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Res 07-32 Authorizing a Contract with Government CapitalTOWN OF WESTLAKE RESOLUTION NO. 07-32 A RESOLUTION OF THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING A CONTRACT WITH GOVERNMENT CAPITAL, INC., TO LEASE A SERVICE VEHICLE FOR THE WARRANT DIVISION OF THE MUNICIPAL COURT. WHEREAS, the enforcement of the outstanding arrest warrants and efficient prisoner transport is important to the Town of Westlake; and WHEREAS, the Town of Westlake desists to lease a police vehicle to facilitate warrant service, transport prisoners and enforce judicial orders to improve the effectiveness of the Municipal Court and the warrant division; and WHEREAS, Government Capital, Inc., has provided a lease establishing the services as stated in the agreement for the Town of Westlake, attached as Exhibit "A"; and WHEREAS, the Mayor, Board of Aldermen and all staff of the Town of Westlake, Texas, are committed to enforcing all judicial orders and serving outstanding arrest warrants and deem it to be of the utmost importance to the Town of Westlake and Government Capital, Inc. to actively participate and execute this agreement. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1. The above findings are hereby found to be true and correct and are incorporated herein in their entirety. SECTION 2. The Board of Aldermen of the Town of Westlake, Texas, hereby approves the agreement with Government Capital Inc., relating to the lease of a police vehicle for the warrant division of the Municipal Court, attached hereto as Exhibit "A"; and further authorizes the Town Manager to execute the contract on behalf of the Town of Westlake, Texas. SECTION 3. The cost of this agreement will be included in the Fiscal Year 2007/2008 budget. PASSED AND APPROVED ON THIS 14" DAY OF MAY 2007. ATTEST: _, { te Scott Bradle Mayor 4Sutter, TRMC, Town Secretary Trent O. Petty, T n Manager APPROVED AS TO FORM: L.Zonc y,rney GOVERNMENT CAPITAL 05/24/07 Sincerely, Monica McNeely Post -Closing Coordinator ACKNOWLEDGED AND ACCEPTED: TOWN OF WESTLAKE Signed By:Y Print Name: t Title. ! C, s r � r.3 Date: "YOUR PUBLIC FINANCE PARTNER" Trent Petty, Town Manager Town of Westlake 3 Village Circle, Suite #207 Westlake, TX 76262 345 MIRON DRIVE SOUTHLAKE, TX 76092 RE: Municipal Lease -Purchase Agreement No.4577, dated as of May 14, 2007, by 2 817421 5400 and between the Town of Westlake and Government Capital Corporation FAX 617 4HE 8477 Dear Mr. Petty: REG�IONA.L OFFICES Please be advised that Government Capital Corporation has assigned all its right, title and interest in the Agreement, and in the equipment leased thereunder, and the right to receive payments thereunder 303 HIGHWAY 51 SOUTH to ROBERT UNDERSANDER. BROOKHAVEN, MS 39601 Notification 2 601 8236000 Sign all three (3) letters. Return two (2) in the envelope provided and keep one (1) for your FAX 601 823 6009 records. The purpose of this letter is to inform you that your lease agreement has been placed with Robert Undersander. 5604 NORTHWEST]IT- STREET Executed Lease Agreement This is your copy for your records. OKLAHOMA CITY, OK 73162 2 580 747 1911 Insurance FAX B17 4BB 8477 Update your insurance coverage to include Robert Undersander as Loss Payee. Send, or instruct the insurance Company to forward a Certificate of Insurance showing Robert Undersander as Loss Payee, to my attention at our Corporate Office. 3106 LAKEFIFLD WAY Title SUGARLAND, TX 77479 Your equipment vendor has provided title paperwork to you by now. Insert Government Capital Corporation as Lien holder/Titleholder on that paperwork before you apply for the tags. 2 281 5656545 Upon obtaining tags from your State Vehicle authority, send a photocopy of the White FAX 281 491 7820 Slip/Receipt to my attention at our Corporate Office. 2384 HIGHWAY 59 EAST Payments Payments 1 through 3, due under the Agreement should be made to Robert Undersander, BEEVILLE, TX 78102 2529 Springhill Drive, Grapevine, TX 76051 Additional payment information is in the Lease 2 361 362 2760 Agreement, Exhibit B. FAX 361 362 2763 Sincerely, Monica McNeely Post -Closing Coordinator ACKNOWLEDGED AND ACCEPTED: TOWN OF WESTLAKE Signed By:Y Print Name: t Title. ! C, s r � r.3 Date: "YOUR PUBLIC FINANCE PARTNER" MUNICIPAL LEASE -PURCHASE AGREEMENT THIS MUNICIPAL LEASE -PURCHASE AGREEMENT No.4577 (hereafter referred to as "Agreement") dated as of May 14, 2007 by and between Government Capital Corporation, a Texas corporatinn (herein referred to as "Lessor"), and Town of Westlake; a political subdivision or agency of the State of Texas (hereinafter referred to as "Lessee"). WITNESSETH; In consideration of the mutual covenants and conditions hereinafter set forth, the parties hereto agree as follows: 1. Term and Payments. Lessor hereby leases to Lessee and Lessee hereby leases from Lessorthe property described in Exhibit A hereto (hereinafter, with all replacement parts, substitutions, proceeds, increases, additions, accessions, repairs and accessories incorporated therein or affixed thereto, referred to as the "Property") for the amounts to be paid in the sums (the "Lease Payments") and on the dates (the "Lease Payment Dates") set forth in Exhibit B hereto. Except as specifically provided in Section 2 hereof, the obligation of the Lessee to make the Lease Payments called for In Exhibit B hereto shall be absolute and unconditional in all events and shall not be subject to any set-off, defense, counterclaim or recoupment for any reason. The term of the lease hereunder shall commence upon the dated date of the lease and shall continue until the end of the Lessee's current fiscal period and thereafter for such additional fiscal periods as are necessary to complete the anticipated total lease term as set forth in Exhibit B, unless earlier terminated as provided herein. 2. Pledge of Payment Fund. (a) Upon this Agreement taking effect the Lessee shall establish a Payment Fund, which shall be maintained by the Lessee as long as any Lease Payments are unpaid. The Lessee hereby pledges the Payment Fund for the exclusive purpose of securing the payment of the Lease Payments and shall apply the funds therein to the payment of Lease Payments as such payments come due. (b) Each year in which Lease Payments come due, the Lessee shall, not later than the day preceding any such due date, deposit into the Payment Fund, from the Lessee's maintenance and operations taxes or other lawfully available funds (within the limits prescribed by law) an amount sufficient to make such payment. To the extent permitted by law, the Lessee hereby pledges its maintenance and operations tax as security for this obligation. (c) The Payment Fund shall be depleted at least once a year except for a carryover amount not to exceed one twelfth (1/12) of the amount of the Lease Payments expected to come due in the following year. 3. Taxes. In addition to the Lease Payments to be made pursuant to Section 1 hereof, Lessee agrees to indemnify and hold Lessor harmless from and against and to pay Lessor, as additional rent, on demand, an amount equal to all license, assessments, sales, use, real or personal property, gross receipts or other taxes, levies, imposts, duties or charges, if any, together with any penalties, fines, or interest thereon imposed against or on Lessor, Lessee or the Property by any governmental authority upon or with respect to the Property or the purchase, ownership, rental, possession, operation, return or sale of, or receipt of payments for, the Property, except any Federal or state income taxes, if any, payable by Lessor, Lessee may contest any such taxes prior to payment provided such contest does not involve any risk of sale, forfeiture or loss of the Property or any interest therein. 4. Lessee's Covenants and Representations. Lessee covenants and represents as follows: (a) Lessee represents, and will provide an opinion of its counsel to the effect that, it has full power and authority to enter into this Agreement which has been duly authorized, executed, and delivered by Lessee and is a valid and binding obligation of Lessee enforceable in accordance with its terms, and all requirements for execution, delivery and performance of this Agreement have been, or will be, complied with in a timely manner; (b) All Payments hereunder have been duly authorized and will be paid when due; (c) There are no pending or threatened lawsuits or administrative or other proceedings contesting the authority for, authorization or performance of, or expenditure of funds pursuant to, this Agreement; (d) Information supplied and statements made by Lessee in any financial statement or current budget prior to or contemporaneously with the Agreement are true and correct; (e) Lessee has an immediate need for, and expects to make immediate use of, substantially all the Property, which need is not temporary or expected to diminish in the foreseeable future; (f) There are no circumstances presently affecting the Lessee that could reasonably be expected to alter its foreseeable need for the Property or adversely affect its ability or willingness to budget funds for the payments of sums due hereunder. (g) No lease, rental agreement, lease -purchase agreement, payment agreement or contract for purchase to which Lessee has been a party at any time during the past ten (10) years has been terminated by Lessee as a result of insufficient funds being appropriated in any Fiscal Year. No event has occurred which would constitute an event of default under any debt, revenue bond or obligation which Lessee has issued during the past ten (10) years. 5. Use and Licenses. Lessee shall pay and discharge all operating expenses and shall cause the Property to be operated by competent persons only. Lessee shall use the Property only for its proper purposes and will not install, use, operate or maintain the Property improperly, carelessly, or in violation of any applicable law, ordinance, rule or regulation of any governmental authority, or in a manner contrary to the nature of the Property or the use contemplated by its manufacturer. Lessee shall keep the property at the location stated on the Certificate of Acceptance executed by Lessee upon delivery of the Property until Lessor in writing permits its removal, and the Property shall be used solely in the conduct of the Lessee's operations. Lessee shall obtain, at its expense, all registrations, permits and licenses, if any, required by law for the installation and operation of the Property. Any license plates used on the Property shall be issued in the name of the Lessee. If a certificate of tftie is issuable with respect to the Property, it shall be delivered to the Lessor showing the interest of the Lessor. 6. Maintenance. Lessor shall not be obligated to make any repairs or replacements. At its own expense, Lessee shall service, repair and maintain the Property in as good condition, repair, appearance and working order as when delivered to Lessee hereunder, ordinary wear and tear from proper use alone excepted, and shall replace any and all parts thereof which may from time to time become worn out, lost, stolen, destroyed, or damaged beyond repair or rendered unfit for intended use, for any reason whatsoever, PUBLIC PROPERTY FINANCE ACT CONTRACT all of which replacements shall be free and clear of all liens, encumbrances and claims of others and shall become part of the Property and subject to this Agreement. Lessor may, at its option, discharge such costs, expenses and insurance premiums necessary for the repair, maintenance and preservation of the Property, and all sums so expended shall be due from Lessee in addition to rental payments hereunder. 7. Alterations. (a) Lessee may, at its own expense, install or place in or on, ur attach or affix to, the Property such equipment or accessories as may be necessary or convenient to use the Property for its intended purposes provided that such equipment or accessories do not impair the value or utility of the Property. All such equipment and accessories shall be removed by Lessee upon termination of this Agreement, provided that any resulting damage shall be repaired at Lessee's expense. Any such equipment or accessories not removed shall become the property of Lessor. (b) Without the written consent of Lessor, Lessee shall not make any other alterations, modifications or improvements to the Property except as required or permitted hereunder. Any other alterations, modifications or improvements to the Property shall immediately become part of the Property, subject to the provisions hereof. Without the prior written consent of Lessor, Lessee shall not affix or attach any of the Property to any real property. The Property shall remain personal property regardless of whether it becomes affixed or attached to real property or permanently rests upon any real property or any improvement thereon. S. Liens. Lessee shall not directly or indirectly create, incur, assume or suffer to exist any mortgage, security interest, pledge, lien, charge, encumbrance or claim on or with respect to the Property, title thereto or any interest therein, except the respective rights of Lessor and Lessee hereunder. 9. Damage to or Destruction of Property. Lessee shall bear the entire risk of loss, damage, theft or destruction of the Property from any and every cause whatsoever, and no loss, damage, destruction or other event shall release Lessee from the obligation to pay the full amount of the rental payments or from any other obligation under this Agreement, In the event of damage to any item of the Property, Lessee will immediately place the same in good repair, with the proceeds of any insurance recovery applied to the cost of such repair. If Lessor determines that any item of Property is lost, stolen, destroyed or damaged beyond repair, Lessee at the option of Lessee will either (a) replace the same with like property in good repair or (b) on the next Lease Payment Date, pay Lessor (€) all amounts then owed by Lessee to Lessor under this Agreement, including the Lease Payment due on such date, and (€€) an amount equal to the applicable Option to Purchase Value set forth in attached Exhibit B. 10. Insurance. Lessee shall either be self-insured with regard to the Property or shall purchase and maintain insurance with regard to the Property. Lessee shall indicate on each Certificate of Acceptance executed in relation to this Agreement its election to be self-insured or company insured with regard to the Property listed on that Certificate of Acceptance. Whether Lessee is self-insured or company insured, Lessee shall, for the term of this Agreement, at its own expense, provide comprehensive liability insurance with respect to the Property, insuring against such risks, and such amounts as are customary for lessees of property of a character similar to the Property. In addition, Lessee shall, for the term of this Agreement, at its own expense, provide casualty insurance with respect to the Property, insuring against customary risks, coverage at all times not less than the amount of the unpaid principal portion of the Lease Payments required to be made pursuant to Section 1 as of the last preceding Payment Date specified in Exhibit B on which a Lease °ayment was made. If insurance policies are provided with respect to the Property, all insurance policies shall be with insurers authorized o do business in the State where the Property is located and shall name both Lessor and Lessee as insureds as their respective interest may appear. Insurance proceeds from casualty losses shall be payable solely to the Lessor, subject to the provisions of Section 9. Lessee shall, upon request, deliver to Lessor evidence of the required coverages together with premium receipts, and each insurer shall agree to give Lessor written notice of non-payment of any premium due and ten (10) days notice prior to cancellation or alteration of any such policy. Lessee shall also carry and require any other person or entity working on, in or about the Property to carry workmen's compensation insurance covering employees on, in or about the Property. In the event Lessee fails, for any reason, to comply with the requirements of this Section, Lessee shall indemnify, save harmless and, at Lessee's sole expense, defend Lessor and its agents, employees, officers and directors and the Property against all risk of loss not covered by insurance. 11. No Warranty. EXCEPT FOR REPRESENTATIONS, WARRANTIES, AND SERVICE AGREEMENTS RELATING TO THE PROPERTY MADE OR ENTERED INTO BY THE MANUFACTURERS OR SUPPLIERS OF THE PROPERTY, ALL OF WHICH ARE HEREBY ASSIGNED TO LESSEE, LESSOR HAD MADE AND MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AND ASSUMES NO OBLIGATION WITH RESPECT TO THE TITLE, MERCHANTABILITY, CONDITION, QUALITY OR FITNESS OF THE PROPERTY DESCRIBED IN EXHIBIT A FOR ANY PARTICULAR PURPOSE OR THE CONFORMITY OF THE PROPERTY TO SPECIFICATION OR PURCHASE ORDER, ITS DESIGN, DELIVERY, INSTALLATION OR OPERATION. All such risks shall be borne by Lessee without in any way excusing Lessee from its obligations under this Agreement, and Lessor shall not be liable to Lessee for any damages on account of such risks. All claims or actions on any warranty so assigned shall be made or prosecuted by Lessee, at its sole expense, upon prior written notice to Lessor. Lessor may, but shall have no obligation whatsoever to, participate in such claim or action on such warranty, at Lessor's expense, Any recovery under such a warranty shall be made payable jointly to Lessee and Lessor. 12. Option to Purchase. Provided Lessee has complied with the terms and conditions of this Agreement, Lessee shall have the option to purchase not less than all of the Property which is then subject to this Agreement, "as is" at the payment date, for the Option to Purchase Values set forth in Exhibit B by giving written notice to Lessor not less than sixty (60) days prior to the date specified in Exhibit B for the exercise of such option; provided that upon Lessee's timely payment of all Lease Payments specified in Exhibit B, Lessee shall be deemed to have properly exercised its option to purchase the Property and shall be deemed to have acquired all of Lessor's right, title and interest in and to the Property, free of any Tien, encumbrance or security interest except such liens, encumbrances or security interest as may be created, or permitted and not discharged, by Lessee but without other warranties. Payment of the applicable Option to Purchase Value shall occur on the applicable Lease Payment Date specified in Exhibit B hereto, at which time Lessor shall, unless not required hereunder, deliver to Lessee a quitclaim bill of sale transferring Lessor's interest in the Property to Lessee free from any lien, encumbrance or security interest except such as may be created, or permitted and not discharged, by Lessee but without other warranties. Upon Lessee's actual or constructive payment of the Option to Purchase Value and Lessor's actual or constructive delivery of a quitclaim bill of sale covering the Property, this Agreement shall terminate except as to obligations or liabilities accruing hereunder prior to such termination. PUBLIC PROPERTY FINANCE ACT CONTRACT 13. Default and Lessor's Remedies. (a) The occurrence of one or more of the following events shall constitute an Event of Default, whether occurring voluntarily or involuntarily, by operation of taw or pursuant to any order of any court or governmental agency: car Lessee fails to make any payment hereunder when due or within ten (10) days thereafter; (2) Lessee fails to comply with any other covenant, condition or agreement of Lessee hereunder for a period of the ten (10) days after notice thereof; c37 Any representation or warranty made by Lessee hereunder shall be untrue in any material respect as of the date made; (4) Lessee makes, permits or suffers any unauthorized assignment, transfer or other disposition of this Agreement or any interest herein, or any part of the Property or any interest therein; or (3) Lessee becomes insolvent; or admits in writing its inability to pay its debts as they mature; or applies for, consents to or acquiesces in the appointment of a trustee, receiver or custodian for the Lessee or a substantial part of its property; or, in the absence of such application, consent or acquiescence, a trustee, receiver or custodian is appointed for Lessee or a substantial part of its property and is not discharged within sixty (60) days; or any bankruptcy, reorganization, debt arrangement, moratorium, or any proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding is instituted by or against Lessee and, if instituted against Lessee, is consented to or acquiesced in by Lessee or is not dismissed within sixty (60) days. (b) Upon the occurrence of any Event of Default specified herein, Lessor may, at its sole discretion, exercise any or all of the following remedies: ciy Enforce this Agreement by appropriate action to collect amounts due or to become due hereunder, by acceleration of otherwise, or to cause Lessee to perform its other obligations hereunder in which event Lessee shall be liable for all costs and expenses incurred by Lessor; czr Take possession of the Property, without demand or notice and without court order or any process of law, and remove and relet the same for Lessee's account, in which event Lessee waives any and all damages resulting therefrom and shall be liable for all costs and expenses incurred by Lessor in connection therewith and the difference, if any, between the amounts to be paid pursuant to Section 1 hereof and the amounts received and to be received by Lessor in connection with any such reletting; (3) Terminate this Agreement and repossess the Property, in which event Lessee shall be liable for any amounts payable hereunder through the date of such termination and all costs and expenses incurred by Lessor in connection therewith; (4) Sell the Property or any portion thereof for Lessor's account at public or private sale, for cash or credit, without demand on notice to Lessee of Lessor's intention to do so, or relet the Property for a term and a rental which may be equal to, greater than or less than the rental and term provided herein. If the proceeds from any such sale or rental payments received under a new agreement made for the periods prior to the expiration of this Agreement are less than the sum of (i) the costs of such repossession, sale, relocation, storage, reconditioning, reletting and reinstallation (including but not limited to reasonable attorneys' fees), (ii) the unpaid principal balance derived from Exhibit B as of the last preceding Lease Payment Date specified in Exhibit B, and (iii) any past due amounts hereunder (plus interest on such unpaid principal balance at the rate specified in Section 18 hereof, prorated to the date of such sale), all of which shall be paid to Lessor, Lessor shall retain all such proceeds and Lessee shall remain liable for any deficiency; or (5) Pursue and exercise any other remedy available at law or in equity, in which event Lessee shall be liable for any and all costs and expenses incurred by Lessor in connection therewith, "Costs and expenses," as such term is used in this Section 13, shall mean, to the extent allowed by law: (i) reasonable attorneys' fees if this Agreement is referred for collection to an attorney not a salaried employee of Lessor or the ho#der of this Agreement; (ii) court costs and disbursements including such costs in the event of any action necessary to secure possession of the Property; and (iii) actual and reasonable out-of-pocket expenses incurred in connection with any repossession or foreclosure, including costs of storing, reconditioning and reselling the Property, subject to the standards of good faith and commercial reasonableness set by the applicable Uniform Commercial Code. Lessee waives all rights under all exemption laws. 14. Termination. Unless Lessee has properly exercised its option to purchase pursuant to Section 12 hereof, lessee shall, upon the expiration of the term of this Agreement or any ea rlier termination hereof pursuant to Section 13 hereof, deliver the Property to Lessor unencumbered and in at least as good condition and repair as when delivered to Lessee, ordinary wear and tear resulting from proper use alone excepted, by loading the Property, at Lessee's sole expense, on such carrier, or delivering the Property to such location, as Lessor shall provide or designate at or within a reasonable distance from the general location of the Property. If Lessee fails to deliver the Property to Lessor, as provided in this Section 14, on or before the date of termination of this Agreement, Lessee shall pay to Lessor upon demand, for the hold -over period, a portion of the total payment for the applicable period as set forth in Exhibit B prorated from the date of termination of this Agreement to the date Lessee either redelivers the Property to Lessor or Lessor repossesses the Property. Lessee hereby waives any right which it now has or which may be acquired or conferred upon it any law or order of any court or other governmental authority to terminate this Agreement or Its obligations hereunder, except in accordance with the express provisions hereof. 15. Assignment. Without Lessor's prior written consent, Lessee will not either (i) assign, transfer, pledge, hypothecate, grant any security interest in or otherwise dispose of this Agreement or the Property or any interest in this Agreement or the Property or (ii) sublet or lend the Property or permit it to be used by anyone other than Lessee or Lessee's employees. Lessor may assign its rights, title and interest in and to this Agreement, the Property and any other documents executed with respect to this Agreement and/or grant or assign a security interest in this Agreement and the Property, in whole or in part. Any such assignees shall have all of the rights of Lessor under this Agreement. Subject to the foregoing, this Agreement inures to the benefit of and is binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. No assignment or reassignment of any of Lessor's rights, title or interest in this Agreement or the Property shall be effective with regard to Lessee unless and until Lessee shall have received a copy of the document by which the assignment or reassignment is made, disclosing the name and address of such assignee. No further action will be required by Lessor or by Lessee to evidence the assignment. During the term of this Agreement, Lessee shall keep a complete and accurate record of all such assignments in form necessary to comply with the United States Internal Revenue Code of 1986, Section 149 (a), and the regulations, proposed or existing, from time to time promulgated thereunder. PUBLIC PROPERTY FINANCE ACT CONTRACT 16. Personal Property. The Property is and shall at all times be and remain personal property. 17. Title. Upon acceptance of the Property by Lessee hereunder, Lessee shall have title to the Property during the term of this Agreement; however, in the event of an Event of Default hereunder and for so long as such Event of Default is continuing, title shall be reverted immediately in and shall revert to Lessor free of any right, title or interest of Lessee unless Lessor elects otherwise. 1s. Lessor's Right to Perform for Lessee. If Lessee fails to make any payment or perform or comply with any of its covenants or obligations hereunder, Lessor may, but shall not be required to, make such payment or perform or comply with such covenants and obligations on behalf of Lessee, and the amount of any such payment and the expenses (including but not limited to reasonable attorneys' fees) incurred by Lessor in performing or complying with such covenants and obligations, as the case may be, together with interest thereon at the highest lawful rate, shall be payable by Lessee upon demand. 19. Interest on Default. If Lessee fails to pay any Lease Payment specified in Section 1 hereof within ten (10) days after the due date thereof, Lessee shall pay to Lessor interest on such delinquent payment from the due date until paid at the highest lawful rate. 20. Notices. Any notices to be given or to be served upon any party hereto in connectior with this Agreement must be in writing and may be given by certified or registered mail, and shall be deemed to have been given and received forty-eight (48) hours after a registered or certified letter containing such notice, postage prepaid, is deposited in the United States mail, and if given otherwise shall be deemed to have been given when delivered to and received by the party to whom it is addressed. Such notice shall be given to the parties at their respective addresses designated on the signature page of this Agreement or at such other address as either party may hereafter designate. 21. Security Interest. As security for Lessee's covenants and obligations hereunder, Lessee hereby grants to Lessor, and its successors, a security interest in the Property, all accessions thereto and proceeds there from, and, in addition to Lessor's rights hereunder, all of the rights and benefits of a secured party under the Uniform Commercial Code as in effect from time to time hereafter in the State in which the Property is located or any other State which may have jurisdiction over the Property. Lessee agrees to execute, acknowledge and deliver to Lessor in recordable form upon request financing statements or any other instruments with respect to the Property or this Agreement considered necessary or desirable by Lessor to perfect and continue the security interest granted herein in accordance with the laws of the applicable jurisdiction. In the event of default by the Lessee, the Lessor agrees to look first to Lessee's tax pledge. In the event the Lessee's tax pledge is found to be insufficient to satisfy said default, then and only then will Lessor foreciose upon his perfected security interest in the Property. 22. Tax Exemption. Lessee certifies that it does reasonably anticipate that not more than $10,000,000 of "qualified tax- exempt obligations," as that term is defined in Section 265 (b) 3 (D) of the Internal Revenue Code of 1986 ("the Code"), will be issued by it and any subordinate entities during 2007. Further, Lessee will, by resolution, designate this issue as comprising a portion of the $10 million in aggregate issues to be designated as "qualified tax exempt obligations" eligible for the exception contained in Section 265 (b) 3 (D) of the Code allowing for an exception to the general rule of the Code which provides for a total disallowance of a deduction for interest expense allocable to the carrying of tax exempt obligations. 23. Continuing Disclosure. Specifically and without limitation, Lessee agrees to provide audited financial statements, prepared by a certified public accountant not later than six (6) months after and as of the end of each fiscal year. Periodic financial statements shall include a combined balance sheet as of the end of each such period, and a combined statement of revenues, expenditures and changes in fund balances, from the beginning of the then fiscal year to the end of such period. These reports must be certified as correct by one of Lessee's authorized agents. If Lessee has subsidiaries, the financial statements required will be provided on a consolidated and consolidation basis. 24. Miscellaneous. (a) Lessee shall, whenever requested, advise Lessor of the exact location and condition of the Property and shall give the Lessor immediate notice of any attachment or other judicial process affecting the Property, and indemnify and save Lessor harmless from any loss or damage caused thereby. Lessor may, for the purpose of inspection at all reasonable times enter upon any job, building or place where the Property and the books and records of the Lessee with respect thereto are located. (b) Lessee agrees to equitably adjust the payments payable under this Agreement if there is a determination for any reason that the interest payable pursuant to this Agreement (as incorporated within the schedule of payments) is not excludable from income in accordance with the Internal Revenue Code of 1986, as amended, such as to make Lessor and its assigns whole. (c) Time is of the essence. No covenant or obligations hereunder to be performed by Lessee may be waived except by the written consent of Lessor, and a waiver of any such covenant or obligation or a forbearance to invoke any remedy on any occasion shall not constitute or be treated as a waiver of such covenant or obligation as to any other occasion and shall not preclude Lessor from invoking such remedy at any later time prior to Lessee's cure of the condition giving rise to such remedy. Lessor's rights hereunder are cumulative and not alternative. (d) This Agreement shall be construed in accordance with, and governed by, the laws of the State in which the Property is located, (e) This Agreement constitutes the entire agreement between the parties and shall not be modified, waived, discharged, terminated, amended, altered or changed in any respect except by a written document signed by both Lessor and Lessee. (f) Any term or provision of this Agreement found to be prohibited by law or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without, to the extent reasonably possible, invalidating the remainder of this Agreement. (g) The Lessor hereunder shall have the right at any time or times, by notice to Lessee, to designate or appoint any person or entity to act as agent or trustee for Lessor for any purposes hereunder. (h) All transportation charges shall be borne by Lessee. Lessee will immediately notify Lessor of any change occurring in or to the Property, of a change in Lessee's address, or in any fact or circumstance warranted or represented by Lessee to Lessor, or if any Event of Default occurs. PUBLIC PROPERTY FINANCE ACT CONTRACT (i) Use of the neuter gender herein is for purposes of convenience only and shall be deemed to mean and include the masculine or feminine gender whenever and wherever appropriate. (j) The captions set forth herein are for convenience of reference only and shall not define or limit any of the terms or provisions hereof. (k) Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective heirs, executors, administrators, legal representatives, successors and assigns, where per iTiitted by this Agreement. In WITNESS WHEREOF, the parties have executed this Agreement as of the day ofd ry` F ` in the year 2007. F Lessor: Government Capital Corporation 1 Authorized Signature 345 Miran Dr. 10 , i HQrger Southlake, TX 76092 — Director of Operations Lessee: Town of Westlake Trent Petty, Town Manager 3 Village Circle, Suite #20 Westlake, TX 76262 Witness Signature: 9 ,.4 Print Name: Print Title:`Ei�1 Witness Signature:Y —� Print Name: A Print Title: PUBLIC PROPERTY FINANCE ACT CONTRACT EXHIBIT A DESCRIPTION OF PROPERTY MUNICIPAL LEASE AGREEMENT No. 4577 (THE "AGREEMENT"} BY AND BETWEEN Lessor, Government Capital Corporation and Lessee, Town of Westlake Dated as of May 14, 2007 QTY DESCRIPTION PROPERTY LOCATION: 3 Village Circle, suite 247 Nestlake, TX 76262 2006 Dodge Charger Police Vehicle VIN#2B3KA43H46H263211 PUBIC PROPERTY FINANCE ACT CONTRACT EXHIBIT B >> SCHEDULE OF PAYMENTS & OPTION TO PURCHASE PRICE CC MUNICIPAL LEASE -PURCHASE AGREEMENT No.4577 (THE "AGREEMIIEN T ") BY AND BETWEEN Lessor: Government Capital Corporation and Lessee: Town of Westlake Dated as of May 14, 2007 1 r� Accepted By Lessee: Trent Petty, Town Ma er PUBLIC PROPERTY FINANCE ACT CONTRACT 7 OPTION TO PMT PMT DATE TOTAL INTEREST PRINCIPAL PURCHASE NO. MO, DAY YR PAYMENT PAID PAID after pmt on this line 1 10/15/07 $8,331.01 $594.96 $7,736.05 $15,381.71 2 10/15/08 $8,331.01 $923.02 $7,407.99 $7,896.69 3 10/15/09 $8,331.01 $475.05 $7,855.96 $1.00 Grand Totals $24,993.03 $1,993.03 $23,000.00 1 r� Accepted By Lessee: Trent Petty, Town Ma er PUBLIC PROPERTY FINANCE ACT CONTRACT 7 INCUMBENCY, INSURANCE AND ESSENTIAL USE CERTIFICATES MUNICIPAL LEASE AGREEMENT NO. 4577(THE "AGREEMENT") BY AND BETWEEN Lessor, CaOVOinrTleilt Capital LVrppiatiuii and Lessee, TQd"of V.feSt1a.E `~ Dated as of May 14, 2007 I, Kim Sutter (NAME), do hereby certify that I am the duly elected or appointed and acting Town Secretary (Keeper of the Records) (TITLE), of Town of Westlake, a political subdivision or agency duly organized and existing under the laws of the State of Texas that I have custody of the records of such entity, and that, as of the date hereof, the individual(s) named below are the duly elected or appointed officer(s) of such entity holding the office(s) set forth opposite their respective name(s). I further certify that (i) the signature(s) set opposite their respective name(s) and title(s) are their true and authentic signature(s), and (ii) such officers have the authority on behalf of such entity to enter into that certain Municipal Lease Agreement dated as of May 14, 2007 between such entity and Government Capital Corporation. Name Title Signatur Trent Petty Town Manager IN WITNESS WHEREOF, I have duly executed this certificate and affixed the seal of such entity hereto t l day of ^✓ r 2007. f` By Lessees: / Kim utter, Town Secretary Lessee certifies that property and liability insurance, if applicable, have been secured in accordance with the Agreement and such coverage will be maintained in full force for the term of the Agreement. "Lessor or its Assigns" should be designated as loss payee until Lessee is notified, in writing, to substitute a new loss payee. The following information is provided about insurance: INSURANCE COMPANY/AGENT'S NAME: � ame: yf— Address: Phone Number: Policy Number: I, Trent Petty, Town Manager, of the Town of Westlake ("Lessee"), hereby certify that the Equipment, to be leased to the undersigned under the certain Lease Agreement, dated as of May 14, 2007, between such entity and Government Capital Corporation ("Lessor"), will be used by the undersigned Lessee for the following purpose: (PLEASE FILL OUT PRIMARY USE BELOW) e PRIMARY USE: X I/fI The undersigned hereby represents that the use of the Equipment is essential to its proper, efficient and economic operation. IN WITNESS WHEREOF, I have set my hand this_ day of J 2007. By Lessee: Trent Petty, Town lY er For 'Lessee: Town of Westlake PUBLIC PROPERTY FINANCE ACT CONTRACT OF CERTIFICATE OF ACCEPTANCE MUNICIPAL LEASE -PURCHASE AGREEMENT No. 4577 (THE "AGREEMENT") BY AND BETWEEN Lessor, Government Capital Corporation and Lessee, Town of Westlake Dated as of May 14, 2007 1. ACCEPTANCE: In accordance with the Agreement, Lessee hereby certifies that all of the Property described herein (i) has been received by Lessee, (ii) has been thoroughly examined and inspected to the complete satisfaction of Lessee, (iii) had beer found by Lessee to be in good operating order, repair and condition, (iv) has been found to be of the size, design, quality, type and manufacture specified by Lessee, (v) has been found to be and is wholly suitable for Lessee's purposes, and (vi) is hereby unconditionally accepted by Lessee, in the condition received, for all purposes of this Agreement. By Lessee: Trent Petty, Town Manager For Lessee: Town of Westlake � ACCEPTED on this the J'_ day of' r�"� r 2007. (*) ACCEPTANCE MUST BE SIGNED ONLY IF NO ESCROW AGREEMENT IS INCLUDED 2. PROPERTY: 2006 DODGE CHARGER POLICE VEHICLE, SEE ATTACHED EXHIBIT A. 3. USE: The primary use of the Property is as foliows: (PLEASE FILL OUT PRIMARY USE BELOW PRIMARY USE: 4. PROPERTY LOCATION: Town of Westlake 3 Village Circle, Suite 207 Westlake, TX 76262 5, INVOICING: Invoices shalt be sent to the following address, including to whose attention invoices should be directed: Town of Westlake Attention: Amanda 3 Village Circle, Suite #207 Westlake, TX 76262 6. INSURANCE: Lessee certifies that property and liabiiity insurance have been secured in accordance with the Agreement and such coverage will be maintained in force for the term of the Agreement. Lessor will be designated as ioss payee until Lessee is notified, in writing, to substitute a new loss payee. Company Insured Election to self -insure (in accordance with Section 10 of the Agreement). r7. MAINTENANCE: In accordance with Section 6 of the Agreement, Lessee agrees to, at its own expense, service, repair and maintain the Property for the term of the Agreement as follows: Maintenance Contract Ll"� Election to self -maintain PUBLIC PROPERTY FINANCE ACT CONTRACT BOYLE & LOWRY, L.L.P. InH� F. Bo),L,F- Jit. ATTORNEYS AND COUNSELORS L. STANTON. Llwt,i 4201 WINGREN. SUITE 108 Mr HF,A, C. G. BOYLE IR\NTNG, TEXAS 1'5062-2763 t)oUGLAS H. CONNE . III M1CHa1 L K. KAI.LAS www.boyle-iowo--corn Lis -, H. T mt,\.SLLLI" ::;OF COUN51;L May 9, 2007 Government Capital Corporation Attention Documentation Department 45 Miron Avenue Southlake- TX 76092 (972) (nO-71 I 0 Fax: (972)650-7105 Writers Direct Line: t9721 h5i;�; Iii_ E-mail: Isio�hrvChcwle-lawn nnI n iviunicipal Lease -Purchase Agreement iNo. 4577 — Town of Westlake, Texas Dear- Lessor: I have acted as Counsel to the Town of Westlake, with respect to that certain Lease Agreement No. 4577, by and between Government Capital Corporation as Lessor and the Town of Westlake as Lessee. I have reviewed the Agreement and such other documents, records and certificates of Lessee and appropriate officials as I have deemed relevant and am of the opinion that: The Lessee is a political subdivision or agency of the State of Texas with the requisite power and authority to incur obligations, the interest on which is exempt from taxation. 2. The execution, delivery and performance by the Lessee of the Agreement have been duly authorized by all necessary action on the part of the Lessee. 3. The Agreement constitutes a legal. valid and binding obligation of the Lessee enforceable in accordance with its terms. rtA The above. opinions may be relied u.pori by the Lessee. Sincerely, BCYLE�,-O�: tatiton )•✓own cc: Trent Petty, Town Manager Amanda DeGan, Court Clerk HABoyli-Lowry\We:st Laktn elwl-agreeenrslwl aor munic Ise agr 5-9-06 gov cap corp-doc TOWN' OF WESTLAKE RESOLUTION NO. 07-32 A RESOLUTION OF THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING A CONTRACT WITH GOVERNMENT CAPITAL, INC., TO LEASE A SERVICE VEHICLE FOR THE WARRANT DIVISION OF THE MUNICIPAL COURT. WHEREAS, the enforcement of the outstanding arrest warrants and efficient prisoner transport is important to the Town of Westlake; and WHEREAS, the Town of Westlake desi es to lease a police vehicle to facilitate warrant service; transport prisoners and enforce judicial orders to improve the effectiveness of the Municipal Court and the warrant division; and WHEREAS, Government Capital, Inc.; has provided a lease establishing the services as stated in the agreement for the Town of Westlake, attached as Exhibit "A"; and WHEREAS, the Mayor, Board of Aldermen and all staff of the Town. of Westlake, Texas, are committed to enforcing all judicial orders and serving outstanding arrest warrants and deem it to be of the utmost importance to the Toad of Westlake and Government Capital, Inc, to actively participate and execute this agreement. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1. The above findings are hereby found to be true and correct and are incorporated herein in their entirety. SECTION 2. The Board of Aldermen of the Town of Westlake, Texas, hereby approves the agreement with Government Capital Inc., relating to the lease of a police vehicle for the warrant division of the Municipal Court; attached hereto as Exhibit "A"; and further authorizes the Town Manager to execute the contract on behalf of the Town of Westlake, Texas. SECTION 3. The cost of this agreement will be included in the Fiscal Year 2007/2008 budget. P nqnID hirr� inn litlL?D7�nl,T7 TC 14thTldVfl��/��'7.(}li1, 1 AS yS I'.1J ANI ll tii` F RE_J V Lli Vl \ L HIS A Li i + ATTEST: _ G ScoAt.-Bradlei. Mayor i Sutter, TRMC, Town Secretary Trent O. Petty, T` m Manager APPROVED AS TO FORM: L. Stanton Lowry, Town Attorney ESCROW ,AGREEMENT MUNICIPAL LE=A5f AGREEMENT NO. 4577 (THE "AGREEMENT") BY AND BETWEEN Lessor, Government Capital Corporation and Lessee, Town of Westlake Federal Tax ?D#75-2449357 Dated as of May 14, 2007 THIS ESCROW AGREEMENT (the "Agreement") is made and entered intoof ay 007, ree pt Date") by and among Government Capital Corporation ("Lessor"), Town of Westlake ("Lessee") and ("Agent"). WITNESSETH: WHEREAS, Lessor and Lessee have entered into a certain Lease Agreement dated as of May 14, 2007, (the "Lease") pursuant to which the property more particularly described therein (the "Equipment") will b= leased to the Lessee under the terms stated in the Lease; WHEREAS, Lessor and Lessee desire to make funding arrangements for the acquisition of the Equipment, and Agent agrees to serve as escrow agent for such funding and acquisition; NOW THEREFORE, in consideration of the mutual agreements and covenant herein contained and for other vaivable consideration, the parties hereby agree as follows: 1. Agent shall undertake the duties and obligations of escrow agent as set forth in this Agreement. Agent shall not be deemed to be a party to the Lease. 2. Lessor has delivered to Agent the sum of $22,284.75 ("Escrow Amount") for deposit by Agent in the Town of Westlake Escrow Account (the "Fund"). The Fund will be administered by Agent pursuant to the terms of this Agreement. 3. Deposits in the Fund shall be used to pay for the acquisition of the Equipment. The Equipment may be acquired as individual items or as groups of items. Agent shall make disbursements from the Fund in payment for the acquisition of each item or group of items of the Equipment promptly upon receipt of a properly executed Payment Request Form, in the form attached hereto as Exhibit "A", for that portion of the acquisition of the Equipment for which payment is requested. Upon full acquisition of an item or group of items of the Equipment, any remaining cost of such item or group of items shall be disbursed promptly by the Agent upon receipt of a properly executed Acceptance Certificate and a corresponding Payment Request Form in the form attached hereto as Exhibit "A", for that portion of the Equipment for which payment is requested. Payment by Agent shall be to the payee shown on the Payment Request Form. 4. Agent will invest the Fund, as specified by Lessor, in general obligations of the United States or in obligations fully insured by the United States or in certificates of deposit of a bank which is either fully insured by an agency of the federal government or fully collateralized by such federal or federally guaranteed obligations, or in no -road money market mutual funds registered with and regulated by the Securities and Exchange Commission that includes in their investment objectives the maintenance of a stable net asset value of $1 for each share_ Agent will retain in the Fund all earnings from investment of the Fund until termination of the Fund pursuant to Section 5 hereof. S. Upon execution of one or more Certificates of Acceptance by Lessee and payment of acquisition costs by Agent for all the Equipment, this Agreement and the Funds shall terminate, and Agent shall transfer to Lessor all remaining sums in the Fund. If not terminated earlier, this Agreement and the Fund shall terminate on November 14, 2007, !"'Termination Date"), In this latter event, interest accrued pursuant to investment of the Fund under the terms of Section 4 hereof and all remaining principal in the Fund shall be transferred by Agent to Lessor; Exhibit "A" attached to the Lease shall thereupon be revised to delete any nonacquired portions of the Equipment and to substitute an amended amortization payment schedule to reflect the reduced acquisition costs. 6. Lessor and Lessee may by written agreement between themselves remove the Agent, at any time and for any reason, and appoint a successor escrow agent. Such removal shall not be effective until thirty (30) days after written notice thereof if provided to Agent. 7. Agent may at any time and for any reason resign as escrow agent by giving wrltten notice to Lessor and Lessee of its intention to resign and of the proposed date of resignation, which date shall be not less than thirty (30) days after giving Lessee and Lessor written notice of intent to resign, nor less than thirty (30) days after being appointed by Lessor and Lessee. 8. Agent shall have no obligation under the terms of this Agreement to make any disbursement except from the Fund. Agent makes no warranties or representations as to the Equipment or as to performance of the obligations of Lessor or Lessee under this Agreement or the Lease. 9. To the limited extent required to perfect the security interest granted by Lessee to Lessor in the cash and negotiable instrument from time to time comprising the Fund, Lessor hereby appoints the Agent as its security agent, and the Agent hereby accepts the appointment as security agent, and agrees to hold physical possession of such cash negotiable instruments on behalf of Lessor. 10. This Agreement may be amended by written agreement executed by all the parties. 11. This Agreement may be executed sn several counterparts, each of which shall be an original. IN WITNESS WHEREOF, the parties have execut d this Agreement as of the date first written above, LESSOR: Gover a ital C para MOM HOTger BY: Director Of Authori d ner operctions LESSEE: Town of Westlake BY: Trent Petty, Town anager AGENT: i BY: Agent Rep, Agent Rep Title State N tiond Sank PUBLIC PROPERTY FINANCE ACT CONTRAL'r 13 Farm 8038 -GC Information return for Small Tax -Exempt Governmental Bond issues, Leases, and Installment Sales (Rev. November 2000) ! t Linder Internal Revenue Code section 149(e) Irtemai Revenue service Ireasur' i Cautlon: if the issue price of the issue is S700,000 0.r mare, use Form 5038-C, Autno Issuer's name Town of Westlake (Agreement #4577) Number and street (or P.O. box if marl is not delivered to street address) 3 Village Circle, Suite #207 4 City, town, or post office, state, and ZIP code Westlake, TX 76262 Name and title of effRcer or legal representative whom the IRS may call tat more lnfbrmation Trent Petty, Town Manager Description of Obligations Check if reportinc: a sinaie issue CME No. 1545-0720 Check box if Amended Return ► 2 issuer's employer identification number 75: 2449357 I Roomrsuite 5 Report number 5 7 7eiephone number of officer or leaai representative ( 817 ) 490.5747 or on a consolidated basis ❑ . 8a issue price of obligations) (see instructions) . . . . . . , , , , Ba j 523,000,00 b Issue date (single issue) or calendar year (consolidated) (see instructions) 0- -------__--------_- 9 Amount of the reported obiigation(s) or line 8a; a Used to refund prior issue(s) , , , , , , , , , , , , , , , , 9a b Representing a loan from the proceeds of another tax-exempt obligation (e.g., bond bank) , . 9b 10 If the issuer has designated any issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check this box 0- 11 If any obligation is in the form of a lease or installment sale. check this box . . . , . 0- 12 If the Issuer has elected to pay a penaity in lieu of arbitrage rebate, check this box . ► ❑ Under penalties at perjury, I declare that I have examined this return and accompanying schedules and statements. and to the best of my knowledge Sign Iand belief, they are true, correct, and complete Here �, 7 Trent Petty, Town Manager Issuer'_ authorized repmsentatfv pate Type or print name and title General Instructions Section references are to the internal Revenue Code unless otherwise noted. Purpose of Farm Form 8036 -GC is used by the issuers of Lax -exempt governmental obfigations to provide the IRS with the information required by section 149(e) and to monitor the requirements of sections 141 through 150. Who Must File issuers of tax-exempt governmental obligations with issue prices of less than 51 D0,000 must file Form B038 -GC, Issuers of a tax-exempt governmental obligation with an issue price of $100,DOO or more must file Form 8038-G, Information Return for Tax -Exempt Governmental Obligations. Filing a separate return. Issuers have the option to file a separate Form 8038 -GC for any tax-exempt governmental obligation with an Issue price of less than 6100,000. An issuer of a tax-exempt bond used to finance construction expenditures must file a separate Form 8038 -GC for each issue to give notice to the IRS that an election was made to pay a penatty in lieu of arbitrage rebate (see the line 12 instructions). Filing a consolidated return. For all tax-exempt governmental obligations with issue prices of less than 5100,D00 that are not reported on a separate Form 8038 -GC, an issuer must file a consolidated information return including all such issues issued within the calendar year. Thus, an issuer may fife a separate Form 8038 -GC for each of a number of small issues and report the remainder of small issues issued during the calendar year on one consolidated Form 8038 -GC. However, a separate Form 8036 -GC must be filed to give the IRS notice of the election to pay a penalty in lieu of arbitrage rebate. When To File To file a separate return, file Form 8038 -GC on or before the 15th day of the second calendar month after the close of the calendar quarter in which the issue is issued To file a consolidated return, file Form 8036 -GC on or before February 75th of the calendar year foilowing the year in which the issue is issued. . ,Late filing. An issuer may be granted an extension of time to file Form 8038 -GC under Section 3 of Rev. Prot:. 86-10, 1988-1 C.B. 635, if it is determined that the failure to file on time is not due to willful neglect Type or print at the top of the form, "This Statement Is Submitted in Accordance with Rev. Proc. B8-10 " Attach to the Form 8038 -GC a letter briefly stating why the form was not submitted to the IRS on time. Also indicate whether the obligation in question is under examination by the IRS. Do not submit copies of any bond documents, leases, or installment sale documents. See Where To File below. Where To File File Form 8038 -GC, and any attachments, with the Internal Revenue Service Center, Ogden, UT 84201 Other Forms That May Be Required For rebating arbitrage (or paying a penalty in lieu of arbitrage rebate) to the Federal government use Form 8038-T, Arbitrage Rebate and Penalty in Lieu of Arbitrage Rebate. For private activity bonds, use Form 8038, information Return for Tax -Exempt Private Activity Bond Issues. Rounding to Whole Dollars You may show the money items on this return as whole -dollar amounts. To do so, drop any amount less than 50 cents and increase any amount from 50 to og cents to the next higher dollar, Definitions Obligations. This refers to a single tax-exempt governmental obligation if Form 8038 -GC is used for separate reporting or to multiple tax-exempt governmental obligations if the Form is used for consolidated reporting. Tax-exempt obligation. This is a bond, installment purchase agreement, or financial lease, on which the interest is excluded from income under section 103. Tax-exempt governmental obligation. A tax-exempt obligation that is not a private activity bond (see below) is a tax-exempt governmental obligation. This includes a bond issued by a qualified volunteer fire department under section 150(e). Private activity bond. This includes an cbligation issued as part of an issue in which: • More than 10% of the proceeds are to be used for any private activity business use, and Cat- No. 64108B Form 8038—GC (Rev. i1-2004)