HomeMy WebLinkAboutBPW-07-19-06-06 Mayor/Ford Lease
RESOLUTION NO. BPW-07-19-06-06
A RESOLUTION OF THE BOARD OF PUBLIC WORKS AND SAFETY OF THE CITY OF
CARMEL. INDIANA. RATIFYING THE EXECUTION OF A CONTRACT
WHEREAS, the executive officer of a municipality has the right and authority under Indiana law
to enter into contracts on behalf of the municipal corporation; and
WHEREAS, due to the exigencies of time, City of Carmel Mayor James Brainard, upon the
advice of the Carmel City Attorney, executed that certain Lease Agreement ("Agreement"), attached
hereto and incorporated herein as Exhibit A; and
WHEREAS, the City of Carmel Board of Public Works and Safety now desires to ratify the above
actions of Mayor Brainard and to adopt the same as the act of the Board.
NOW, THEREFORE, BE IT RESOLVED by the Board of Public Works and Safety of the City
of Carmel, Indiana, as follows:
I. The foregoing Recitals are fully incorporated herein by this reference.
2. The actions of Mayor James Brainard in executing the Agreement are hereby ratified and such
actions are hereby approved and adopted by the Board as its own.
1()/-L SO RESO VED by the Board of Public Works and Safety of the City of Carmel, Indiana, this
~ day of , ,2006.
6~
Lori S. Watso
Date:
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GOVERNOR/MAYOR LEASE VEHICLE PROGRAM
LEASE AGREEMENT
For d Mot 0 r Com pan y. as Lessor,
. hereby agrees to leese e
as Company Vehicle Tag No.
2<l07 MARINER HYBRID 4WD
073R524
10 Lessee
at the annual lease rate of
CITY OF CARMEl, INDIANA
MAYOR
$ 6588.00
as the official busln....s car of Its
as specified In Lessee's factory order (the "Lease Vehicle"') under the following TERMS AND CONDITIONS:
1. EauiDment
The Lease Vehicle shall be the latest model-year vehicle and furnished with all equipment necessary to its lawful
operation. with all standard production accessories, and with such optional axtra equipment available in the normal
production run as specified in your factory order.
2. Lease Fee
Lessee's obligation to pay the lease fee (Including the monthly Installment payments provIded for In Paragraph 2b.
and any other oasts that may be due and payable hereunder) shall not be contingent upon or delayed pending
Lessee's receipt of any payment or reimbursement from any third party.
The annual lease rate shall be paid In accordanca wtth one of the following payment plans selected by Lessee and
Indlca1ed on the last page of this Lease Agreement:
a. LUMP.SUM PAYMENT Is dUB on the dale the Lease Vahicle Is delivered to Lessee, and Is payable upon
presentation by Lessor to Lessee of properly certified vouche", or invoices. If, on the delivery of a new model-
year vehicle pursuant to Paragraph 7, less than one year remains In the term of the present Lease. the lump-
sum payment shall be adjusted to be an amount determined by apportloning the annual rental on a dally basis
over the term, and the Lessee shall receive a credit In the amount of the difference between the lump-sum
amount actually paid and the amount so calculated less any other payment obligations due and owing from
Lessee with respect to the Lease Vehicle. If the Lease Vehicle Is In service longer tI1en the lease term (mom
than one year), Lessee will receive a monthly debil invoIce for each additional day in en amount determined by
apportioning the annual nental on a daily basis.
b. MONTHLY PAYMENTS are due at the end of each month during the term of the lease and payable upon
presentation by Lessor to Lessee of properly certified vouchers or Invoices. For full calendar months during
which this Lease Is In effact, each instailment payment shall be In an amount equal to one-twelfth of the annual
rental. For those months during which this Lease Is In effect that are less than full calendar months, each
Installment payment shall be in an amount determined by apportioning the annual rental on a daily basis.
c, Lessee shall pay eacb invoice within thirty (30) days after receipt. Payment checks shall show the related inv[)ice
billing number and cus10mcr account number and shall be made payable to Ford Motor Com:paoy, P. o. Box 70S48,
Cbicago, IL 60673.
d. Accounts with past due balances greater than 120 days are cause for termination from the program. Lessee is
liable for all debts Incurred prior to termination.
For purposes of computing amounts payable under this Lease, the Lease term shall be deemed to have 365 days
and each frac1!on of a day shall count as a whole day. '
3, Lease Tenm
The term of this leese, with respect to each vehicle, shall begin on the date the vehicle is delivered to the Lessee and
shall conllnue for a period of 24 months (2 years).
(The Vehicle Delivery Form will be provided to the Lessee by the dealership at time of delivery of the Lease Vehicle.)
'The term "Lease Vehicle" as hereinafter used shall mean the vehicle leased hereunder (or any substitute or replacement
therefore).
EXHIBIT A
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lease Agr....ment
.2.
Tag No. 073R524
4, Title & Realstratlon
Lessor shall retain title to the Lease Vehicle and shall, at its expense, provide vehicle registration and license plates,
excluding costs for any unique state or local taxes charged at the time of tilling/registration (sucn es, excise or RTA
tax, ad valorem tax, use tax, titling tax, motor vehicle tax, wheel lax, tire lax, ownership lax, clty tax, parsonal property
tax, etc,), lessee is liable for lhe unique stete or Ioeallaxes and will be in\fOlced for the laxes by lessor.
S. Maintenance
Lessor shall pay for new vehicle preperation and delivery, repairs, replacement parts (Including llres), routine
maintenance and servicing required under normal use to keep the Lease Vehicle In proper operating condlllcn,
provided that such repairs, parts, maintenance, and servicing are obtained at an authorized Ford Molor Company
dealerShip franchised to sell and service the make of car covered by this lease Agreement. H Is the lessee's
responsibility to comply with the recommended vehicle maintenance schedule ouUlned In lhe Owner's Manual.
Lessee shall provide at Its expense all gasoline and windshield solvenl required for the proper operation or protection
of the lease Vehicle, and for such washing, parking, garage, highway or other fees or costs as may be Incurred apart
from routine maintenance and In connection with the operation thereof,
6. I""talled Eouloment
Lessee shaH not place any sign, mar1<ing or eculprnent In or upon the lease Vehicle (excepl a sign or marking
Identifying the Lease Vehicle as an official vehicle) without lessor's prior written consent and shall bear Ihe cost of
removing any such sign, mar1<lng Or equlpmenl ~nciudlng telephones or other tnansmitting or receiving devices) at the
termination of this lease and of repairing damage caused by such removal.
7. Reolecement Vehicle
lessor may replace the lease Vehicle at any time after the introduction of any new model thereof, with a new model
of the same make and having similar eqUipment, it being underslcod that the date of such replacement shall be wfthln
our discre~on and that any such replacement vehicle shall be leased and used by Lessee In accordance with this
agreement. In the event such a replacement is made, a revised Delivery Form describing the replacement vehicle
shall be executed, and such revised Delivery Form shall be substituted for that original executed or for any
subsequent subslltute schedule.
8. Insurance
lessee, at Its sole cosl and expense, shall procure and mainlaln during the term of this Agreemerrl, from Insurers
listed In a current "Best Insurance Guide" as possessing minimum pollcyholde~s rating of "A." and a financial category
of 'VI", commercial automobile liability and commercial general liability Insunance covering body Injury liability and
property damage liability, Including broad form ptoperty damage liability and contractual liability coverage (either a
blanket policy or a policy applying specifically to this Agreement), with limits of not less than $3 million combined single
limit per occurrence of loss or damage. Such im:lurance coverage shall protect the Lessee, Ford and any person
using, operating or otherwise having an Interest in the Equipment and shall also meet the requirements of any so-
called "no-fault" law now In effect or which hereafter may be enacted.
Such Insurance policy shall name Ford as an addillonallnsured and shall provide that the policy may not be cancelled
or materially altered without 30 days prior writlen notice to Ford. The Insurance provided by the lessee will be primary
Insurance and will not be excess to or contributory with respect to insurance coverage, if any, .provided by, issued to,
or available to Ford. In addlllon, Ford shall be named as an additional insured on any excess or umbrella program
purchased or maintained by the lessee,
At or before delivery of the equipment to lessee, Lessee shall provide Ford with Acceptable evidence of Insurance
coverage in accordance with this Agreement by delivering certified copies of insurance policles that proVide (he
reculred coverage, or certified copies of exis~ng insurance policies that have been endorsed 10 provide the required
coverages, or certificates of insurance executed by the Insurer or Its authorized representative that certify the required
coverages, The furnishing of such Insurance shall not relieve lessee from any liability or 0 bllgation for Which it Is
otherwise responsible to Ford. Ford shall be under no duty to examine any certificate provided by Lessee or to advise
Lessee that Its insurance coverage does not comply wtth the requirements set forth herein.'
Indemnity
Lessee shall defend, indemnify, and save hannless Ford and Its subsidiaries and their respective officers, direvtors,
agents, and employees (herelnefter collectively called "Indemnltees") from and against any and all losses, damages,
claims, actions, costs. and expenses, Including bul not limited to, fees and expenses of legal counsel and expert
witnesses, that may be imposed upon or incurred by or asserted or entered against the lndemnltes, or any of them, by
reason of actual or alleged.
(i) Injury to or death of persons (Including, without limitation, any employee or employees
.of one or more of the Indemnlteas or of LeSSee or of one or more of Its contractors,
subconlracton;, vendors, or agents);
EXHIBIT A
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Lease Agreement
(II)
. 3 . Tag No. 073R524
loss of or damage to the property of any person or legal entity (inclUding, without
limitation, any property of any employee or employees of one or more of the Indemnities
or of Lessee or of one or mare of its conlractors, subcontractors, vendors or agents): or
(ill) violation of any law, ordinance of any govemment authority (Including, without limitation,
the United States of America or any of Its stales or localllles, or Canada or any of Its
provincea or localltles) by Lessee or by any of its contractors, subcontractors, vendors,
agents, or employees;
as a result or arising out of or In connection with the testing, evaluation, possession or use, by or an behaff of Lessee, or the
equipment, or the condlllon thereof: provided, however, that the foregoing agreement 10 indemnify and hold the Indemnitees
harmless shall not be epplicable to the exlent that any such loss, damage, claim, action,suil, judgement, decree, order, cost
or expense ere ettributable 10 the sale negligence or the wilfful or wanton misconduct of the Indemnitees. Lessee shall
promptly namy Ford of any event covered by this Paragraph of which Lessee has acluel nollce, and Ford shall be entHled to
participate In lhe defense of any claim for expenses.
EXHIBIT 4
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Lease Agreement
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Tag No. 073R524
9, Accldants .
In the event of an accident, physical damage or loss-In-e.cess of $100 Involvfng the Leasa Vehicle, Lessee shall
obtain a. written estimate of repair from an authorized franchise dealar prior to repair of the lease vehicle, shall
completa an ALItomobile Accident or Loss Reoort, and shall call Annarlcan Road Insurance within 48 hours of tt1e
accident, damage or loss.at 1-800-770-6696 (8:00 a.m,-8:00 p.m. EST). In the case of any loss or damage, Lessee
shall make the Lease Vehicle available fer inspection and repairs In accordance with Lesso~e lr'\Structlons, Without
the prior "authortzatlon of the Lessor, LeIS8BB shall not. under any circumstances, make or causa to be made
any "'pairs to a damagad LoallB Vehicle, Once the Automobile Accident or Loss Reoor! , is received, Lessor shall
repair or replace the Lease Vehicle provided, however, that the decision in each Instance to replace or repair shall be
al our discretion,
In the evantthat the Lease Vehlde shall be unavailable or rendered Inoperable by reason of such loss or damage,
then Lessor.may, at our election, make available Ie Lessee a cUlTent model vehIcle (which mey not be the same make
or model as the Lease Vehicle) for your temporary use undar tha tarms of this agnsement pending dalivery to you of
the repaired Lease Vehicle or a replacemant vahicie comparabla to the Lease Vehicle. It shall be Incumbant upon the
Lessee to return any such temporary substitute vehicle to Its originating source within 24 hours after noliflcation to the
Lessee that the repaired Lease Vehicle or a replacement vehlde comparable to the Lease Vehicle Is available. Thene
shall be no adjusbmant of the lease fae during this period.
Unless expressly agreed to by tha Lassor, In advance and in writing, Lessor Bhall hava no obligation to pay the cost of
or to reimburse to Lessae tha cost of any vehicle leased or rented by tha Lessee from any car rental company or any
other person or antity during the period in which the Lease Vahicle is renderad Inoparable to Lessee.. If the Lessor
agrees that the Lessea may obtain a tamporary substitute vehicle, tha Insuranca provided under this Laase
Agreement will not poovlde protection for the temporary substitute vehicle.
10. Claims
~ any claim is made or action commenced for damages for death, personal Injury, or property damage resulting from
or ariSing out of the ownership, maintenance, use or operation of the Lease Vehicle, you shall promptly notify us
thereof and forward to us a copy of every demand, notice, summons, or ether process received In connection
therewtth, You shall call Office of the Genaral Counsal at 1-313-845-4025, Nothing In this paragraph or In this
agreement shall be construed to ba an agreement by us to indemnify or hold you harmless against claims arising out
of your use, operation or possession of the Lease Vehicle.
11 , 0 aaratlon
LeBsae shall use and operata, and pelTnlt usa and operation of, the Leasa VehiCle only In a careful manner and In
compliance wilh all naqulramants of any governmental authority having jurisdiction, Including, withoutllmilalion, such
requirements as pertain to the age and licensing of drivers and to disclosure of Lessor's Interest in the Lease Vehicle.
In no event shall the Lease Vehlcla be misused or subjected to condttlons causing unusual depnaciation or be usad or
oparatad for an illegal purpose, or by a person undar the influence of alcohol or narcotics, or for the transportation of
goods or persons for hire. The Leasa Vehicle shall not be oparated outside the United States of America or Canada
without our prior written consant. In tha event that a vehicle Is retumed by the Lessee, which, In the detarmination of
Ford Motor Company has baen misused or subJectad to conditions causing unusual depreciation, the Lessea shall ba
responsible for the cosl of repair or reconditioning of the vahlcla with respect to such damage. In such evanls, Lessor
will forward to the Lessee an invoice for payment by the Lessee within thirty (30) days thereafter. Payment will be due
within thirty (30) days aftar receipt of such billing statament.
12. FinDS. Taxes. Assessments. Fees
Lessee shall pay all state andlor local fines, taxes, assassments, and othar governmental faas and charges payable
with respect to the Lease Vahicle or on tha UBe, possession, rental, delivery or operation thereof (eXCluding only net
incoma or gooss receipts ta.as payable on or measured by feas paid heraunder and registration and license fees),
and shall Indemnify and hold Fond MolDr Company harmless from and against any and all such flnes, Ia.as,
assessments, fees and charges, and all expenses, panaltlesl and forfeitures Incurred in connection therewith. Lessee
shall make all requlned reporting of Income to tha proper taxing authoritIes as weli as make all necassary Withholding
and payments of Federal, state, and local payroll faxas to such aLIthorltles to tha e><lenl naquired for the value of the
use of the Lease Vehlcla by your employees.
13. Oeliverv Delaw
Lessor shall not be liable for any fallura or delay In delivaring the Lease Vahicla, or for any failure ID perform any
poovislon hereof resulting from fira or othar casualty, riot, strike or other labor difficulty, governmental ragulation or any
inconvenience resutting from any theft, damage to, loss of, defect In, or failure of the Lease Vehicle or the tIme
consumed in recoverIng, repairing, adJusting, servicing or replacing the same, and there shall be no abatement or
refund of rental during such time.
EXHIBIT A-
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Lease Agreement
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Tag No. 073R524
14. RIch,..
This agreement Is one of leasing only and Lessee_shall not have nor acquire any right, title or Interest In or to the
lease Vehicle except the right 10 use and operate It as provided In this agreement.
15. Termination
This agreement Is for a period of 24 months (2 YDa....), If the Lessee wants to Terminate this Agrnement before
the completion of the 2 year / 24 month lease period, there will be an early lDnnlnatlon fee. The fee will be
the Monthly lease Fee times the Months remaining on the 24 month Lease Agreement.
16. Oblloalions
Lessee represents and warrants tha1lt Is duly authorized to enlDr into and perform all of Its obligations under this
agreement, that it has obtained all requisite approvals, Including budget appropriation approvals, with respect 10 its
obligations hereunder, and that this agreement is valid and legally binding upon Lessee.
17. Modifications
This Lease constitutes the entire agreement between the parties and may n01 be changed e.cept by an Instrument In
writing signed by the party to be charged. This Laase may not be assigned nor the Leasa Vehicle subleased by
Lessee without Lessor's prtor written consent. Lessee may assign this Lease at any time but shall not thereby be
relieved from any liability hereunder.
1 S. General Policy
In addition 10 the terms and conditions set forth above, the Lessee's continued use of the Lease Vehicle hereunder is
conditional upon the Lessee's Observing the provisions or Ford Motor Company's general policy on Company-owned
vehicles (as described In 'General PolIC'f', Ford Motor Company's Govemor/Mayor Vehlde Program), a copy of
which has been provided 10 the Lessee and the Lessee agrees to be bound.
If lhe terma and condltlon5 herein are accaptable to you, please so Indicate by Signing below and relurnlng the
original, along with your factory order, to tha Program Coordl nator.
lj;RDM ,ORCO IANY
. /
7-(,,-0(,
Jim Singleton, Manager
Federal & State Executive Lease Vehicle Program
Phone (202) 962-5368 Fax (202) 962-5459
IsinClletilllford.Gom
LESSEE CHECK ONE:
Wa slecltha follOWing payment plan outlined In
Paragraph 2:
a.' I -(,
b. Monthly payments (~
ACCEPTED AND AGREED: (Two Signatures required for lenes]
A
By: ~~rt':=1
(Printed Name) . 'If
fl1R Y fI t-
7- , - (>6
Tille:
Title:
.
By:
Date:
Date:
EXHIBIT A.
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