Fort Collins Mailing Address: PO Box 580 City Fort Collins County Latimer stare Co _71(� Code 80522 Ship To Name City of Fort Collins 7Address 625 Ninth Street City For,, Collins 4ounty Latimer ate Rtiquested Shipping Date ASAP via Wagner Truck Shipping and Special Instructions PART I - SAL -ES AGREEMENT : The S~ agrees to sea to OW Buyer the feRICAMing described M30'antry a0ditxf equipment l-the GWdS') OF EQUIPMENT i PRICE FACC i PRICE TOTAL Model- '40M2 Stock# 42161 9T amelf1w.. This equipment is Business Buyer is I _: Individual I I Incorporated in State of to be used for Farming Partnersh Son. Sec.# Fed, LD, No THESE GOODS ARE SUBJECT TO A SECURITY INTEREST RETAINED BY THE SELLER TO ASSURE PAYMENT IN FULL AS PROVIDED lt,PART It IPURCHASE MONEY SECURITY AGREEMENT) Of THIS AGREEMENT. Total $ 259,90000 Less'Fracie-In (if Any; $ - TRADE -IN DESCRIPTION Sub -Total $ 259.900.00 Make Unit Plus Sales Tax tLess City Tax) @ 0 on" $ Model Serial No. Tax (Incls Delivery) Ca, _City Attachments: Serial No, Plus Delivery Charge $ Conversion Interest Conversion Unpaid 'axes Plus Pay-off on Trade-in Less Casn Down Payme.rit Document Fee Total Unpaid Cash Balance Sale Price S 259 900 00 PLEASE READ . THIS ORDER WHEN DULY SIGNED IS NON-CANC151-LABLE, THIS AGREEMENT INCLUDES THE PROVISIONS ON THE REVERSE 54DE OF THIS AGREEMENT. THE RESPONSIBILITYPOR CLAIMING SALES TAX EXEMPTION SHALL HE UPON BUYER, THIS AGREEMENT SHALL NOT BE VALID UNLESS ACCEPTED AT THE EXECUTIVE OFFICES OF SELLER IN AURORA, COLORADO BY A DULY AUTHORIZED OFFICER OF SELLER, TERMS: BUYER AGREES TO PAY THE SELLER AT ITS PLACE Of BUSINESS IN AURORA COLORADO FOR 'HE GOODS AT THE PRICES SHOWN ABOVE, BUYER REQUESTS THE FOLLOWING TERMS, SUBJECT TO APPROVAL BY SELLER'S CREDIT DEPARTMENT, Cash or, Del very Cash on Invoice Cash wiln Order Other BUYER'S REQUEST FOR INSTALLMENT TERMS {Signed UCC-41 Required) Buyer requests Seller extend credit to Buyer for the unpaid cash balance sale price payable as follows Payments of including finance charge for full term. First payment due In the event Seller agrees to extend the requested credit, Buyer promises to execute a Note and Security Agreement containing the nstailrnern terms including interest as set out in the Note and Security Agreement submitted to the Buyer by the Seller and execute one or more Financing Statements Approval of this requested credit shall be indicated by the Seiler submitting to Buyer the Note and Security Agreement NOTE INTEREST RATE TO BE 4.50 % PER ANNUM-1 Plus applicable documentation fees. WARRANTY EXTEN NEW MACHINE WARRANTY USED CAT DEALER CERTIFIED BY SELLER: NEW VALUE ASSURANCE NO WARRANTY EXPRESS OR IMPLIED, "AS IS, WHERE IS BILL OF SALE FOR TRADE IN FROM BUYER as Da" ."t" rite Elu", D,C,C.es ary'r,ioe nY,ii to 1,,0Crg appl:es -Cr aK,l _erne : ,'.E b.nga:s sails g,.oi,s 8,td coriveys is �ir Seller. Li;e anc ,e,,-, thee a.b tYiP_r ,srroo t, ine T,ride- s,, Buyer is the 18"'ful awne, of sticn eqwpinprif, 'hat the eqU,0,renf is free fmm all e"ci.'t'anrps hswirfss sheflcaitv beiC !,at 'te RuYa' g-""j ror, !VV 8,n cst to sell such ewioment, and mate,* Srryer wwrslrrts sir.dwA aefenn a-, as own expe,se agarst.,ny dwns arit oeniPr,.,5 rf ary o-r,,ef parsr, o, en tv %) o-, -qrit -is & ii�v - Su,� equipment. Buyer aurees to reimburse the Soliei for aii expenses ai�;rred.rl erfy ,g aP om3:,inq d!tile I, any Amount of encumbrance Payable to, This Agreementis contingent upon and subject to acceptance oy Seller. which slh3il be acknowigaged bl!fSaulhone� reioresewalvc s 5;gnarUIP b6!"�-, BUYER'S SIGNATURE BELOW ACKNOWLEDGES ACCEPTANCE OF ALL TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDiNG THOSE ON THE. REVERSE.,SIDE OF THIS AGREEMENT. PLEASE READ BOTH SIDES OF THIS AGREEMENT CAREFULLY BEFORE SIGNING, i BI)YERS ISIGNA�ZE Date f- OFFICIAL TITLE V Acceptance Recommended by Acreote-_,, VA,' N ER E i l)FCJC 1-i T SE L E_ R i"'IC S V11-i I Salesman Trey Burton By o4Y M F ,1 C-11— I 1GtV 42161 a-- O071211 j,41 Inlisn Pp i - i 6 2 t� � ` � r a .i V rev.1/05 PART I— SALES AGREEMENT —ADDITIONAL TERMS AND CONDiTIONS (Colorado) 1 _ As used in this Agreement, the terms (a) "Seiler" shall mean Wagner Equipment Co., (b) "Buyer'" shall mean the party executing this Agreement as such on the face hereof, (c) "Goods" shall mean the machinery anddr equipmed listed on the face hereof which are the Subject miner of this .Ngreenern, and id, "Manufacture shall meat the entity that manufactured the Goods, it being understood and agreed by Buyer that Seller is not the manufacturer aid is in no flatfeet the agent of Manu(acaver, and that Seller and Buyer are the sole parties it, this Agreanom 2. Manufacturer reserves the right to change the price to Seller ofany new hoods without notice. (n the event the price to Seller of new Govxis of the type ordered hereunder is changed by Manufacturer prior to delivery to Buyer, Seiler reserves the right to change the price of the Goods to Buyer accordingly Buye erg ees to pay the changed gtd price and agrees that this Agree' tit shall the construed as tithe changed once was ongnadly inserted herein. All amounts Specified in thrs Agreement shalt W due and payable in full at the time of defivcrv. 3 Manufacturer reserves the right to Mange the specifications of aiy new Goods withcxn notice and without obligation to make the same or simdar Ii to any Goods previously purchased by of shipped to Seller or being manufactured or sold in accordance wish Seller's ordersto the event of any change by Manufacturer, Setter shall have no obligation to Buyer to make the sane or smm�larchatgre to any G:xxds covered by this Agreement_ tether be orc ,rn. after delivery thereof to Bust' 4. Seiler shall rot be liable for failure to deliver or for any delay in delivering the Goods where such failure ,s duc, in whole or in part rn any cause btvond the control of or without the fault or negligence of Seller- s The price of the Goods does not include sales or use taxes unless expressly sit Stated Buyer assumes and ages, to payantes prohibned by taw, anv such sales and use taxes imposed on or applicable to the transaction covered by this .Agreement k MANUFACTURERS WARRANTY- FOR NEW GOODS SURdECTTO A MAMIFACTTSRER'S WARRANTY, TtiE MANUFA(TURER'S WARRANTY SHALL BE THE ONLY WARRANTY .APPLICABLE TO THE G((}DS SEi;LER HEREBY DISCLAIMS .ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF ME:RCRANTABILTTY OR FfTNESS FOR A PARTTCUiAR PURPOSE. 7. USED GOODS WHETHER OR NOT SUBJECT TO MANUFACTURER`S WARRANTY: UNLESS A SEPARATE W RrrMN INSTR UME:NT SHOWING THE TERMS OF ANY WARRANTY OR SERVICE CONTRACT IS FURNISHED BY SELLER TO BUYER USED GOODS ARE SOLD "AS IS" WITH NO EXPRESS WARRANTY OR GUARANTEE, SELLER HERBY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED. INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE & BUYER SHALL NOT BE ENTITLED TO RECOVER FROM SELLER ANY CONSEQUENTIAL DAMAGES, DAMAGES TO PROPERTY, DAMAGES FOR LOSS OF L3 .E, LOSS OF 11mE, LOSS OF PROFITS, OR iNCOMIi OR ANY OTHER INCIDENTAL DAMAGES, 4. Rise ref loos passes to Buyer, (a) what the Goods are shopped to Buyer by earner, r) if the earner is not required to deliver the goods to a particular destination, the risk of toss passes when the Goods are duty delivered to the carrier, but (it) if the carrier is required to deliver the Goods to a particular destination, the risk of loss passes when flit Goods are duty tendered as to enable the Buyer to take delivery, and (b) in all other cases, the risk of loss passes to the Buyer on his receipt of the Goods or on tender of delivery to the Buyer by the Seller. 10. Unless otherwise specified on the fax hereof, ail Goods shall be stripped F_O_B. Aurora, Colorado. Delivery by the Seller to a career shall be delivery to the Buyer, Any claims for shortages in shipment shall be made within fifteen (I5) days after receipt of shipment. If Safes of Eapripment. 'Noface is hereby given that Wagner F luipment Co (WECO) may assign its rights to sell this qunpman (and to purchase trade -it property, ifatiplicable) described herein to Wagner Exchange LLC." 12 The invalidity or unenf xecarbitity of any term, phrase clause, paragraph, provisions" a i ni, article, resmction, aiveriant, agreement or other provision of ibis Agreement shall in no way affect the validity and enforceability of any other term, phrase, clause, paragraph, provision, Section, article, restriction, covenant, agreement or other provision or any part fhetesif 13 This Agreement constitutes the entire agreement of the parties No provision of this Agreement may be amended, modified, revoked, sapplernented, waived or otherwise changed except by a written instrument duty exe culed by Seller and Buyer 14 if Buyer has requested Seiler to provide fremeny; firrifictransach on covered by this Agreement, this Agreement is subjecx to final credit approval. 15_ This Agreement shall be arristnted in accordance with the laws of the State of Colorado, and any action in connection with this Agreement may he property brought, at the election of Secured Party, in Adams County, Colorado. PART II — KRCHASE MO NGv SECt RIFFAGREEMENT L Grant of Security iMerait. Buyer, as Debtor, grains to the Seiler, as Secured Party, a security interest in the GoovIs sold, including all acxssions, parts accessories and attachments thereat, and all proceeds thereof, in order to secure the paymen and performance of the once obHgatiou of the Buyer a set rust to Part I ofthis Agreouem (-Sales Agreementj. Buyer hereby irrevocably authorizes the Seller at any time to fife a tinatncnig statement to perfect the `ellef seeunty interest- _ Collateral. The property serving as cothucrat and subject to this secuty interest is the Goods that have keen sold, mdudmg all acre: irons. trans, at e„se;n and attachments thereto,, which are described to Part I of this Agreement (Sale. Agreent al 1). 3 ()litigation Secured. This Agreement secures the Buyer's payment of the price of the Goods purchassed. as set our in Part i of this Agreement , Sales Agreement). 4. Covenants. Buyer will kcrep the collateral free at all times from arty otter chums. liens. security interests and encumbrances, and wit! not, without the prior written consort of the Seiler, sett, transfer or lease any of the collateral_ Buyer will keep the collateral in good condition and will protect it from loss, dLatragc of deterioration from any cause_ Buyer has and will maintain at all times with respect to the collateral, insurance under an `all nsk" policy, containing an acceptable loss payable eridtxsetnent in favor of the Seller 5. Default. The following shall constitute an event of default under this Agreement_ o l any failure to pay wheat due any obligation seared by this Agreement (,I) any failure to perform orobserve fully and in a satisfactory manner, any term of this Agreemtrit, (in) any loss, theft. substantial damage or destruction to the collateral; or (iv) a proceeding under any bankruptcy, reorganization, arrangement of debt, insitheney, readjustment of debt or receivership law or statute is filed against the Buyer, or the Buyer makes an assignment for the benefit of creditors 6. Remedies. Time is of the essence, in the event of default, the Seller shall have the right to declare the entire indebtedness secured by this Agreement immediately due and payable. in the event of default or acceleration, the Setter shall have and may exercise anyone or more of the following rights and remedies, which are etrmntative aid may be exercised in any order (i) all nuts and remedies upon default, in foreclosure or otherwise, available to Secured yparties under the provisions of the Unifomt Cotmnercial Code as adopted in the State of Colorado, as amended, revised or replaced from time to time, and other applicable law (it) institute legal proceedings to €oredow upon the security interest, to recover judgment for all amounts then due and owing and to collect the same out of the proceeds of any sale ofthe collateral, (iii) institute legal proceedings for the sale of any or ail of the collateral; (iv) personally or by agents- enter upon airy premises and take possession of the collarcraL and without being responsible for loss or damage to such collateral, hold, sell or dispose of the collateral at one or more public of private sales, at places and times and on terms and conditions as the Setter may deem fit_ Buyer also agrees to cooperate with the Seller in its right to take possession of the collateral, including but not limited to, an obligation to assemble the collateral and make it available to the Seiler at any place which is reasonably convenient to the Seller. 7. Other Provisions. fit Buyer agrees to pay all costs warned by the Seller, including reasonable attorneys fees, in collecting any amounts owing to the Seller or otherwise enforcing this Agreement. fn) "the indebtedness, and any other amounts owing under this Agreement that are riot paid w4neu due shall accrue inieresii at the rate of 2l% per annum until paid_ (in I This Agreement shall be governed mid try and interpreted in accordance with the laws of the Stale of Colorado. fiv i Buyer agree; that venue for any action brought under this Agreement shall be property in any local, state o f federal court located in Adams County._ Colorado } f Customer Intftats-_ Dale „ Page 2 S. LESSEE'S REPRESENTATION AND W IES esin: lance Kprtxnis and ,.rat¢ to t . non".) Irsnce is a full, torstini 'itiral wbdisiziw a agcxy dvk aEmimd Am teg uvd. tM Comrauum Alens oftM smK wMrz the Units nill M beard: (b) Leanne has she W anr b emcr inb and perform this L.. and het laln ill a,esaar)-md;ghtopo:mmoat to nthuria dr, a,.am, mism Am µAormmns bumf, (c) this talc nanimKs a van,, Am kgalb bada6 and mfomableohliplian of I,csxc: Id) IM aKrta pasahk y' Leanne 4amoda an ladntde f . In, Ea" osmc "s— Dmpvv gon" urn m Satiov 1¢3 af,hc insaaal Re"Asrc Codc of 19Rt, es mmdm (nc •Code'): and (a) Leak has su i kv, appopriuion. Wan, fmtr aaakhk All pal aft. d he,®1a ra the . Rod Tv and rNmabn Mika<a than fads can M ob rt nd zofficient to talk, an Nor Henn during he lam of this MzY. Lessor KRaNss "as the — of tk Ulm in sannaaib An IaamT Draper. ciCeka ad mmarc opcoanon. Lace skno.krigea and agora Ih o Ile mI.. hmc been (alNlarM In I.essw assvmag ,bat tM imam palm ofcsb palmem u eKlmabk f Flan ian,m f. Fdmnl alma uxatw pu,mu. Lmxc rtpams. xatan,s am Nacmoa Iliac (a) less¢ Hill ewnph with the in.. repxmg r,gvv,®la of Saban 149(e) d the Code. as the same ml' M mnemtm four no. to time, uM such wmpliaarce "I archon, het our be tinned An va, anemia a infomutov sa®cmz rtgmacd R lessor, @) t«ere will am do a rase m M dovem am xhirL w-iii calla, a b' omissim of ma a, ello\; IM Ieax,o M m arMtmgc bum nitha the mcmaa or of Sation 148W a do, Calla; (0 I atin tor r or mx ro R dais m) nth whkA will caux, or all me... of any act allon this INx . be a pillar seta, bum arha the mamirrg Ssstim i 1hl1k a Ca{e (d) I�G \iD mKh (ua' b Ib[ e[Knl of es9lfbk !gait, ampmits RhphvN b IY rCbalm to IM Halloo SWCs pYlnuanl tU SttINn li$(O pf tK Cade: (e) LCSxY Hill ad as, au ahkh "B rams,. W tmivion ofan at allots', the inknrn p �ama of the Pommy to M or Rmmc i.drahbk in gloss .come for E,hkral in...iw paWras uma the Coin: Am 0) Lassa will M de saloon, owocr, user and olvam ofsM Uais, Lessee dull pwame to Lcuw m opiniw ofrmnxl AuRanlulls' a the farm vnslyd Mrtm. 6. TAXES: LeanAranswpmaah par or re®bolx Icsmr fur all lea and saes of am naac- Io6cBar pith vnl penahies, !arcs tar mdihiws to Ism a inbrtss tce.eon (all of IM foregoing haaRm UK •lapns name-), arising a eel time par ro, during a wbxqucm a the Lame term am Imam b vnl axing mtlran win resptat m or a conactim Wnh anr Unit. ucludag Imwmer, ban mcamrm M LaseYs van arame (of ban sat uelat an act imam taxN whah. h Ur Kan of tM settle imposing such tan, expressll Kliese L<sac or Lessor I. the ps)mvnt of ma Impnbvns which Lcnce wand Warm i M obInAod to pal or rcimlwsc) U Lcaor u nd oo w m o Inn Antanding ati cgml ta,n,,p sin onlpst b am' Imposition whrh Iczsa e.quimd b W> m atiatmr. am zah larcvt m rtvnbursemenl emnilutes vhcome b Icswr. IMn Lessee shall also 13 b Lessor tK amtwnt of and lath a ilions which I. in obliprm an pa)or respect or(n) loch pal mat.'hasn Rmcnt In Ica Am S) and payrmms all lax, nude Pasuanl Ill this .aloe. Last shall onon sm Rk, a a mnnocr naisfno m Let., ism Kpa,s a rca,ns which ma) M «goer xih retpru ro tM Uvi¢. Fm IwAPama of His Smaa •Icim/ shall include am' afRliaN group. Hasa the moaning W Sa, 9 l of the Cade. of Which I.eswa is o monM, for any y� a obkt a ranmlidacd or cm,binal arcane ma on. is fikd fw f alftlimd getup. I. LOSS OR DA\LAGF; )N'5U HANCE: U. awns an risks and Isolators of loss danagc or C'Aaahy Occamncc (a hcrcwBcr del d) far sm cause w hanaeaa. fur cmdrmoauoa or Am Unit prior to. during . Anb guess, b anal tlK Unit u rtbmm l0 4Ysor pas oat m Sactioo 10) the u. scan, aml fa inpa, In as death of.1 pvsw or dmagc m Am Wagon, is anr tanner nruing out ofm "ohm m the Wata"nor tar, epmauav, ordinal or AA—V of do Carl. If— Unit bluets daralgod, Gum anr Nunn whauomxr, Icsxe shdl yax Lcu. prang oaice thcmof. If Lam namnabil daerma. son six, dasuge v toI relnrabk, than luxe,hail. a as ncPmu, proatpin «share the Una b dr,.amnion regsicd by Sect.4 Abme If. U., blooms wan out bn' suns, daamcd . umpmabh dsmsgd no Kasonsbly dctamiocd Is Iesmr) fun erns NAx whAnAN,ns. or halm IN. cmd:mnaticn a mara hs (anr such on.rmm Mrdlc, a 'Casuals Oaarrevr<) pall b, dmivg or w,Iax I b (vnail the Unit is rtnanmt m I. Panama, An, Station 10) the (case tam. fall shall Bias Isar prompt msrc Ihamf. f We ,nor of. Caamin O.,lax albuFAA,,all I.,®,he notion, d(As �dh1acc!taxpa.ncm dmcfolbwivg ssch C.I.H,Anaomepin) Chian(30) ills fdbwing mnh Gals, Q.-asum Ube .. naro ahailm Ahiv roguni a s(waser' W-06 dg Ra xlrts'Tb s{CnYid or the vvarbm Faswaas Schduk) a of nc anal parAnnals eve follmx ing tall Cmaahr. Oootaro a<, plan ( b) tM araar of the Ir,.. Wo an (Aszp<soi a the Pay oath, Schedule) ofthc hest pA)'ntcn, dun lollmoag such Cavaltl Occutaumx muliplim bl a fnim the numcrmor ofn W-h is the maabn acims from IM later of (a) IM Dslaxn Dan, a the Unit or (b) the doe than of tM pT-Anna am,dialcn pauivag sat CRRuIn Orcuorenm most sM dal doe of the psA am der bc4emda or mspal of such Casual, C N nave Men Cal, danvimmr of which is 360. Loren, At i¢ c.apeme, shall kacp catch Una, inwrd against all risks fur ma kas Ilan Ile appliubk Beginnw6 &tL cis with!aspect to such b: mUna ammaana'prchNsae lobtc lart Non. col long each Uae fur nett has than S1000.00) fur mmbinm. con, fir, baths tvjo, Am on , damage. AB intar Fan shill (A) o^mPama as Lea Ar than "Fame, (N) tgycdj' I.Azao, (or its daigtoc) Am Isscc a Hamm imhaad's, (c) M prima). nithml right or cmuibaion r urn mor mmnmx Nsnm b} Ieton. (d) pm'idn than Kish in.. may am I, Nrocikd. Aland m a to Alfa, hbrtal of lcsaa,ohnm at Tans nior CNN tali poor wrivar earls to L<sAn , am (e) awe Lessor I. in desq ao,) As loss pya led Nopalaw. sokh b Lessor. Lama A6rca an vain Lessor of vet' trNmA. which all Mama an,basis of at'iclam hsxmmer ism m Io male ins mlustam, win hava ss "meth Tara prim wafoce cmmtt. Lessor Ic'6v ianaNbi AfflatusLesser its auomc)-in-fact b Km ceme parcvl of Am nmartn At docks and War documcn¢ am . tale am mI on. ocean, As paler uvulae, cU,.A. Fri. to tM fnv Mlism Una of wl Unit. Leaser mscragc. shall dcliscn b Leswr a,isfs,o, eridcrrc of such insunmc eKMtTT TO''may{-� 8 \VAIVER AND INDEA1Nf1Y: LECSFL: IIF,REBY AGREES TO RELEASE, DEFEND. INDEMNIF'1' AND 1101,11 HARMLESS LESSOR, ITS DIRECTORS, OFFICERS, 1 1 l LIMEW EMPLOYEES, AGENTS AND ASSIGNS FROM AND AGAINST ANY CIAINIS OF LESSEE OR THIRD PARTIES. INCLUDING CLAINIS BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, PERSONAL INJURY, PROPERTY DAMAGE, STRICT LIABILITY OR NEGLIGENCE FOR ANY LOSS. DAMAGE OR INJURT' CAUSED BY OR RELATING l'O THE DESIGN, NIANUF'ACTURE SELECTION, DF,LIVERY, CONDITION, OPERATION, USE, OWNERSHIP, MAINTENANCE OR REPAIR OF ANY UNIT. FURTHER LESSEE AGREES TO BE RFSPONSHILE FOR At.1, COSTS AND EXPENSES, INCLUDING. RFASON'ABLE ATTORNEYS, FEES, INCURRED BY LESSOR OR ITS 1VLY DIRECTORS, OFFICERS. FNIMOVEFS, AGENTS AND ASSIGNS IN DEFENDING SUCH CLAIMS OR IN EN'FT)RCINC THIS PROVISION. UNDER NO CONDITION OR CAUSE t ^ f� OF ACTION SHALL LESSOR BE LIABLE FOR ANY LOSS OF ACl OAT, OR ANTICIPATED BUSINESS OR PROFITS OR ANY SPECIAL, INDIRECT OR CONSEOUENT)AL DAMAGES. LAW L ' / lll/// v. F.VE' TS OF DEFAULT; R"IEDIFS: Fab a the following shall mnwlmc an 'Floor a Dcfauli baca mrs. (a) (eamc sholl fail to male an. Palmcva to Leswr oh. doe: IS) am rtpnswtasim m xmrann d Ins cmnWd hariv m in vy don. fmni hat IN has. iv armadas hemailb Alan M vessel" A'aa,ing w1® osde; (1) � shall fail to obsne or prof m ether ma®vS Agmaaca a Anon, WARN Lessor hneumfe, am smh failure shah rnmmce fur set days (10) aftn xrinco make Urrmf ro Lessee;(d) I. shNl fvl m make urn pn)mmt an is h ,_ . =' M xhw der:. Ill" shill M a dcfah all Lesson mrdv am' mar agran-1 Rowan lam, ad tax,. If. Farm of DnEAm, shaft.cur, I.,., in optim, m•l (a) pocad by appropaK mans Animas) m oofmce this Lamor b rao.a damages fur IM bash thcrvvf. (b) la talks in xthing Io I.asa. mmimik This lose. Mn rasa shall rtmvv liabk as he,cimRm pray d am 2ese vpm Iemr say, a iK opion do my me. meted she rokning: (b- O.. fonho in from Lena (i) all Am all aommvs thin dso this under Late . %loath my has nt'suest m the dal of rah lamaaiw. / l as dvvags fa ban of the bmpa oral net as a P,wln, a met aural m the gammas due with Kspat,o the Una, and additional zausi, durm6 the balance NrM 6xnl le. and C) ma addttiaul damngxs and nspasa aroma Irasm lr q lawn of the bn,,h of ar, cmeatnt a , oasomm. warraml colors m in the Leann ask, than fur tr Payment a.. arc hmmahr, (b-O evf Inc. iomnst Birm bmsnvhda, (b3) sainom nakn. lahtil)' a legal pacess, met upon she ptemea w here a> a IM Uui¢ aaA!rimai sarmly vet. M and uM ponxstim dwcwF vd Ua-t) rgvirc Iessce,o ream nth Uoi, am mditiaval antral, a pmon,, in Smnon 10. (cam W[I6esa all tghD Eisen to a sand pant all hn. PmsidcA Istmr ,ariva ptmcm® oftM lhib and mdaioaal sanntr foilo-wmg m Esm, of Dcfadt. Isva mAl. a iu opiw, umz,.akc amrsKimh rcaooahk ,Ron to all or K4cmc tlsc Usis avd eddilimal t«urin. net the prmems ofan) etch sank . re-kax ,ball Rnt. applied: Ian Kimh,px Icax fur all rr unable upvses Mauakin6. holding, prpvis6 fa wlc a m4ann and xnag a K4eaag he Hais ml sddnmmi Amain, i.hding all tans am rlasambk motto.', fur vnd cspsmcs: slat, eo tlr cxavl as pniaan pod bs Lcaa, b M less. AB nsnonss, eac,p Ihax spaifim Rlw, nhkh min LM arms ollhe I<ac arc due a Talc acvaed a of We daK of Leswls semip of said graced,: ttiud. b pal ann Lae Tmmml eharga Pmamn, b Smtiun 2 hnmf; vl loath, b any Lacer sM Apptuabk Temilatien Vnim win rapt,, ho arc Units. Amy surplus stall, M pm In dal p,sm enticed than. 4sme sfull pram afl ply anr dcfckrey b I. I.csa. skmwlmgea toss fur rub . .total w ,a,fir b a wbokaain, rdaikr or tax, of tM Units Am all cmnmr,ciav, xvmmbk. Lau, ayca m pal all ,Nsaubk llama's fan Am aft teas gall esyrnxs atoal all Icawr a mf ing this Iona. Talc rN�i. bernm pmaidM shall M caauLliac and in adorns m all aha rrmrs as fx 11 a cqn bk gaited, honesa, lesser sndl w R card w Io Kecncr A pant mmm, in donna',' shin Lssor.ld hoc Flood ,rough I.caa s full, harah' and m.,kk. p draran. uadn this Lea., plus all f s, coals and "pant, a corm by Icwr a mf iog His lax am ail Ian chaga Scctm ncssa psasuenl pasuan, b 2. If fins a,afana am' or, ill obliplions etch His Icaw, 1,,ga, nun (but gad nor) a anr lime naNlkr p h s J, obliptiw, lam the exprnxa incmrm in conrcction Weanwin alo ll R pn)abic by Lrxs,c u)xsn truant. III. RETURN OF UNIT: Upon am maniamiotlo1'Ja Krm WIN, levee loath rape,, to —h Ifni m if Isrsor stall righdull, &—m parauinn of net U. , Leanne, at its capons .shall fOMwi, ddimr tM L'nil b Lessor. AMov,ariabh pmmned And in the mnditan required b, Seals 4, al the o roo of Lczsa,'a the pmmi.s -fill, Heard Camlplilm dNla xlling egoipmem of the same ppc m tr Unih or a, bwrtl saF. Nrrrr vs Leswr shall spnc.f. and d,ippmg IM.m Anr, fmighn mllttt, to n, dcatina,ian dnigmKd b) Leswr. If,M Una is not in the Castilian tn,'tand In' Soruan 4, M. _Y shall pay m Loser. an dNmm. all costs and nrWa. imarrM all Lessor as bong nor Ilan inb said condition. 11. REPORT TO IRS: t c sun wUl repo, this Iex to the inrmal Rea lour San ice M' fling Form go-lg rr, gu3g{rC or 903`I whicheser is applicable. Failo, lU do m will same the Icax to imc us tan carp sous. I ,ssa xgrers that if We W.'a a fan is ma r.W. the allots n, sill be Ad nand to w r,oafen, manna, imam .In 12. TITLE, SECUM TY INTEREST AND FURTHER ASSURANCES: from Wm (a) Lessee has Aaeytd Nth Unit on in dcnsml dal; (M all Float W �,naft calls; ss a din Dclnm Dart a tM UnaL rick no each Una shall ran in Imes an ate Oniamr Dsk of dr Una-psaiLm, hoo ,that in ran cant(i)this LNx is u,mmad puaaa b Salaam Iham!, err(n) an Eaem of Dnaltl has mNad am is oomamag, tale to the Una shall[ mettles mess in lessor, fro ofanr 60L hide am int.m of ussat, ankss Issor ekes oth.wise in arrant, Lcsxc hraby grarts An Leanaa a consulting sclm toKren or anr Unity m0odmg an atlshmms. a-¢swria Asti opiaul return fwbabcr or twt insalim 0serow) and all subs rniovs. septscvcn¢, mcoims am acecaiaa thano. Am all Eaa nna s man err eh: fm,Ning .shun Sr roam an Oran mans doe. I n will. at its up x, do am f rrat st Am tamuK, skroakrlge. ddisa. fte, rage,, ism Iaord am fam" dacmrnm which fell mm- rmvrtsbk agaa A sl Ada to paoKawe cl Is slang ' imam a u the Units am Lea/s rights Am MtoR¢ er undthe Icsu. Lame bcrtb' v,,airn Icss. as 1< ,Amrcey-.-Fs, forr shn signing Am Sho,ofsoch ,,noan am mtarircz Taal An 4kgaK tax limitr paamx. 13. ASSIGNMENT: COUNTERPARTS: The rights of Us. andc, thi, I,As: nun he slo and b) Leswr at my time. Ifvotifed IN, lessor. L.xe shall in aD Las mats do, mac, His 1. 10 tM Pam- designam in hi^ mice, "about offmt m dcdat,o No Assignment of this base or am right. nbiiption oars it man M made Ill lcaxc wihnut tM poor "ai= cwzca of Le,cl, This I . shall M buo ing uPm om Mnefa f.ensol Am L. end their mspwtsn socceswrs and assigns. If his Icax is assigned b) Us., to a psnnaship or trust, the tram Lrssor' shill ncnafa,h mean and indme the pammmal a Ilea and shill also include fa puryoxs of S,cuons 3,4,h.7ffi g. Cecn Innner in or MaeRcia, of In, pmall hip. nos, Although mmtipk pouol,,.a s fnis docamcnr mesa M slgmd, aNl the coonlrr,an supscd. adaco kc1gm vad cenlUr bf W.,ro, Equlpmcnr Co -a d, sipamnme In lMrsrof a the orivaol wills s iorw a gaol ,hatch palrl. 14. EFFECT OF WAIVER, Nth MA) or omissim lU caertite any tight ar tenor) .,.all b L,s., hemuader shall impair An, such nghl or rlm,d, .,.,hall,, M constrvm to M A sat, of ens brexh or defavh of Lesser. m, waist at lets,. to Icsmr umrr, this Icax must M an xr¢ivg specifcalh x, fonh. This Lease campkiai sums nc rights of less. And I"SoC wish respect to the Unit And wprxder all prat agreements with respn IMmro. lime is of the essence of this Lea,,. No aadaton o, mmiGcalion of Ibis U. shall Inn sand unless in wtiling am rigor by IM aahorvm 11r arts- of Laser Am Iessc, All motions Mrelmdef shall M in Writing addressor to Nch pan, At IM address x, fonh oa the front of,his Icax or a etch all, address As nu, R fumLand as wtiling. (fen, paixan of Lis Leann shall be inland undo am apsliable fall, nth pmaiai hr shall M danm oraivr btn,M ¢nminfn6 poy,tiooe shall b, gisco cfi'x, All ohliption all.es ad,, His lssss shall suninclb, eapinlour.¢nainaron orthi, I.A. m th, raquircdf rhea, fail abxnamcam p,foanmc,. I S. GENERAL: This LNs- shot be goacmcd bs am crossmd umcr the fans of the State uh,K no, Units arc lo-;alr wPlrl_c:nem,rcnnl Iessn WZan Apivlmnn 1-11 Or 11 Berl NON -APPROPRIATIONS ADDENDUM to FINANCIAL LEASE AGREEMENT Lease Number: 4216191 between WAGNER EQUIPMENT CO and CITY OF FORT COLIANS DATED AS OF September 14.2012 Lessor and Lessee hereby agree to add the following provision to the Lease, and further acknowledge that all terms contained herein are to be defined according to the provisions of the Lease: Lessee represents and warrants to Lessor that Lessee has sufficient appropriations or other funds available to pay all amounts due hereunder for the current fiscal year and reasonably believes that funds can be obtained sufficient to make all rental payments during the lent of the Lease. Lessee hereby covenants that it will do all things reasonably within its power to obtain funds from which the rental payments may be made, including making provision for such payments to the extent necessary in each budget submitted for the purpose of obtaining funding and using its bona tide best efforts to have such portion of the budget approved. It is Lessee's. intent to make rental payments for the full terns of this Lease if funds are available therefore and in that regard Lessee represents that die use of the Units is essential to Lessee's proper, efficient and economic operation. In the event no funds or insufficient funds are appropriated and budgeted or are otherwise not available in any fiscal year for rental payments due under this Lease, then Lessee will immediately notify Lessor of such occurrence and this Lease shall terminate on the last day of the fiscal year for which appropriations were received without penally or expense to Lessee for any kind whatsoever, except as to the portions of rental payments herein agreed upon for which finds shall have been appropriated and budgeted or are otherwise available. Subsequent to a termination of this lease. Lessee shall have no obligation to make rental payments with respect to the remainder of the Lease. In the event of such tenninalion, Lessee agrees to return the Units to Lessor pursuant to Section 12 of this Lease, and Lessor shall have all legal and equitable rights and remedies to tale possession of the Units. Notwithstanding die foregoing, Lessee agrees that it will not (a) cancel this Lease under the tents of this Addendum if any funds are appropriated to it, or by it, for the acquisition, retention or operation of the (hails or other equipment performing functions similar to the Units for the fiscal year in which such termination occurs or the next succeeding fiscal year thereafter, and (b) give priority in the application of funds to any other functionally similar equipment during the term of this Lease. The Addendum shall not be construed so as to permit Lessee to terminate this Lease in order to acquire any other equipment or to allocate finds directly or indirectly to perform essentially the same application for which the Units are intended. LESSEE: CITv OF OR COLLINS U>�'� Name (PRINT)_.. Title C...'Vel 14 s Date �r i/, t / - LESSOR: WAGNER EQUIPIMENT eO By Name (PRINT) Vicki Sa re Title Financial Services Manager Date 09/14/2012 weco-Go�talLe-PwchzeAgeemeu Version 1.1 (Al 1(JX)01 Attachment to Governmental Lease - Purchase Agreement I Lease Number•. 421619 Dated as of September 14. 2012 Between CITY OF FORT COLLINS ("Lessee') And WAGNER EQUIPMENTCO ("Lessor') LEASE PAYMENT SCIIEDULE Payment Date Payment Number Payment Amount Due Payment Date Payment Number Payment Amount Due 10/14/12 1 2500.00 04/14/15 31 2500.00 11/14/12 2 2500.00 05/14/15 32 2500.00 12/14/12 3 2500.00 06/14/15 33 2500.00 01/14/13 4 2500.00 07/14/15 34 2500.00 02/14/13 5 2500.00 08/14/15 35 2500.00 03/14/13 6 2500.00 09/14/15 36 2500.00 04/14/13 7 2500.00 10/14/15 37 RETURIy 05/14/13 8 2500.00 38 FQJI�ME?1 06/14/13 9 2500.00 39 07/14/13 10 2500.00 40 08/14/13 11 2500.00 41 09/14/13 12 2500.00 42 10/14/13 13 2500.00 43 11/14/13 14 2500.00 44 12/14/13 15 2500.00 45 01/14/14 16 2500.00 46 02/14/14 17 2500.00 47 03/14/14 I8 2500.00 48 04/14/14 19 2500.00 49 05/14/14 20 2500.00 50 06/14/14 21 2500.00 51 07/14/14 22 2500.00 52 08/14/14 23 2500.00 53 09/14/14 24 2500.00 54 10/14/14 25 2500,00 55 11/14/14 26 2500.00 56 12/14/14 27 2500.00 57 01/14/15 28 2500.00 58 02/14/15 29 2500.00 59 ON14/15 30 2500.00 60 Total Payments = $290,415.27 CITY OF FORT COLLINS WAGNER F,QIJIPMENT CO (Lessee) Signature (Lessor) Signature Name (Print) �' =�._\ -!o�'.,E=<� !"j �%/U!-._F_Z �. 77 Name (Print) Vicki Sayre Title c.�i`T:,2 �) �U 2C.< cr¢ S'��"�'�== i�_ Title Financial Services Manager Ca 1 Z �G Date U / �� Date 09/14/2012 WECO- G.,..Il Lease P.6.c Ag,.I Ve, on LI NQUIM SELF-INSURANCE CERTIFICATE Lease Number. 4216I9 This is to acknowledge that CITY OF FORT COLLINS ("Lessee") is under a self-insurance program for Public Liability Risks with respect to the Unit(s) leased under the Governmental Lease -Purchase Agreement, dated as of September 14, 2012 behveen WAGNER EQUIPMENT CO ("Lessor") and CITY OF FORT COLLINS Lessee. Lessee hereby certifies that the self-insurance program (i) shall be primary without right of contribution from any insurance. carried by Lessor. and wi shall guarantee payment to Lessor for any, and all claims, and any and all costs and expanses incurred by Lessor in connection therewith, including. but not limited to. reasonable attomey's fees, losses, damage or liability asserted against Lessor with respect to the Unit(s). CITY OF FORT COLLINS ("Lessee") Signature: Name (PRINT): �i) f1� L `� C IL�Tr Title: Date: UTCO-G"Mr W I.eate-Pucha Are , Yersion I,I W/102W1 SELF-INSURANCE FOR PUBLIC LIABILITY RISKS RIDER To Governmental Lease -Purchase Agreement Dated as of September 14. 2012 Between NVAGNEREQUIPMENTCO and CITY OF FORT COLLINS Lease Number: 421619" Notwithstanding the provisions of Section 7 of the Lease, Lessee may self -insure against Public Liability Risks, including, but not limited to, liability coverage for personal injuries, death and/or damages to property, owned by third parties with respect to or caused by the Unit(s), to the extent that Lessee self -insures equipment which it owns or leases that is similar in nature to the Unit(s) against such damage and risks, provided (i) no Event of Default has occurred and is continuing, and (ii) such self-insurance program is not and does not become, in the opinion of Lessor, inconsistent with prudent industry practice with respect to equipment similar in nature to the Unit(s). Lessee shall deliver to Lessor, on or before the Delivery Date of each Unit with respect to which Lessee will self -insure, a Self -Insurance Certificate substantially in the font on the reverse. Except as herein specifically modified, the provisions of Section 7 of the Lease shall govern Lessee's obligation with respect to insurance for the Unit(s). CITY OF FORT COLLINS Signature:�"T]Yv<.—.,�(._Jl' Name (PRINT)'�> Title: Date:% WECO-Go1=m WLeam PPo =e Agreement version �.i wnrnan DELIVERY SUPPLEMENT Lease Number:4216t97 This pertains to the Lease, dated as ofseptember 14, 2012, between WAGNER EQUIPMENT CO as Lessor and CITY OF FORT COLLINS as Lessee. This confirms that the Lessee physically received the following Unit(s) on the possession date below. As of the date of signature of this form, (i) the Unit(s) are in all respects satisfactory to Lessee for leasing under the Lease, and (ii) Lessor has performed all of its obligations under the Lease. Description of Unitfs) Serial # Location CATERPILLAR 14012 11191)00948 �p CITY OF FORT COLLINS Possession date: '7 Signature i Name(Print) Title: �Q 1$(iq t ci Date: 7 tI WECO-Goc=m ml Lease -Purchase Ape l Version 1.1 (WI WVX)1 SALES CONTRACT SECURITY AGREEMENT AND FINANCING STATEMENT (Colorado) Seller/Secured parry: WAGNER EQUIPMENT CO. Street Address: 18000 Smith Road, Aurora, CO 80011-3514 Mail Address: P.O. Box 17620, Denver, Colorado 80217-0620-Telephone: 303-739-3000 Date 9/7/2012 Buyer/Debtor: City of Fort Collins Mailing Address: PO Box 580 City Fort Collins County Larimer Stare CO zip code 80522 Ship To Name: City of Fort Collins Address 625 Ninth Street _ City For, Collins County Larimer Sate CG _ Requested Shipping Date: ASAP via Wagner Truck _ Shipping and Special Instructions PART I — SALES AGREEMENT: The Seller agrees I. sail rd the Rvyer Me fudnwing descdtxd machinery and/or equipment (-Me Goods-) Quantity COMPLETE DESCRIPTION OF EQUIPMENT PRICE EACH PRICE TOTAL Make: Caterpillar Model: 140M2 stock u 421619T S259,900.00 S.N. M9D00948 This equipment is J Business Buyer i5 _ Individual _ jI I Incorporated in State of to be used for - Farming pattnersh Sec. Sec.0 Fed. I.D. No. THESE GOODS ARE SUBJECT TO A SECURITY INTEREST RETAINED BY THE SELLER TO ASSURE PAYMENT IN FULL AS PROVIDED INPART 11 (PURCHASE MONEY SECURITY AGREEMENT) OF THIS AGREEMENT TRADE -IN DESCRIPTION Make Unit Model Serial No. Attachments: Sena[ No. Total Less Trade -In (If Any) Sub -Total Plus Sales Tax (Less City Tax) @ City Tax (Incls Delivery) � Plus Delivery Charge Conversion Interest Conversion Unpaid Taxes Plus Pay-off on Trade-in Less Cash Down Payment Document Fee S 259,900.00 S - $ 259,900.00 $ S - Total Unpaid Cash Balance Sale Price $ 259,900.00 PLEASE READ - THIS ORDER WHEN DULY SIGNED IS NON -CANCELLABLE, THIS AGREEMENT INCLUDES THE PROVISIONS ON THE REVERSE tuDE OF THIS AGREEMENT. THE RESPONSIBWTYFOR CLAIMING SALES TAX EXEMPTION SHALL BE UPON eUYER. THIS AGREEMENT SHALL NOT BE VALID UNLESS ACCEPTED AT THE EXECUTIVE OFFICES OF SELLER IN AURORA, COLORADO BY A DULY AUTHORIZED OFFICER OF SELLER. TERMS: BUYER AGREES TO PAY THE SELLER AT ITS PLACE OF BUSINESS IN AURORA, COLORADO FOR THE GOODS AT THE PRICES SHOWN ABOVE. BUYER REQUESTS THE FOLLOWING TERMS, SUBJECT TO APPROVAL BY SELLER'S CREDIT DEPARTMENT_ Cash on Delivery Cash on Invoice - ' Cash with Order . - Other J. Wagner Note BUYER'S REQUEST FOR INSTALLMENT TERMS: (Signed UCC-1 Required) Buyer requests Seller extend credit to Buyer for the unpaid cash balance sale price payable as follows Payments of including finance charge for full term. First payment due In the event Seller agrees to extend the requested Credit, Buyer promises to execute a Note and Security Agreement ddntaining the installment terms including interest as set out in the Note and Security Agreement submitted to the Buyer by the Seller and execute one or more Finarci nl Statemens Ancr val of this requested Credit shall be indicated by the Seller submitting to Buyer the Note and Secunly Agreement NOTE INTEREST RATE TO BE 4.60 % PER ANNUM; Plus applicable documentation fees. WARRANTY EXTEN NEW MACHINE WARRANTY USED CAT DEALER CERTIFIED BY SELLER: i. I NEW VALUE ASSURANCE NO WARRANTY EXPRESS OR IMPLIED, "AS IS, WHERE IS" ! Other: 3-year/5000-hour Governmental Premier Warranty BILL OF SALE FOR TRADE IN FROM BUYER If, as axt o1 tMA vanaaa:on, me aft,, C ,nes dry vedrin tnao 1ne foul,"'d aPoPs : _I '+alLe 'ecei'+95. tee Buyer bil,gal^.s se!la :i ar.;s and CMra)'s:o ine Seller, atl rgnt. UN, afro mter!a! in :he en:lipmanf feSmreC i!: L e ..uyer ti., e•.a';s rrtn :ne �-J, :ns: fl, E'uy/ , a the la fful C a' of SLcn erivom.m. mat Lne aCNPTanI IS free fr.c, a!, dn"ICralcen, ^.5_CP! aS S,f,ofiC ily SIa:CC bBICw. :nal :,, e. P-'e' ^'.rn'- q, c6 nn^•t !!,^ ind •rr>ra•, to £II sVCn eduv"ent. bnC UPI! ne 3PyeI wirmil 4 and N 11 Cefeni it IS PM1 exile.^Se a-]ainS: any _Yd:rPS arC Cenar,0S Of al.) JTE! :e'S-T Cf en*!:} :P Lni'Sn::;J'_ Of i-I—S! .1 "A". O:_'Iprf•ent. BVyE! ap!9a510 r2:?tlUT9 th9 Jeaer LY aV a>:enSes InGrreC in mn:ying and CCfa�Nnq :19nr'::iE en c^i Ir3(te-•t' Amount of encumbrance Payable to: This Agreement is contingent upon and subject to acceptance oy Seller, which shall be acRnotvladeed by ds autronzed represe.nlanve s Vgra;u-e bs!o'.v. BUYER'S SIGNATURE BELOW ACKNOWLEDGES ACCEPTANCE OF ALL TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING THOSE ON THE REVERSE -SIDE OF THIS AGREEMENT. PLEASE READ BOTH SIDES 0 THIS AGREEMENT CAREFULLY BEFORE SIGNING. BUYERS SIGNATUj2E '. Date: % :�/ �. OFFICIAL TITLE Acceptance Recommended by A<cepte;' 'PJAnNER EQUIPMENT 10.. SECLEF. +5C'CC S'd! T ii ROAD AURORA C010RADCI Salesman Trey Burton By Cr, of Fcn ccLl Iasi/ 1.16197 a9.a2, 12;11.ft, -art:»ra Pc.1 120i I;:PA. rev. 1 /05 PART 1—SALES AGREEMENT—ADDI'IIONALTERMS AND CONDfrIONS (Colorado) 1. As used in this Agreement. the tams (a) "Sella" shall main Wagner &luipment Co. (b) "Buyee'shaIf mean the patty execuling Ibis Agreement as swab en the fan based. (c) "Gandf shall mean the mahinery and/or aquipmon distal on the face harof Which a e the subject mane, of this Agrerncnl. and (d) ';Nanufatcura" shall mean the unity that malufactuml the Goods, it being understood and agreed by Buyer that &Ile is not the mrmu(actura and is in no respect the agaR of Manufacturer, and that Sellerasd Buyer are the sole parties to this Ageenent. 2. Manufacturer reserves the righ Ito change the palate Sella of any Clew Gawds without notice. IF, It, eevem lhr price to Seller of nesvGaxls Of l he lype ordered hereunder is changed by Manufacturer prior to deiyev to Buyer, Sella reserves the right to clsasge the price of the Goals to Buyer acroxdingly. Buver agrees to pay the chaleal price and agrees that this Agreancnt shall be construed as if the changed prier xa originally inserted Loren. All amcxmis specdied in this Agrarian shall be due and payable in full al the time ofdeliva y 3 Manufactmcr resmes the right to charge the spaifieairns of ay new Golds lyborn notice and eiihoul obligation to make the samea, snmila chance to my Galls previously purchased by or shipped to Sella ur bang marmoem" OF said In accordance with Sclkr's orrkn. In the even of an chime hs Miaufaaaa, Seller shall have ens Obligation to Buyer to make the same or similar change to any Good: covaad by this :\gwernau. enha tefive m 'tier delivery thereof to Buver 4. Seller shall not R liable for failure to deliver or 6+r any delay ,I delivering the Gads where such laduc a duc, in wiwlc or to parL hn env came bennd Ile control of or without the fault or negligence Of Sella. 5 The price of the Goods does not Include sales or use (aces unless exroc d]v so stated. Bln en asswnes and apes to puy, unless jo,,ol rtrd by law, any su tit odes and use taxes imposed on or applicable- In the tmnsacyim covered by this Agrccmenu. b. h\LA-NUFACCURF-R'S WARRANTY: FOR::NF-W'COODS SUliJECI TO A.VIA NIIFACTI iRER'Star 'ARRANTY,'I Ill,' NIA:NIIF:A(TU RF-R'S WARRANT\' SHAIA. BF.'DIE ONLY WA RReANrlAPPLICABLE 10'1111: GOOD,. SF-LIJ R HEREBY DISCI A I\IS ALP.'A'A RRAN 111:S, EMIER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WAR RAJNTY OF MER( DAN'I ABI1.1 I-V OR P'I I N'ESS FOR A PART III) [A R PURPOSE 7. USED GOODS WHETHER OR NOT SUBJECr1'O MANUFACTURER'S WARRAMII': UNLFSS.ASEP.IRAIEIVRI'I-IENIINS1RU:NPl: I SIIOWING 7'11E TER1L4 OF ANY W'ARRANrY OR S1:R VICE: CONFRACI' IS F'URNISIIED BI' SELI,ER TO RhYER USED GOODS ARE SOLD `AS IS" W'ITII NO EXPRESS WARRANTY OR GUARANTEE, SELLER BERRY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED. INCLUDING ANY IMPLIED WARRANII' OF MERCHANTABILITY OR FITNESS FOR A PARIICUTAR PURPOSE & BUYER SHALL NOI' BE EN TTlJ,'D TO RECOVER FROM SELLER ANY CONSEQIIEN FLU DAMAGF_ti, DAMAGES TO PROPFRTI', DAALAGFS FOR LOSS OFUSE, LOSS OF 77hIF, LOSS OF PROFFIN OR INCOME, OR ANY OTHER INCIDENTAL DAMAGES. 9. Risk of loss passes to Buyer. (a) Allen the Goods arc shipped to Buyer by carrier-, (i) if the carries is not required to de iva the goods too particula datmaion, the nick of loss Pa:srs xfien Or Goods are duly delivered to the caner, bin III) if the carrier is required to deliver the Goads to a p:rtia:lm destination. the risk al' loss passes xh n the Goods on duly tendered as to enable the Buyer to take delivery, and (b) in all other caw the risk of loss passes to Use Buyer on his rccapt of the Gockls a on tender of delivery to the Buyer by the Sella. 10. Unless otherwise specified mine fax hercv( all Goods shall be shipped VOM Aurom. Colorado. Delivery by Use Seller to a earner shall be delivery to the Buyer Any claims fa shortages in shipmcm shall be male within fificcn (IS) ill ys aflei tce jpt of shipment I 1 Saks of Equipment "Notice is hereby given the Wagner Equipment Co. I lATCO) ]Tray ,assign its rights to sell this alwpmcm land to purchase tide -err Property, if applimble) described herein to \Vagncr Exchmge LLC.' 12. The imaiidity err unenfmrability of any tam, phrase dwse, paagraph, Dnsvision, act roe, anmlc, restncnon, "rvar:nn, agnarnrnh ur other prmisun of dais Agreement shall in no way affect the loullty and enforceability of any other rain, phrase, clause, paragraph, provision, action, aracic, remtivion, coycrour agramrent or other provision in any pan thereof 13, 'rhis Agreement conGinum the satire agneement of the parties NO prmasiixi o([his Agrecmrnl nnay br a[rnmdal, mxditiod, mvAN. supplanrntad. wan. rid o otherwtsr changed tacelt try a wriDm inmatment duly external try Sella and Buver 14. If Buyer has requicaud Sella e, provide Rrtaneing for die transaction covered by this Agreement. this Agreement is subject to final crada approval. I5. This Aacanenl shall be committed in accordance with the laws of the State of ColomJo, and any action in cormcetiorr with this Agreement may be p,,uK I, brought, a the election of Secured Party, in Adanrs County, Colorado PANT II — PURCII:ASt: \IOYGI' SECIt I'fY AGKt: F:,M E\"1 1. Grail of Security I,nernr Ilya. as Debtor, grants to the Sella, as Secured Party, a sseunq interest in the Gads sold. Including all aceisanos, parts accessaims and atlachmenG therixn, and all gnarls thereof, in mda to xcum the papnan arxi perfonuznee of the prim obIieatun of the IIll, a as 41 au m Part I of this Agrmnenl O des Agreement) Buya hereby irrevocably amhomes the Sella m am time to tilt a financing smntnml In Perfect dhr Sedcl's SecanM1' hnlaCa. _ Collateral. The property sating as ",lateral sad satyed to it'" socwm mta"I iS the Gaels that h;nc I or sidd. including all ,rcasvixhs Isms, :eersarres and aawfur ts der"o. witch we dan unad m Pan I of this .-Aercemen (Sales Agreanauj 3 Obfigafiun Secured_ 'Dais Agreement manes the Buyer's PaymentIf the price of the Goods purchased, is set our ur Pan 1 of [his Agrecmen (Sales Agreement 1 Coveranls. Buyer will keep the colla cml free Mail limes from any other claims, liens, security interests and encumbrvices. and sell not. W,tIx,ol the or,,,, wtinei unsan O(Ihe Shcq sell, transfer err tease any of the collateral. Buyer will keep the collateral in gad condition and will protest if from loss, danmcr n[ doct o mon free svey carers, Buyer has and will maintain a[ all dims with real vt to [Ire collateral, insurance under an -all risk" polies, annamml; an acccpiabie loss payable radomrmmt in favor of the Sells 5. Default. The fWlawing shall emaotute an cyan ofddar ll under this Agreement: Fit any failure to pay what due any obligation severed by this Agreement (11) any failure m penbrm m absme fully and in a saisfaaory moron r. aq tent. of this Agreement. Ilii) any loss, Ibel1. substanial da]Tcwge or destruction, to the collateral; or (Iy) a proceeding under any bankruptcy, nirgmuntion, arraargcmcnr of debt, insolvency, readjusment of deb m rrcckership law or a Ile is (clad against the Buyer, or the Buyer makes an assignment for the beri ofcreditrs 6. Remedies. Timeis afrle essemax, In the evaii ofddault, the Seller shall have the right to declare the entire indcbtedrras second by this Agreement immediately due and payable. evictor the •r of defarth a acceleration, the Seller shall have e amay eseraise any one or more afthe iollow•ing right and re edia, wdnich are cumulaive and may b: eaercsed m my order (i) all rights and remedies upon default, in foreclosure or iditteise, available to a trod 1parvcs under the provisium of the Unitimn Coormacial Code as adopted in the State of Colorado, as amended, revisal Or replaced film time to time, and Other applicable law; (it) insairme legal proceedings to Foreclose upon the security interest. to Ironer judgment for all amounts that due and owing, and to collect the same out of the proceeds ufany sale ofthe rollataul, (,it) institute legal proceedings for the sale ofany or all of the collateral', fir) personally or by agents air upon and any promises and lake possession of the collateral, awithout beingse responsible for loss or damage to such collateral, hold, sell or dispootth coll,veral a talent more publica pdswm sales, at planes and times and on terns and conditions as the Seller may dacm fit Bitter also ageaa Io caopemte will, the Sella in its right to Like possession of the collateral. including but not hill 'led ter, an obligatiom to assenbk the collateral and make it avai table to the Sella at any place which is reasonably axivartia t to the Seller. 7. Other Primisions. (i) Buyer agrees to pay all cams inrmnd by the Sella, including rrawwble altomeys fees, in cella9me am amounts owing to the Seller or otherwise enforcing this Agreement. (ii)'fhe indebcdem. and any other almonds owing under this Agreement that are not paid when dire shall accm< inleresi at the rate of? 1%pa annum uoul pad. (iii) This Agreement shall be governed and by and imerpletc.1 in accordance with the laws of [he Stale of Colo 'ski, fief Buyeragrees than yerrue (err any anion brought under this Agra"ant shall he properly in any oval, store ix feel ral clues( located m Adams Cranny. Colorado 1 r wi � Costarner Inifial�._ i � i,1 Date e Page 2