HomeMy WebLinkAboutResolution - 2012-R0176 - Assignment Of Lease To Master Lease Agreement - Banc Of America PCC - 05_03_2012Resolution No. 2012-RO176
May 3, 2012
Item No. 5.3
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to
,execute for and on behalf of the City of Lubbock, an Assignment of Lease to that certain
Master Lease Agreement dated February 9, 2006, by and between the City of Lubbock
,and Banc of America Public Capital Corp, and related documents. Said Assignment of
Lease is attached hereto and incorporated in this resolution as if fully set forth herein and
shall be included in the minutes of the City Council.
Passed by the City Council on May 3, 2012
TOM MARTIN, MAYOR
ATTEST:
Rebe a Garza, City Secretary
APPRCVLD AS TO CONTENT:
Cheryl Brock, Director of Fiscal Policy
,APPROVED AS TO FORM:
'Chad Weaver, Assistant City Attorney
vw:ccdocs"RES.Assignment of Lease -Banc of America Public Capital Corp
April 2, 2012
Resolution No. 2012-RO176
NOTICE AND ACKNOWLEDGMENT OF ASSIGNMENT
May 3
Dated April —, 2012
Banc of America Public Capital Corp ("Assignor") hereby gives notice that
it has assigned and sold to Capital One Public Funding, LLC ("Assignee") all of
Assignor's right, title and interest in, to and under each Part 1 Equipment List and Part 2
Payment Schedule to the Appendices set forth on Exhibit A hereto (each a "Lease" and
collectively the "Leases") to the Master Lease Agreement (as amended, the
"Agreement") dated as of February 9, 2006, by and between Assignor and City of
Lubbock, Texas ("Lessee').
For purposes of this Notice and Acknowledgment of Assignment
(the "Acknowledgment"), "Leases" means collectively the Leases identified on
Exhibit A hereto, together with all exhibits, schedules, addenda and attachments related
thereto, and all certifications and other documents delivered in connection therewith.
The term "Lease" specifically excludes all other Equipment List and Payment Schedules
entered into under the Agreement and rental payments other than with respect to the
Leases identified in Exhibit A hereto. Each capitalized term used but not defined herein
has the meaning set forth in the Agreement described above.
1. From and after the date of this Acknowledgment, all payments of rent and
other sums now or hereafter becoming due pursuant to the Leases or with respect to the
equipment described on the Leases (the "Equipment") shall be paid to Assignor as fiscal
agent for Assignee or, upon receipt of notice from Assignee or Assignor of the
termination of such fiscal agency, as directed in Assignee's invoices.
2. Lessee hereby agrees that: (i) Assignee shall have all the rights of Lessor
under the Leases and all related documents, including, but not limited to, the rights to
issue or receive all notices and reports, to give all consents or agreements to
modifications thereto, to receive title to the equipment in accordance with the terms of
the Leases, to declare a default and to exercise all remedies thereunder; and (ii) except as
provided in Section IV of the Leases, the obligations of Lessee to make rental payments
and to perform and observe the other covenants and agreements contained in the Leases
shall be absolute and unconditional in all events without abatement, diminution,
deduction, set-off or defense.
3. Lessee agrees that, as of the date of this Acknowledgment, the
information about the Leases set forth on Exhibit A hereto is true, accurate and complete:
4. Each Lease remains in full force and effect, has not been amended
and no nonappropriation or event of default (or event which with the passage of time or
the giving of notice or both would constitute a default) has occurred thereunder.
5. Lessee hereby agrees to use a book entry system to register Assignee (and
any subsequent assignee) as the owner of the Leases so as to meet the applicable
requirements of Section 149(a) of the internal Revenue Code.
6. Notwithstanding anything in the Leases to the contrary (including,
without limitation, Section 19 thereof), Lessee acknowledges and agrees that Assignee
shall be permitted to retain copies of the Records as it deems necessary in order to
comply with its customary document and information retention policies and procedures;
provided that the confidentiality obligations set forth in the Leases shall continue with
respect to any such copies.
7. Any inquiries of Lessee related to the Leases after the date of
this Acknowledgment should be remitted to Assignee at the following address (or such
other address as provided to Lessee in writing from time to time by Assignee):
Capital One Public Funding, LLC
c/o Deutsche Bank National Trust Company
6810 Crumpler Blvd., Suite 100
Olive Branch, MS 38654
Attention: Jacqueline McNeil
Phone (662) 890-3789
Fax (662) 890-0114
jacqueline.mcneil Wb.com
8. This Acknowledgement may be executed in counterparts, each
of which shall be an original and all of which shall constitute one
agreement.
[THE REMAINDER OF THE PAGE HAS BEEN INTENTIONALLY LEFT
BLANK. SIGNATURE PAGE FOLLOWS.]
ACKNOWLEDGE AND AGREED:
LESSEE:
City of Lubbock, Texas
By:�i�«,�
Name: Tom Martin
Title: Mayor
APPROVED AS TO CONTENT:
Name: Cheryl Brock
Title: Director of Fiscal Policy
LESSEE:
City of Lubbock, Texas
ATTEST:
Name: Rebecca Garza
Title: City Secretary
APPROVED FO
By:
Name: Chad Weaver
Title: Assistant City Attorney
ASSIGNOR: ASSIGNEE:
Banc of America Public C-api-W Corp. Capital One Public Funding, LLC
IVA
Name:
Title: Authorized Agent Title:
ACKNOWLEDGE AND AGREED:
LESSEE:
City of Lubbock, Texas
Name: Tom Martin
Title: Mayor
APPROVED AS TO CONTENT:
LIM
Name: Cheryl Brock
Title: Director of Fiscal Policy
ASSIGNOR:
Banc of America Public Capital Corp.
IC
Name:
Title:
LESSEE:
City of Lubbock, Texas
LI-A
Nance: Rebecca Garza
Title: City Secretary
APPROVED AS TO FORM:
LI-A
Name: Chad Weaver
Title: Assistant City Attorney
ASSIGNEE:
Capital One PUblij, Funding, LLC
By: `
t /
Name:
Title: P�j1d�
Resolution No. 2012-RO176
Exhibit A
Master Lease dated as of February 9, 2006 (as amended) between the City of Lubbock and Banc of
America Public Capital Corp
Contract
No.
Appendix No.
No. of Rental
Payments
Remaining
Rental Payment
Amount
Total Amount of
Rents Remain
Frequency of
Rental
Payments
Next Rental Payment
Due
70210
6489-206
5
25,474.54
127,372.70
Semi-annual
August 15, 2012
81418
6489-216
3
19,532.38
58,597.14
Semi-annual
August 15, 2012
70112
6489-203
11
139,827.57
1,538,103.27
Semi-annual
August 15, 2012
80940
6489-210
3
302,137.56
906,412.68
Semi-annual
August 15, 2012
81167
6489-213
3
261,208.32
783,624.96
Semi-annual
August 15, 2012
81169
6489-215
13
150,984.48
1,962,798.24
Semi-annual
August 15, 2012
81168
6489-214
7
10,385.17
72,696.19
Semi-annual
August 15, 2012
70208
6489-205
1
484,131.59
484,131.59
Semi-annual
August 15, 2012
70113
6489-204
5
22,389.07
111,945.35
Semi-annual
August 15, 2012
80941
6489-211
7
42,359.04
296,516.28
Semi-annual
August 15, 2012
70107
6489-201
1
306,185.05
306,185.05
Semi-annual
August 15, 2012
80942
6489-212
13
70,600.55
917,807.15
Semi-annual
August 15, 2012
70213
6489-207
11
18,316.43
201,480.73
Semi-annual
August 15, 2012
81419
6489-217
13
65,522.72
851,795.36
Semi-annual
August 15, 2012