04-26-1989 Orion Bus Lease Bill of SaleBILL OF SALE
X861 8 Udd
KNOW ALL MEN BY THESE PRESENTS, that the undersigned for valuable
consideration does hereby grant, sell, transfer, and deliver unto
The Town of Avon
(Purchaser)
(Grantee) the following described equipment:
1 - Orion 30 ft. Transit Bus, VIN: 2B1119771D5526827 in the amount
of $ 0.00.
To have and to hold all and singular the said goods and chattels
to said Grantee, his successors and assigns. The undersigned cove-
nants with said Grantee that undersigned is the lawful owner of said
chattels; that they are free from all encumbrances; that undersigned
has a good right to sell the same; that undersigned will warrant and
defend same against the lawful claims and demands of all persons.
Except for the foregoing warranties and representations, Grantee takes
said goods and chattels "AS IS."
FITNESS, the hand and seal of the seller, this -�2 Z, `�" day of
19j2,�7
State of Y )
County of ) ss.
Subscribed and sworn to
befor e this ,I
of 19 7 .
Notary –P—ub4lc
My Commission
expires % �rL
COLORADO NATIOn�NAL LLEASING, INC.
By �� y.,'u►'
Address 950 Seventeenth St., #2400
St. - P.O.Box - RR#
Colorado
State
Denver
City
80202
Zip Code
Lease # 88207
EXHIBIT A
EQUIPMENT DESCRIPTION
A. EQUIPMENT LEASED:
1 - Orion 30 foot Transit Bus
SIN 2B1119771D5526827
B. TERM: Unless sooner terminated as set forth in the Lease,
the term of this Lease respecting each item of equipment
listed on this schedule shall commence upon acceptance by
Lessee and shall continue for five (5) years from
commencement date.
C. RENT: As rent for said equipment, Lessee shall pay Lessor
the sum of $137,750, payable in installments as follows:
10 consecutive semi - annual payments of $13,775 in arrears
commencing on July 1, 1984 , which said installments
of rental include interest at a rate of 9.0% per annum on
the Agreed Option Price.
D. LOCATION: The above described equipment shall be located
at Town of Avon, Avon, Colorado
and shall not be removed therefrom without the prior written
consent of Lessor.
APPROVED AND AGREED TO THIS 7th DAY OF February ,
1984 as a schedule to that certain Lease dated the 13th
day of December , 1983.
COLORADO NATIONAL LEASING, INC.
By
LESSOR
TOWN OF AVON
By
l ESSEE
LEASE PURCHASE AGREEMENT
THIS LEASE PURCHASE AGREEMENT, dated as of February 16, 1984,
is made and entered into by and between COLORADO NATIONAL LEASING,
INC., a Colorado corporatinn _ r "I'MT." > --A
'CNB CO[_ _-(ADO NATIONAL
LEASING, INC.
April 16, 1987
Mr. William James
Town of Avon
P. 0. Box 975
Avon, CO 81620
Dear Mr. James:
Re: Town of Avon; Equipment Lease #88207
Contract Date - November 22, 1983
I am enclosing, in accordance with Paragraph #15 of the
above - referenced contract between Colorado National Leasing,
Inc. and Town of Avon, a duplicate original counterpart by
which assignment of the contract has been made to Colorado
National Bank - Arapahoe.
The assignment of such
that Colorado National
Lease Servicing Agreem,
Arapahoe, will invoice
and that such payments
National Leasing, Inc.
contract shall not affect the fact
Leasing, Inc., in accordance with the
ant with Colorado National Bank -
Town of Avon for all future payments
shall be remitted to Colorado
Please sign and date the original copy of this letter
agreement and return it to this office at the address below.
Sincerely,
?
C laract h i a Pr i nce`�' 'ZC Administrative Manager
ACCEPTED AND AGREED TO THIS DAY OF
TOWN OF AVON
By
Title �!
950 Seventeenth Street
Suite 2400
Denver, Colorado 80202
(303) 629 -7750
5. Bank shall have full and complete ownership of the Lease
and the Property to the extent of such interest, shall be entitled to
receive, when, as and if collected, all payments under the Lease,
including all rental payments, and net proceeds derived from-any
guaranty or from any collateral taken as security for the Lease and
the net proceeds realized by CNL from the exercise of the remedies
granted under the Lease upon the default of the Lessee or from any
sale or other disposition of the Property. The term net proceeds
shall mean the total amount recovered by CNL less the expenses and
obligations referred to in paragraph 9 thereof.
6. Bank hereby grants to CNL the right, on behalf of Bank,
to carry out the provisions of the Lease Documents, to enforce the
obligations and collect the payments due thereunder, to grant or with-
hold waivers, consents and approvals, and to exercise and enforce all
rights and privileges accruing to the lessor of the Lease by reason of
the Lease Documents, including the right to extend or renew any lease
and change the amount or due dates of payments due thereunder. Such
rights shall be exercised by CNL in its sole discretion and in the
exercise of its business judgment, unless and until CNL receives writ-
ten notice from Bank revoking such authority. CNL shall handle all
transactions relating to the Lease and the Property in accordance with
CNL's usual and customary practices with respect to leases of this
type and shall adhere to the same standards of conduct as would be
applicable if there had been no transfer of the Lease and Property to
Bank, CNL shall maintain all books and records regarding the Lease,
and of all billings and notices required thereunder, and prepare and
promptly submit to Bank with respect to all leases to which Bank has
acquired an interest from CNL a monthly lease receivable trial
balance, a monthly unearned income trial balance, a monthly service
fee trial balance and a monthly residual investment tax credit trial
balance, as well as such other reports as may be mutually agreed upon
from time to time.
7. The Lease Documents shall be in the name of CNL, as
lessor, and Bank hereby designates CNL as custodian to keep and safe-
guard all executed Lease Documents. CNL shall hold title to the Lease
and the Property and, with respect to Bank's Ownership Interest
therein, shall hold the same as agent for Bank for purposes of admi-
nistering the Lease and fulfilling its obligations hereunder, not-
withstanding the transfer of the Lease and the Property pursuant to
this Agreement. CNL may execute such documents and take such action,
on its and Bank's behalf, as may be reasonably necessary to effect the
transfer of title to and ownership of any of the Property upon the
sale or other disposition CNL and Bank agree to cooperate fully with
each other in the enforcement of the Lease and in collecting amounts
due thereunder. If requested by the other party, either party will
join in any action or proceeding maintained for the purpose of
enforcing, maintaining or preserving rights under the Lease or of
enforcing, protecting or realizing any security taken in connection
with the Lease.
8. CNL shall not be liable to Bank for any action or failure
to act or mistake on the part of its officers, employees, represen-
tatives or agents with respect to any transactions relating to the
Lease; provided, however, that CNL must act in good faith and engage
in no willful misconduct.
9. Any expense or obligations which CNL may incur, including
collection expenses, attorneys' fees, fees or disbursements incurred
by or for outside agents or representatives fees for storage and
repair and sales, property and other taxes, in enforcing, maintaining
or preserving the rights of CNL and Bank under the Lease or enforcing
or protecting or realizing on any security taken in connection with
the Lease, but excluding ordinary overhead expenses incurred by CNL,
shall, as between CNL and Bank, be borne by and be the sole respon-
sibility of Bank to the extent of Bank's Ownership Interest. If such
amounts are initially paid by CNL, Bank shall reimburse CNL for all
such amounts on demand.
10. CNL represents and warrants that all of the Lease
Documents will be duly authorized, executed and delivered by all par-
ties thereto in substantially the same form as heretofore approved by
Bank. Unless otherwise agreed by Bank, CNL represents and warrants
that the Property will not be delivered to the Lessee until after the
execution of this Agreement by Bank and CNL and that the Lease will be
executed and delivered by the parties and CNL and Bank will own the
Property, prior to the time it is placed in a condition or state of
readiness and availability for its specifically assigned function.
Except as expressly provided immediately above, CNL makes no represen-
tations or warranties in connection with the transaction contemplated
hereby, and specifically makes no representations or warranties,
express or implied, and assumes no liability to Bank with respect to
the solvency or financial worth or any lessee under the Lease, the
collectibility of any of the payments due under the Lease or of any of
the collateral, guarantees or other security for the Lease or the
Proper treatment of the Lease under state and federal tax laws, all of
which matters have been independently investigated by Bank prior to
its execution of this Agreement.
11. It is agreed that CNL and Bank are co- owners of the Lease
and the Property and are not partners or joint venturers, and that CNL
is to act in all matters affecting the co- owners thereof as an inde-
pendent contractor engaged for the purpose of administering and
enforcing the Lease. In the event that either CNL or Bank shall be
sued or threatened with a suit in connection with the Lease or the
Property, or in the event that any action, claim or demand of any kind
shall be asserted against CNL or Bank, directly or indirectly,
relating to the Lease or the Property, then, in any event, any payment
in satisfaction or compromise of such suit, claim, action or demand
and any expenses, costs and attorney's fees paid or incurred in con-
nection therewith shall be borne by and be the sole responsibility of
Bank to the extent of Bank's Ownership Interest in the Lease and the
Property. If such amounts are initially paid by CNL, Bank shall reim-
burse CNL for all such amounts on demand.
12. Bank acknowledges and agrees that CNL may sell to other
persons all or a portion of CNL's undivided ownership interest in the
Lease and the Property without notice to or the consent of Bank.
13. Bank shall not assign, transfer or share its undivided
interest in the Lease or the Property to or with any or
other than CNL without the prior consent of CNL. This person
be governed by and construed in accordance with the laws of the state
of Colorado.
14. All notices required or permitted by this Agreement shall
be sufficient if delivered personally or mailed to the party at the
address hereinafter set forth or at such other address as either party
may designate in writing from time to time. Any such notice shall be
effective forty -eight (48) hours after it has been deposited in the
United States mail duly addressed, postage prepaid.
Bank:
Colorado National Bank - Arapahoe
2401 East Arapahoe Road
Littleton, Colorado 80122
CNL:
Colorado National Leasing, Inc.
Bldg. 51, Suite 150
14142 Denver West Parkway
Golden, Colorado 80401
IN WITNESS WHEREOF, the parties have through their duly
authorized representatives executed this Lease Purchase Agreement as
of the date and year first above written.
COLORADO NATIONAL LEASING, I�N/C.
By rA
COLORAD N - ARA AHOE
B
Ober M' ton, rest t
I ADDENDUM I
A Lease No. $ $ A077
EQUIPMENT LEASE AGREEMENT
The Lease is m�
1983 between Colorado
corporation ( "Lessor"
In consideration
herein set forth, the
(Municipal Lease)
ade this 22nd day of November
National Leasing, Inc., a Colorado
and the Town of Avon
( "Lessee ").
of the mutual covenants and promises
parties agree as follows:
1. LEASE. Lessor hereby leases to Lessee, and Lessee
hereby leases and hires from Lessor, the property, machinery
and equipment ( "L•'quipment ") described in the Equipment
Description (Exhibit A attached hereto and made a part
hereof) .
2. 'PERM. This Lease shall commence on the date hereof
and unless sooner terminated as provided herein, shall
expire 5 year(s) from the date of first delivery of any
item o f the Equipment.
3. RENT. Rent for the Equipment shall be in the
amount set Eorth in the Equipment Lease Schedule (Exhibit
B attached hereto and made a part hereof). Lessee shall pay
Lessor such rent in the amounts and at the times set forth
on Exhibit B at the office of Lessor in Golden, Colorado, or
to such other person and /or at such other place as Lessor
may from time to time designate in writing.
4. USE. Lessee shall use the Equipment in a careful
and proper manner and shall comply with all applicable
governmental laws, ordinances and regulations in any way
relating to the possession, use or- maintenance of the
Equipment. If at any time during the term hereof Lessor
supplies Lessee with labels, plates or other markings,
stating that the Equipment is owned by Lessor, Lessee shall
affix the same to a prominent place on the Equipment.
5. LESSEE'S INSPECTION; WARRANTY DISCLAIMER.
(a) Lessee shall inspect the Equipment within
forty - eight "(48) hours after receipt thereon. Unless Lessee
within such period of time gives written notice to Lessor,
specifying any detect in or_other proper objection to the
Equipment, Lessee agrees that it shall be conclusively pre -
sumed,-as between 'Lessor and Lessee, that Lessee has fully
inspected and acknowledged that the Equipment is in good
condition and repair, and that Lessee is satisfied with and
has accepted the Equipment in such good condition and
repair. At or prior to expiration of such inspection
period, Lessee shall execute and deliver to Lessor the
Certificate of Acceptance. Exhibit C attached hereto and
made a part hereof).
(b) Lessor hereby assigns to Lessee for and during
the term of this Lease all manufacturer's warranties and
guarantees, express or implied, with respect to the,
Equipment, to the extent such warranties and guarantees are
assignable. Lessee acknowledges that it selected each item
of Equipment based on its own analysis and investigation
from vendors chosen by Lessee and further acknowledges that
Lessor made no representations or warranties in connection
with the Equipment or vendors. .LESSOR'MAKES NO WARRANTY,
EXPRESS OR IMPLIED, WITH RBSPECT TO THE EQUIPMENT AND
EXPRESSLY DISCLAIMS ANY WARRANTY REGARDING THE
-1-
MERCHANTABILITY OF THE EQUIPMENT, ITS FITNESS FOR A
PARTICULAR PURPOSE, ITS DESIGN, CONDITION OR WORKMANSHIP AND
THE ENFORCEABILI'T'Y OF ANY WARRANTY OR GUARANTEE OF THE
MANUFACTURER OF THE EQUIPMENT.
6. LESSOR'S INSPECTION. .Lessor shall at any and all
times during business hours have the right to enter into and
upon the premises where the Equipment may be located for the
purpose of inspecting the same or observing its use.
7. ALTERATIONS. Without the prior written consent of
Lessor, Lessee shall not make any alterations, additions or
improvements to the Equipment.
8. REPAIRS. Lessee, at its own cost and expense,
shall keep the Equipment in good repair and condition and
shall bear all expenses of the maintenance and operation of
the Equipment.
9. INSURANCE; LOSS AND DAMAGE; AGREED OPTION PRICE.
Lessee shall keep the Equipment insured against all risks of
loss or damage by fire and such other risks as are covered
by endorsement commonly known as supplemental or extended
coverage for the greater of the fair market value thereof or
the "Agreed Option Price" set forth in Exhibit B attached
hereto with respect to the Equipment. Lessee shall also
carry public liability and property damage insurance
covering the Equipment in amounts not less than $200,000 in
respect of bodily injury or death to any person, not less
than $500,000 in respect of any one accident, and not less
than $100,000 in respect of property damage. All such
liability insurance shall insure both Lessor and Lessee and
all such property damage insurance shall name Lessor as loss
payee as its interest may appear. Lessee may effect such
coverages under its blanket policies. No loss or damage to
the Equipment or any part thereof shall impair any obliga-
tion of the Lessee under this LeasE_ which shall continue in
full force and effect. In the event of loss or damage of
any kind whatever to any item of Equipment, the proceeds of
such insurance shall be applied to any item of Equipment:
(a•) To place the same in good repair, condition and
working order, or replace the same with like Equipment in
good repair, condition and working order; or
(b) If, in the reasonable judgment of Lessor, the
Equipment is determined to be lost, stolen, destroyed or
damaged beyond repair, Lessee shall pay Lessor therefor in
cash, to the extent the insurance proceeds paid to Lessor
%nay be insufficient, the Agreed Option Price set forth in
Exhibit B determined as of the date of the last full rental
payment made by .Lessee, plus interest on such Agreed Option
Price at the rate set forth in Exhibit B from the date of
the last full rental payment until the date of payment for
the Equipment. Upon such payment this Lease shall terminate
with respect to the Equipment so paid for and Lessor will
thereupon execute and deliver to Lessee a bill of sale
transferring such Equipment to Lessee "AS- IS- WHERE -IS,"
WITHOUT WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO ANY
MA'T'TER WHATSOEVER.
10. SURRENDER. Except as provided in paragraph 20
hereof, upon the 'expiration or earlier termination of this
Lease, Lessee shall (unless Lessee has purchased the
Equipment pursuant to paragraphs 9 or 19 hereof) return the
same to Lessor in good repair, condition and working order,
ordinary wear and tear resulting from proper use thereof
excepted, by delivering, at Lessee's sole cost and expense,
possession of the Equipment to Lessor at such place as
Lessor may designate.
-2-
11. TAXES AND LIENS.
(a) Lessee agrees to pay and to indemnify and hold
Lessor harmless from all license, sales, use, personal pro-
perty or other taxes together with any penalties, fines or
interest thereon imposed or levied with respect to the
Equipment or the ownership, delivery, lease, possession,
use, operation, sale or the disposition thereof, or upon the
rentals or earnings arising therefrom.
(b) Lessee shall not directly or indirectly
create, incur, assume or suffer to exist any security
interest, lien or encumbrance on or with respect to any item
of Equipment or any interest therein. Lessee shall
promptly,.at its expense, take such action as may be
necessary to discharge any such security interest, lien or
encumbrance as and when the same shall arise.
12. LESSOR'S PAYMENT. In case of the failure of the
Lessee to procure or maintain insurance on the Equipment,
pay taxes on or with respect to the Equipment or maintain
the Equipment free and clear of any security interests,
liens and encumbrances, as herein specified, Lessor shall
have the right, but not be obligated, to effect such
insurance, to pay such taxes and discharge such security
interest, liens and encumbrances and the cost thereof shall
be repayable to Lessor with the next installment•of rent.
13. DEFAULT. If the Lessee shall fail to pay the rent
due and payable under. Exhibit H attched hereto within ten
(10) days after the same is due and payable, or if the
Lessee shall fail to observe, keep or perform any other pro-
vision of this Lease for a period of ten (10) days after
receipt of written notice thereof, Lessor shall have the
right to exercise any one or more of the following remedies:
(a) To terminate this Lease and to sue for and
recover all rents and other payments then accrued and unpaid
hereunder and all .rents and other payments which will accrue
during the then current fiscal year of Lessee.
(b) To retain all rentals and to take possession
of any or all items or Equipment, without further demand or
notice and without any court order or other process of law.,
and either to remove the same or to lease the same to.others.
14. TERMINATION FOR NON - APPROPRIATION.
Notwithstanding anything herein to the contrary, if Lessee
does not appropriate funds for any fiscal year of Lessee
during the term hereof sufficient to pay the amounts due
hereunder in such fiscal year and Lessee has exhausted all
funds legally available for payments due under this Lease,
Lessee may, by written notice given to Lessor no later than
ten (10) days after adoption of the.budget for such fiscal
year, thereupon terminate this Lease. Upon such, ter-
mination, Lessee shall return the Equipment to Lessor in
accordance with paragraph 10 hereof and pay all rents and
other payments due to Lessor for periods prior to the date
the Equipment is so returned to Lessor. If Lessee ter-
minates this Lease under the provisions of this paragraph
#14, Lessee may not, during the remaining term of this
Lease, replace the Equipment subject to this Lease with like
kind or similarly functional Equipment or acquire the use of
replacement Equipment of any kind during the remaining term
of this Lease.
15. ASSIGNMENT. Without the prior written consent of
Lessor, Lessee shall neither assign, transfer, pledge or
hypothecate this Lease, the Equipment or any part thereof,
or any interest.therein, nor sublet any item of Equipment.
It is understood that Lessor contemplates assigning this
Lease or interests in the Equipment and that Lessor's
-3-
21. TAX EXEMPTION. The "Rent ", "Interest ", "Agreed
Option Price" and other computations set forth in this Lease
and exhibits attached hereto have been fixed and computed
upon the assumption that the amount designated as "Interest"
will be exempt Erom federal income taxation and (if so noted
on Exhibit B) state income taxation in the hands of the
Lessor and its assignees. If it is determined that such
"Interest" payments are not so exempt, then the items of
"Rent ", "Interest ", "Agreed Option Price" and related coln-
putations payable by the Lessee to Lessor hereunder shall be
adjusted so as to provide Lessor with the amount of such
items as shall equal, on an after tax basis, the amount
thereof set forth in this Lease and Exhibits attached
hereto. -The method and timing of the payment of such
adjustment shall be as mutually agreed upon promptly
following notice to Lessee of the need for such adjustment.
22. FINANCIAL STATEMENTS. Lessee shall furnish to
Lessor, within sixty ('U) days after the end of each fiscal
quarter of Lessee, financial statements of Lessee which
shall include a balance sheet and statement of revenue and
expense of Lessee for the quarter and the year to date and
such other information and reports as Lessor shall reaso-
nably request. All such financial statements shall be cer-
tified to be true and correct by the appropriate officer of
Lessee.
23. CLAIMS. Lessor hereby appoints and constitutes
Lessee as its agent and attorney -in -fact during the term of
this Lease to assert and enforce, at the sole cost and
expense of the Lessee, whatever claims and rights the Lessor
may have as owner of the Equipment against any vendors,.
manufacturers, suppliers or contractors in respect thereof.
24. NON - WAIVER. No waiver of any of the Lessee's
obligations under this Lease-shall be deemed to take place
unless such waiver has been made in writing and signed by
the Lessor. Failure to exercise any remedy which Lessor may
have under this Lease or any other acquiescence by the
Lessor in any default by the Lessee shall not constitute a
waiver of any obligation of Lessee hereunder, including the
obligation as to which .Lessee is in default.
25. CONCURRENT REMEDIES. No right or remedy conferred
upon or reserved to the Lessor in this Lease is exclusive of
any other right or remedy provided or permitted herein by
law or equity; but each shall be cumulative of any other
right or remedy given hereunder, or now or hereafter
existing at law or in or by statute or otherwise, and
may be enforced concurrently therewith, or from time to
time.
26. MODIFICATION. This Lease constitutes the entire
agreement between Lessor and Lessee and shall not be
amended, altered or modified except in a writing signed by
the parties hereto.
27. NOTICES. All notices required or permitted
hereunder shall be sufficient if delivered personally or
mailed to the parties at the address hereafter set forth or
at such other address as either party may designate in
writing from time to time. Any such notice shall be effec-
tive 48 hours after it has been deposited in the United
States mail, duly addressed and with postage prepaid.
28. GOVERNING LAW. This Lease and other instruments
or documents executed by the parties hereto, and the rights
and duties of the parties hereto, shall be construed and
enforced in accordance with the laws of the State of
Colorado.
-5-
29. TIME. Time is of the essence of this Lease and
each and all of its provisions.
30. SEVERABILITY. If any provision in this Lease or
the application of such provision to any person or cir-
cumstance shall be invalid, illegal or unenforceable, the
remainder of this Lease or the application of such provision
to persons or circumstances other than those to which it is
invalid, illegal or unenforceable shall not be affected
thereby.
IN WITNESS WHEREOF, the parties hereto have executed
this Lease the day and year first above written.
:LESSOR:
COLORADO NAT AL.LEASING, INC.
Bldg. 51, Suite 150
14142 Denver West Pkwy.
Golden, CO 80401
LESSEE:
TOWN OF AVON
By
Title: Mayor
ATTACHMENTS:
Equipment Description (Exhibit A)
Certificate of Acceptance (Exhibit E)
Equipment Lease Schedule (Exhibit C)
Opinion of Counsel
Incumbancy Certificate
Lease # 88207
EXHIBIT A
EQUIPMENT DESCRIPTION
A. EQUIPMENT LEASED:
1 - Orion 30 foot Transit Bus
SIN 2B1119771D5526827
B. TERM: Unless sooner terminated as set forth in the Lease,
the term of this Lease respecting each item of equipment
listed on this schedule shall commence upon acceptance by
Lessee and shall continue for five (5) years from
commencement date.
C. RENT: As rent for said equipment, Lessee shall pay Lessor
the sum of $137,750, payable in installments as follows:
10 consecutive semi - annual payments of $13,775 in arrears
commencing on July 1, 1984 , which said installments
of rental include interest at a rate of 9.0% per annum on
the Agreed Option Price.
D. LOCATION: The above described equipment shall be located
at Town of Avon, Avon, Colorado
and shall not be removed therefrom without the prior written
consent of Lessor.
APPROVED AND AGREED TO THIS 7th DAY OF February ,
1984 as a schedule to that certain Lease dated the 13th
day of December , 1983.
COLORADO NATIONkL LEASING, INC.
By
rte.
LESSOR
TOWN OF AVON
Bye A4 — All�y/f�c.B
,ESSEE
EXHIBIT B
CERTIFICATE OF ACCEPTANCE
The undersigned hereby certifies that it has received,
inspected, approved and hereby accepts delivery of the following
equipment upon the terms and conditions set forth herein and in
that Equipment Lease Agreement dated
, 19
between the undersigned and Colorado National Leasing, Inc., a
Colorado corporation:
1. Description of Equipment:
1 - Orion 30 Foot Transit Bus
2. Cost:
The cost of the equipment is $109,500.
The undersigned further certified that the foregoing
equipment is in good order and condition, and conforms to the
specifications applicable thereto.
The execution of this Certificate will in no way relieve
or decrease the responsibility of the manufacturer of the
equipment for any warranties it has made with respect to the same.
The undersigned hereby requests Colorado National Leasing,
Inc. to process payment in the amount of $109,500 to the vendor.
Dated: December 13, 1983
TOWN OF AVON
Lessee
ATTEST:
Patricia J. Do e, Town C erk
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STATE OF COLORADO )
COUNTY OF EAGLE ) SS
TOWN OF AVON )
NOTICE IS HEREBY GIVEN OF A PUBLIC HEARING BEFORE THE TOWN
COUNCIL OF THE TOWN OF AVON, COLORADO, AT 7:30 P.M. ON THE
13th DAY OF December , 1983 AT THE MUNICIPAL BUILDING,
400 BENCHMARK ROAD, AVON, COLORADO FOR THE PURPOSE OF CONSIDERING
THE ADOPTION OF ORDINANCE NO. x-`83 -39, SERIES OF 1983:
AN ORDINANCE AUTHORIZING EXECUTION OF A CERTAIN EQUIPMENT LEASE
AGREEMENT
A copy of said Ordinance is attached hereto and is also on file
at the office of the Town Clerk and may be inspected during
regular business hours.
Following this hearing, the Council may consider final passage of
this Ordinance.
This notice given and passed by order of the Town Council of the
Town of Avon, Colorado.
Dated this 23rd day of November
1983.
TOWN�OF�AVON, COLORADO �\
Patricia J. Ddylle, Town C
POSTED AT THE FOLLOWING PUBLIC PLACFS WITHIN THE TOWN OF AVON ON
November 28, , 1983.
THE MAIN ENTRANCE OF THE POST OFFICE,
THE MAIN ENTRANCE TO CITY MARKET,
THE PESTER GAS STATION; AND
THE MAIN LOBBY IN TIIE MU14ICPAL BUILDING
rk
MEMORANDUM
,f
.I
TO: Richard D. Blodgett
FROM: William
D. James i✓P�.
DATE: November 14, 1983
RE: Ordinance for Lease /Purchase of Orion Bus
Please find attached the ordinance necessary to authorize the
lease /purchase of the Orion bus.
Also attached are the standard lease /purchase agreement and
appropriate exhibits as required by the Town and Colorado
National Leasing. These are the same documents we have used in
the past. In fact, I prepared these documents in order to speed
up the process and have asked both the Town Attorney and Colorado
National Leasing to review said documents. The reason I prepared
these documents is because the bus could be delivered on December
15th and the effective dates of the ordinance will be December 20th.
Recommended Action:
Pass Ordinance No. series of 1983 on first reading.
cc: John Dunn
Colorado National Leasing, Attention: Mike Brown
TOWN OF AVON
ORDINANCE N0. #83 -39
SERIES OF 1983
AN ORDINANCE AUTHORIZING EXECUTION OF CERTAIN
EQUIPMENT LEASE AGREEMENTS
BE IT ORDAINED BY THE TOW14 COUNCIL OF THE TOWN OF
AVON, COLORADO:
Section 1. That certain. Equipment Lease Agreement,
together with its exhibits A, B, and C, copies of which
agreement is attached hereto as Addendum I, and the terms of
each are hereby approved, and the acquisition of the municipal
properties described therein are hereby authorized.
Section 2. The Mayor and Town Clerk are hereby authorized
and directed to execute said Equipment Lease Agreement.
INTRODUCED, PASSED ON FIRST READING, APPROVED AND ORDERED
POSTED, THIS 22nd day of November , 1983 and a public hearing
on this ordinance shall be held at the regular meeting of the
Town Council of the Town of Avon, Colorado, on the 13th day
of December, 1983 at 7:30 p.m. in the municipal building of the
Town of Avon, Colorado.
ATTEST:
Patricia J. Dd
ct
le, Town )Clerk
9 �!
d
Allan R. Nottingham'," Mayor
INTRODUCED, PASSED ON SECOND READING, APPROVED AND ORDERED
POSTED THIS 13th
day of -December—, 1983.
Allan R. No tingham Mayor
ATTEST:
Patricia J. Do e. Town C Ark
CNB A COLORADO NATIONAL
ii� LEASING, INC.
January 11, 1984
Town of Avon
P. O. Box D
Avon, Colorado 81620
Re: Lease No. 88207 for 1 Orion 30 -foot Transit Bus
Gentlemen:
This letter will confirm our understanding concerning certain changes
and additions to the Equipment Lease Agreement (Municipal Lease) dated
November 22, 1983:
1. Paragrah 9, entitled Insurance; Loss and Damage; Agreed Option
Price shall be amended to specify that Lessee shall carry public
liability and property damage insurance in amounts not less than
$2,000,000 - combined single limit. It is understood that limits spe-
cified in the original agreement are amended to reflect this addi-
tional umbrella coverage, and such umbrella coverage shall be in
addition to the underlying coverage limits specified in such para-
graph 9.
2. In addition, a new paragraph 31 shall be added to this agreement
as follows:
"31. ASSIGNMENT BY LESSOR. No assignment or reassignment
of any of Lessor's right, title or interest in this Lease
or the Equipment shall be effective unless and until Lessee
shall have received a duplicate original counterpart of the
document by which the assignment or reassignment is made,
disclosing the name and address of each such assigneee;
provided, however, that if such assignment is made to a
bank or trust company as paying or escrow agent for holders
of certificates of participation in the Lease, it shall
thereafter be sufficient that a copy of the agency
agreement shall have been deposited with Lessee until
Lessee shall have been advised that such agency agreement
is no longer in effect. During the Lease term Lessee shall
keep a complete and accurate record of all such assignments
in form necessary to comply with the United States Internal
Revenue Code, Section 103(j), and the regulations, proposed
or existing, from time to time promulgated thereunder."
Building 51, Suite 150
14142 Denver West Parkway
Golden, Colorado 80401
(303) 278 -7750
sue,
3. The description of the equipment leased (Exhibit A) to the
Equipment Lease Agreement shall be amended to read:
One (1) 1983 Orion 30 -foot, Thirty -Five (35)
Passenger Transit Bus, Serial No. 2B1119771D55261827
Please indicate your acceptance of these additional lease terms by
executing below.
Sincerely,
COLORAD 0 \ L LEASING, INC.
.o \
Charles R. Schiell
Vice President
AGREED TO AND ACCEPTED BY:
TOWN OF AVON
By /
(Author Signature)
PETER COSGRIFF
JOHN W. DUNN
ROBERT H. S. FRENCH
STEPHEN C. WEST
TIMOTHY H. BERRY
DAVID H. MILLER
ARTHUR A. ASPLANALP. JR.
JOHN B. WOOD
LAW OFFICES
COSGRIFF, DUNN & FRENCH, P. C.
P. O. BOX 340
VAIL, COLORADO 81658
(303) 476 -7552
February 7, 1984
Colorado National Leasing, Inc.
14142 Denver West Parkway
Building 41, Suite 150
Golden, Colorado 80401
Re: Equipment Lease Agreement
Gentlemen:
LEADVILLE OFFICE:
P. O. BOX 11
LEADVILLE, COLORADO 80461
(3031 486 -1885
BRECKENRIDGE OFFICE:
P. O. BOX 588
BRECKENRIDGE, COLORADO 80424
(303) 453.2901
We have acted as counsel to the Town of Avon in
connection with the execution and delivery of Equipment
Lease Agreement, Lease No. 88207, including the Equipment
Lease Schedule, Exhibits and Certificates attached thereto,
between Colorado National Leasing, Inc., a Colorado
corporation, and Town of Avon, pursuant to which the Town of
Avon has agreed to lease the equipment referred to in the
Equipment Lease Agreement on the terms therein contained.
In rendering this opinion, we have examined copies
of the Equipment Lease Agreement, and the Equipment Lease
Schedule as well as such other documents, records, certifi-
cates and legal matters as we have deemed relevant and
necessary as a basis for our opinion hereinafter set forth.
Based on the foregoing, it is our opinion that:
1. The Town of Avon has all the requisite power
and authority to lease the property which is the subject of
the Equipment Lease Agreement and has all requisite power
and authority to enter into such Equipment Lease Agreement,
each Equipment Lease Schedule and the Certificate of Accep-
tance attached thereto.
2. The Equipment Lease Agreement and the Equip-
ment Lease schedule have been duly authorized, executed and
delivered by the Town of Avon and constitute the legal,
valid and binding obligations of the Town of Avon,
enforceable against the Town of Avon in accordance with
their respective terms.
Colorad- National Leasing Page -wo February 6, 1984
3. The execution, delivery and performance by the
Town of Avon of the Equipment Lease Agreement, the Equipment
Lease Schedule and the Certificate of Acceptance will not
violate or contravene any provision of the existing Colorado
or federal law or any order of any court or governmental
agency having jurisdiction, the Town Charter, or any
mortgage, indenture, security agreement or other instrument
to which the Town of Avon is a party or by which it, or any
of its property, is bound.
Yours very truly,
COSGRIFP, DUNN & FRENCH, P. C.
Byt
John W. Dunn
JWD:kem:M5 /
cc: Mr. James
-o
BILL OF SALE
KNOW ALL MEN BY THESE PRESENTS, that the undersigned for valuable
consideration does hereby grant, sell, transfer, and deliver unto
COLORADO NATIONAL LEASING. INC.
(Purchaser)
(Grantee) the following described equipment:
One Orion 30' Bus, Model 01502
SIN 2B1119771D5526827 for a cost of $109,500.00
To have and to hold all and singular the said goods and chattels
to said Grantee, his successors and assigns. The undersigned cove-
nants with said Grantee that undersigned is the lawful owner of said
chattels; that they are free from all encumbrances; that undersigned
has a good right to sell the same; that undersigned will warrant and
defend same against the lawful claims and demands of all persons.
ITNESS, the hand an seal of the seller, this /, :i day of
� DD , 19�
State ofC�e[�L_ (Seller) TOWN OF AVON
County of Cry By.
i subscribe and sw` to Title % a lr.�-=°
be,e me thisL�'ay L
• M
Nota y
/,(I i `�
My, Comm. -Izk
d/ Aaaress P. 0. Box 975
St. - P.O:Box - RR#
re l COMMiSSIOB expires Ap ii 14, 1911J
Avon
City
Colo. 81620
State Zip Code
to
COLORADO NATIONAL
LEASING, INC.
February 7, 1984
Mr. Bill James
Town of Avon
P. 0. Box 975
Avon, Colorado 81620
Dear Bill,
I apologize for the problems we had in funding on a timely
basis to Bus Industries.
Since their invoice was made to Avon, we would like the
enclosed Bill of Sale completed to document that we are the
owners of the vehicle. The title will also confirm this.
Please complete and return at your convenience.
Sincerely;
COLORADO NATIONAL LEASING, INC.
Ken Shuss
Lease Marketing Officer
/cpb
Enclosures
Building 51, Suite 150
14142 Denver West Parkway
Golden, Colorado 80401
(303) 278 -7750
a� \\11►I//I�/
C N B ,COLORADO NATIONAL
` LEASING, INC.
November 8, 1983
Mr. Bill James
Finance and Administration
Town of Avon
P. O. Box 975
Avon, Colorado 81620
Dear Mr. James:
On behalf of Colorado National Leasing, Inc. ( "Lessor "), we are
pleased to outline our proposal to finance the Equipment described
below:
Lessee:
Town of Avon
Lessor: Colorado National Leasing, Inc., reserving
the right to syndicate the transaction to
other corporations. Lessee agrees to
cooperate in any such syndication.
Description
of Equipment: 1 - Orion 30 foot Transit Bus
Maximum Delivered Cost: The maximum delivered cost of the
Equipment shall not exceed $109,000 in the
aggregate, including any applicable sales,
-use or similar taxes, transportation
charges and assembly and installation
costs.
Outside
Acceptance Date: If any item of Equipment is not delivered
to and accepted under the lease by Lessee
on or before January 15, 1984, then Lessor
shall have no obligation to lease such
item.
Term: The term of the lease for each item of
Equipment commences upon its acceptance by
Lessee and continues for 5 years from the
rent commencement date.
Basic Rent:
Building 51, Suite 1,50
14142 Denver West Parkway
Golden, Colorado 80401
(303) 278 -7750
During the term, Lessee will make 10 con-
secutive semi - annual payments in arrears of
13,775, based on the Maximum Delivered
Cost of 109,000. This equates to a lease
amortization rate of 9.00%
Form of Transaction:
Disposition of Equip-
ment at End of Term:
Income Tax Benefits:
f
This transaction is a net lease under
which all costs of operating, maintaining
or insuring the Equipment, and taxes and
other claims associated with its use will
be paid by lessee. Lessee will comply
with all laws and regulations concerning
use of the Equipment. For federal income
tax purposes, Lessor and Lessee will
characterize this transaction as a
Municipal tax - exempt lease.
Lessee agrees that it will purchase all of
the leased Equipment at the maturity of
the lease for $1.00.
The foregoing lease amortization rate and
basic rent payments are based on Lessor's
receiving all available income from the
Lease on a tax - exempt basis based on the
assertion made by Lessee that it is a
political subdivision of the state of
Colorado.
roval of Transaction: The proposed lease is subject to (i)
approval of-Lessor's Investment Committee,
(ii) in the opinion of Lessor there is no
adverse change in Lessee's financial con-
dition prior to Lessee's acceptance of the
Equipment, and (iii) all appropriate docu-
mentation satisfactory to Lessor, Lessors
legal counsel and to Lessee.
Deposit: Upon Lessee's acceptance of this proposal,
Lessee shall pay Lessor a good faith de-
posit of $1,000. Such deposit will be
applied to the first quarterly payment.
If Lessor's Investment Committee does not
approve this transaction, the deposit will
be refunded to Lessee in full, less any
expenses referred to below which are
incurred by Lessor.
Fees and Expenses: All legal, appraisal and other fees and
expenses incurred by Lessor in connection
with the proposed lease are to be paid by
Lessee. If the lease is not consummated,
these expenses will be deducted from the
deposit when refunded as provided above.
Any deficiency is to be paid by Lessee.
Documentation: Lease will be documented on Colorado
National Leasing, Inc. documents. A copy
is in your possession.
rte,
Funding: All Vendors, Manufacturers or Suppliers
will be paid promptly by Colorado National
Leasing, Inc. after all documents have
been properly executed.
Financial Statements:
Expiration
of Proposal:
Lessee shall furnish Lessor with all
appropriate financial statements and other
such credit information and documentation
so that Lessor may make a credit decision
on this proposal.
This proposal expires as of the close of
business November 15, 1983
If the foregoing meets with your approval, please so indicate by
signing this letter in the space provided below and returning it to
the undersigned. Upon receipt of all required items, including the
required deposits, the proposal will be submitted to our Investment
Committee for review.
This letter outlines the principal
sal, but should not be construed as
accepted by you and approved by us.
Sincerely,
COLORADO TIONAL LEASING, INC.
Michael T. Brown
Assistant Vice President
terms and conditions of our propo-
a commitment until it has been
ACCEPTED AND AGREED TO THIS '-/DAY OF 10o ye— ems , 19 -3
TOWN OF AVON
By "
Date -/ / iY /"'�i-
I
NCNg' COLORADO NATIONAL
LEASING, INC.
July 6, 1984
Mr. Bill James
Town of Avon
P. O. Box 975
Avon, CO 81620
Dear Bill:
1�t�
On behalf of Colorado National Leasing, Inc. ( "Lessor "), we are
pleased to outline our proposal to finance the Equipment described
below:
Lessee: Town of Avon for Beaver Creek Transit
Authority
Lessor: Colorado National Leasing, Inc., reserving
the right to syndicate the transaction to
other corporations. Lessee agrees to
cooperate in any such syndication.
Description
of Equipment:
3 - Orion buses per your specifications
Maximum Delivered Cost: The maximum delivered cost of the
'Equipment shall not exceed $367,000 in the
.aggregate, including any applicable sales,
use or similar taxes, transportation
charges and assembly and installation
costs.
Outside
Acceptance Date: If any item of Equipment is not delivered
to and accepted under the lease by Lessee
on or before December 20, 1984, then
Lessor shall have no obligation to lease
such item.
Term: The term of the lease for each item of
Equipment commences upon its acceptance by
Lessee and continues for seven (7) years
from the rent commencement date.
Basic Rent:
Building 51, Suite 150
14142 Denver West Parkway
Golden, Colorado 80401
(303)278 -7750
During the term, Lessee will make 84 con-
secutive monthly payments in advance, each
equal to 1.709% of the delivered cost of
the Equipment. This equates to a lease
amortization rate of 11.25 %. The rental
e .
factor and lease amortization rate are
subject to adjustment in accordance with
this proposal. This pricing includes the
first payment in advance. Such payment is
due concurrent with the closing of this
lease.
Form of Transaction: This transaction is a net lease under
which all costs of operating, maintaining
or insuring the Equipment, and taxes and
other claims associated with its use will
be paid by lessee. Lessee will comply
with all laws and regulations concerning
use of the Equipment. For federal income
tax purposes, Lessor and Lessee will
characterize this transaction as a
Municipal tax - exempt lease.
Disposition of Equip-
ment at End of Term:
Income Tax Benefits:
Approval of Transaction:
Lessee agrees that it will purchase all of
the leased Equipment at the maturity of
the lease for $1.00.
The foregoing lease amortization rate and
basic rent payments are based on Lessor's
receiving all available income from the
Lease on a tax - exempt basis based on the
assertion made by Lessee that it is a
political subdivision of the state of
Colorado.
The proposed lease is subject to (i)
approval of Lessor's Investment Committee,
(ii) in the opinion of Lessor there is no
adverse change in Lessee's financial con-
dition prior to Lessee's acceptance of the
Equipment, and (iii) all appropriate docu-
mentation satisfactory to Lessor, Lessors
legal counsel and to Lessee.
Fee: Upon Lessee's acceptance of this proposal,
Lessee shall pay Lessor a fee of
$1,838.00. Such fee is nonrefundable in
its entirety if this proposal is approved
by Lessor. If Lessor's Investment
Committee does not approve this trans-
action, the fee will be refunded to Lessee
in full, less any expenses referred to
below which are incurred by Lessor.
Fees and Expenses:
All legal, appraisal and other expenses
incurred by Lessor in connection with the
proposed lease are to be paid.by Lessee.
If the lease is not consummated, these
expenses will be deducted from the fee
when refunded as provided above. Any
deficiency is to be paid by Lessee.
Financial Statements: Lessee shall furnish Lessor with all
appropriate financial statements and other
such credit information and documentation
so that Lessor may make a credit decision
on this proposal.
Expiration
of Proposal: This proposal expires as of the close of
business 30 days from the date of
issuance.
If the foregoing meets with your approval, please so indicate by
signing this letter in the space provided below and returning it to
the undersigned. Upon receipt of all required items, including the
required deposits, the proposal will be submitted to our Investment
Committee for review.
This letter outlines the principal terms and conditions of our propo-
sal, but should not be construed as a commitment until it has been
accepted by you and approved by us.
Sincerely,
COLORADO NATIONAL LEASING, INC.
14 n'z
Kenneth B. Shuss
Lease Marketing Officer
ACCEPTED AND AGREED TO THIS ': DAY OFJ'� t-�t, t . < , 19�
TOWN OF AVON FOR BEAVER CREEK TRANSIT AUTHORITY
By
Title 1•�l��Z /'� <��— f''�. -.� -