CITY ATTORNEY LETTER REGARDING LEASE AGREEMENT
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C I T Y
o F
CLEARWATER
POST OFFICE BOX 4748
C LEA R W ATE R, F LOR IDA 3 4 6 1 8 - 4 7 4 8
Office of
City Attorney
(813) 462-6760
April 10, 1990
GTE Leasing Corporation
1907 U. S. 301 North
Su ite 270A
Tampa, FL 33619
Gentlemen:
As counsel for the City of Clearwater (the IILessee"), we have examined the
Municipal Lease Agreement and all related instruments (collectively, the
"Agreement") to be signed in connection with the lease of certain equipment
("Equipment") by Lessee from GTE Leasing Corporation (the "Lessor"), and such
other documents and corporate records as we have deemed relevant. Based on such
examinations, we are of the opinion that:
1. Lessee is a municipality validly existing and in good standing under
the laws of the State of Florida, with adequate corporate power and other
necessary authority to enter into the Agreement, and is duly qualified to do
business in Florida, the jurisdiction where the Equipment is to be located.
2. The Agreement as executed by the Lessee has been duly authorized,
executed and delivered by Lessee and constitutes a valid, legal and binding
agreement, enforceable in accordance with its terms.
3. No approval, consent, or withholding of objection is required from
any governmental authority with respect to the entering into or performance by
the Lessee of the Agreement.
4. The entering into and performance by the Lessee of the Agreement wi 11
not violate any judgment, order, law or regulation applicable to the Lessee or
any provision of the municipal charter or ordinances of the Lessee or to our
knowledge result in any breach of, or constitute a default under, or result in
the creation of any lien, charge, security interest or other encumbrance upon
the Equipment pursuant to any indenture, mortgage, deed of trust, bank loan or
credit agreement or other instrument to which the Lessee is a party.
"Equal Employment and Affirmative Action Employer"
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GTE Leasing Corporation
Page Two
Apr i 1 10, 1990
5. There are no suits or proceedings pending or to our knowledge
threatened in any court or before any regulatory commission, board or other
administrative governmental agency against or affecting the Lessee, which will
have a material adverse effect on the ability of the Lessee to fulfill its
obligations under the Agreement.
6. The Equipment constitutes personal property under the laws of the
State of Florida, and will not be subject to levy, distraint or any other lien
or process for or on account of any obligation of the Lessee to any owner or
owners of the premises on which the Equipment may be located, and the Equipment
may be removed without the consent of any third party.
7. The Lessee is a Florida municipality and the Lease represents a valid
deferred payment obligation for the amount set forth therein. The Lessee is an
entity with respect to which the interest portion of the rental payments derived
under the Lease wi 11 qua 1 ify for exempt ion from Federa 1 income taxes under
Section 103 of the Internal Revenue Code.
Sincerely,
M. A. Galbraith,
City Attorney
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