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Res 029-83 2/1/19834,,,,,,t,frikt ,eA het As-a- to.).5( Qtz sk.. -5\x_c)Ackm„.. . Nkcl.Q.J .14 Os2_- RESOLUTION NO. 5 RESOLUTIONRESOLUTION APPROVING INTERFIRST BANK WICHITA FALLS AS INSTITUTION TO FINANCE LEASE-PURCHASE EQUIP- MENT, AND AUTHORIZING CITY MANAGER TO EXECUTE EQUIPMENT LEASE-PURCHASE AGREEMENT. WHEREAS, the City has advertised for bids for eleven different types of products , which are shown on the attached Exhibit A, for which the total purchase price is expected to be approximately 340, 000 .00 ; and, WHEREAS, the bids received for these products will be submitted to the Board of Aldermen, who will in each case accept the bid from the lowest responsible bidder in accordance with state law; and, WHEREAS, it is proposed that Interfirst Bank Wichita Falls will purchase and pay for such products for the amounts of the bids which are so accepted by the Board of Aldermen, and the bank then in turn will enter into an equipment lease-purchase agreement with the City . NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE CITY OF WICHITA FALLS, TEXAS, THAT: SECTION 1 . Interfirst Bank Wichita Falls is hereby approved as the institution to finance such lease-purchase equipment . SECTION 2 . After such bids have been submitted to the Board of Aldermen, and the bids of the lowest responsible bidders have been accepted by the Board of Aldermen, the City Manager is authorized to execute with Interfirst Bank Wichita Falls an equipment lease- purchase agreement, on a form approved by the City Attorney, covering those products listed on Exhibit A, attached hereto . PASSED AND APPROVED this the 1st day of February, 1983 . A Y O R ATTEST: dt..-//1'144/ ,k Ar--01")'1-0 City Clerk 01 0l Cn U1 .N CO CO W CO CO W 0 IN -N CO W U1 - - -N -NA-A •C CD 01 0) --, ---' --+ 01 0l -A -A -N 0 1 D J J n O f• i 0. 0 O O 0 - C ct E 1 J J -J N J J J —1 W -p a1 O (D W N _J J. i- t X J• n o_ 0 C -a •. 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I • 0 C ')1 0 t7 27 in 0 r- 0 is r- 0 0 U) 1 CD 0 0 O.n O. -+•0 0 : 5 n n rt J C n o_ O 0. n v) ID n- O 2 c C) - O. - Q N V (n CO o Cct i 10 -+ -, 00 rn liD --, Cu Co rn cn -s D CT ct n n (D V N N W O CD CO .N Co 0) Cr) O' 0 V • 1 V ---+ CT) -(- G) V CO 01•CO r C) D co 01 — l0 01 Co —' O V 0 O 0) N 3 X n (D it n O -N O CO (0 0V 0 0VCO O" 1OCDCDNO4CO0010O -N N (0 1 Q d 1 Cr 0_ fT C< O 3 to C) -0 CD c) N --' -' N CO V 01 W T 0 0 0 C< O CD -' -' 00 N t.0 -, CO 001 N -'S Cl I .. .. .. ..c-t n CT IN...) ` V N N CO -' C CO -N CO l0 V I) CO V '-i V -' CO -N CO V CO CJ1 01 —I C' O 0l co CT -N LO -+ CO -' 0 V N W 0 in t (D C;- CD lO O 'N • CO CO O V 0 0 ---' co W CD to C) N O —+ co 0 01 O O CO 01 —' EXHIBIT A a 4 of 1 7 Pa e 4.- . Agenda Item No . 1 •, • ; NfG- , City ional Bank Tom E.StewartII` N't in Wichita Falls Senor Vice Presidentresident thce D1,1 F?1 Ann S(.''t Sire,'; V. 1)11,I f at1s.T.,,—, ,'6307 617) :232771 January 25, 1983 Mr. Dane Bennett Active City Manager City of Wichita Falls. Wichita Falls, Texas 76301 Mr. Bennett: InterFirst Bank, Wichita Falls has committed a loan in the amount of $340,000 for the purchase of rolling stock for the City of Wichita Falls. The terms of this commitment are as follows: Amount of loan - $340,000 Interest rate will be 8.80% Terms (5 years) 60 equal monthly installments of principal and interest - $7,024.88 It has been a pleasure for us at InterFirst to work with your staff in this request. If I may be of any additional assistance please call. Sincerely yours; 4f----,;/(A, r. C. Thomas E. Stewart Senior Vice President TES:slr Ann 1 rti s1 Bank Page 5 of 17 Pages Agenda Item No. 12.d. Date. of Lease EQJIRANT LEASE-ftRW5E A EIMENT Lessor : InterFirst Bank Wichita .Falls. N.A. Address: 800 Scott Street, Wichita Falls, Texas 76301 Lessee: Address: Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor , the items of Equipment (the "Equipment") described in Exhibit A attached to this Equipment Lease-Purchase Agreement (the "Lease"), upon the following teulb and conditions: 1 . Delivery and Acceptance. Lessee, or if Lessee so requests, Lessor, will cause the Equipment to be delivered to Lessee at the location specified in Exhibit A (the "Equipment Location"). Lessee will pay all transportation and other costs, if any, incurred in connection with the delivery of the Equipment. Lessee will accept the Equipment as soon as it has been delivered and is opera- tional, or in the event that the manufacturer or vendor allows a pre-acceptance test period, as soon as the test period has expired. Lessee will evidence its acceptance of the Equipment by executing and delivering to Lessor an Acceptance Certificate (herein so called) in the form provided by Lessor. 2. Term. This Lease will become effective upon the execution hereof by Lessor. The term of this Lease will commence on the date the Equipment is accepted pursuant to Section 1 above and, unless earlier terminated as expressly provided for in this Lease, will continue until the Expiration Late set forth in Exhibit B attached hereto (hereinafter the "Lease Term"). 3. Rent. Lessee agrees to pay to Lessor to its assignee the Lease Payments (herein so called) , including the interest portion, equal to the amounts specified in Exhibit B. The Lease Payments will be payable without notice or demand at the office of the Lessor (or such other place as Lessor or its assignee may from time to time designate in writing) , and will commence on the first Lease Payment date as set forth in Exhibit B and thereafter on the dates set forth in Exhibit B. Any payments received later than ten (10) days fran the due date will bear interest at the highest lawful rate from the due date. Except as specifically provided in Section 4 hereof, the Lease Payments will be absolute and unconditional in all events and will not be subject to any set-off, defense, counterclaim, or recoup-rent for any reason whatsoever. Lessee reasonably believes that funds can be obtained sufficient to make all Lease Payments during the Lease Term and hereby convenants that it will do all things lawfully within its power to obtain, maintain and properly request and ursue funds from which the Lease Paymentspymes may be made, including making provisions for such payments to the extent necessary in each budget submitted for the purpose of obtaining funding, using its bona fide best efforts to have such portion of the budget approved and exhausting all available administrative reviews and appeals in the event such portion of the budget is not approved. It is Lessee 's intent to make Lease Payments for the full Lease Term if funds are legally available therefor and in that regard Lessee represents that the use of the Equipment is essential to its proper, efficient and economic operation. 4. Nonappropriation of Funds. In the event no funds or insufficient funds are appropriated and budgeted or are otherwise available by any means whatsoever in any fiscal period for Lease Payments due under this Lease, then the Lessee will immediately notify the Lessor or its assignee of such occurrence and this Lease shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to Lessee of any kind whatsoever, except as to the portions of Lease Payments herein agreed upon for which funds shall have been appropriated and budgeted or are otherwise avail- able. In the event of such termination, 'Lessee agrees to peaceably surrender possession of the Equipment with manufacturer specifications and freight prepaid Page 6 of 17 Pages 1 -Agenda Item No. 12.d. and insured to any location in the continental Edited States designated by Lessor. Lessor will have all legal and equitable rights and remedies to take possession of the Equipment. Notwithstanding the foregoing, Lessee agrees ( i) that it will not cancel this Lease under the provisions of this Section if any funds are appro- priated to it, or by it , for the acquisition, retention or operation of the Equipment or other equipment performing functions similar to the Equipment for the fiscal period in which such termination occurs or the next succeeding fiscal period thereafter, and ( ii) that it will not during the Lease Term give priority in the application of funds to any other functionally similar equipment. This paragraph will not be construed so as to permit Lessee to terminate this Lease in order to acquire any other equipment or to allocate funds directly or in- directly to perform essentially the sarre application for which the Equipment is intended. 5. Limitation on Ub.rranties. Lessee acknowledges and agrees that the Equipment is of a size, design, and capacity selected by Lessee, that Lessor is neither a manufacturer nor a vendor of such equipment, and that LESSOR HAS NJT WOE, AND DOES NDT I-EtEBY MAKE, ANY REPRESENfATICN, WARRPNW, CR C NE ANT, EXPRESS CR IMPLIED, WITH RESPECT 10 THE livERQ-PMABILITY, CO DITICN,L.ITY, ARABILITY, DESIGN, C ERATICN, FITNESS RR USE, CR SUITABILITY CF THE EWIRMENT IN ANY RESPECT W-1 TSCEVER CR IN CINNECTICN WITH CR RR THE PURPOSES AND USES CF LESSEE, CR ANY OTHER REPRESENTATION, WARRANTY, CR COVENANT CF ANY KIND CR CHNIVCIIR, DRESS CR IMPLIED, WITH RESPECT 1I-)H2EID, AND LESSOR SHALL NJT BE CELICATED CR LIABLE RR PCIL.AI.., IIJCIL1MAL, CONSEQJENFIAL, CR OMER DAM°CES CF CR 10 LESSEE CR ANY OTHER PER.CN CR ENTITY ARI S INs OJT CF CR IN CCINNECTICN WITH 11-E USE CR PERPORANNCE CF 11-E R JIRVHNf AND 11-fiNFAINTENANCE ll-1iRE2F. Lessor hereby assigns to Lessee during the Lease Term, so long as no Event of Default has occured hereunder and is continuing, all rranufacturer 's warranties, if any, expressed or implied with respect to the Equipment, and Lessor authorizes Lessee to obtain the custorrery services furnished in connec- tion with such warranties at Lessee 's expense. 6. Authority and Authorization. Lessee represents, covenants and war- rants, and as requested by Lessor, will deliver an opinion of counsel to the effect that: (i) Lessee is a fully constituted political subdivision or agency of the State of the Equipment Location; ( ii) the execution, delivery and per- formance by the Lessee of this Lease have been duly authorized by all necessary action on the part of the Lessee ; and ( iii) this Lease constitutes a legal, valid and binding obligation of the Lessee enforceable in accordance with its terms. • Lessee agrees that ( i) it will do or cause to be done all things necessary to preserve and keep the Lease in full force and effect, (ii) it has complied with all _bidding requirements where necessary and by due_ notification presented this Lease for approval and adoption as a valid obligation on its part, and ( iii) it has sufficient appropriations or other funds available to pay all amounts due hereunder for the current fiscal period. 7. Title. Upon acceptance of the Equipment by Lessee hereunder, title to the Equip-rent will vest in Lessee; provided, however, that ( i ) in the event of termination of this Lease by Lessee pursuant to Section 4 hereof; (ii) upon the occurrence of an Event of Default hereunder, and as long as such Event of Default is continuing; or (iii) in the event that the purchase option has not been exercised prior to the Expiration Late, title will inu ediately vest in Lessor or its assignee. 8. Security Interest . In order to secure all of its obligations here- under , Lessee hereby ( i) grants to Lessor a first and prior security interest in any and all right, title and interest of Lessee in the Equipment and in all additions, attachments, accessions, and substitutions thereto, and on any pro- ceeds therefrom, (ii) agrees that this Lease may be filed as a financing state- ment evidencing such security interest, and ( iii) agrees to execute and deliver all financing statements, certificates of title and other instruments necessary or appropriate to evidence such security interest. 9. Personal Property. The Equipment is and will remain personal property and will not be deemed to be affixed to or a part of the real estate on which it may be situated, notwithstanding that the Equipment or any part thereof may be or hereafter becorre in any manner physically affixed or attached to real estate or any building thereon. If requested by Lessor, Lessee will , at Lessee 's ex- pense, furnish.a landlord or mortgagee waiver with respect to the Equipment. 2 - Page 7 of 17 Pages Agenda Item No. 12.d. 10. Use; Repairs. Lessee will use the Equipment in a careful manner for the use contemplated by the manufacturer for the Equipment and shall comply with all laws, ordinances, insurance policies and regulations relating to, and will pay all costs, claims, damages, fees and charges arising out of its possession, use or maintenance. Lessee, at its expense, will . keep the Equipment in good repair and furnish all parts, mechanisms and devices required therefor. If the Equipment is such as is customarily covered by a maintenance agreement, Lessee will furnish Lessor with a maintenance agreement with a party satisfactory to Lessor. 11. Alterations. Lessee will not make any alterations, additions or improvements to the Equipment without Lessor 's prior written consent unless such alterations, additions or improvements may be readily removed without damage to the Equipment. 12. Location; Inspection. The Equipment will not be removed from, or if the Equipment consists of rolling stock, its permanent base will not be changed from, the Equipment Location without Lessor 's prior written consent which will not be unreasonably withheld. Lessor will be entitled to enter upon the Equipment Location or elsewhere during reasonable business hours to inspect the Equipment or observe its use and operation. 13. Liens and Taxes. Lessee shall keep the Equipment free and clear of all levies, liens and encumbrances except those. created under this Agreement. Lessee shall pay, when due, all charges and taxes (local , state and federal) which may now or hereafter be irrposed upon the ownership, leasing, rental , sale, purchase, possession or use of the Equipment, excluding however , all taxes on or measured by Lessor 's income. If Lessee fails to pay said charges, and taxes when due, Lessor shall have the right, but shall not be obligated, to pay said charges and taxes. If Lessor pays any charges or taxes for which Lessee is responsible or liable under this Agreement, Lessee shall reimburse Lessor there- for. 14. Risk of Loss; Damage; Destruction. Lessee assumes all risk of loss of or damage to the Equipment fran any cause whatsoever, and no such loss of or damage to the Equipment nor defect therein nor unfitness or obsolescence thereof shall relieve Lessee of the obligation to make Lease Payments or to perform any other obligation under this Lease. In the event of damage to any item of Equipment, Lessee will immediately place the same in good repair with the pro- ceeds of any insurance recovery applied to the cost of such repair . If Lessor determines that any item of Equip-rent is lost, stolen, destroyed or damaged beyond repair, Lessee at the option of Lessor will : either (a) replace the same with like equipment in good repair ; or (b) on the next Lease Payment date, pay Lessor: (i) all amounts then owed by Lessee to Lessor under this Lease, includ- ing the Lease Payment due on such date; and (ii) an amount equal to the applicable Concluding Payment set forth in Exhibit B. In the event that Lessee is obligated to make such payment with respect to less than all of the Equipment, .Lessor will provide Lessee with the pro rata amount of the Lease Payrrent and the Concluding Payrrent to be made by Lessee with respect to the Equipment which has suffered the event of loss. 15. Insurance. Lessee, will , at its expense, maintain at all times during the Lease Term, fire and extended coverage, public liability and property damage insurance with respect to the Equipment in such amounts, covering such risks, and with such insurers as shall be satisfactory to Lessor, or, with Lessor 's prior written consent, may self-insure against any or all such risks. In no event will the insurance limits be less than the amount of the then applicable Concluding Payment with respect to such Equipment. Each insurance policy will name Lessee as an insured and Lessor or its assigns an as additional insured and loss payee, and will contain a clause requiring the insurer to give Lessor at least thirty (30) days prior written notice of any alteration in the terms of such policy or the calcellation thereof. The proceeds of any such policies will be payable to Lessee and Lessor or its assigns as their interests may appear. Upon acceptance of the Equipment and upon each insurance renewal date, Lessee will deliver to Lessor a certificate evidencing such insurance. In the event that Lessee has been permitted to self-insure, Lessee will furnish Lessor with a letter or certificate to such effect. In the event of any loss, damage, injury or accident involving the Equipment, Lessee will promptly provide Lessor with written notice thereof and make available to Lessor all info mration and doc- umentation relating thereto. 3 Page 8 of 17 Pages Agenda Item No. 12.d. I 16. Indemnification. Lessee shall indermify Lessor against, and hold Lessor harmless from, any and all claims, actions, proceedings, expenses, damages or liabilities, including attorney 's fees and court costs, arising in connection with the Equipment, including, but not limited to, its selection, purchase, delivery, possession, use, operation, rejection or return and the re- covery of claims under insurance policies thereon. 17. Purchase Qtion. Upon thirty (30) days prior written notice from Lessee to Lessor, and provided that there is no Event of Default, or an event which with notice or lapse of titre, or both, could become an Event of Default, then existing, Lessee will have the right to purchase the Equipment on the Lease Payment dates set forth in Exhibit B by paying to Lessor, on such date, the Lease Payment then due together with the Concluding Payment amount set forth opposite such date. Upon satisfaction by Lessee of such purchase conditions, Lessor will transfer any and all of its right, title and interest in the Equipment to Lessee as is, without warranty, express or implied, except that lessor will warrant to Lessee that the Equipment is free and clear of any liens created by Lessor. 18. Assignment. Without Lessor 's prior written consent, Less will not either ( i) assign, transfer, pledge, hypothecate, grant any security interest in or otherwise dispose of this Lease or the Equipment or any interest in this Lease or the Equipment, or ( ii) sublet or lend the Equipment or permit it to be used by anyone other than Lessee or Lessee's employees. Lessor may assign its rights, title and interest in and to this Lease, the Equipment and any other documents executed with respect to this Lease and/or grant or assign a security interest in this Lease and the Equipment, in whole or in part. Any such assignees shall have all of the rights of Lessor under this Lease. Subject to the foregoing, this Lease insures to the benefit of and is binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. Upon assignment of Lessor 's interests herein, Lessor will cause written notice of such assignment to be sent to Lessee which will be sufficient if it discloses the nacre of the assignee and address to which further payments hereunder should be trade. No further action will be required by Lessor or by Lessee to evidence the assignment, but Lessee will acknowledge such assignments in writing if so requested. 19. Events of Default. The term "Event of Default", as used herein, means the occurence of any one or more of the following events: a) Lessee fails to make any Lease Payment (or any other payment) as it becomes due in accordance with the terms. of this Lease, and any such failure continues for ten (10) days after the due date thereof; b) Lessee fails to perform or observe any other covenant, condition, or agreement to be performed or observed by it hereunder and such failure is not cured within twenty (20) days after written notice thereof by Lessor ; or c) The discovery by Lessor that any statement, representation, or warranty made by Lessee in this Lease or in any writing ever de- livered by Lessee pursuant hereto or in connection herewith is false, misleading, or erroneous in any material respect. 20. Remedies. Upon the occurence of an Event of Default, and as long as such Event of Default is continuing, Lessor may, at its option, exercise any one or more of the following remedies: a) By written notice to Lessee, declare an amount equal to all amounts then due under this Lease and all remaining Lease Payments due during the Lease Term to be immediately due and pay- able, whereupon the same shall become imrrediately due and pay- able; b) By written notice to the Lessee, request Lessee to (and Lessee agrees that it will), at Lessee's expense, promptly return the Equipment to Lessor in the manner set forth in Section 4 hereof, or Lessor, at its option, may enter upon the premises where the Equipment is located and take inurediate possession of and remove the same; 4 - Page 9 of 17 Pages Agenda Item No. 12.d. c) Sell or lease the Equipment or sublease it for the account of Lessee, holding Lessee liable for all Lease Payments and other payments due to the effective date of such selling, leasing or subleasing and for the difference between the purchase price, rental and other amounts paid by the purchaser, lessee or sub- lessee pursuant to such sale, lease or sublease and the amounts payable by Lessee hereunder ; and d) Exercise any other right, remedy or privilege which may be avail- able to it under applicable laws of the state of the Equipment Location or any other applicable law or proceed by appropriate court action to enforce the terms of this Lease or to recover damages for the breach of this Lease or to rescind this Lease as to any or all of the Equ_i xrent. In addition, Lessee will remain liable for all covenants and indem- nities under this Lease and for all legal fees and other costs and expenses, including court costs, incurred by Lessor with respect to the enforcement of any of the remedies listed above or any other remedy available to Lessor. 21 . hbtices. All notices to be given under this Lease shall be made in writing and mailed by certified mail, return receipt requested, to the other party at its address set forth herein or at such address as the party may provide in writing from time to time. Any such notice shall be deemed to have been received five days subsequent to mailing. 22. Section I-badings. All section headings contained herein are for the convenience of reference only and are not intended to define or limit the scope of any provision of this Lease. 23. Governing Law. This Lease shall be construed in accordance with, and governed by the laws of, the state of the Equipment Location. 24. Delivery of Related Documents. Lessee will execute or provide, as re- quested by Lessor, such other documents and information as are reasonably necessary with respect to the Transaction contemplated by this Lease. At the request of Lessor , Lessee will furnish Lessor annual financial statements of Lessee within Forty-five days after the end of Lessee's fiscal year. 25. Entire Agree-rent; Waiver . This Lease, together with the Acceptance Certificate and other attachments hereto, and other documents or instruments ex- ecuted by Lessee and Lessor in connection herewith, constitute the entire agree- gent between the parties with respect to the lease of the Equipment, and this Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of this Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of this Lease. The waiver by Lessor of any breach by Lessee of any term, covenant or condition hereof shall not operate as a waiver of any subsequent breach thereof. 26. Additional Provisions. Any amendments to the standard language of this Lease will be set forth in Exhibit C attached hereto. II'fERFIRST BANK WICHITA FALLS, N.A. LESSEE By: By: Title: Title: 5 -Page 10 of 17 Pages Agenda Item No. 12.d. FAQ-IIBIT A DESCQRIPTICN CF BWIRVBVT Quantity Description Serial hb. BZJIRMENT LlSATI N To be completed upon Lessee's acceptance of the Equinent. Page 11 of 17 Pages Agenda Item No. 12.d. t EXHIBIT B PA'A Nf SQ-Ri LE Lessee's Fiscal Period: Expiration Date: Lease Lease Payrrent Payrrent Lease Interest Principal Concluding Number Date Payment Portion Portion Portion To be completed upon Lessee 's acceptance of the Equip-rent. Page 12 of 17 Pages Agenda Item No. 12.d. ACCEPTANCE CERTIFICATE InterFirst Bank Wichita Falls, N.A. 800 Scott Street Wichita Falls, Texas 76301 Gentlemen: In accordance with the terms of the Equipment Lease-Purchase Agreement dated 19_, (the "Lease") between InterFirst Bank Wichita Falls, N.A. ("Lessor"), and the undersigned ("Lessee"), Lessee hereby certifies and represents to, and agrees with, Lessor as follows: 1. The Equipment, as such term is defined in the Lease, has been delivered and installed at the Equipment Location specified in the Lease and accepted on the date indicated below. 2. Lessee has conducted such inspection and/or testing of the Equipment as it deems necessary and appropriate and hereby acknowledges that it accepts the Equipment for all purposes. 3. No Event of Default, as such term is defined in the Lease, and no event which wit notice or lapse of time, or both, would become an .Event of Default, has occurred and is continuing at the date hereof. LESSEE By: Title: Date: Page 13 of 17 Pages Agenda Item No. 12.d. To be written on Lessee 's Letterhead) ESSENTIAL USE LEI"IER 19 InterFirst Bank Wichita Falls, N.A. 800 Scott Street Wichita Falls, Texas 76301 Re: Equipment Lease-Purchase Agreement dated 19__ Gentlemen: This letter is being written with respect to the use of the Equipment herein so called) to be leased to the undersigned under the above- referenced Equipment Lease-Purchase Agreement. The Equipment will be used by for the following purposes: Department or Division Using Equipment) Stare how and for what purposes the Equipment will be used) The undersigned hereby represents that the use of the Equipment is essential to its proper, efficient and economic operation. Very trulytrul yours,Y LESSEE By: Title: Page 14 of 17 Pages Agenda Item No. 12.d. IK1 3EN ' CERTIFICATE I , do hereby certify that I am the duly elected or appointed and acting Secretary/Clerk of a political subdivision or agency duly organized and existing under the laws of the State of that I have custody of the records of such entity, and that, as of the date hereof, the individuals named below are the duly elected or appointed officers of such entity holding the offices set forth opposite their respective names. I further certify that ( i) the signatures set opposite their respective names. I further certify that ( i) the signatures and ( ii) such officers have the authority on behalf of such entity to enter into that certain Equipment Lease-Purchase Agreement dated 19_, between such entity and InterFirst Bank Wichita Falls, N.A. . NAVE TITLE SIGNATURE IN WITNESS ViiRBJF, I have duly executed this certificate and affixed the seal of such entity hereto this day of 19_ Secretary/Clerk SEAL Page 15 of 17 Pages Agenda Item No. 12.d. To be written on Counsel 's Letterhead) CP INICN CF GINSQ_ 19 InterFirst Bank Wichita Falls, N.A. 800 Scott Street Wichita Falls, Texas 76301 Re: Equipment Lease-Purchase Agreement Gentlemen: I have acted as Counsel to the "Lessee") with respect to that certain Equipment Lease-Purchase Agreement (the "Lease") dated 19_, by and between InterFirst Bank Wichita Falls, N.A. , and the Lessee. I have reviewed the Lease and such other documents, records and certificates of Lessee and appropriate public officials as I have deemed relevant and am of the opinion that: 1. The Lessee is a political subdivision or agency of the State of 2. The execution, delivery and performance by the Lessee of the Lease have been duly authorized by all necessary action on the part of the Lessee; and 3. The Lease constitutes a legal , valid and binding obligation of the Lessee enforceable in accordance with its terms. Very truly yours, Attorney for the Lessee) Page 16 of 17 Pages Agenda Item No. 12.d. CERTIFICATE CF APPRCFRIATICN I of hereby certify that all lease payments due by under that certain Equipment Lease-Purchase Agreement dated as of 19_, between as Lessee, and InterFirst Bank Wichita Falls, N.A. , as Lessor, for the, fiscal year ending 19 , are within the - fiscal year ending Budget for and within an available, unexhausted and unencumbered appropriation for IN WITNESS NWERBfF, I have set cry hand this day of 19_. LESSEE By: Name: Title: Page 17 of 17 Pages Agenda Item No. 12.d. I.Q r_/IG't i7'^R 7'.ti• r4'. }l. a'.:t".". .. SAT.T .. :4,,,f"''2• .:I'..'i"1 G'',ran .'.'ta .1::;mss'+wi 'fw:S.,64Fii. : s"TC.i3.Tw F?F"Y:R ..>.v:vlKa.-X:'