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HomeMy WebLinkAboutResolution - 2007-R0197 - Amendment To Master Lease Agreement - Banc Of America Leasing And Capital LLC - 05_24_2007Resolution No. 2007-RO197 May 24, 2007 Item No. 5.2 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, an Amendment of Master Lease Agreement between the City of Lubbock and Banc of America Leasing & Capital, LLC. Said Amendment of Master Lease Agreement is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 24th day of May 2007. 10, DAVID A. MILLER, MAYOR ATTEST: Rebe ca Garza, City Secretary APPROVED AS TO CONTENT: Officer APPROVED AS TO FORM: Richard K. Casner, First Assistant City tonley nil/ccdocs/Master Lease Amend -Banc of America.res May 18, 2007 Resolution No. 2007-RO197 AMENDMENT OF MASTER LEASE AGREEMENT This Amendment of Master Lease Agreement is entered into this 24th day of may , 2007, by and between Banc of America Leasing & Capital, LLC ("Lessor") and the City of Lubbock, Texas ('City" or "Lessee"). WHEREAS, on or about February 9, 2006, Lessor and the City entered into that certain Master Lease Agreement providing for the lease purchase of various equipment as described therein (the "Master Lease Agreement"); WHEREAS, the Master Lease Agreement provides that the Master Lease Agreement, Lessor's rights thereunder, or the obligation described in the Master Lease Agreement is not assignable by Lessor; WHEREAS, it has come to the attention that Lessor desires to assign the Master Lease Agreement to a subsidiary of Bank of America Corporation, namely Banc of America Public Capital Corp; WHEREAS, the City amenable to amending the Master Lease Agreement to provide for the assignment to, and solely to, Banc of America Public Capital Corp. NOW, THEREFORE, Lessor and City hereby agree to amend the Master Lease Agreement as follows: 1. Article VIII — "ASSIGNMENT BY LESSOR", is hereby deleted from the Master Lease Agreement in its entirety and replaced with the following: VIII — ASSIGNMENT BY LESSOR 8.1 Right of Assignment: This Agreement shall be binding upon and inure to the benefit of the Lessor, Lessee and Permitted Assignee, as defined below. This Agreement, Lessor's rights hereunder, or the obligation hereby described, may be assigned, upon the conditions as set forth herein, by Lessor to, and solely to, Banc of America Public Capital Corp ("Permitted Assignee"). This Agreement, Lessor's rights hereunder, or the obligation hereby described is not assignable by Lessor to any other party or entity other than as described herein. In the event Lessor desires to so assign the Master Lease, Lessor and Permitted Assignee shall, on or before five (5) days after the effective date of the assignment, provide to City an acknowledgement duly executed by Permitted Assignee, in form and substance satisfactory to City, that it shall be bound by all terms and provisions of the Master Lease from and after the effective date of the assignment. Any purported assignment in violation of the terms hereof MASTER LEASE AMENDMENT PACE 1 shall be null and void. The assignment of the Master Lease by Lessor to Permitted Assignee shall not operate to release or relieve Lessor from or against any liabilities or responsibilities of any kind, type or nature arising or related to the Master Lease for periods of time prior to the effective date of the assignment. 2. Except as hereby expressly amended or modified herein, the Master Lease Agreement shall remain valid, subsisting, and effective as originally provided therein. CITY OF LUBBOCK, TEXAS DAVID i i MAYOR ATTEST: Rebecca Garza, City Secretary APPROVED AS TO CONTENT: os"O' C4 � Je ey AjYao/) # C ief FinanciY Officer APPROVED AS TO FORM: ,��j Q" Richard K. Casner First Assistant City Attorney MASTER LEASE AMENDMENT PAGE 2 BANC OF AMERICA LEASING & CAPITAL, LLC By: Name:7k� Title: ssis ATTEST: Frannps G_ Lee Name, Title „ , Vice President mVRichard/Master Lease -Amend May 9, 2007 MASTER LEASE AMENDMENT PAGE 3 Resolution No. 2007-RO197 ASSIGNMENT OF MASTER LEASE AGREEMENT This Assignment of Master Lease Agreement (the "Assignment") is entered into and effective this 26`h day of September, 2007, by and between Banc of America Leasing & Capital, LLC ("BALC") and Banc of America Public Capital Corp ("BAPCC"). WHEREAS, pursuant to that certain Master Lease Agreement (herein so called), dated on or about February 9, 2006, by and between BALC and the City of Lubbock, Texas (the "City"), BALC and the City entered into an arrangement for the lease purchase of various equipment, as more particularly described therein; WHEREAS, Section S.1 of the Master Lease Agreement prohibited the assignment by BALC of the Master Lease Agreement and/or the rights or obligations thereunder; WHEREAS, pursuant to that certain Amendment of Master Lease Agreement, dated on or about May 24, 2007, BALC and the City amended the Master Lease Agreement to provide that the Master Lease Agreement, and the rights and obligations thereunder, could be assigned by BALC to, and solely to, BAPCC; WHEREAS, BALC now desires to assign the Master Lease Agreement, and all rights and obligations thereunder with respect to any schedules executed pursuant to the terms of such Master Lease Agreement on or after the date hereof, to BAPCC. NOW, THEREFORE, for and in consideration of the payment of Ten and No/100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is herein acknowledged, BALC hereby assigns, in its entirety with respect to schedules executed or to be executed after the date hereof, the Master Lease Agreement, and all rights and obligations accruing or to accrue thereunder, to BAPCC. By its acceptance of this Assignment, as provided herein, BAPCC herein expressly assumes all rights and obligations under the Master Lease Agreement, and expressly stipulates that it shall be bound by all terms and provisions of the Master Lease Agreement from and after the date of this Assignment, the same as if it had originally been named "Lessor" under the Master Lease Agreement but solely with respect to schedules executed or to be executed after the date hereof. BALC and BAPCC herein expressly acknowledge that certain equipment was purchased by the City under the Master Lease Agreement prior to the date of this Assignment, wherein purchase money liens in favor of BALC were noted on various certificates of title and other evidence of ownership. BALC and BAPCC hereby authorize and direct the City that each of them expressly consents to such liens being in favor of BALL since they relate to equipment leased prior to the date hereof, notwithstanding the assignment of the Master Lease Agreement herein and agree that such title shall continue to be held in favor of BALC and leased to the City under the terms of the Master Lease Agreement. Executed and effective this 20 day of September, 2007. Bank of America Leasing & Capital LLC Name: Frances C. Lee Assistant ViGP. President Title: Bank of America Public Capital Corp L-Ifi Name: Frances C. Lee Assistant price President e Title: mi/Richand/Assigrment of Master [.ease Agree September 26, 2007