The URL can be used to link to this page

Home My WebLink About064191 - General - Contract - PNC Bank, National Association�PNC EQUlPMENT FlNANCE July 25, 2025 Lease Number 99009298-2 City of Fort Worth 100 Fort Worth Trail Fort Worth, TX 76115 CSC No. 64191 Enclosed are the necessary documents needed to complete your lease transaction. Please review, sign and return the following: •Lease-Purchase Agreement-Please have the Authorized Signer execute the documents and provide their title. •Certificate of Acceptance -At the point of delivery, fill out this form and return the original to us. We will be unable to disburse fundsuntil we receive this signed form. •Schedule of Payments -Please sign and provide the title of the signer. •Exhibit A-Mayor and Council Communication 25-0653 & 25-0807 •Exhibit 8-Self-Insured Letter •Customer Contact: please provide your billing preference and where the invoices should be sent •Exhibit C-Notification of Tax Treatment: please indicate if you are taxable or exempt. If exempt please provide a copy of your current, tax exemption or resale certificate Please return the documents to smedocs@leaserv.com PNC Bank, National Association, in its sole discretion, reserves the right to adjust the payment factors in the enclosed documentation to reflect any changes in market conditions up to the date of funding. Our goal is to ensure that you receive the lowest payment available. Therefore, it is important that the documents are completed and returned by August 1, 2025. Sincerely, Melissa Buchanan Commercial Transaction Coordinator Muni Short Form Welcome Letter V20250131 Lease-Purchase Agreement Dated as of July 25, 2025 Lease Number: 99009298-2 Lessor: PNC Bank, National Association 655 Business Center Drive Horsham, Pennsvlvania 19044 LeSSee. LESSEE FULL LEGAL NAME c�ty of Fort wo�tn 100 Fort Worth Trail F o rt W o rth , TX 76115 Equipment Description: FEDERAL TAX ID 756000528 Quantity Description Serial No. 2 New Reelmaster 3575-D w/attachments 2 New Greenmaster 3150-Q w/attachments 3 New Thatching Reels ew entrac w attac ments Information Rent Amo unt: See ScheduleA + Applicable Taxes Due Date (to be inserted by Lessor): ❑ Monthly ❑ Quarterly �Annually Lease Term (in months): 60 months ot �ease Nrovision: Schedule A for variable payment structure. ❑ FMV-Cars ❑ Rental � PUT- ❑ FMV—Turf(AnnualHours_) � $1 out Lessee shall pay Rent payments exclusively from legally available funds in U.S. currency to Lessor in the amounts and on the dates set forth herein, without notice or demand.TERMS AND CONDITIONS 1. LEASE. Subject to the terms of this Lease, Lessee agrees to lease from Lessor the equipment (the "EquipmenY') described above when Lessor accepts this Lease. Lessee agrees to be bound by all the terms of this Lease. 2. DELIVERY AND ACCEPTANCE OF EQUIPMENT. Acceptance of the Equipment occurs upon delivery. When Lessee receives the Equipment,LesseeagreestoinspectitandtoverifybytelephoneorinwritingsuchinformationasLessormayrequire. Deliveryandinstallation costs are Lessee's responsibility. If Lessee signed a purchase contract for the Equipment, by signing this Lease Lessee assigns its rights, but none of its obligations under the purchase contract, to Lessor. 3. RENT. Lessee agrees to pay Lessor Rent (plus applicabletaxes) in the amount and frequency stated above. If Lessee's Rent payments are due in Advance, Lessee's first Rent payment is due on the date Lessee accepts the Equipment underthe Lease. Lessor will advise Lessee as to (a) the due date ofeach Rent payment, and (b) the address to which Lessee must send payments. Rent is due whether or not Lessee receives an invoicefrom Lessor. Lesseewill pay Lessorany required advancerentwhen Lessee signs thisLease. Lessee authorizes Lessor to changethe Rentby notmorethan 15% (i) due to changes in the Equipmentconfiguration, or (ii)an increasein thecomparable Swaps Rate between the date you sign this Lease and the acceptance of the Equipment by you. As used herein, "Swaps Rate" shall mean the Interest Rate Swap forthe corresponding period as setforth on Bloomberg Screen 3(InterestRate Swaps Bloomberg) as the"SOFR Swap Rate" on a date determined by the Lessor that is no more than five (5) days before the date the Lease is made (or if no such rate is p ublished therein for any reason, a comparable rate as published therein or in another publication determined by the Lender, which determination shall be conclusive absent manifest error). Restrictive endorsements on checks Lessee sends to Lessor will not reduce Lessee's obligations to Lessor. Lessee hereby authorizes Lessor to insert a Due Date where applicable under this Lease once determined. NON-APPROPRIATION OF FUNDS. Lessee intends to remit all Rent and other payments to Lessor for the full Lease Term if funds are legally available and appropriated by the Fort Worth City Council. In the event Lessee is not granted an appropriation of funds at any time during theLeaseTerm forthe Equipmentsubjectto this Lease and operating fundsarenototherwiseavailableto Lesseeto paytheRent and other payments due and to become dueunderthis Lease, and there is no other legal procedure or availablefunds by orwith wh ich payment can be made to Lessor, and the non- appropriation did not resultfrom an act or omission by Lessee beyond the decision in the normal course by the Fort Worth City Council notto appropriate, Lessee shall have the rightto return the Equipmentas provided herein and terminate this Lease o n th e last d ay of the fiscal period for wh ich app ropriation s were received with out pen alty o r expen se to Lessee, except as th e portion of Rent for which funds shall have been appropriated and budgeted. As soon as the decision not to appropriate is made, Lessee's chief executive officer (or his designee) shall certify in writing that (a) funds have not been appropriated for the upcoming fiscal period, (b) such non-appropriation did not result from any act or failure to act by Lessee beyond the decision in the normal course by the Fort Worth City Council not to appropriate, and (c) Lessee has exhausted all funds legally available for the payment of Rent. 4. UNCONDITIONAL OBLIGATION. LESSEE AGREES THAT IT IS UNCONDITIONALLY OBLIGATED TO PAY ALL RENT AND ANY OTHER AMOUNTS DUE UNDER THIS LEASE IN ALL FISCAL YEARS IN WHICH FUNDS HAVE BEEN APPROPRIATED NO MATTER WHAT HAPPENS, EVEN IF THE EQUIPMENT IS DAMAGED OR DESTROYED, IF IT IS DEFECTIVE OR IF LESSEE HAS TEMPORARY SE Muni Short Form Lease Pkg $1 Out (Taxable $500k Under) V20250131 OR PERMANENT LOSS OF ITS USE. LESSEE IS NOT ENTITLED TO ANY REDUCTION OR SET-OFF AGAINST RENT OR OTHER AMOUNTS DUE UNDER THIS LEASE FOR ANY REASON WHATSOEVER. 5. DISCLAIMER OF WARRANTIES. THE EQUIPMENT IS BEING LEASED TO LESSEE IN "AS IS" CONDITION. LESSEE AGREES THAT LESSOR HAS NOT MANUFACTURED THE EQUIPMENT AND THAT LESSEE HAS SELECTED THE EQUIPMENT BASED UPON LESSEE'S OWN JUDGMENT. LESSEE HAS NOT RELIED ON ANY STATEMENTS LESSOR OR ITS EMPLOYEES HAVE MADE. LESSOR HAS NOT MADE AND DOES NOT MAKE ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES WHATSOEVER, INCLUDING WITHOUT LIMITATION, THE EQUIPMENT'S MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, DESIGN, CONDITION, DURABILITY, OPERATION, QUALITY OF MATERIALS OR WORKMANSHIP, OR COMPLIANCE WITH SPECIFICATIONS OR APPLICABLE LAW. Lessee is aware of the name ofthe Equipment manufacturer. If the manufacturer has provided Lessorwith awarranty, Lessorassigns its rights to such warranty to Lesseeand Lessee may enforce all warraniy rights directly againstthe manufacturer ofthe Equipment. Lessee agrees to settle any dispute regarding performance ofthe Equipment directly with the manufacturer ofthe Equipment. 6. TITLE AND SECURITY INTEREST. Unless otherwise required by the laws of the state where Lessee is located, Lessee shall havetitle to the Equipment immediately upon delivery and shall be deemed to be the ownerof the Equipment as long as Lessee is not in default under this Lease. In the event ofa default, title to the Equipmentshall revert to Lessorfree and clear of any rights or interest Lessee may have in the Equipment. To secure all of Lessee's obligations to Lessor under this Lease Lessee hereby grants Lessor a security interest in (a) the EquipmenttotheextentofLessee's interestintheEquipment,(b) anythingattached,added,replacedand/orsubstitutedtotheEquipment at any time, (c) any money orpropertyfromthe sale ofthe Equipment, and (d) any moneyfrom an insuranceclaim ifthe Equipmentis lost or damaged. Lessee agrees that the security interest will not be affected if this Lease is changed in any way. 7. USE, MAINTENANCE AND REPAIR. Lessee will not move the Equipment from the Equipment Location without Lesso�'s advance written consent. LesseewillgiveLessorreasonableaccesstotheEquipmentLocationsothatLessorcanchecktheEquipmenYsexistence,condition and proper maintenance. Lessee will use the Equipment in the manner forwhich itwas intended, as required by all applicable manuals and instructions, and keep iteligibleforany manufacturer's certification and/orstandard full-servicemaintenancecontract. At Lessee's own cost and expense, Lessee will keep the Equipmentin good repair, condition and working order, ordinary wearand tear excepted. Lessee will not make any permanent alterations to the Equipment and will remove any alterations ormarkings from the Equipment before returni ng to Lessor. 8. TAXES. Unless a proper exemption certificate is provided, applicable sales and use taxes will be added to the Rent. Lessee agrees to pay Lessor, when invoiced, all taxes (including any sales, useand personal property taxes), fines, interestand penalties relati ngto this Leaseand th e Eq uip ment (exclud i ng taxes based on Lessor's net in co me). Lessee ag rees to file any req uired person al p roperty tax return s an d, if Lessor asks, Lessee will provide Lessor with proof of payment. Lessor does not have to contest any tax assessments. 9. INDEMNITY. Lessor is notresponsibleforany injuries, damages, penalties, claims or losses, including legal expenses, incurred by Lessee or any other person caused by thetransportation, installation, manufacture, selection, purchase, lease, ownership, possession, modification, maintenance, condition, operation, use, return or disposition ofthe Equipment. To the extent permitted by law, Lessee agrees to reimburse Lessor for an d defen d Lessor ag ainst any clai ms fo r such losses, d amag es, pen alties, clai ms, injuries, o r expenses. Th is in demn ity continues even after this Lease has expired, for acts or omissions that occurred during the Lease Term. 10. IDENTIFICATION. Lessee authorizes Lessorto insertorcorrectmissing information on this Lease, includingserial numbers and any other information describing the Equipment. 11. LOSS OR DAMAGE. Lessee is responsiblefor any loss ofthe Equipmentfrom any cause at all, whetheror notinsured, from the time the Equipment is shipped to Lessee until it is returned to Lessor. If any item of Equipment is lost, stolen or damaged, Lessee will promptly notify Lessor of such event. Then, at Lessor's option, Lesseewill either (a) repairthe Equipmentso that it is in good condition and working order, eligiblefor any manufacturer's certification, or (b) pay Lessoran amountequal to the Net BookValue (as defined herein) of thelost, stolen or damaged Equipment. If Lessee has satisfied their obligations herein, Lessor will forward to Lessee any insurance proceedswhich Lessor receives for lost, damaged, or destroyed Equipment. If Lessee is in default, Lessor will apply any insurance proceeds Lessor receives to reduce Lessee's obligations pursuant to this Lease. 12. INSURANCE. Lessee agrees to (a) keep the Equipment fully insured against loss, naming Lessor as loss payee, and (b) obtain a general public liability insurancepolicy covering both personal injury and property damage in amounts notless than Lessor may tell Lessee, naming Lessor as additional insured, until Lessee has met all their obligations under this Lease. Lessor is under no duty to tell Lessee if Lessee's insurancecoverageis adequate. The policies shall statethat Lessoris to be notified ofany proposed cancellation atleast 30 days priorto the date set for cancellation. Upon Lessor's request, Lessee agrees to provide Lessorwith evidence of insurance acceptable to Lessor. If Lessee does not provide Lessor with evidence of proper insurance within ten days of Lessor's request or Lessor receives notice of policy cancellation, Lessormay (but Lessoris notobligated to) obtain insuranceon Lessor's interestin theEquipmentat Lessee's expense. Lessee will pay all insurance premiums and related charges. 13. DEFAULT. Lessee will be in default underthis Leaseif any ofthe following happens: (a) Lessor does notreceive any Rentorother pay ment due underthis Lease within ten days after its due date, (b) Lessee fails to perform orobserve any other promiseorobligati on in this Lease and does not correct the default within ten days after Lessor sends Lessee written notice of default, (c) any representation, warraniy or statement Lessee has made in this Lease shall prove to have been false or misleading in any material respect, (d) any insurance carrier cancels orthreatens to cancel any insurance on the Equipment, (e) the Equipmentor any part of it is abused, illegally used, misused, lost, destroyed, or damaged beyond repair, (� a petition is filed by or against Lessee under any bankruptcy or insolvency laws, or (g) Lessee defaults on any other agreement between it and Lessor (or Lessor's affiliates). 14. REMEDIES. Upontheoccurrenceofa default, Lessormay, in itssolediscretion,doanyorallofthefollowing: (a) providewrittennoticeto Lessee of default, (b) as liquidated damages forloss ofa bargain and notas a penalty, declare due and payable, the presentvalue of(i) any and all amountswhich may be then dueand payableby Lessee to Lessorunderthis Lease, plus (ii) all Rentpayments remaining throughihe end ofthe then currentfiscal year, discounted atthe higher of3% or the lowestrate al lowed by law (collectively, the"Net BookValue") and (c) require Lessee to immediately return the Equipmentto Lessor. Lessor has the rightto require Lessee to make the Equipmen tavailableto Lessorfor repossession during reasonable business hours or Lessor may repossess the Equipment, so long as Lessor does notbreach the peace in doing so, or Lessor may use legal process in compliance with applicable law pursuant to court order to have the Equi pment repossessed. Lessee will not make any claims againstLessor orthe Equipmentfor trespass, damage orany other reason. If Lessor takes possession of the Equipment Lessor may (a) sell or lease the Equipment at public or private sale or lease without notice, SE Muni Short Form Lease Pkg $1 Out (Taxable $500k Under) V20250131 and/or (b) exercisesuch other rights as may be allowed by applicablelaw. Although Lessee agrees that Lessor has no obligationto sell the Equipment,ifLessordoesselltheEquipment,LessorwillreducetheNetBookValuebytheamountsLessorreceives. Lesseewillimmediately pay Lessorthe remaining Net Book Value. Lessee agrees (a) to pay all ofthe costs Lessor incursto enforce Lessor's rights againstLessee, including attorney's fees, and (b) that Lessorwill retain all of Lessor's rights against Lesseeeven if Lessor does notchooseto enforcethem at thetime ofLessee's default. Lessee acknowledges and agrees thatthe Equipmentmay contain GPS tracking capabilities and consentto the use by us ofGPS tracking, and all information gatheredtherefrom, to locatethe Equipmentat any time if such Equipment is notreturned by you in accordancewith this Lease. Lessee further authorizes the manufacturer of the Equipmentto share any GPS tracking informa6on (in clud i ng with out li mitation geolocation information) with us upo n our req uest (wh ich req uest should o nly be mad e by us upon a default, event of default and/or your failure to return the Equipment in accordance with the terms of this Lease). 15. LESSEE'S OPTION AT END OF LEASE. Provided Lessee is not in default, upon expiration ofthe Lease Term, Lessee has the option to purchaseall but notless than all ofthe Equipment pursuantto the End of Lease Provision setforth above (plus all sales an d other applicable taxes). 16. RETURN OF EQUIPMENT. If (a) default occurs, or (b) a non-appropriation offundsoccurs as provided herein, Lesseewill immediately retun the Equipmentto any location(s) in thecontinental United States and aboard any carriers(s) Lessor may designate. The Equipment must be properly packed for shipment in accordance with the manufacturer's recommendations or specifications, freight prepaid and ins ured, mai ntain ed i n accord ance with th is Lease, and i n"Averag e Saleable Con d ition." "Averag e Saleable Con d ition" mean s th at all of th e Eq ui pment is immediately available for use by a third-party buyer, user orlessee, otherthan Lessee named in this Lease, withoutthe need for any repair or refurbishment. Lessee will pay Lessor for any missing or defective parts or accessories. Lessee will continue to pay Rent until the Equipment is received and accepted by Lessor. 17. LESSEE'S REPRESENTATIONS AND WARRANTIES. Lessee hereby represents and warrants to Lessorthat as of the date ofthis Lease, and throughoutthe LeaseTerm: (a) Lessee is theentity indicated in this Lease; (b) Lessee is a state or a fully constituted political subdivision or agency of the State in which Lessee is located; (c) Lessee is duly organized and existing under the constitution and laws of the state in which they are located; (d) Lessee is authorized to enter into and carry out Lessee's obligations underthis Lease, any documents relativeto the acquisition of the Equipment and any other documents required to be delivered in connection with this Lease (collectively, the "Documents"); (e) the Documents havebeen duly authorized, executed and delivered by Lessee in accordancewith all applicable laws, rules, ord i n an ces, and reg ulations, the Documents are valid, legal, bin din g ag reements, enforceable i n ac co rdance with th eir terms an d the person(s) signing the Documents have the authority to do so, are acting with the full authorization of Lessee's governing body, and hold the offices indicated belowtheir signature, each ofwhich aregenuine; (fl the Equipmentis essential to the immediate performanceofagovernmental or proprietary function by Lesseewithin thescopeofLessee's authority; (g) Lessee intends to use the Equipmentfor the entire Lease Term for such function and shall take all necessary action to include in Lessee's annual budget any funds required to fulfill Lessee's obligations for each fiscal year during the Lease Term; (h) Lessee has complied fully with all applicable law governing open meetings, public bidding and appropriations required in connection with this Lease and the acquisition ofthe Equipment; (i) Lessee's obligations to remit Rent underthis Leaseconstitutesacurrentexpenseandnotadebtunderapplicablestatelawandno provisionofthisLeaseconstitutesapledgeofLessee's tax or general revenues, an d any provision which is so constructed by a court of competentjurisdiction is void from the ince ption ofthis lease; and (j) all financial information Lesseehas provided to Lessor istrue and accurate and provides agood representation ofLessee'sfinancial condition. 18. LESSEE'S PROMISES. In addition to the other provisions of this Lease, Lessee agrees that during the term of this Lease (a) Lessee will promptly notify Lessor in writing ifitmoves its principal officeor changes its name or legal structure, (b) Lessee will provideto Lessor such financial information as may reasonably request from time to time, and (c) Lessee will take any action Lessor reasonably requests to protect Lessor's rights in the Equipment and to meet Lessee's obligations under this Lease. 19. ASSIGNMENT. LESSEE WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE, SUB-LEASE OR PART WITH POSSESSION OF THE EQUIPMENT OR FILE OR PERMIT A LIEN TO BE FILED AGAINST THE EQUIPMENT. Lessee will notattach any ofthe Equipmentto any real estate. 20. ASSIGNMENT BY LESSOR. This Lease, and the rights ofLessor hereunder and in and to the Equipment, may be assigned and reassigned in whole or in part to one or more assignees by Lessor or its assigns at any time without the necessity of obtaining the cons ent of Lessee Upon an assignment, Lessee agrees to make all payments as designated in the assignment, notwithstanding any claim, defense, s etoff or counterclaimwhatsoever(whetherarisingfromabreachofthisLeaseorotherwise)thatLesseemayfromtimetotimehave againstLessor or Lessor's assigns. 21. COLLECTION EXPENSES, OVERDUE PAYMENT. Lessee agrees thatLessorcan, but does nothaveto,takeon Lessee's behalfany action which Lesseefailstotake as required bythis Lease, and Lessor'sexpenseswill bein additiontothatofthe Rentwhich Lesseeowes Lessor. If Lessor receives any payment from Lessee after the due date, Lessee shall pay Lessor on demand as a late charge 5% of such overdue amount, limited, however, to the maximum amount allowed by law. 22. MISCELLANEOUS. ThisLeasecontainstheentireagreementandsupersedesanyconflictingprovisionofanyequipmentpurchaseorderor any other agreement. TIME IS OF THE ESSENCE IN THIS LEASE. Ifa courtfinds any provision ofLeaseto be unenforceable, the remaining terms of this Lease shall remain in effect. THIS LEASE IS A"FINANCE LEASE" AS DEFINED IN ARTICLE 2A OF THE UNIFORM COMMERCIAL CODE. Lessee authorizes Lessor (or Lessor's agent) to (a) obtain creditreports, (b) makesuch othercreditinquires as Lessor may deem necessary, and (c) furnish paymenthistory informationto creditreporting agencies. To the extent permitted by law, Lessor may charge Lessee a fee of $250.00 to cover Lessor's documentation and investigation costs. 23. NOTICES. All ofLessee's written noticesto Lessor must be sentby certified mail orrecognized overnightdelivery service, postageprepaid, to Lessor at Lessor's address stated in this Lease, or by facsimiletransmission to Lessor's facsimiletelephone number, with oral confirmation of receipt. All of Lessor's notices to Lessee may be sent firstclass mail, postageprepaid, to Lessee's address stated in this Lease. At any time after this Lease is signed, Lessee or Lessor may changean address orfacsimile telephone number by giving noticeto theotherof the change. 24. ANTI-MONEY LAUNDERING/INTERNATIONAL TRADE COMPLIANCE. Lessee represents, warrants and covenants to Lessor, as ofthe date of this Lease, the date of each advanceof proceeds underthe Lease, the date of any renewal, extension or modification ofthis Lease, and at all times until this Lease has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Jurisdiction or in the possession, custody or c ontrol ofa Sanctioned Person; (iii) does business in or with, or derives any of its operating income from investmen ts in or transactions with, any Sanctioned Jurisdiction or Sanctioned Person; (b) the proceeds ofthis Lease will not be used to fund any unlawful activity; (c) the funds used to repay the Lease are not derived from any unlawful activity; (d) each Covered Entity is in compliance with, and no Covered Entity en gages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws; SE Muni Short Form Lease Pkg $1 Out (Taxable $500k Under) V20250131 4 and (e) no Equipment is or will become Embargoed Property. Lessee covenants and agrees that (a) it shall immediately notify Lessor in writing upon the occurrence of a Reportable Compliance Event; and (b) if, at any time, any Equipment becomes Embargoed Pro perty, in addition to all other rights and remedies available to Lessor, upon request by Lessor, Lessee shall provide substitute Equipment acceptab le to Lessor that is not Embargoed Property. As used herein: "Anti-Terrorism Laws" means any laws relating to terrorism, trade sanctions programs and embargoes, import/export licensing, money laundering, or bribery, all as amended, supplemented or replaced from time to time; "Compliance Authority" means each and all of the (a) U.S. Treasury Department/Office of Foreign Assets Control, (b) U.S. Treasury Department/Financial Crimes Enforcement Network , (c) U.S. State Department/Directorate of Defense Trade Controls, (d) U.S. Commerce Department/Bure au of Industry and Security, (e)U.S. Internal Revenue Service, (f) U.S. Justice Department, and (g) U.S. Securities and Exchange Commission;" Covered Entity" means Lessee, its affiliates and subsidiaries, all other obligors, all owners of the foregoing, and all brokers or other agents of Lessee acting in any capacity in connection with this Lease; "Embargoed Property" means any property (a) in which a Sanctioned Person holds an interest; (b) beneficially owned, directly or indirectly, by a Sanctioned Person; (c) that is due to or from a Sanctioned Person; (d) that is located in a Sanctioned Jurisdiction; or (e) that would otherwise cause any actual or possible violation by Lessor of any applicable Anti-Terrorism Law if Lessor were to obtain an encumbrance on, lien on, pledge of or security interest in such property or provide services in cons ideration of such property; "Reportable Compliance Event" means (1) any Covered Entity becomes a Sanctioned Person, or is indicted, arraigned, investigated or custodially detained, or receives an inquiry from regulatory or law enforcement officials, in connection with any Anti-Terrorism Law or any predicate crime to any Anti-Terrorism Law, or self-discovers facts or circumstances implicating any aspect of its operations wi1h the actual or possible violation of any Anti-Terrorism Law; (2) any Covered Entity engages in a transaction that has caused or may cause Lessor to be in violation of any Anti-Terrorism Laws, including a Covered Entity's use of any proceeds of the Lease to fund any operations in, finance any investments or activities in, or, mak e any payments to, directly or indirectly, a Sanctioned Jurisdiction or Sanc tioned Person; or (3)any Equipment becomes Embargoed Property; "Sanctioned Jurisdiction" means a country subject to a sanctions prog ram maintaineo by any Compliance Authority; and "Sanctioned Person" means any individual person, group, regime, entity or thing Ii sted or otherwise recognized as a specially designated, prohibited, sanctioned or debarred person or entity, or subject to any limitations or prohibitions (induding but not limited to the blocking of property or rejection of transactions), under any order or directive of any Compliance Authority or otherv.ise subject to, or specially designated under, any sanctions program maintained by any Compliance Authority. 25, USA PATRIOT ACT NOTICE. To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each lessee that opens an account. What this means: when the Lessee opens an account, Lessor will ask for the business name, business address, taxpayer identifying number and other infor mation that will allow the Lessor to identify Lessee, such as organizational documents. For some businesses and organizations, Lessor may also ne ed to ask for identifying information and documentation relating to certain individuals associated with the business or organiza tion. 26, WAIVERS. LESSOR AND LESSEE EACH AGREE TO WAIVE, AND TO TAKE ALL REQUIRED STEPS TO WAIVE, ALL RIGHTS TO A JURY TRIAL. To the extent Lessee is permitted by applicable law, Lessee waives all rights and remedies conferred upon a lessee by Article 2A (Sections 508-522) of the Uniform Commercial Code. To the extent Lessee is permitted by applicable law, Lessee waives any rights they now or later may have under any statute or otherwise which requires Lessor to sell or otherwise use any Equipment to reduce Lessor's damages, which requires Lessor to provide Lessee with notice of default, intent to accelerate amounts becoming due or acceleration of amounts becoming due, intent to sale the Equipment at a public or private sale, or which may otherwise limit or modify any of Lessor's rights or remedies. Lessor will not be liable for specific performance of this Lease or for any losses, damages, delay or failure to deliver Equipment 27.IMPORTANT INFORMATION ABOUT PHONE CALLS. By providing telephone number(s) to Lessor, now or at any later time, Lessee authorizes Lessor and its affiliates and designees to contact Lessee regarding Lessee account(s) with Lessor or its affiliate s, whether such accounts are Lessee individual accounts or business accounts for which Lessee is a contact, at such numbers using any means, induding but not limited to placing calls using an automated dialing system to cell, VoIP or other wireless phone number, or le aving prerecorded messages or sending text messages, even if charges may be incurred for the calls or text messages. Lessee consents that any phone call with Lessor may be monitored or recorded by Lessor. IMPORTANT: READ BEFORE SIGNING. THE TERMS OF THIS LEASE SHOULD BE READ CAREFULLY BECAUSE ONLY THOSE TERMS IN WRITING ARE ENFORCEABLE. TERMS OR ORAL PROMISES WHICH ARE NOT CONTAINED IN THIS WRITTEN AGREEMENT MAY NOT BE LEGALLY ENFORCED. THE TERMS OF THIS LEASE MAY ONLY BE CHANGED BY ANOTHER WRITTEN AGREEMENT BETWEE N LESSEE AND LESSOR. LESSEE AGREES TO COMPLY WITH THE TERMS AND CONDITIONS OF THIS LEASE. LESSEE AGREES THAT THE EQUIPMENT WILL BE USED FOR BUSINESS PURPOSES ONLY AND NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSE S. LESSEE CERTIFIES THAT ALL THE INFORMATION GIVEN IN THIS LEASE AND LESSEE'S APPLICATION WAS CORRECT AND COMPLETE WHEN THIS LEASE WAS SIGNED. THIS LEASE IS NOT BINDING UPON LESSOR OR EFFECTIVE UNLESS AND UNTIL LESSOR EXECUTES THIS LEASE. THIS LEASE WILL BE GOVERNED BY THE LAWS OF THE STATE OF THE LESSEE. Lessor: PNC Bank, National Association 655 Business Center Drive Horsham, PA 19044 Signature: X Lauren Man ine Oct 20 2025 15:57:58 EDT) Print Name: Lauren Mangine Title: Vice President-0 erations Date: SE Muni Short Form Lease Pkg $1 Out (Taxable $500k Under) V20250131 5 Lessee: City of Fort Worth 100 Fort Worth Trail FortWorth, TX76115 Signature: X Print Name: Dana Burghdoff Title: Assistant City Manager Date: X SCHEDULE A Lease Number 99009298-2 This Schedule supplements and is hereby incorporated by reference as part of above referenced Lease# ("Lease") by and between Lessee and Lessor. Variable Payments Structure Lease Number 99009298-2 Year Jan Feb Mar Apr May Jun Jul Aug 2025 2026 SO.DO SO.DO SO.OD SO.OD SO.DO SO.DO SO.DO SO.OD 2027 SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO 2028 SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO 2029 SOOD SOOD SOOD SO.DO SOOD so 00 SOOD SOOD 2030 SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO SO.DO Plus applicable taxes_ Payment on invoice could be different based on appl1cab1llty of sales and use tax Lessor: PNC Bank National Association Signature: X Lauren Man ine (Oct 20, 202515:57:58 EDT) Print Name: Lauren Mangine Title: Vice President-0 erations Date: 10/20/2025 SE Muni Short Form Lease Pkg $1 Out (Taxable $500k Under) V20250131 Lessee: Cit of Fort Worth Signature: X Print Name: Dana Bur hdoff litle: Date: Sep Oct Nov Dec $81,608.77 SO.DO SO.DO SO.DO $81,608.77 SO.DO SO.DO SO.DO $81,608.77 SO.DO SO.DO SO.DO $81,608.77 SO.DO $0.00 SOOD $81,608.77 SOOD $0.00 SO.DO I er t�PNC EQUlPMENT FlNANCE Customer Information Lease # 99009298-2 Please provide the following information. By providing such information, you will enable us to ensure pro mp t payment of your vendor and the correct processing of your lease transactio n. Thank you . Lessee Information Full Business Legal Name:: Cit y ofFortWorth Federal Tax ID Number: 756000528 Preferred Method of Payment: Is a Purchase Order Number required on Invoices? )(YES □ NO Purchase Order# __________ _ Please enter your pref erred method (Mail/Email): Email •Mail -If you would like to receive your Monthly Invoice by Mail, please provide this inf ormation: • Invoices should be directed to: Attention: Address: City: Email -If ou would like to receive our Monthl ::itate: Zip: Contact Name: fortworthtexas. ov Contact Information In order to verify receipt of equipment and review terms and conditions of the lease, please provide contact information for one or more staff that can assist in this rocess. Contact 1: Shawn Watson Phone: 817-392-6560 Email: shawn. watson@fortworthtexas.gov Contact 2: Phone: Email: I hereby attest the above information is accurate. Date Signature "{)� BurtJJh.Joff Dana Burghdoff X Dana Burgh doff (Oct 24, 202"'11:04:22 CIJTf Assistant City Manager 10/24/2025 Email: SE Lease Customer Info V20250123 PNC Bank, National Association 655 Business Center Drive, Suite 250 • Horsham, PA 19044 Questions? Call (800) 559-2755 prior X PLEASE COMPLETE AND SIGN FORM ADDENDUM TO MASTER LEASE PURCHASE AGREEMENT BETWEEN THE CITY OF FORT WORTH AND PNC BANK, NATIONAL ASSOCIATION 1.Law and Venue 2. Sovereign Immunity 3. No Debt 4. Insurance 5. 5. Addendum Controlling 6. Immigration and Nationality Act 7. No Boycott of Israel 8. Right to Audit NECESSARY BOOKS, PAPERS, DOCUMENTS, RECORDS, AND PERSONNEL 9. Entire Agreement 10.Energy Companies 11.Firearms and Ammunitions Industries (signature page follows) Addendum The undersigned represents and warrants thathe or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: By: ________________________ Name: Dana Burghdoff Title: Assistant City Manager Date: APPROVAL RECOMMENDED: By: __________________________ Name: Dave Lewis Title: Director Park & Recreation Department By: __________________________ Name: Kyle McClure Title: Assistant Director Park & Recreation Department CONTRACT AUTHORIZATION: M&C:25-0807 Approval Date: 08/26/2025 Form 1295: N/A CONTRACT COMPLIANCE MANAGER : By signing I acknowledge that I am the person responsible for the monitoringand administration of this contract, including ensuring all performance and reporting requirements. By: _________________________ Name: Matthew Quinn Title: Management Analyst II Park & Recreation Department APPROVED AS TO FORM AND LEGALITY: By: ___________________________ Name: Trey Qualls Title: Assistant City Attorney ATTEST: By: _______________________ Name: Jannette Goodall Title: City Secretary VENDOR: PNC Bank, National Association By: Name: Title: Exhibit A M&C Review CITY COUNCIL AGENDA Create New From This M&C DATE: 6/24/2025 REFERENCE NO.: **M&C 25-0653 LOG NAME: CODE: P TYPE: CONSENT PUBLIC HEARING: Page 1 of 2 Official site of the City of Fort Worth, Texas ��RT��+QRTII _��- 80GOLF COURSE EQUIPMENT NO SUBJECT: (ALL) Authorize the Execution of Cooperative Agreements with Toro Equipment Sales, Deere & Company, and Zimmerer Kubota Using Cooperative Contracts for the Purchase of Agricultural Equipment for an Aggregate Amount Up to $420,533.86 and Authorize All Necessary Agreements with PNC Equipment Finance to Enter into a 60-Month Lease-to- Purchase Agreement for a Total of $420,533.86 for the Park & Recreation Department RECOMMENDATION: It is recommended that the City Council: 1) Authorize the execution of cooperative contracts with Toro Equipment Sales, Deere & Company and Zimmerer Kubota using Sourcewell Cooperative Master Agreement No. 112624, for the procurement of agricultural equipment and related items for an aggregate amount up to $820,533.86; and 2) Authorize all necessary Agreements with PNC Equipment Finance to enter into a 60-month lease- to-purchase agreement for a total of $420,533.86 for the purchase of golf course maintenance equipment. DISCUSSION: The Park & Recreation Department requested that the Purchasing Division assist with the procurement of necessary grounds maintenance equipment required for the ongoing maintenance and upkeep of the newly renovated Meadowbrook Golf Course. Approval of this M&C authorizes the City to execute agreements with the following vendors: Professional Turf Products, United Ag & Turf,and Zimmerer Kubota and Equipment, Inc. utilizing Sourcewell Master Agreement No. 112624. Professional Turf Products (Toro) $420,533.86 United Ag & Turf (John Deere) $250,000.00 Zimmerer Kubota $150,000.00 The Park & Recreation Department's Golf Division will utilize a lease-to-purchase agreement through PNC Equipment Finance, under Master Agreement No.112624, to acquire essential equipment for the recently renovated Meadowbrook Golf Course. The purchase includes five mowers, two utility vehicles, a top dresser, and an all-purpose utility machine. This equipment will support course operations in preparation for Meadowbrook's scheduled reopening in summer 2025. The loan will be for a period of 60 months with an estimated 5.951 percent interest charge for a total of $420,533.86. Loan payments will be funded using the Municipal Golf annual operating budget. At the completion of the loan terms, the City will retain ownership of the equipment. COOPERATIVE PURCHASE - State law provides that a local government purchasing an item(s) under a Cooperative Purchasing Agreement satisfies state laws requiring that the local government seek competitive bids for purchase of the item(s). Sourcewell contracts have been competitively bid to increase and simplify the purchasing power of government entities. DVIN/Business Equity - A business equity goal is not assigned when purchasing from an approved purchasing cooperative or public entity. http://apps.cfwnet.org/council�acket/mc review.asp?ID=33514&councildate=6/24/2025 6/24/2025 M&C Review Page 2 of 2 Meadowbrook Golf Course is located in Council District 11, and as a specialty facility it serves all council districts. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, of the Municipal Golf Fund, and that upon adoption of Fiscal Year 2026-2030 Budgets by the City Council, funds will be available in the Fiscal Year 2026-2030 operating budgets, as appropriated, in the Municipal Golf Fund. Prior to expenditures being made, the Park and Recreation Department has the responsibility to validate the availability of funds. TO Fund Department Account Project Program Activity Budget Reference # Amount ID ID , Year (Chartfield 2) Fund Department Account Project Program Activity Budget Reference # Amount ID ID Year (Chartfield 21 Submitted for Citv Manaqer's Office bv: Oriqinatinq Department Head: Dana Burghdoff (8018) Dave Lewis (5717) Additional Information Contact: ATTACHMENTS 80GOLF COURSE EQUIPMENT funds availability.pdf (CFW Internal) FID TABLE Toro 4-3-2025 updated 5.23.25.xlsx (CFW Internal) Toro 1295.pdf (CFW Internal) UAT Citv of Ft Worth 1295.pdf (CFW Internal) Zimmerer Kubota & Equipment 1295.pdf (CFW Internal) http://apps.cfwnet.org/council�acket/mc review.asp?ID=33514&councildate=6/24/2025 6/24/2025 http://apps.cfwnet.org/council_packet/mc_review.asp?ID=33667&councildate=8/26/2025 8/27/2025 M&C Review Page 1 of 2 CITY COUNCIL AGENDA Official site of the City of Fort Worth, Texas Create New From This M&C DATE:8/26/2025 REFERENCE NO.: **M&C 25- 0807 LOG NAME:80AMEND GOLF COURSE EQUIPMENT CODE:P TYPE:CONSENT PUBLIC NO HEARING: SUBJECT:(ALL) Amend Mayor and Council Communication 25-0653 to Correct the Aggregate Amount by Authorizing the Execution of Cooperative Agreements with Toro Equipment Sales, Deere & Company, and Zimmerer Kubota Using Cooperative Contracts for the Procurement of Golf Course Maintenance Equipment for the Park & Recreation Department in an Annual Aggregate Amount Up to $820,533.86 RECOMMENDATION: It is recommended that the City Council amend Mayor and Council Communication 25-0653 to reflect the correct annual aggregate amount of $820,533.86. DISCUSSION: On June 24, 2025, Council approved Mayor and Council Communication (M&C) 25-0653, authorizing cooperative contracts with Toro Equipment Sales, Deere & Company, and Zimmerer Kubota using Sourcewell Cooperative Master Agreement No. 112624, and authorizing the Park & Recreation Department (PARD) to enter into a 60-month lease-to-purchase agreement with PNC Equipment Finance for the procurement of equipment from Toro Equipment Sales. The aggregate amount of the procurement was erroneously stated in the "Subject" of M&C 25-0653 as being $420,533.86; however, the aggregate amount of the procurement, inclusive of all three vendors and financing charges for the Toro Equipment Sales contract, should have been $820,533.86, as was reflected in the "Recommendation" and "Discussion" sections of M&C 25-0653. Accordingly, this M&C is intended to clarify and correct the total annual aggregate amount of the authorized procurement, which is $820,533.86, with the $420,533.86 with Toro being financed through PNC. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that the approval of this recommendation has no material effect on City funds. TO Fund Department ID Account Project ID Program Activity Budget Year Reference # (Chartfield 2) Amount FROM Fund Department ID Account Project ID Program Activity Budget Year Reference # (Chartfield 2) Amount Submitted for City Manager's Office by:Dana Burghdoff (8018) Originating Department Head:Dave Lewis (5704) Additional Information Contact: http://apps.cfwnet.org/council_packet/mc_review.asp?ID=33667&councildate=8/26/2025 8/27/2025 M&C Review Page 2 of 2 ATTACHMENTS 80AMEND GOLF COURSE EQUIPMENT funds availability.pdf (CFW Internal) FID TABLE Toro 4-3-2025 updated 5.23.25.xlsx (CFW Internal) Toro 1295.pdf (CFW Internal) UAT City of Ft Worth 1295.pdf (CFW Internal) Zimmerer Kubota & Equipment 1295.pdf (CFW Internal) Exhibit B Fiscal Year October 1, 2025 - September 30, 2026 RE: Documentation of Insurance City of Fort Worth Self-Funded Insurance Program To Whom It May Concern: Please accept this letter as proof of the City of Fort Worth's insurance program. The City of Fort Worth is a government organization bound by Texas laws and statutes. The City funds its own insurance program. As a self-funded entity, the City does not obtain a commercial policy to cover the following risks: general liability, or automobile liability. The City of Fort Worth will pay for losses directly, rather than through commercial insurance. As a self-insured entity, the City provides statutory workers compensation coverage for both medical and indemnity. The City of Fort Worths retained risk is capped. The City of Fort Worth does purchase an insurance policy that sits in excess to this self-insured retention. This insurance provides workers compensation coverage at the maximum limit of indemnity per occurrence as statutorily required. The City of Fort Worth Fire and Extended Coverage Program does purchase coverage for city- owned property through the purchase of a commercial insurance policy. If you have any questions about the City of Fort Worth's insurance program, please contact Mr. Anthony Rousseau at the below address, call 817-392-8338, or email anthony.rousseau@fortworthtexas.gov. Sincerely, Finance- Risk Management FINANCIAL MANAGEMENT SERVICES DEPARTMENT RISK MANAGEMENT DIVISION CITY OF FORT WORTH 100 FORT WORTH TRAIL, FORT WORTH, TEXAS 76102 OFFICE (817) 392-7402 *FAX (817) 392-5874 Exhibit C this page intentionally left blank ��Foq .a 01-339 (Back) °M" (RevJ-10/7) Texas Sales and Use Tax Exemption Certification This certificate does not require a number to be valid. Name of purchaser, firm or agency City of Fort Worth, Texas Address (Street & number, P.O. Box orRoute number) Phone (Area code and number) 100 Fort Worth Trail 817-392-8500 City, State, ZIP code Fort Worth, Texas 76102 I, the purchaser named above, claim an exemption from payment of sales and use taxes (for the purchase of taxable items described below or on the attached order or invoice) from: Seller: All Vendors Street address: City, State, ZIP code: Description of items to be purchased or on the attached order or invoice: All items. Purchaser acknowlesges that this certificate cannot be used for the purchase, lease, or rental of a motor vehicle. Purchaser claims this exemption for the following reason: Municipality, Government Entity. I understand that I will be liable for payment of all state and local sales or use taxes which may become due for failure to comply with the provisions of the Tax Code and/or all applicable law. 1 understand that it is a criminal offense to give an exemption certificate to the sellerfor taxable items that 1 know, at the time of purchase, will be used in a manner otherthan that expressed in this certificate, and depending on the amount of tax evaded, the offense may range from a Class C misdemeanor to a felony of the second degree. Purchad' S' � Title Date sign here � Chief Financial Officer 01/06/2025 NOTE: This certificate cannot be issued for the purchase, lease, or rental of a motor vehicle. THIS CERTIFICATE DOES NOT REQUIRE A NUMBER TO BE VALID. Sales and Use Tax "Exemption Numbers" or "Tax ExempY' Numbers do not exist. This certificate should be furnished to the supplier. Do not send the completed certificate to the Comptroller of Public Accounts. City Secretary’s Office Contract Routing & Transmittal Slip *Indicates the information is required and if the information is not provided, the contract will be returned to the department. Contractor’s Name: Subject of the Agreement: M&C Approved by the Council? *Yes No If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes No If so, provide the original contract number and the amendment number. Is the Contract “Permanent”? *Yes No If unsure, see back page for permanent contract listing. Is this entire contract Confidential?*Yes No If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: Expiration Date: If different from the approval date. If applicable. Is a 1295 Form required?* Yes No *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number:If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes No Contracts need to be routed for CSO processing in the following order: (Approver) Jannette S. Goodall (Signer) Allison Tidwell (Form Filler)