COVERNNIENTAL EQUIPMENT LEASE-PURCHASE AGREEMENT Lessee: KERB COUNTY, TEXAS Lessor: Caterpillar Financial Services Corporation Address: 700 MAIN ST RM 103 Address: 2120 West End Avenue City: KERRVILLE City Nashville State/ Zip TX 7&028 Stale/Zip: Tennessee 37203-0001 '[~ This Governmental Equipment Lease/Purchase Agreement is dated as of (the "Agreement"). l" ~s~ t} ` t 7. LEASE PAYMENTS; CURRENT EXPENSE. Lessee agrees 1o pay the lease payments (the "Lease Payments") with respect to this Agreement during the term hereof in the amounts and on the dates specifed below. A portion of each Lease Payment is paitl as and represents the payment of interest and the balance of each Lease Payment is pad as and represents payment of pdncipal. Lessor is authorized to insert the due dates of the Lease Payments and any other information that should be added hereto in order for this Agreement to regect the specific agreements of the parties hereto. All Lease Payments shall 6e paid to Lessor without notice or demand at such place as Lessor may from time to lime designate by written notice to Lessee. Lessee shall pay the Lease Payments exclusively Imm moneys legally available therefor, in lawful money of the United Stales of America The obligations of Lessee, including its obligation 1o pay the Lease Payments due in any fiscal year, shat constitute a current expense v! Lessee for such fiscal year and shall not constitute an indebtedness of Lessee wdhin the meaning of the constitution and laws of the State in uvhich Lessee is located (Ne'Bta@'). Nothing herein shall constitute a pledge by Lessee of any faxes or other moneys (other Than moneys lawfully appropriated from time to time for the payment of the "Payments" (as defined in the last sentence of this Paragraph) owing hereunder. EXCEPT AS PROVIDED IN PARAGRAPH 4, LESSEE'S OBLIGATIONS TO MAKE THE PAYMENTS TO LESSOR IN THE AMOUNTS REQUIRED HEREBY ARE ABSOLUTE ANO UNCONDITIONAL. LESSEE FURTHER EXPRESSLY AGREES THAT IT W ILL MAKE ALL S UCH PAYMENTS TO LESSOR REGARDLESS OF, ANO W ILL NOT ASSERT AGAINST LESSOR, ANY DEFENSE, CLAIM, SETOFF, OR COUNTERCLAIM OR OTHER RIGHT, EXISTING OR FUTURE, WHICH LESSEE MAV HAVE AGAINST THE LESSOR OR ANV OTHER PERSON OR ENTITY FOR ANV REASON. As used in This Agreement, "Payments" shall mean the Lease Payments and any other amounts required to be paid by Lessee hereunder. Lease Payments shall be paid by Lessee to Lessor as follows: $1,947.32 will be paid in arrears and the balance of the Lease Payments is payable in 59 successive monthly payments of which the first 56 payments are In the amount of $1,947.32 each, and the last payment is in the amount of $56,667.32 plus all other amounts Uren owing hereuntler. with the first Lease Payment due on and subsequent Lease Payments due on a like dale d each month thereafter until paid in full. I( Lessor does not receive a Lease Payment on the date it is due, Lessee shall pay to Lessor, on demand a late payment charge equal to the lesser o} five percent (6%) of the payment not paid when due or the highest charge allowed by law, whichever is less. The portion of the Lease Payments constituting principal shall bear interest (computed on the basis of actual tlays elapsed in a 360 day year) at the rate of 5.35% per annum 2. SECURITY INTEREST. Lessor agrees to lease 1o Lessee and Lessee agrees to lease from lessor, the items o/ equpment (tFre "Equipment") described below. In ortler to secure all of its obligations hereunder, Lessee hereby: (a) 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 proceeds therefrom and (b) agrees to do any fwrther act and hereby authorizes the ftling of such Financing statements, or to execute and deliver such certificates of title, notices or acknowledgement or other instruments in brm satisfactory to Lessor necessary or appropriate to evidence such security interest. Lessee at its expense will protect and defend Lessors security interest in the Equipment and will keep the Equipment free and clear of any and all claims, liens, encumbrances and legal processes however and whenever arising. Description of Unit(s) SerialN I I) New 420D Caterpillar Backhoe Loader FDP24569 (I) New 420D Caterpillar Backhoe Loader FDP25626 Lessee confirms that it has an immediate need for, and expects to make immediate use of, substantially all the Equipment, which need is not temporary or expected to diminish during the term of this Agreement. The Equipment will be used by Lessee for the purpose of pertorming one or more of lessee's governmental functions consistent with the scope of Lessee's authority antl not in any trade or business carried on by a person other than Lessee. 3. WARRANTIES. LESSOR HAS NOT MADE AND DOES NOT MAKE ANV WARRANTY, REPRESENTATION OR COVENANT OF ANV KIND, EXPRESS OR IMPLIED, AS TO THE EQUIPMENT AS TO LESSOR. LESSEE'S LEASE AND PURCHASE OF THE EQUIPMENT SHALL BE ON AN "Ag. IS" AND "WHERE IS" BASIS AND "WITH ALL FAULTS" Lessee shall enforce all warranties, agreements and representations, if any, with regard to the Equipment against Che maker of such warranties Except pursuant Io an amentlmenl as provided herein, no person is authorized to waive or alter any term or contlilion of this Agreement. 4. NONAPPROPRIATION. Lessee covenants and represents to Lessor That (a) Lessee will, to the extent permitted by Slate law include in its budget far each successive (scat year tluring the term of This Agreement a sufficient amount to permit Lessee 1o discharge all of its obligations hereuntler, (bd Lessee has budgeted and has available for the current fiscal year su Hicient funds to comply with its obligations under this Agreement and (c) there are no cncumslances presently affecting Lessee that could seasonably be expedetl to adversely aftecl its ability to budget funds For the payment of sums due hereunder Notwithstantling any provision of this Agreement to the wntrary, Lessor and Lessee agree that in the event that prior to the commencement of any of Lessee's fiscal years Lessee does not have suH˘ieml funds appropriated to make the Payments due hereunder for saitl (scat year, Lessee shall have the option of terminating this Agreement as of the date of the commencenxenl of such fiscal year by giving Lessor sixty (60) days prior wriHen notice of its intent to cancel this Agreement. No later than the last day of the last fiscal year far which appropriations were matle for the Payments due hereunder Ithe "Return Date"), Lessee shall return to Lessor all, but not less than all, of the Equipment, at Lessee's sole expense, in accordance with Paragraph t6, and this Agreement shall terminate vn the Return Date without penally or expense to Lessee and Lessee shall not be obligated to pay tXae Lease Payments beyond such Ipscal year, provided, that Lessee shall pay all Lease Payments and other Payments for which moneys have been appropriated or are othenwise available, provided further, tlhal Lessee shall pay month-IO-month rent al the rate set by lessor for each month ar part thereof That Lessee tails to return the Equipment. To the extent lawful and permitted by public policy, Lessee agrees it will not terminate this Agreement under the provisions of This Paragraph 4 H any funds are appropiiateal to it or by R for the acquisition, retention or operatwn of the Equipment or other equipment pertorming functions similar to the Equipment for the fiscal year in which Ierminatiwn occurs yr the next succeeding fiscal year. ~~~~ L!1 h((kl~~l7~lCAx~ ~~ 5. TAX WARRANTY. Lessee is validly existing as a body corporate and politic and public instrumentality of the Stale with the power and authority to enter into this Agreement and to carry out its obligations hereunder and the transac8ons contemplated hereby. Lessee shall, at all times, do and pedarm all acts antl things necessary and within its control in order to assure that the interest component of the Lease Payments received 6y Me Lessor shall, For the purposes of Federal income taxation, be exdutled hom the gross income of the Lessor antl shall net take or permit any act or thing that mould cause the interest component of the Lease Payments received by the Lessor to be included in the gross income of the Lessor for the purposes of Federal income lazation. The Equipment will not be used in any trade or business carried on by a person other than lessee: Lessee will report this Lease Purchase to the Internal Revenue Service by fling Form 8038G, 8038C or 8038 whichever is applicable. Failure to do sa will cause the agreement to lose its tax exempt status. Lessee agrees that i( the appropriate form is not 81ed, the interest rate wilt be adjusted to the equivalent taxable Interest rate. e. ASSIGNMENT. Lessee may not, without Lessofs written consent, by operation of law or otherwise, assign, trans/er, pledge, hypothecate or otherwise dispose of its right, title antl interest in and to this Agreement and the Equipment and/or grant or assign a security interest herein, in whole or in pan. Lessor may not transfer, sell, assign, pledge, hypothecate, or otherwise dispose of its right, title antl interest in and to this Agreement and the Equipment antl/or gran) or assign a security interest herein, in whole or in pan. 7. INDEMNITY. To the extent permitted by law, Lessee assumes liability tor, agrees to and does hereby indemnify, prated and hold harmless Lessor and its agents, employees, officers, directors, subsidiaries and stockholders from and against any and all liabilities, obligations, losses, damages, injuries, claims, demands, penalties, actions, costs and expenses (including reasonable attorneys fees), of whatsoever kind and nature, arising out of the use, condition (including, but not limited lo, latent and other tlefects and whether or not discoverable by Lessee or Lessor), operation, ownership, selection, delivery, storage, leasing or return of any item of Equipment, regardless of where, how and by whom operated, or any failure on the pad of Lessee to accept the Equipment or otherwise to perform or comply with any wntlitions of Mis Agreement. The indemnifies conlainetl in this Paragraph shall continue in full force and eMect notwithstanding the termination of this Agreement. Lessee is an independent contractor and nothing contained in This Agreement shall authorize Lessee or any other person to operate or use any Equipment sa as to incur any obligation on behalf of Lessor or impose any liability on Lessor. Nothing in this Agreement Iz intentletl nor should any provision e( this Agreement be construed to, limit, waiver, abridge or otherwise modify any rights, claims, or causes of action that the Lessee may have against any person or entity other than Lessor. S. LOSS AND DAMAGE. Lessee shall bear the entire risk of loss, (heft, destruction or damage to the Equipment or any part thereof from any cause whatsoever. No loss, (heft, destruction or damage of the Equipment shall relieve Lessee of the obligation to make Lease Payments ar io perform any obligation owing hereunder. In the even) of Toss, Nett destrvction or damage of any kind to any item of the Equipment, Lessee shall immediately notify Lessor and, a1 the option of Lessor, shall: (a) place the same in good repair, working order and condition (ordinary wear and tear ezcepted): or (b) replace iha same with like equipment in good repair, working order and condition (ordinary wear and tear exceptetl). The'nel proceeds' (as degned in the last sentence of this Paragraph) of any insurance recovery shall be applied to douse (a) or (b)as provided above unless an Event of Default shall have occurred and 6e continuing in which case the net proceeds shall be paid to Lessor to the extent oF, and applied to the amount tlue antl payable to Lessor under this Agreement. Any net proceeds remaining after application of net proceeds in accordance with the preceding sentence shall be paid lo, and belorg to, Lessee. If the net proceeds of any insurance recovery are insufficient to pay in full for the repair, restoration or replacement of the Equipment, lessee shall either wmplele the work to the satisfaction of Lessor, and pay any costs in excess of the net proceeds without any claim for reimbursement or credit from Lessor or pay the then applicable purchase price for the Equipment (as determined by Lessor according to its usual antl customary manner) plus all Payments then tlue and owing hereunder. "Net proceeds' shall mean the amount remaining from the gross proceeds of any insurance claim or contlemnabon award after detlucting all ezpenses (including reasonable attomeys' fees) incurretl in the collection of such claim or award. 9. INSURANCE. lessee agrees to keep the Equipment insured to protect all interests of Lessor, at Lessee's expense, for such risks, in such amounts, in such !arms and with such companies as Lessor may require, including but not limited to fire and extended coverage insurance, explosion and collision coverage, and personal liability and property damage liability insurance. Lessor may (but shall not be oblgaletl to) insure the Equipment at the expense of lessee. Any insurance policies relating to loss or damage to the Equipment will name Lessor as loss payee as its interests may appear and the proceeds may be applietl towartl the replacement or repair of [he Equipment or the satisfaction of the Payments due hereunder. Any such policies shall contain a proviswn that they may not be cancelled or the coverage reduced without thirty (30) days prior written notice to Lessor. Any liability insurance policies will name Lessee and Lessor as co-insured antl the proceeds shall be applietl {rst to Lessor to iha extent of Its liability, if any, and the balance to Lessee Lessee shall furnish cenificates, policies or endorsements to Lessor as proof of such insurance. Lessee hereby appoints Lessor as Lessee's attorney in-fact to make claim for, receive payment of and execute or endorse all documents, checks or tlrafts for loss or damage or return premiums antler any insurance policy issued on the Equipment and hereby assigns to Lessor all of its right, title and interest in and to such insurance policies and the proceeds thereof. If Lessee is self-insured with resped to equipment such as the EgmpmenC Lessee shall maintain an actuarially sound self-insurance program in form satisfactory to Lessor and shall provide evidence thereof in form and substance sa[islactory to Lessor 10. TAXES, MAINTENANCE AND INSPECTION. The ponies to this Agreement contemplate That Ne Equipment will be used for a governmental or proprietary purpose o/ Lessee and, therefore, Thal the Egmpment will be exempt from all taxes presently assessetl antl levied with respect to personal property. Nevenheless, if the use, possession or acquisition of the Equipment is tleterminetl io be subject to taxation, Lessee shall pay when due all taxes and governmental charges assessetl or levied against or with respect io the Equipment. Lessee agrees to use, operate antl maintain the Equipment in accordance with all laws, regulations and ortlmances and in accordance with the provision of any policies of insurance covering the Equipment, and shall not rent the same or permit the same to be used by anyone other than Lessee or Lessee's employees. Lessee agrees to keep the Equipment in good repay, working order and condition (ordinary wear and tear excepted) and house the same in suitable shelter, and to permit Lessor or its assigns to insped the Equipment at any Time and to otherwise protect its interests therein. If any Equipment is customarily covered by a maintenance agreement, Lessee will famish Lessor with a maintenance agreement by a party reasonably satisfactory to Lessor. No maintenance or other service for the Equipment will be provided by Lessor Without the prior written consent of Lessor, lessee shall not make any alterations, modi/icalions or attachments to the Equipment that cannot be removed without materially damaging the functional capabilities or economic value of the Equipment. In the event the Equipment is returned to Lessor, the Lessee, at its sole cost and expense, and al the request of Lessor, will remove all alterations, modifications and attachments, and repair the Equipment as necessary to return the Equipment to the contlilion in which it was furnished, ordinary wear and tear and permitted modifications excepted. A! replacement pans shall be free and clear of liens of others. and shall become pan of the Equipment and subject to the terms hereof. 11. LATE PAYMENTS ANO PERFORMANCE OF LESSEE'S OBLIGATIONS BV LESSOR. If (a) any Payment other than a Lease Payment is not paid when due or (b) Lessee !ails to perorm any of tls abhgabons hereunder and Lessor pedorms the same for the account of Lessee and incurs expenses, costs, penalties or liabilities in so doing ('Reimbursable Expenses'). Lessee shall pay interest an such Payment from the dale due and, with respect to the Reimbursable Expenses, from the date incurred, in each case until paid, at the rate of eighteen (18 %) percent per annum (or, if such rate is in excess of the maximum rate permitted by law, the mazimum rate permrttetl by law) 12. DEFAULT. The following shall constitute an even) of tlefaull under this Agreement, antl the terms "Event of Default" and "default" shall include, whenever they are used in this Agreement Me following (a) sublet! fo Paragraph 0 hereof (allure by Lessee to pay any Lease Payment or any other Payment repmred to be paid when due and such faiure continues for ten (10) days aher [he due dale lhereoi (b) Lessee fails to penorm or observe any other covenant, condition, or agreement to be pertormed or observed by it hereunder antl such lailme is not cured within Twenty (20) days after written notice thereof by Lessor, (c) [he discovery by Lessor That any statement, representation or warranty made by Lessee m this Agreement or any writing ever tlelivered by lessee pursuant hereto or in connection herewith is false, misleading, or erroneous in any material respect, (tl) any determination by the United Slates Internal Revenue Service that the podran of the Payments constiluling "interest" rs includible in the gross income of Lessor for Federal income fax purposes, or le) the iJing of a petition in bankruptcy by or against lessee, or failure of Lessee promptly to lift any execNion, garmshmenC or anachmenl of such consequences as would impair the ability of Lessee to carry on ds governmental functions, or assignment by Lessee for the benefit of creditors, or the entry by Lessee Into agreement of composition with ereduors', or the approval by a court or competent jurisdiction of any atljus[menl of indebtedness of Lessee, or the tlissolution or ligwtl alion of Lessee 13. REMEDIES. Whenever any Event u! Default sna0 nave occurred Lessor s'nall have the right. at ds option and without any lunher tlemand or notice, to lake one or any c~nibinanon of Ine followmy iemedai steps. lal Lessor may declare rill Lease Payments due or to become duo tlunng the fiscal year rn wh'mh the Event of Default occurs to be immediately due and payable by Lessee (bl Lessm may repossess any of all of the Equipment by gluing Lessee written notice to deliver the Egwpmenl to Lessor in the manner provided in Paragraph 18, or in the event Lessee fails to do so within ten (70) days after receipt of such notice, and subject to all applicable laws, Lessor may enter upon Lessee's premises where the Equipment is kept and take possession of the Equipment and charye Lessee for casts incumed in repossessing the Equipment, irrcluding reasonable attorneys' fees. Lessee hereby expressly waives any damages occasioned by such repossession. Notwithstanding the fact that Lessor has taken possession of the Equipment. Lessee shall continue to be responsible for the Lease Payments due during the Uscal year then in effect; (c) if Lessor terminates this Agreement and takes possession and disposes of the Equipment or any portion thereat, Lessor shall apply the proceeds of any such disposition to pay the following items in the folkAVing order: (i) all costs (including, but not limited to, attorneys' fees) incurred in securing possession of the Equipment; (ii) all expenses incurred in wmpleting the disposition of the Equipment; (iii) any sales or transfer taxes; (iv) all costs and expenses incurred by Lessor [o return the Equipment to the condition required by Paragraph 10 hereon and (v) all Payments whether due or due in the future hereunder. Any disposition proceeds remaining after these disbursements have been made shall be paid to Lessee. In addaion, lessor may exercise any other right, remedy or pdvllege that may be available to Lessor under applicable law or, by appropriate court action al law or in equity, Lasser may enlorce any a( Lessee's obligations hereunder. Lessor's rights and remedies are cumulative and may be exercised concurrently or separately. No such right or remedy is exclusive at any other right or remedy permiaed by this Agreement or by law or in equity. 74. NOTICES. For the purpose of This Agreement any notices required to be given, shall be given to the parties hereto in writing antl by certifed mail at the address Herein set forth, or to such other addresses as each party may substitute by no8ce to the other, which notice shall be effective upon its receipt. 75. DELIVERY; TITLE. Lessee has advised Lessor of its desire to lease the Equipment, the wsl of me Equipment, the expected delivery date and the tlesired lease terms for the Equipment. Lessee shall order such Equipment and shall cause such Equipment to be delivered pursuant to Lessee's directions. Lessor shall have no liability b Lessee, or to any other person for Uansportalion, delivery or installation of the Equipment. Lessee shall bear the risk of loss with respect to any Equipment. Nolwilhsfanding the designation of Caterpillar Financial Services GgrpgraBOn as lessor, Caterpillar Financial Services Corporation shall not own the Equipment. Unless applicable law requires Iq the contrary, legal title to the Equipment, including, 'd applicable, any software license component thereof shall, so long as an Event aF Default or the termination of This Agreement pursuant to Paragraph 4 hereof has not occurred, and only as provitletl by law, is in Lessee. Upon the occunence of an Evanl of Default or termination of this Agreement pursuant to Paragraph 4 hereof, full and unencumbered legal title to the Equipment shall pass to the Lessor without the necessity of further action 6y the parties hereto, and the Lessee shall have no further interest therein. In connection with the reversion of title to Lessor, Lessee shall execute and deliver to lessor such documeMS as Lessor may request to evidence the passage of Lessee's title and interest therein, antl upon request by the Lessor, the Lessee shall deliver possession of the Equipment [o the Lessor al Lessee's sole wsl and expense and in the condition required by Paragraph 18 Hereof. 16. MISCELLANEOUS. This Agreement may not be modifed. amended, altered or changed except by a written agreement signed by both parties. In the event any provision hereof shall be invalid or unenforceable, the remaining provisions hereof shall remain in full force and effect. This Agreement, together with exhibhs, constitutes the attire agreement between Lessee and lessor and supersedes all prior and contemporaneous writings, understandings, agreements, solicitations, documents antl represeMa(ions, expressed or implietl. Any terms and conditions of any purchase order or omar documents submitted by Lessee in connection with this Agreement which are in atltlkimn to or inconsistent with the terms and conditions of this Agreement will not be binding on Lessor and will not apply to This Agreement. 77. JURV TRIAL WAIVER. THE PARTIES TO THIS AGREEMENT HEREBY UNCONDITIONALLY WAIVE, IN A KNOWING AND INTENTIONAL MANNER, THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF, DIRECTIV OR INDIRECTLY, THIS AGREEMENT OR RELATED DOCUMENTS, ANY DEALINGS BETWEEN THEM RELATING TO THE SUBJECT MATTER HEREOF OR ANY RELATED TRANSACTIONS, ANDlOR THE RELATIONSHIP THAT IS BEING ESTABLISHED BETNEEN THEM 10. RETURN OP EQUIPMENT. If lessor is entitled to obtain possession of any Equipment or if Lessee is obligated a[ any time to return any Equipment, then Ca) UUC to the Equipment shall vest in Lessor immetlialely upon Lessors notice thereof to lessee, and (b) Lessee shall, al its sole expense and risk, immediately de-install, disassemble, pack, crate, insure and return the Equipment to lessor (all in accordance with appkcable industry standards) at any location in the continental United States selected by Lessor. Such Equipment shall be in the same condition as when received by Lessee (ordinary wear and tear excepted), shall be in good operating order and maintenance as requnetl hereby, shall be free and clear of any liens (except Lessors lien) and shay comply with all applicable laws and regulations. Until Equipment is returned as required above, all terms of this Agreement shall remain in full force and effect Inclutlmg, without limilalicn, Lessee's obligation to pay Lease Payments antl to insure the Equipment. 19. OTHER DOCUMENTS. In connection wnh the execution of this Agreement, lessee shall cause Ic be delivered to Lessor (i) an Acceptance Certificate substantially in the form attached hereto as Attachment A; (ii) a certified copy of Lessee's Authorizing Resolution substantially in the form atached hereto as Attachment R, QiQ a Werificadion of Insurance substantially in the form abached hereto, (iv) an opinion of Lessee's counsel substantially in the form attached hereto as Attachment G. (v) a form 8030 G ox 8838 GG as required untler the Code, and (vi) any other documents or items required by Lessor. 20. APPLICABLE LAW. This Agreement shall be governetl by and construed In accordance with the laws, excluding the laws relating to the choice of law, of the Slate. Lessee Lessor: KERB COUNTY, TEXAS Caterpillar Financial Services Corporation Signature t...--" By, °at Tinlev _ nne: Kerr. County Judqe ,~~S1~JNLjS Signature'. ey --- Print Name T~J 'hr U~~~ ~ ~,COG~~ ~~ < ~~~' tea! ~~ ~ c~ L ~~~i1 ll~l~ t`1 a. it r gd,i i!: Amendment No. 1 to Governmental Equipment Lease-Purchase Agreement (For use with Texas Lessees in tax-exempt transactions) WHEREAS, Caterpillar Financial Services Corporation ("Lessor") and the political subdivision of the State of Texas named below ("Lessee) are parties to that certain Governmental Equipment Lease- Purchase Agreement (the "Agreement"), dated as of ;and WHEREAS, Lessor and Lessee have agreed to amend the Agreement as pr®vided herein. NOW THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows: 1. Capitalized terms used herein and not defined herein shall have the meanings ascribed to them in the Agreement. 2. Paragraph 4 of the Agreement is amended and restated in its entirety [o ˘ead as follows: ANNUAL RIGHT OF TERMINATION. Lessee may terminate this Agreement as of [he last day of any calendar year during the tern hereof by giving Lessor sixty (60) days prior written notice of its intent to terminate this Agreement (although [he failure to give such notice shall not affect Lessee's right to terminate this Agreement as provided herein). In the event Lessee gives to Lessor such notice during the term hereof, Lessee shall, no later than the last day of such calendar year (the "Return Date"), return to Lessor all, but no[ less than all, of the Equipment, at Lesxee's sole expense, in accordance with Paragraph 18, and this Agreement shall terminate on the Return Date. Thereafter, Lessee shall not incur any additional obligations hereunder, provided, that, Lessee shall pay all Lease Payments and other Payments due prior to the Return Date and, provided further, that Lessee shall pay month-to-month rent at [he rate se[ forth above for each month or part thereof that Lessee fails to return the Equipment. 3. Except as amended hereby, the Agreement remains in full force and effe~et and enforceable in accordance with its terms. This amendment set forth herein shall be effective as of tlhe date hereof. IN W1TNE55 WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers duly authorized thereto as of the date of the Agreement set forth :above. Caterpillar Financial Services Corporation KERB COUNTY, TEXAS Ey Name: Name: Title: VI B~ISJII~~}~ loin, Title:_ County Judge_-r z\~SI~~'~I=~QS~~t'y*,e c, ~" ~ ,y.y. .~,,., n~..vuiu C~V'll ~ i ~I i~l ri 1~ ~i CATERPILLAR FINANCIAL SERVICES CORPORATION HOLTTEXAS,LTD. I10LT AVE @ SOUTH W W WHITE RD P.O. BOX 207916 SAN ANTONIO TX 782207916 Reference: KERB COUNTY, TEXAS We are requesting a copy of the minutes of the appropriation meeting during which the funds for this deal were allocated. A copy of [his information is necessary to complete [he documentation package and to fund [he deal. Your ability [o return a complete package will ensure timely payment to you. Thank you for your assistance. CATERPILLAR FINANCIAL SERVICES CORPORATION DOCUMENTATLON DEPARTMENT hill ~~:t k~d:Ek"if~~1l"~~I II I OQ3~-U F Information Return for Tax-Exempt Governmental Obligations orm - Under Internal Revenue Code section 149(e) OMB No t5a5-0720 (Rev. November 2000) - See separate Instructions. oepanmem or the treasury Caution: 1I the issue price is under 8700.000, use Form 8038-GC. Internal Revenue service /~TSi1 Reoortina Authority If Amended Return, check here - n 1 Issuer's name 2 Issuer's employer identification ntxnber Kerr Count Texas 74 6001494 3 Number and street (or P.O. box if mail is not delivered to street address) Room/suite 4 Report number 700 Main, Room 103 3 5 City, town, or post olFice, state, and ZIP code 6 Date of issue Kemri_11e, Texas 78028-5327 7 Name of issue 8 CUSIP number Cate illar Financial Services Co ration 9 Name and title of officer or legal representative whom the IRS may call for more information 10 Telephone number of officer or legal representative ( ) T e of Issue (check a licable box(es) and enter [he issue rice) See instructions and attach schedule 11 ^ Education 11 12 ^ Health and hospital 12 13 ^ Transportation 13 14 ^ Public safety. 14 15 ^ Envlronmen[ (including sewage bonds) 15 16 ^ Housing 76 17 ^ Utilities 17 18 ®Other. Describe -Crnrarnrru>ntal Tana P[trr•haar~ Agr-aartwnt 18 144 220.0( 19 If obligations are TANS or RANs, check box - ^ IF obligations are BANS, check box - ^ 20 If abli ations are in the form of a lease or installment sale, check box - Descri Lion of Obli ations. Com lete for the entire issue for which this form is bein filed. la) final mamri[y date (bl issue price (~) stated retlemption (d) Weighted (e) Yield pace at mawrity average maturity 21 8 144 220.00 ~ n a 5 ears /o Uses of Proceeds of Bond Issue includin underwriters' discount 22 Proceeds used for accrued interest 22 23 Issue price of entire issue (enter amount from line 21, column (b)) 23 24 Proceeds used for bond issuance costs (including underwriters' discount) 24 25 Proceeds used for credit enhancement . 25 ~~. 26 Proceeds allocated to reasonably required reserve or replacement fund 26 /~ 27 Proceeds used to currently refund prior issues 27 28 Proceeds used to advance refund prior issues 28 29 Total (add lines 24 through 28) . 2B 30 Nonrefundin roceeds of the issue (subtract line 29 from line 23 and enter amount here) . 30 Description of Refunded Bonds (Complete this part only For refunding bonds.) 31 Enter the remaining weighted average maturity of the bonds to be currently refunded - years 32 Enter [he remaining weighted average maturity of [he bonds to be advance refunded - years 33 Enter [he last date on which [he refunded bonds will be called - 34 Enter [he date(s) the refunded bonds were issued - Miscellaneous 35 Enter the amount of [he state volume cap allocated to the issue under section 141(b)(5) 35 36a Enter the amount of grass proceeds invested or to be invested in a guaranteed investment contract (see instructions) 36a b Enter the Final maturity date of the guaranteed investment contract - 37 Pooled financings: a Proceeds of this issue [hat are to be used to make loans ro other governmental units 37a b If this issue is a loan made from the proceeds of another [ax-exempt issue, check box - ^ and enter the name of the issuer - -- -- - -- and the date of the issue - 38 If [he issuei has deslgnaled the issue under section 265(b)(3)(B)(i)llll) (smell Issuer exception), check box - - ^ 39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box - ^ . . . . . . . . . . . . . . . . . . . . . . . 40 If the issuer has identified a hed e, check box - ^ Ilntler penallle5 u( penury, I declare Thar 1 have exa minetl Ihu return onJ a,.eompanynq schetlules antl statements. and to the best of my knowletlge :nN b,diel. ~hny are true, cot rrct. antl uunpleie. 'J'Ign ' -r-'-^..~._. ~._.~ Isere ~~s "' ~~"" -°_- 03-27-2005 ~ Pat Tinley ~.3upp>m-eR'f54uer s aultionvea repre:enialivr 0ele Type or print nnmu antl thlu For Paperwork Reduction Act Notice, see page 2 of the Instructions. cal No aan~s Form 8038-G IRe~ n morn ATTACHMENT A ACCEPTANCE CERTIFICATE This Acceptance Certificate is executed and delivered by KERR COUNTY, TEXAS ("Lessee") in connection with the Governmental Equipment Lease-Purchase Agreement dated as of (the "Agreement"), between Lessee and Caterpillar Financial Services Corporation ("Lessor"). Lessee hereby certifies that: I. Capitalized terms used herein and not defined herein shall have the meanings assigned to them in the Agreement. 2. The Equipment: 1 NEW 420D Caterpillar Backhoe Loader FDP24569 has been delivered [o it, and has been inspected by it, and is in good working order and condition and is of the size, design, capacity and manufacture selected by it and meets [he provisions of the purchase orders with respect thereto. Lessee hereby confirms i[ irrevocably accepts said items of Equipment "as-is, where-is" for all purposes of the Agreement as of the Acceptance Date set forth below. 3. The Equipment will be located at 700 MAIN ST RM 103 KERRVILLE TX 78028 KERR 4. The Acceptance Date is Dated: Q.'{'' a~ ~ -oZ ~() }a Lessee. KERR COU~YTY, TEXAS Signature: / ~~ ~_" y ""'^-^R " \~"~ gy : Pat Tinley f , ~ ~=°'\ ~t9~ Print Name J j `~ a Title: Kerr County Judge .-~~ f ~ttss_r ,t? plll.~rhi;Rl.~~~~'~~~I IfI ATTACt~MENT A ACCEPTANCE CERTIFICATE This Acceptance Certificate is executed and delivered by KERR COUNTY, TEXAS ("Lessee") in connection with [he Govemmenlal Equipment Lease-Purchase Agreement dated as of (the "Agreement"), between Lessee and Caterpillar Financial Services Corporation ("Lessor"). Lessee hereby certifies that I Capitalized terms used herein and not defined herein shall have the meanings assigned to them in [he Agreement. 2. The Equipment I NL--W 420D Caterpillar Backhoe Loader FDP25626 has been delivered to it, and has been inspected by it, and is in good working order and condition and is of the size, design, capacity and manufacture selected by it and meets the provisions of the purchase orders with respect thereto. Lessee hereby confirms it irrevocably accepts said items of Equipment "as-is, where-is" for all purposes of the Agreement as of the Acceptance Date se[ forth below. 3. The Equipment will be located at: 700 MAIN ST RM 103 KERRVILLE TX 78028 KERR 4. The Acceptance Date is Dated: n3'o27~02 ~~~ _. Lessee: KERR COUNTY, TEXAS Signature: - ~°"p~. ~`a.Sli.^~ < ~lEfi ' `~'~, By Pat Tinley G~'~ ~ °,~v~i ~..~ ~ Print Name U ._,~-~ ,1, Title: Kerr County Sudge ~(; ,i s ~ ~\:, ,. r F~~?-~ ~~'~ ATTACHMENTII LESSEE'S AUTHORIZING RESOLUTION Whereas, KERR COUNTY, TEXAS (the "Governmental Entity"), a body politic and corporate duly organized and existing as a political subdivision, municipal corporation or similar public entity of the State of Tezas (the "State"), is authorized by the laws ofthe State to purchase, acquire and lease personal property for the benefit of the Governmental Entity and its inhabitants and to enter into contracts with respect thereto; and Whereas, in order to acquire such equipment, the Govemmental Entity proposes to enter into alease-purchase transaction pursuant to that certain Govemmental Equipment Lease-Purchase Agreement (the "Agreement") with Caterpillar Financial Services Corporation, the form of which has been presented [o the governing body of the Governmental Entity at this meeting; Now, Therefore, Be 1[ And It Is Hereby Resolved: Section L Aonroval of Documents The form, terms and provisions of the Agreement and all other schedules and exhibits attached thereto are hereby approved in substantially the form presented at this meeting, with such insertions, omissions and changes as shall be approved by counsel of the Governmental Entity or other members of the governing body of the Govemmental Entity executing the same, the execution of such docwments being conclusive evidence of such approval; and the persons holding the titles listed below or any other officer of the Govemmental Entity who shall have the power to execute contracts on its behalf are hereby authorized and directed to execute, acknowledge, countersign and deliver [he Agreement and all exhibits attached thereto, and the Secretary/Clerk of the Governmental Entity is hereby authorized to attest [o the foregoing and affix the seal of the Govemmental Entity to such documents. Section 2. Other Actions Authorized. The officers and employees of the Governmental Entity shall take all action necessary or reasonably required by the parties to the Agreement to carry out, give effect to and consummate the transactions contemplated thereby and to take all action necessary in conformity therewith, including, without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the Agreement. Section 3. No General Liabili[v Nothing contained in this Resolution, the Agreement, or any other instrument shall be construed with respect to the Govemmental Entity as incurring a pecuniary liability or charge upon the general credit of the Govemmental Entity or against its taxing power, nor shall the breach of any agreement contained in this Resolution, the Agreement, or any other instrument or document executed in connection therewith impose any pecuniary liability upon the Governmental Entity or any charge upon its general credit or against its taxing power, except to the extent that the payments payable under the Agreement are special limited obligations of the Governmental Entity as provided in the Agreement. Section 4. Authorized Signatories. Following are the true names, correct titles and specimen signatures of the incumbent officers referred to in the foregoing resolution: Name (Print or Type) Title (Print or Type) Pat Tinley Kerr County Sudge Signature ~~ \ ~~ r ~ Section 5. Effective Dale. This Resolution shall be effective immediately upon its approval and adoption. This Resolution was adopted and a//ppr~~oved on Signature:-~P ~~ ~ }'1 ~/,I~7~1~~ ~acretary /Clerk k" ` ~__~~u...31tt i tiEt~Y): A. 171?M~t'St7h, t );~n€ey Name Primed: Date: tJ'~ " ~ 7 - ~. i7 l7 ~, ~'°. 7i~fi ~ ski (.~~J ~V~ ~~ - t. `~i ~ ,.. ~'~III~~~E~kEti~~dIIII ATTACHMENT C OPINION OF LESSEE'S COUNSEL (Please Furnish this Text on Attorney's Letterhead) Date: Lessor: Caterpillar Financial Services Corporation 2120 West End Avenue Nashville, TN 37203-0001 Re: Governmental Equipment Lease-Purchase Agreement dated as of , by and between KERR COUNTY, TEXAS and Lessor. Ladies and Gentlemen: I have acted as counsel to Lessee in connection with the execution and delivery by Lessee of the Governmental Equipment Lease-Purchase Agreement described above, and all related exhibits, attachments and other documents necessary to consummate the transactions contemplated therein (collectively, the foregoing is referred to as the "Lease"). Based upon the foregoing examination and upon an examination of such other documents, records, and certificates and having made such other investigation as I consider necessary to render [he opinions herein, 1 am of the opinion that: I. Lessee is a duly organized and ]egal]y existing as a political subdivision under the Constitution and laws of the State of Texas (the "State") with full power and authority to enter into the Lease and to carry out its obligations thereunder and the transactions contemplated thereby. 2. The Lease has been duly authorized, executed aad delivered by Lessee and, assuming due authorization, execution and delivery [hereof by Lessor, constitutes the legal, valid and binding obligation of Lessee, enforceable against Lessee in accordance with its terms, subject to any applicable bankruptcy, insolvency, moratorium or other laws or equitable principles affecting the enforcement of creditors' rights generally, and does not violate any judgment, order, law or regulation applicable to Lessee. 3. No litigation or proceeding is pending or, to the best of my knowledge, threatened to restrain or enjoin the execution, delivery or performance by Lessee of the Lease or in any way to contest the validity of the Lease, to contest or question the creation or existence of Lessee or its governing body or the authority or ability of Lessee [o execute or deliver the Lease nr to comply with or perform its obligations thereunder. There is no litigation pending or, to the best of my knowledge, threatened that seeks to or could restrain or enjoin Lessee from annually appropriating sufficient funds tm pay the Lease Payments (as delined in the Lease) or other amounts contemplated by [he Lease. q. The authorization, approval and execution of the Lease and all other proceedings of Lessee relating to the transactions contemplated thereby have heen performed in accordance with all applicable open meeting, public records, public bidding and all other laws, rules and regulations of the State. The appropriation of moneys to pay the Lease Payments coming due under the Lease does not and will nn[ result in the violation of any constitutional, statutory or other limi5ation relating to the manner, form or amount of indebtedness which may be incurred by Lessee. S. The Lessee is within the meaning of Section 103 of the Internal Revenue Code of 1986, as amended, anc9 Treasury Regulations and Rulings related thereto, a state or fully constituted political subdivision or agency of a state. The portion o(Lease Payments made by Lessee identified as the interest component thereof will not be includible as Federal gross income rmder applicable statutes, regulations, court decisions and rulings existing on the date of this opinion is not an item of tax preference and consequently will be exempt from proses[ Federal income taxes except [o the extent taken into account in determining adj usled cw rent earnings for the purpose of computing the alternative mininunn tax imposed on cei lain corporations. Very truly yours, type name and title under slgnnwm dill ~1~i51;I~+~Ci~t~~~llll KERR COUNTY ATTORNEY REX EMERSON COUNTY COURTHOUSE, SUITE BA-103 706 MACN STREET KERRVILLE, TEXAS 78028 ATTACFIMENT C OPINION' OF LESSEE'S COUNSEL Date: tt' IJt.4^ i~ r u°°b Lessor: Caterpillar Financial Services Corporation 2120 West End Avenue Nashville, TN 37203-6001 Re: Govemmental Equipment Lease-Purchase Agreement dated as of E•~Ir{-..~. x~ , ,..vc~y , by and between KERR COUNTY, TEXAS And Lessor. Ladies and Gentlemen: I have acted as counsel to Lessee in connection with the execution and delivery by Lessee of the Governmental Equipment Lease-Purchase Agreement described above, and all related exhibits, attachments and other documents necessary to consummate the transactions contemplated therein (collectively, the foregoing is referted to as the "Lease"). Based upon the foregoing examination and upon an examination of such other documents, records, and certificates and having made such other investigation as I consider necessary to render tine opinions herein, I am of the opinion that: 1. Lessee is a County, duly organized and legally existing as a political subdivision under the Constitution and laws of the State of Texas (the "State"} with full power and authority to enter into tlae Lease and to carry out its obligations thereunder and the transactions contemplated thereby. 2. The Lease has been duly authorized, executed and delivered by Lessee and, assuming due authorization, execution and delivery therof by Lessor, constitutes the legal, valid and binding obligattion of Lessee, enforceable against Lessee in accordance with its terms, subject to any applicable bankrupRCy, insolvency, moratorium or other laws of equitable principles affecting the enforcement of creditor's riights generally, and does not violate any judgment, order, law or regulation applicable to lessee. 3. No litigation or proceeding is pending or, to the best of my knowledge, threatened [o restrain or enjoin the execution, delivery or performance by Lessee of the Lease or in any way to contest the valiidity of the Lease, to contest or question the creation or existence of Lessee or its governing body or [he authority or ability of Lessee to execute or deliver the lease or to comply with or perform its obliga[irnns thereunder. There is no litigation pending or, to the best of my Inowledge, threatened that seeks to our could restrain or enjoin Lessee from annually appropriating sufficient foods to pay the Lease Payments (as defined in the Lcase) or other amounts contemplated by the Lease. MAllx' 1'JUMBEIZ (830) 792-2220 HOT CHECKS (830) 792-222.1 ~ FAk (830) 792-2 ?28 4. The authorization, approval and execution of the Lease and all other proceedings of Lessee relating to the transactions contemplated thereby have been performed in accordance with all applicable open meeting, public records, public bidding and all other laws, rules and regulations of the State. The appropriation of moneys to pay the Lease payments coming due under the lease does not and will not result in the violation of any constitutional, statutory or other limitation relating to the manner, form or amount of indebtedness which may be incurred by Lessee. 5. The Lessee is within the meaning of Section 103 of the Internal Revenue Code of 1986, as amended, and Treasury Regulations and Rulings related thereto, a state or fully constituted political subdivision or agency of a state. The portion of Lease Payments made by Lessee identified as the interest component thereof will not be includible as Federal gross income under applicable statutes, regulations, court decisions and rulings existing on the date of this opinion is not an item of tax preference and consequently will be exempt from present Federal income taxes except to the extent taken into account in determining adjusted current earnings for the purpose of computing the alternative minimum tax imposed on certain corporations. Very truly yours, M. ex Emerson, Kerr County Attorney Physical Damage Insurance Coverage Information (Customer Copy} Before financing your equipment, you must arrange physical damage insurance on the equipment identified below. The insurance may be provided through an insurance agent or insurance company of your choice, provided the insurance company satisfies minimum financial requirements. As an alternative to obtaining your own insurance, you may elect to have your equipment insured under coverage arranged by Caterpillar Insurance Services Corporation that has been designed specifically for the purchasers of Caterpillar equipment and issued [o your Caterpillar Dealer and Caterpillar Financial Services Corporation by Caterpillar Insurance Company. 1 hereby request and apply for information and a quote for physical damage insurance from Caterpillar Insurance Services Corporation for the following equipment in the following manner; Model tt Serial N Equipment Description Value Includinr; Tax Pymt Method-1 Total Premium Pymt Meihod-2 Finance Pymt A. 4200 Caterpillar Backhoe Loader 571,936.00 54,531.90 586.25 FDP246fi9 8. 4200 Caterpillar 8azkhce Loader 571,935.00 54,631.90 586.25 FDP26626 C. D ~~~_ - ~ ~- -~;~ anaron eslau Authorized Insurance Producer Policy Summary Please note: This is only a brief description of the Physical Damage Program. Contractual provisions contained in the policy will govern. Coveraec Caterpillar Physical Damage Insurance protects your equipment against physical damage losses, including collision, fire, theft, vandalism, upset or overturn, floods, sinking, earthquakes and other unfortunate acts of nature. The protection has been designed For owners of heavy equipment and provides superior benefits you most likely would not find in other plans. The Caterpillar Physical Damage Insurance does include normal exclusions. The exclusions included are wear and [ear, mst, loss of income, war, nuclear damage, and mechanical breakdown, automobiles, walercra h, waterborne shipments, tires or tubes damaged by blow-out, puncture, and road damage. Repairs When a covered loss occurs, [his plan will pay for Caterpillar replacement parts on all your new or used Caterpillar equipment On all non-Cate~illar equipment, the plan will pay for comparable replacement parts. F..... rvo uxu si uw u~m.r coJ~~ i_~ do ai n.n, inn nrzour. ~ i i vale? Translrortatian Your Caterpillar plan will pay for round-trip transportation of covered damaged equipment to and from your Caterpillar dealer's repair facility, up to $2,500 limit. Rental The plan allows for rental costs up to $2,500 that you incur to rent similar equipment following a covered loss. You are automatically protected with up to $100,000 of coverage for damage to the similar equipment you rent. Claims In the event of a total loss, the policy will pay the greatest of the following: - The payoff value of the loan on the damaged parts or equipment as of the date of loss - The actual cash value of that covered property; or - The cost of replacing that property with property of like kind and quality; or The policy will pay 10%of scheduled loss, up to a $(0,000 maximum for debris removal. The policy will pay fire department service fees up to $5,000. Deductible $1,000 Construction and Agricultural Equipment Deductibles: $10,000 deductible all logging Equipment Customer Service If you have any questions or need additional derails, see your Authorized Cat Dealer or call Cat Insurance toll free at 1-800-248-4228. You may also a-mail Cat Insurance at Catlnsurance ncaLcom. POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE Your policy provides or, if [his notice is being provided in connection with an offer of new or renewal coverage, would provide coverage for acts of terrorism subject to all terms, conditions and limitations of your policy. You shrauld know that under your existing or proposed coverage, any losses caused by certified "acts of terrorism" as defined do Section 102(1) of the Terrorism Risk Insurance Act of 2002 (the Act), are partially reimbursed by the United States ok America. The term "act of terrorism" means any act that is certified by the Secretary of the Treasury, in concurrence; with the Secretary of State, and [he Attorney General of the United States - to be an act of terrorism; [o be a violent acs or an act that is dangerous to human life, property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of an air carrier or vessel or the premises of a United States mission; and to have been committed by an individual or individuals acting un behalf of any foreign person or foreign interest, as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of tthe United States Government by coercion As provided for in the Act, the United Stales of America pays 90 percent of dxe covered terrorism losses exceeding the statutorily established deductible paid by the insurance company providing the coverage. The premium for this coverage shown below does not include any charges for the portion of loss covered by the Federal eovernmenl under the Act. The portion of your premium that is attributable to coverage for terrm~ist acts certified under the Act is: $ None_ For any politics and renewals issued on ur after February 24, 2003, the above disclosure, modified to reflect your purchase of coverage, will he set forth in an errdursemcnt to your policy r~•,~~, N~~ nsncsr-uw owi., i,~a. ri+n eiara o~~u.aoun+ ii r~icr ~~~~ ~t~ ~k~'~~~~~~~{~~~~ ~~~ APPLICATION FOR PHYSICAL DAMAGE INSURANCE COVERAGE (Return with Euuinment Documents) Model # Equipment Description Value Pymt Method-1 Pymt Method-2 Serial # Including Tax Total Premium Finance Pymt A. 420D Caterpillar Backhoe Loader $71,935.00 $4,531.90 $86.25 FDP24569 8. 420D Caterpillar Backhce Loader $71,935.00 54,531.90 $86.25 FDP25626 D. c -~."_ _ _-- - -•--r i~_~_ Sharon Blair, Authorized Insurance Producer Option A Arranged by Caterpillar Insurance Services Corporation Colerpillar Incur/nce Services Corporation will receive compensation jmm Caterpillar lnsurmme Company with placement ojcovernge I understand that [he total insurance premium for 60 months will be $9,063.81, which is $1,812.76 per year based upon the total equipment value of $143,870.00. Method I ^ 1 will finance the insurance premium, including finance charges, of $172.50 per scheduled equipment payment. The finance charge is calculated at 5.35% per annum nn the total insurance premium covering the full term of the finance agreement. Method 2 ^ 1 desire coverage for an initial l2 month term. I will pay [he $],812.76 premium and return the payment with the signed equipment documents. Please snake check payable to Caterpillar Insurance Company. Method 3 ^ I will pay the total premium and return the payment with the signed equipment documents. Please make check payable [o Caterpillar Insurance Company. 1 understand that the quote I receive is not a binder of insurance. If 1 elect to obtain coverage from Caterpillar Insurance Services Corporation, coverage will be effective in accordance with the terms and conditions of the issued Policy and that 1 may terminate the coverage at any time with advance written notice. I acknowledge that I have been notified that, under the THRRORISM RISK INSURANCE ACT of 2002, any losses caused by certified acts of terrorism under Iny policy will result in coverage under my policy that will be partially reimbursed by the United States as outlined in the attached policyholder disclosure notification. Customer Name: KERR COUNTY, TEXAS Uealer Name: HOLT TEXAS, LTD Fraud Warnine All slates other Than: Ofl, VA. LA, NE, OK, OR nr VT, Any person who knowingly and with intent m defiaud any insurance company or other person files an apphcation (or insurance nr statement of claim containing any materially false information, or conceals for the purpose ofmisleading informoliun concerning any Fact material thereto, commits a (rauduleut insw once act, which is a crime anJ vholl also be subject to a civil penalties. Qn DC, ME, and TN, insurance benefits may also be denied.) In OH: Any person who, with intent In JeGauJ or knowing that he is Facilitating a fraud against an insurer, submiA an application or fite~ a claim enntaimng a false or deceptive statement is guilty of insurance fraud. In VA. II is a crime to knowingly provide false, incomplete or misleading information to an insurance company (nr the puryuse of del}auding the company Penall ies include imprisnnmenl, fines and Jarial of insurance benefits. Please no[e~. IF you hove any yues[iuns or need additional details, please contact I-B00-248-4228. In addition, if you would Ike a no obligation quote un your additional eyulpmcnt, cull Sharon Blair a[ I-R00-Z4R-4228 e't. R 121. .4ccepled By ~~.~__ Title: \\ _ Prim Nome. ~ Date'. \. ru„~~I~IrvL~ hrarikrsr-i poi ingod., r'~•n. r i m v i std inn erzuu~ a n cola dlll 4~ 14~t i~t61~ k'ILN.'®I III Option B I elect to obtain my own commercial insurance on the equipment shown be6ow from the following agent and insurance company. I understand that the processing of this transaction can be held pending receipt and verification of this information. Date March 27, 2006 Customer's Name KERR COUNTY TEXAS Address 700 MAIN ST RM 103 City KERRVILLE State TX Zip 78028 Dealer Name HOLT TEXAS LTD. I have entered into the above agreement under which I am responsible for providing insurance against ALL RISKS of direct physical loss or damage for the actual cash value of the following equipment, subject to common exclusions such as damage caused by corrosion, rust, mechanical or electrical breakdown, etc. Model # Equipment Description Value Including Tax Serial # A. 4ZOD Caterpillar Backhoe Loader $71,935.00 FDP245fi9 B. J20D Caterpillar Backhue Loader $71,975.00 PDP2S626 'TEXAS ASSOCIATION OF COUNTIES Insurance Agency Karen Therrien Insurance Agent's Name 1210 San Antonio Street Stree[ Address Austin Texas 78701 City State Zip 800-456-5974 512-478-0519 Agent's Phone Number Fax Number karent@county.orq Agent's E-mail Address TO CUSTOMER'S INSURANCE AGENT t hereby instruct you to add Caterpillar Financial Services Corporation as a loss payee: [}~ To my existing policy number C1330 ,which now provides the coverage required, or I ] To a policy which you are authorized to issue in the name listed above which will provide the coverage required. Caterpillar Financial Services Corp must be given written notice within 30 days of any cancellation ornon-renewal. Il is also understood and agreed that a hreach of the insuring conditions by the customer, or any other person shall not invalidate the insurance to Caterpillar Finannal Services Corporation. ~aDy L ~t1f1LIA'YYI.S ~Z"?1~AR,.i11~ r o '' .~,~ March 27. 2006 Print Name Customers ature,},,,i-~, ~. ~ /!-„a',[. Date PROCESSING OF PLEASE FORWARD A COPY OF THE CERTIFICATE OR BINDER EVIDENCING COVERAGE TO: CATERPILLAR FINANCIAL SERVICES CORPORATION 2120 West End Avenue Nashville, 7N 37203 Faz q PLEASE ATTACH A COPY OF THIS NOTICE TO PROOF OF INSURANCE hnn 4~ I1ALI[ ˘. /IIJ I)˘Ial od. El u[I aINJ~I IU~14/.IIOL911 FA1fT ~~~ ~S~ ~~r~~~.i~~~~0~ ~~ VERIFICATION OF INSURANCE Lessor: Caterpillar Financial Services Corporation 2120 West End Avenue Nashville, TN 37203-0001 Lessee: KERB COUNTY, TEXAS 700 MAIN ST RM t03 KERRVILLE,TX 78025 Subject: Insurance Coverage Requirements I. The above-named Lessor and Lessee have entered into Governmental Equipment Lease-Purchase Agreement dated as of- (Ihe "Agreement"). In accordance with the Agreement, Lessee k~as instructed the insurance agent named below: 'T'EXAS ASSOCIATION OF COUNTIES Address: 1210 San An+onio Street -Austin. Tx 78701 Phone No: (1300) 456-5974 Agent's Name: Karen Therrien to issue: a. All Risk Physical Damage Insurance on [he Equipment (as defined in the Agreement) evidenced by a Certificate of Insurance and Long Form Loss Payable Clause naming the Lessor and/or its Assignee, as loss payee. The Coverage Required: the aggregate purchase price for the Equipment. b. Public Liability Insurance evidenced by a Certificate of Insurance, naming the Lessor and/or its Assignee as Additional Insured, with a minimum of $1,000,000 per occurrence is required. 2. Proof of insurance coverage will be provided to Lessor or its Assignee prior to the time the Equipment is delivered to Lessee. Lessee: KERR COUNTY, TEXAS Signahirt,'~ Y ~.~ Pat Tinley ay: Print Naine Title: k~S , c~i,~ ~) y,-`iv h,f ` `7`~ C ~ ~>' ~'<'t~t~t?UI:1'\, VIII ~`~k~i~h~~V'~~~rl III CUSTOMER INFORMATION VERIFICATION (Required Document) In our efforts to continue providing timely customer service, we need your assistance confimting the following information. If any information is incorrect or missing, please note the necessary changes below and return this form with your signed documents. Thank you in advance for your cooperation. The below information has been reviewed and is accurate to the best of my knowledge with exception of any corrections as noted. Customer Initials Current Information on file Please make corrections here Customer Name: KERB COUNTY, TEXAS Physical Address: 700 MAIN ST RM 103 KERRVILLE, TX 78028 Mailing Address: 700 MAIN ST RM 103 KERRVILLE, TX 78028 Equipment Location: 700 MAIN ST RM 103 4010 San Antonio I-IWV. KERRVILLE, TX 78028, KERB Kerrville, Texas 78028 Business Phane: (830)792-2236 830/792-2235 Fed. ID # or SS #: 746001494 E-mail Address: kCeUditl(dCO.kerr, tx.llS Accounts Payable Contact Name and Phone: Nona Tucker or Joy Johnson (830) 792-2236 Tax Information Sales Tax Rate: 0 (Please note: Sales Tax Rate, includes all applicable State, County, and City sales tax) Cily Lumts Asset outside the City Limits? Yes_ No~ Tax Exemption Status Please indecate if you are tax ezentpt. t L5 If you are tax exempt -please enclose a curre l~ tax exe motion certificate to be ref rrn od with your documents -Not needed by CFSC if dealer ISC Uther Intro maiion. bI N~Y~KJ~~~~V~N~E:~~.l'~I.CIf III TEXAS 5ALE$ bFlD USE TAX EXi=M,CpFION CERTk1=MCATION (TAX ID# : 74-6001444 } name or purtluwr, Rrm or spsncy KERR COUNTY bdreu (5rreer h nu~rppr, P.O. aJY 0l Roux numFeA Pnnna (Arer cod and wmG ,~ 700 MAIN, ROdM 103 (830)742-2235 (Auditor) uty,sma,nP~od. -._._. KERRVILLE, TEXAS 78028-5327 I, the purchaser named above, claim an exemption from payment of sales and use taxes for the purchase of taxable items descritted below or on the attached order or invoice form: Boller, CATERPILLAR FINANCIAL SERVICS gpRPCx2ATION Street address: 2120 WFS'P END AVE[dUE City, State, ZIP co~• TN 37203-0002 Descrlptbn of Items to be purohaeed or on the attached order or invoice: Lease-Purchase 2 new 420D 13acl+:hoe Loaders Pixcheser Balms [his exemption for Ft1e foiowiny reas~R: County Government t untbrstmd that I wHt be Habls For payment of seiee or use taKec wt,i;,n may become due Por tailors to comply with tha provisldts of tha TaxCode: Urtilted Saiss, Excite, and lks Tsx kct; tAUh~ipal Sales and Use Ta>bte ttlar access to a 1 e eotronwall Peoria, tU USA coostrvation, and me P vin9~ Hated by Cat os~V oad defed< nasty beco Cater j w Naw eadhmo roes deaig anry. co[ract ~ under {his vra w Allowing g hour's stored data. bandlfn9 gxar~nonthlf5agcomptetapstrn9 Note'. Ikemsrepl° a e aterp~r' and {or f ilures r sultin ° eater era,. ti6eeze, Caterptlfa[ d tot as eats fn such the PropedY ui ~ sit ~ by the Calerp4lacsis sp°nsible edges replacem irH defect. Um not re "'fie en95°es u$~d s prior to w RePta°e trsbr s ~e unusa a p 1 which C ter ~~ a whew r roduct. such macho r yYork other service ttem tabor °eeneW hom~~ Caterpipa P installed °n b the ~dtanothar customary °{ a or Installation ai a ~eascn~e and tin t~sgapae other rs AnY rope ads not sold 'r w Attachme~unloss cove Sydtement d {ha defect, exceP d by er. n P deRVary rrprovfd originaHY rm9 Tool spa r s, accessory items a warranty ardYl• ~~ m c0~merrt engine ar source apP~o rd b is Warr preakage 4~n a Caterp4tar dealer is lim~edhe usei s w Attachment CatarPiltar. manufacture against brand Ground m qh~ use, labor roved by air. ~. wartaruY warranty fga[. and installation ar aPP s rep An addihonai daln CatarPdta tits Cate and removal a ~ctandlorimPrO~ a{ter aPPkCeble to ~ }teier to the aPPHc° onN, w Abuse, n 9 the Product avadabme Tob~~r~edetall. N1ar brand resRansfbrldY• 1~ngag;ng delay m making R n ent ro w User s roduct r° statem not aRPh t° CaterPwnich are r pasPonsibittites for' firs n of a po1entral P a d does Use tespoasrble t bai g notified ad'}ust data to the mends wanantY Work Yoots The user is This CaterpHta~~r warrant~s• a delivery ~ 9 w Unauthorized rePa'r Shan es roof of th batteries °r ar Caterp the uth ed fuel sedi coveredhY°tn cttothefoNowing'. wprovtdi°g P oRin9 una oriz ns subte user. wim tm P , reverses e... rs socrarod i11ar c°ntinued ° ,~ this wanantY wanaurs, wTf+e °b5t5 as I n , rind nts, the er °Caterp C,~.U armnh' pe ~nd altachrrre o eratMg ud• ~' ~~ ~ ' ~N chime 1500 P rw%ry Pr°d stated and ~ , , ma or ofd t as ,~~~1~~ w > > el' }l Far new 52 ~ s data r costs, ex°°D f first, drag from w Cabo ties". : ~ 7..~.' i'! DenOd vet occurs stn pesP°nsibfG whrce Frsi user, t-"~ t to th HOLT COMPANY OP TEXAS TOTAL MACHINE VALUE ASSURANCE EXTENDED WARRANTY Warranty is offered by HOLT CAT OR CAT INSURANCE WARRANTY. These guarantees apply to'. Caterpillar model 420D SIN FDP245b9 Delivered to KERB COUNTY RUAD dt nrcttxrn Delivery date Dealer provides the following guarantees on this registered Caterpillar maclrine from [hc date of initial delivtay and expving when the machine reaches fi0 months from that date, or 7500 hours, whichever occurs first. TOTAL MACHINE WARRANTY This machine is warranted to be free from defects in material and workvtatrshrp dunng the life of the warranty period This warranty is limited to repair ar replacement (including boat parts and labor) of inspected parts determined to have been defective in materiel or worl®ansltip. An authorized Caterpillar Dealer must perform all waranty repairs. Customer shall pay all machine transportation costs or field service travel expenses to and from this location. This warranty does not apply to normal maintenance service (such as engine tune-up) or normal replacement or service or wear items. Holt Scheduled Oil Sampling (SOS) is inchured at no charge with this warranty. You are responsible for taking oil satuples and returning them to Holt at the intervals designated on this form or you will forfeit your coverage under tills limited warranty (CUaCQnIeC mural) OIL SAMPLING PROCEDURES Engine 250hrs All other compartments 500hrs GENERAL CONDITIONS AND LIMITATIONS Replacement parts provided are warranted far the remainder of the wartamy period to [he product in which installed. The machine may not be altered at modified in any manner, which affects the mechanical operations as designated by Caterpillar Inc. Machine repairs necessitated by misuse, abuse, negligence, or use of the machine beyond its rated capacities are not covered GENERAL CONDITIONS AND LIMITATIONS (continued) Machines, which have been substantially damaged 6y collision. accident, flood, fire, vandalism m similar occtnrence, are not covered. Delays resorting from strikes (Caterpillar, dealer, supplier, or camerl, acts of God or other oceurrences beyond dealer's reasonable colmol are not covered. Failure 6y owner or operator ro-perform required sen~ce and maintenance as defined by Manufacturer's Warranty, voids coverage on said equipment. Machine transportation cos[ to and from the designated facility will be the customer s respoostbitity. These guarantees are made by dre named Caterpillar dealer exclusivel}' and aze not bindingon Caterpillar Inc. or any other Caterpillar dealer. Caterpillar Inc. conducts Product Improvement Programs to improve machines sold to users. In the event a machine enrolled in "VA" is subject [o such a program the extended warranty will not apply to that improvement; however Dealer will endeavor to schedule such product improvement at the user's convenience. REMEDIES UNDER THE WARRANTY ARE LIMITED TO REPAIRS SPECIFICALLY PROVIDED, DEALER SHALL IN NO EVENT BE LIABLE FOR AAtY OTHER LOSSES, DAMAGES, COSTS, OR EXPENSES CLAIMED BY YOU, INCLUDING BUT NOT LIMITED TO' LO55 FROM FAILURE OF THE MACHQ.T TO OPERATE FOR ANY PERIOD OF TIME, AND ALL OTHER INDI1tECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES INCLUDING ALL PERSONAL INJURY AND PROPERTY DAMAGE DUE TO ALLEGED NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY WHATSOEVER. THE. WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES BY DEALER WHETHER EXPRESSED OR hbfPLIED BY LAIC' WITHOUT LIMffED TIME GENERALITY OF THE FOREGOFNG, DEALER MAKES NO WARRANTY OR MERCFIANTABII.ITY OR FITNESS OF THE MACHINE FOR ANY PARTICULAR PURPOSE. I understand and agree with the above stated "VA"Total Machine Warrant} uF.RR l'Ot tNTY ROAD & BRIDGE _ Com u~~ ;~~c*~~cJ Customer Authofized Signature Hoh Companyl/Authorized Signature Date ~ Date 031 2111 ZP_g5 15:1 ( 210-646-13495 HUU h 1f~:1f1C1HL Mk I Yq!at eler wJ 8;T2t [bIT 2 (malt8pl˘ •sr˘Rj Ca 4clading ['a}'ment geb cdule to Go.crnment of AgreC Went • Oae46 , 1U bcMncn CuRrpillnr Financial S9rvic9s Cctparscinn and KEI4N,'C%. COU ~'fY OF `lamer of P~}7nmtx Bq;;nning PAyR.ml Iet4r˘nt !'oµoladin~ Mtdi B˘Inlm Amount SJ4?93:'4 Ya7ln4nt CS 0 144,.20,(111 0.00 O.JC !4!,220.00 I 194,320 W 1,947.32 6µ2.9A H2$13.6G 2 1µ2.913b5 L%7.32 637.1˘ 141,1iU5.30 3 '41,60350 1,947.7"_ u?1.32 140,289,30 d 1µ0,2R930 1,94232 625,Su 133,96?.Ga 5 138,967 G4 1547.32 f19.36 Ui,C>39.48 6 13!,67µ.8q I,%:.32 6t 3.64 135,346.20 7 :.?6,306.20 1,447.3? 647,70 134y6fi.J8 d .74.965.58 194?,32 bet 72 133,63098 9 '?7,620.98 1,94%32 395.72 I}2,269.36 IO 133,264.36 I,%732 589. TO I}tl91:.76 II !30,911116 1447.32 383.64 f?7,5µ8A8 I2 l29,SdR.OR I,%'• 32 377.56 128.178.32 I3 128,178.72 !,_^4'.32 371.46 12fi,k72.16 Is 12'6,A02.µ6 1,94732 3x5.32 123,µ2U.46 IS 125,420.66 1,%7.32 559.16 124,03:.70 16 ;24,03250 1,%772 !5298 (22.6!7.96 17 I?2,637.96 1.947.3? 346.16 1?1,29740 IS 121.237.40 1,%7,32 63˘.13 IIO,83060 i9 !19,830.60 1,9˘7.3? }74.'.4 1(8,117.53 20 1!A,417.SZ 1.947.32 72194 116998 N 21 . 16.998.14 1,9˘7,32 32:52 113,572.4˘ 22 115,_'72.44 1,947.32 3:1.25 118,110.38 27 114,190.38 1,967.32 305.66 112,7U(5µ 24 112.:01µi 1,947.3? 301.46 111,25LU8 23 113,237.08 1,467,32 696A2 109,875. Jd IU9,R03.7R 1,947'3? 489.56 IOg,34FA2 27 108,.718.02 1,947.3? 4gJA6 106.883.':6 2B 106,NI83.75 1,%7.32 476,32 105,41296 ?9 195,412.46 1,947.72 46794 103,.^.J3 60 JO 103.973.6D 1.9x:.37 467 J8 LD2,a37,66 71 102,µ31.6G 1,947.}? 416,itl 107861,10 1 W.96:.IU 1,9µ75d 450.13 79,45390 .~: 99.463.90 1.947.72 343 as 9],950,D2 J4 97,96003 1,4x7.7? 436.]1 96,449,˘4 JS N(v44443 1/+41.32 6JOAV 94,98.72 !i, ˘µ,91'!.1i 1.947.32 µ37.2r pi 2 69,71 µ.2a 1.%TJ2 LO.yn 6A,Ot 1,72 S3 88,1177.72 i,%732 307 52 66.43}.92 34 GG,?33.92 1847.32 ?"6.18 ˘4,782.78 33 6µ,)g2 Td 1,9µ73d 2F 1.92 43,:?4.28 sb 6312425 1.94''.71 ?k Lµ? 614sy.S8 si 61, ~3F3g 1,')47,3: :74 JU 59,761 A6 =n. Ja.=m :'1,-. ue~ %~ '~IYgii Pnq~l Ca[tmllar Fo~sniivl $avic.:!Cor:or˘Ijs ['~3l1b%