HomeMy WebLinkAboutRES 121902-ARESOLUTION NO. 121902 -A
A RESOLUTION OF THE GOVERNING BODY OF THE CITY OF GEORGETOWN, TEXAS AUTHORIZING
THE EXECUTION AND DELIVERY OF A MASTER EQUIPMENT LEASE- PURCHASE AGREEMENT AND
SEPARATE LEASE SCHEDULES AND CERTIFICATES OF ACCEPTATNCE WITH RESPECT TO THE
ACQUISITION, PURCHASE, FINANCING AND LEASING OF CERTAIN EQUIPMENT FOR THE PUBLIC
BENEFIT; AUTHORIZING THE EXECUTION AND DELIVERY OF DOCUMENTS REQUIRED IN
CONNECTION THEREWITH; AND AUTHORIZING THE TAKING OF ALL OTHER ACTIONS NECESSARY
TO THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS RESOLUTION.
WHEREAS, City of Georgetown (the "Lessee "), a body politic and corporate duly
organized and existing as a political subdivision, municipal corporation or similar public entity
of the State of Texas, is authorized by the laws of the State of Texas to purchase, acquire and
lease personal property for the benefit of the Lessee and its inhabitants and to enter into contracts
with respect thereto; and
WHEREAS, the Lessee desires to purchase, acquire and lease certain equipment
(including maintenance and other support service agreements) constituting personal property
necessary for the Lessee to perform essential governmental functions; and
WHEREAS, in order to acquire such equipment, the Lessee proposes to enter into that
certain Master Equipment Lease- Purchase Agreement (the "Agreement") and separate Lease
Schedules and Certificates of Acceptance relating thereto from time to time as provided in the
Agreement with Verizon Credit Inc. (the "Lessor "), the form of which has been presented to the
governing body of the Lessee at this meeting; and
WHEREAS, the governing body of the Lessee deems it for the benefit of the Lessee and
for the efficient and effective administration thereof to enter into the Agreement and the separate
Lease Schedules and Certificates of Acceptance relating thereto as provided in the Agreement
for the purchase, acquisition and leasing of the equipment to be therein described on the terms
and conditions therein provided;
NOW, THEREFORE, BE IT AND IT IS HEREBY RESOLVED by the City Council
of the City of Georgetown, Texas as follows:
Section 1. Approval of Documents. The form, terms and provisions of the Agreement
and the separate Lease Schedules and Certificates of Acceptance relating thereto as provided in
the Agreement are hereby approved in substantially the forms presented at this meeting, with
such insertions, omissions and changes as shall be approved by the City Manager or City
Attorney of the Lessee or other members of the governing body of the Lessee executing the
same, the execution of such documents being conclusive evidence of such approval; and the
Mayor or City Manager of the Lessee, or their designee, is hereby authorized and directed to
execute the Agreement, each Lease Schedule, each Certificate of Acceptance and any related
Exhibits and attachments attached to any thereof and to deliver the Agreement, each Lease
Schedule and each Certificate of Acceptance (including such Exhibits and Attachments) to the
respective parties thereto.
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Section 2. Other Actions Authorized. The officers and employees of the Lessee shall
take all action necessary or reasonably required by the parties to the Agreement, each Lease
Schedule and each Certificate of Acceptance to carry out, give effect to and consummate the
transactions contemplated thereby (including the execution and delivery of any tax certificate
and agreement, each with respect to separate Lease Schedules and Certificates of Acceptance, as
contemplated in the Agreement) 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, each Lease Schedule and each
Certificate of Acceptance.
Section 3. No General Liability. Nothing contained in this Resolution, the Agreement,
an Lease Schedule, any Certificate of Acceptance nor any other instrument shall be construed
with respect to the Lessee as incurring a pecuniary liability or charge upon the general credit of
the Lessee or against its taxing power, nor shall the breach of any agreement contained in this
Resolution, the Agreement, any Lease Schedule, any Certificate of Acceptance or any other
instrument or document executed in connection therewith impose any pecuniary liability upon
the Lessee or any charge upon its general credit or against its taxing power, except to the extent
that the Rental Payments payable under each Lease are special limited obligations of the Lessee
as provided in such Lease.
Section 4. Appointment of Authorized Lessee Representatives. The City Manager,
Assistant City Manager, and the City's Director of Information Resources are each hereby
designated to act as authorized representatives of the Lessee for purposes of the Agreement, each
Lease Schedule and each Certificate of Acceptance until such time as the governing body of the
Lessee shall designate any other or different authorized representative for purposes of the
Agreement, each Lease Schedule and each Certificate of Acceptance in which event the Lessee
shall notify the Lessor in writing of any new authorized representatives designated as herein
provided.
Section 5. Severability. If any section, paragraph, clause or provision of this Resolution
shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of
such section, paragraph, clause or provision shall not affect any of the remaining provisions of
this Resolution
Section 6. Repealer. All bylaws, orders and resolutions or parts thereof, inconsistent
herewith, are hereby repealed to the extent only of such inconsistency. This repealer shall not be
construed as reviving any bylaw, order, resolution or ordinance or part thereof.
Section7. Effective Date. This Resolution shall be effective immediately upon its
approval and adoption.
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ADOPTED and APPROVED by the governing body of the Lessee this 19th day of
December, 2002.
CITY OF GEORGETOWN, TEXAS
( "Lessee ")
By:
Dou Smith, Mayor Pro Tern
ATTEST:
Shir�nn, Ass 'st nt City Secretary
APPROVED AS TO FORM:
Patricia E. Carls, Brown & Carls, LLP
City Attorney
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