ADDENDUM TO MASTER LEASE/PURCHASE AGREEMENTSUNTRUST EQUIPMENT FINANCE & LEASING CORP.
ADDENDUM TO MASTER LEASE/PURCHASE AGREEMENT
(FLORIDA)
THIS ADDENDUM (this "Addendum") is entered into between SUNTRUST EQUIPMENT FINANCE &
LEASING CORP. ("Lessor") and CITY OF CLEARWATER ("Lessee"), and modifies and supplements the Lease
(the "Lease") created by Equipment Schedule No. 001 dated as of , 2019 (the "Equipment
Schedule") to the Master Lease/Purchase Agreement No. 10481 dated as of 7o.") / , 2019 (the "Master
Agreement") between Lessor and Lessee. Capitalized terms used but not defined herein have the meanings given in
the Master Agreement.
1. The Master Agreement is amended as follows:
a. The following sentence is added to the end of Section 4.2 of the Master Agreement: "Lessor
acknowledges that in no event may it compel the use of ad valorem taxing power for the payment
of Rental Payments or any other amounts payable under this Agreement."
b. Section 9.2 of the Master Agreement is deleted in its entirety.
c. Section 12.2(b) of the Master Agreement is amended to read in its entirety as follows:
"(b) Lessor may terminate the Lease and may give Lessee written notice to
deliver the Equipment subject to the Lease in the manner provided in Section 12.3, and
Lessor may thereafter dispose of the Equipment so returned in accordance with the
requirements of Article 9 of the Uniform Commercial Code. Lessor shall apply the
proceeds of any such disposition of the Equipment to pay the following items in the
following order: (i) all costs and expenses due pursuant to Section 12.6 (including
reasonable attorney's fees and default interest) and any sales or transfer taxes incurred in
connection with the disposition of the Equipment; (ii) the unpaid principal component of
Rental Payments (including Rental Payments due in future budget years) and (iii) any
other amounts then due under the Lease, shall be paid to Lessee or such other creditor of
Lessee as may be entitled thereto. Any disposition proceeds remaining after the
requirements of clauses (i), (ii) and (iii) have been met shall be paid to Lessee or such
other creditor of Lessee as may be entitled thereto. No deficiency shall be allowed
against Lessee, except with respect to unpaid Rental Payments to the end of the then -
current budget year of Lessee, any other amounts then due under the Lease, and unpaid
costs and expenses due pursuant to Section 12.6 (including reasonable attorneys' fees and
default interest)."
d. The following sentence is added to the end of Section 12.3 of the Master Agreement: "Lessor and
Lessee agree that there is no intention to create under this Agreement or any Lease a right of
Lessor to dispossess Lessee involuntarily of legal title to or the right to use any Equipment, and
Lessor hereby irrevocably waives any right to specific performance of Lessee's covenant to
transfer legal title to and return possession of any Equipment to Lessor."
2. If Lessee utilizes the services of a procurement management program operated by another governmental
authority in connection with the acquisition of the Equipment, Lessee shall be solely responsible for the
payment of all rebates, revenues sharing and other fees payable to such governmental authority in
connection with its participation in such program, regardless of whether any available discount has been
applied in determining the amount of proceeds of the Lease payable to the Vendor.
STEFL LONG -FORM ADDENDUM (09/17)
3. Lessee covenants and agrees with Lessor that it will give all notices and file all reports with the State
Division of Finance as may be required in connection with the Lease by Florida Statutes Annotated Section
218.38 and the rules adopted thereunder.
4. If Lessee is a county, Lessee represents and warrants to Lessor that:
a. If the Lease Term for the Lease exceeds 5 years, the Rental Payments are payable from sources
other than ad valorem taxes.
b. The Lease has been approved by the Board of County Commissioners of Lessee.
IN WITNESS WHEREOF, Lessor and Lessee have caused this Addendum to be executed in their names by their
duly authorized representatives as of the Lease Date set forth in the Equipment Schedule.
LESSEE: LESSOR:
CITY OF CLEARWATER SUNTRUST EQUIPMENT FINANCE & LEASING
CORP.
By: 1ihic S1Srus Pc
Name:
Title:
By:
Name:
Title:
STEFL LONG -FORM ADDENDUM (09/17)
SunTrust Master Lease/Purchase Agreement (Lease No. 10481)
Countersigned:
4,wolt/cO/V >
George N. Cretekos
Mayor
CITY OF CLEARWATER, FLORIDA
By:
Approved as to form: Attest:
Pame a K. Akin
City Attorney
to S. -;
William B. Horne II
City Manager
Rosemarie Call
City Clerk