HomeMy WebLinkAboutContract 40565-A1CITY SECRETARY
CONTRACT No,, 05(oS - &I
AMENDMENT NO. 1 TO SCHEDULE A No. 1 TO MASTER EQUIPMENT
LEASE/PURCHASE AGREEMENT
This AMENDMENT NO. 1 ("Amendment") TO SCHEDULE A No. 1, dated as
of June 20, 2010, is entered into between BANC OF AMERICA PUBLIC CAPITAL
CORP (as successor in interest to Banc of America Leasing & Capital, LLC), as Lessor,
and CITY OF FORT WORTH, TEXAS, as Lessee.
WHEREAS, Lessor and Lessee have entered into that certain Master Equipment
Lease/Purchase Agreement dated as of December 20, 2002 (the "Master Lease") and that
certain Schedule A No.I to the Master Lease, dated as of December 20, 2002 ("Schedule
A No. 1); and
WHEREAS, Lessee now desires to extend the Lease Term by an additional two
(2) years, as contemplated by Section 3(b) of the Schedule A No. 1 and to repay the
remaining balance under the Schedule A No. 1 as set forth on the Annex 1 attached
hereto;
WHEREAS, Lessor has reviewed Lessee's request for such extension of the
Lease Term and has agreed to such extensions and the repayment of the remaining
balance subject to the satisfaction of the conditions set forth herein,
The Schedule A No. 1, together with the Master Lease it incorporates by
reference, are collectively referred herein as the "Lease"; all defined terms not otherwise
defined herein are used with the meanings defined in the Lease;
NOW, THEREFORE, the parties hereto agree as follows:
1. Amendments.
(a) The Lease Term has been extended until December 20, 2012;
(b) The Lease Term Interest Rate applicable to the remainder of the Lease
Term shall be 2.21 % ;and
(c) The Amortization Schedule/Rental Payment Schedule attached as Exhibit
A to Schedule A No. 1 is hereby amended by adding the payment dates
and Rental Payment amounts as set forth in Annex I hereto and Lessee
shall pay the Rental Payment amounts on the payment dates set forth
thereon.
2. Ratification of Master Lease and Lease. Except as expressly modified and
superseded by this Amendment, the Master Lease and Lease are ratified and confirmed in
all respects and shall continue in full force and effect. All Rental Payment and other
amounts due and owing of Lessee under the Lease have been in full and there exists no
dw,; RLCORD
09�A ,' , r ' `� CITY SECRETARY
#622487v1 41 FT WORTH, TX
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Event of Default or event known to Lessee which with the passage of time shall become
an Event of Default.
3. Tax Matters. Lessee has complied and will continue to comply with the
tax covenants set forth in Section 9.2 of the Master Lease and with any applicable tax
compliance certificate (the "Tax Certificate"). The amendments to the Lease set forth
herein are not inconsistent with such tax covenants and Tax Certificate. Lessee agrees
that it will calculate and make, or cause to be calculated or made, payments of any rebate
in the amounts and at the times and in the manner provided in Section 148 (f) of the
Internal Revenue Code, pursuant to the provisions of the Lease and any related Tax
Certificate.
4. Counterparts. This Amendment may be executed in two or more
counterparts, each of which shall be deemed to be an original but all of which together
shall constitute one and the same instrument. Delivery of an executed counterpart of a
signature page to this Amendment by telecopier shall be as effective as delivery of a
manually executed counterpart of this Amendment.
5. Successors and Assigns; Third Parties. This Amendment shall be binding
upon and inure to the benefit of the parties hereto and thereto and their respective
permitted successors and assigns. No third party beneficiaries are intended in connection
with this Amendment.
6. Severability. If any term or provision of this Amendment shall be deemed
prohibited or invalid under applicable law, such provision shall be invalidated without
affecting the remaining provisions of this Amendment or the Master Lease or the Lease,
respectively.
7. Entire Agreement. This Amendment, together with the Master Lease and
the Lease, contains the entire and exclusive agreement of the parties hereto with reference
to the matters discussed herein and therein. This Amendment supersedes all prior drafts
and communications with respect thereto.
8. Governing Law. This amendment shall be governed by and construed in
accordance with the internal laws of the State of Texas.
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 to
Schedule A No. 1 under the Master Equipment Lease/Purchase Agreement as of the day
and year written above.
BANC OF AMERICA PUBLIC
CAPITAL CORP 4ssor)
By:
Title
CITY OF FORT WORTH, TEXAS
(Lessee)
Karen L. Montgomery
Title:
Assistant City Manager
CITY ATTORNEY
pity �e�r�t�.ry
No Mac �z�tllrt��
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
#622487v1 -3-
ANNEX 1
NEW RENTAL PAYMENT SCHEDULE
rent interest principal
payment portion portion
date (2.21 %)
6/20/2010
12/20/2010 $31,053.90 $ 550,002.09
6/20/2011 $242978.81 $ 556,077.17
12/20/2011 $18,836.63 $562,219.35
6/20/2012 $12,626.60 $568,429.38
12/20/2012 $ 63347.97 $574,708.01
rent balance
payment
amount
$2,811,436.00
$ 581,055.98 $2,261,433.91
$ 581,055.98 $1,7052356.75
$581,055.98 $1,143,137.39
$581,055.98 $ 574,708.01
$581,055.98 $ (0.00)
#622487v1
-4-
B mkofAmeric ���
July 13, 2010
Mr. James Mauldin —City Treasurer
Tel No. (817)392-2438
City of Fort Worth, Texas
1000 Throckmorton
Fort Worth, Texas 76102
Subject: Amendment No. 1 to Schedule A No. 1
(Master Lease Purchase Agreement dated 12-20-2002)
Dear Mr. Mauldin:
Enclosed is a fully executed Amendment No
referenced agreement.
Please retain this document for your records.
call at (415) 765-7404.
Sincerely,
Banc of America Leasing &Capital LLC
CAS 705-04-01
555 California Street, 4th Floor
San Francisco, CA 94104
Tel 415.765.7300
1 to Schedule A No. 1 relating to the above
If you have any questions, please give me a
BANC OF AMERIO PUBLIC CAPITAL CORP
Tessip Pang niban — Vice President
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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TO: CONTRACT FILE N0.40565
DATE: July 19, 2010
FROM: Marty Hendrix, City Secretary
SUBJECT: CONTRACT ON FILE NOT OFFICIAL RECORD
BACKGROUND
On July 9, 2010, the City Secretary's Office received an amendment to a Master Equipment
Lease/Purchase Agreement from James Mauldin, City Treasurer, with referenced M&C No. C-
19336. On Monday, July 12, 2010, Allison Tidwell, Administrative Records Technician,
researched the M&C number and found that there was a contact in the Inactive Records Center
from Toter, Inc., not Bank of America. She pulled the contract and reviewed to see if it was the
same thing. Upon reviewing Contract No. 28217 with Toter, Inc., it was discovered that the
contract was a separate contract from the financing contract and the City Secretary's Office had
never received a contract from Bank of America. Ms. Tidwell notified James Mauldin and he
stated that the only contract they had in their office was a copy and not the original. He emailed
Ms. Tidwell the contract on July 16, 2010, and it was assigned a contract number.
AUTHORIZATION TO RELEASE OFFICIAL COPY
Per the direction of City Secretary Marty Hendrix, a copy of the contract was placed in the
contract file and will become the original.