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Home My WebLink AboutC2021-308 - 10/26/2021 - ApprovedGOVERNMENT OBLIGATION CONTRACT TX SFP Firm Term NBQ Obligor City of Corpus Christi, Texas 1201 Leopard Street Corpus Christi, Texas 18401 Dated as of October 26, 2021 Obligee KS StateBank 1010 Westloop; P.O. Box 69 Manhattan, Kansas 66505-0069 This Government Obligation Contract dated as of the date listed above is between Obligee and Obligor listed directly above. Obligee desires to finance the purchase of the Equipment described in Exhibit A to Obligor and Obligor desires to have Obligee finance the purchase of the Equipment subject to the terms and conditions of this Contract which are set forth below. 1. Definitions Section 1.01 Definitions. The following terms will have the meanings indicated below unless the context clearly requires otherwise: "Additional Schedule" refers to the proper execution of additional schedules to Exhibit A and Exhibit B, as well as other exhibits or documents that may be required by the Obligee all of which relate to the financing of additional Equipment. "Budget Year" means the Obligor's fiscal year. "Commencement Date" is the date when Obligor's obligation to pay Contract Payments begins. "Contract" means this Government Obligation Contract and all Exhibits attached hereto, all addenda, modifications, schedules, refinancings, guarantees and all documents relied upon by Obligee prior to execution of this Contract. "Contract Payments" means the payments Obligor is required to make under this Contract as set forth on Exhibit B. "Contract Term" means the Original Term and all Renewal Terms. "Exhibit" includes the Exhibits attached hereto, and any "Additional Schedule", whether now existing or subsequently created. "Equipment" means all of the items of Equipment listed on Exhibit A and any Additional Schedule, whether now existing or subsequently created, and all replacements, restorations, modifications and improvements. "Government" as used in the title hereof means a State or a political subdivision of the State within the meaning of Section 103(a) of the Internal Revenue Code of 1986, as amended ("Code"), or a constituted authority or district authorized to issue obligations on behalf of the State or political subdivision of the State within the meaning of Treasury Regulation 1.103-1(b), or a qualified volunteer fire company within the meaning of section 150(e)(1) of the Code. "Obligee" means the entity originally listed above as Obligee or any of its assignees. "Obligor" means the entity listed above as Obligor and which is financing the Equipment through Obligee under the provisions of this Contract. "Original Term" means the period from the Commencement Date until the end of the Budget Year of Obligor. "Renewal Term" means the annual term which begins at the end of the Original Term and which is simultaneous with Obligor's Budget Year and each succeeding Budget Year for the number of Budget Years necessary to comprise the Contract Term. "State" means the state which Obligor is located. II. Obligor Warranties Section 2.01 Obligor represents, warrants and covenants as follows for the benefit of Obligee or its assignees: (a) Obligor is an "issuer of tax exempt obligations" because Obligor is the State or a political subdivision of the State within the meaning of Section 103(a) of the Internal Revenue Code of 1986, as amended, (the "Code") or because Obligor is a constituted authority or district authorized to issue obligations on behalf of the State or political subdivision of the State within the meaning of Treasury Regulation 1.103-1(b), or a qualified volunteer fire company within the meaning of section 150(e)(1) of the Code. (b) Obligor has complied with any requirement for a referendum and/or competitive bidding. (c) Obligor has complied with all statutory laws and regulations that may be applicable to the execution of this Contract, including the Act; Obligor, and its officer executing this Contract, are authorized under the Constitution and laws of the State to enter into this Contract and have used and followed all proper procedures of its governing body in executing and delivering this Contract. The officer of Obligor executing this Contract has the authority to execute and deliver this Contract. This Contract constitutes a legal, valid, binding and enforceable obligation of the Obligor in accordance with its terms. Obligor is a municipality, county, school district, conservation and reclamation district, hospital organization, or other political subdivision of the State of Texas so as to constitute a "governmental agency" under Section 271.005 of the Texas Local Government Code, as amended ("Act"). (d) The Equipment listed in Exhibit A constitutes "personal property" under the Act in that it is personal property in the nature of appliances, equipment, or furnishings, or an interest in such type of personal property. The Equipment may be movable or fixed personal property, however the Equipment cannot constitute a permanent, immovable improvement. The Obligor may include materials and labor incidental to the Equipment as part of the Equipment in Exhibit A. (e) Obligor shall use the Equipment only for essential, traditional government purposes. (f) Should the IRS disallow the tax-exempt status of the interest portion of the Contract Payments as a result of the failure of the Obligor to use the Equipment for governmental purposes, or should the Obligor cease to be an issuer of tax exempt obligations, or should the obligation of Obligor created under this Contract cease to be a tax exempt obligation for any reason, then Obligor shall be required to pay additional sums to the Obligee or its assignees so as to bring the after tax yield on this Contract to the same level as the Obligee or its assignees would attain if the transaction continued to be tax-exempt. (g) Obligor will submit to the Secretary of the Treasury an information reporting statement as required by the Code. (h) Upon request by Obligee, Obligor will provide Obligee with current financial statements, reports, budgets or other relevant fiscal information. (i) Obligor shall retain the Equipment free of any hazardous substances as defined in the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. 9601 et. seq. as amended and supplemented. Q) Obligor hereby warrants the General Fund of the Obligor is the primary source of funds or a backup source of funds from which the Contract Payments will be made. (k) Obligor hereby pledges from legally available funds an amount sufficient to provide for the payment of the Contract Payments due under this Contract and such legally available funds have been pledged irrevocably for such payment. (I) The official of Obligor responsible for budget preparation will include in the budget request for each Budget Year the Contract Payments to become due in such Budget Year from legally available funds. (m) Obligor is unaware of any pending or threatened litigation before any state or federal court which would affect (1) the authority of the Obligor to enter into this Contract or (2) the authority of the Obligor to pledge the legally available funds to the payment of the Contract Payments due under this Contract. If Obligor should become aware of such pending or threatened litigation, Obligor shall notify Obligee immediately. (n) The meeting at which this Contract was adopted was open to the public, and the public notice of the time, place and purpose of said meeting was given, all as required by Chapter 551, Texas Government Code, as amended. (o) Obligor shall comply with any procurement laws applicable to the Obligor under the laws of this State. (p) Obligor presently intends to continue this Contract for the Original Term and all Renewal Terms as set forth on Exhibit B hereto. The official of Obligor responsible for budget preparation will include in the budget request for each Budget Year the Contract Payments to become due in such Budget Year, and will use all reasonable and lawful means available to secure the appropriation of money for such Budget Year sufficient to pay the Contract Payments coming due therein. Obligor reasonably believes that moneys can and will lawfully be appropriated and made available for this purpose. (q) Obligor has selected both the Equipment and the vendor(s) from whom the Equipment is to be purchased upon its own judgment and without reliance on any manufacturer, merchant, vendor or distributor, or agent thereof, of such equipment to the public. (r) Obligor owns the Equipment and any additional collateral free and clear of any liens, and Obligor has not and will not, during the Contract Term, create, permit, incur or assume any levies, liens or encumbrances of any kind with respect to the Equipment or any additional collateral except those created by this Contract. (s) Obligor warrants, as applicable, the purchase of any telecommunications and video surveillance services or equipment financed hereunder complies with 2 CFR § 200.216 and 2 CFR § 200.471. Section 2.02 Escrow Agreement. In the event both Obligee and Obligor mutually agree to utilize an Escrow Account, then immediately following the execution and delivery of this Contract, Obligee and Obligor agree to execute and deliver and to cause Escrow Agent to execute and deliver the Escrow Agreement. This Contract shall take effect only upon execution and delivery of the Escrow Agreement by the parties thereto. Obligee shall deposit or cause to be deposited with the Escrow Agent for credit to the Equipment Acquisition Fund the sum of N/A, which shall be held, invested and disbursed in accordance with the Escrow Agreement. Ill. Acquisition of Equipment, Contract Payments and the Purchase Option Price Section 3.01 Acquisition and Acceptance. Obligor shall be solely responsible for the ordering of the Equipment and for the delivery and installation of the Equipment. Execution of the Certificate of Acceptance or, alternatively, Payment Request and Equipment Acceptance Form, by a duly authorized representative of Obligor, shall constitute acceptance of the Equipment on behalf of the Obligor. Section 3.02 Contract Payments. Obligor shall pay Contract Payments from the legally available funds, as referenced in Section 4.01 below, exclusively to Obligee or its assignees in lawful, legally available money of the United States of America. The Contract Payments shall be sent to the location specified by the Obligee or its assignees. The Contract Payments, payable without notice or demand, are due as set forth on Exhibit B. Obligee shall have the option to charge interest at the highest lawful rate on any Contract Payment received later than the due date for the number of days that the Contract Payment(s) were late, plus any additional accrual on the outstanding balance for the number of days that the Contract Payment(s) were late. Obligee shall also have the option, on monthly payments only, to charge a late fee of up to 10%of the monthly Contract Payment that is past due. Furthermore, Obligor agrees to pay any fees associated with the use of a payment system other than check, wire transfer, or ACH. Once all amounts due Obligee hereunder have been received, Obligee will release any and all of its rights, title and interest in the Equipment. SECTION 3.03 CONTRACT PAYMENTS UNCONDITIONAL THE OBLIGATIONS OF OBLIGOR TO MAKE CONTRACT PAYMENTS AND TO PERFORM AND OBSERVE THE OTHER COVENANTS CONTAINED IN THIS CONTRACT SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS WITHOUT ABATEMENT, DIMINUTION, DEDUCTION, SET-OFF, OR SUBJECT TO DEFENSE OR COUNTERCLAIM. Section 3.04 Purchase Option Price. Upon thirty (30) days written notice, Obligor shall have the option to pay, in addition to the Contract Payment, the corresponding Purchase Option Price which is listed on the same line on Exhibit B. This option is only available to the Obligor on the Contract Payment date and no partial prepayments are allowed. If Obligor chooses this option and pays the Purchase Option Price to Obligee then Obligee will transfer any and all of its rights, title and interest in the Equipment to Obligor. Section 3.05 Contract Term. The Contract Term shall be the Original Term and all Renewal Terms until all the Contract Payments are paid as set forth on Exhibit B except as provided under Section 9.01 below. Section 3.06 Disclaimer of Warranties. OBLIGEE MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE OR ANY OTHER WARRANTY WITH RESPECT TO THE EQUIPMENT. OBLIGEE IS NOT A MANUFACTURER, SELLER, VENDOR OR DISTRIBUTOR, OR AGENT THEREOF, OF SUCH EQUIPMENT; NOR IS OBLIGEE A MERCHANT OR IN THE BUSINESS OF DISTRIBUTING SUCH EQUIPMENTTO THE PUBLIC. OBLIGEE SHALL NOT BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGE ARISING OUT OF THE INSTALLATION, OPERATION, POSSESSION, STORAGE OR USE OF THE EQUIPMENT BY OBLIGOR. IV. Appropriation of Money Section 4.01 Appropriation. Obligor shall be obligated to appropriate from legally available funds sufficient money in each Budget Year to make all the Contract Payments for the Original Term and each successive Renewal Term as each Contract Payment comes due. Obligor hereby pledges such revenues, funds, or taxes which constitute legally available funds, within the limits prescribed by law, that is sufficient to provide timely payment of the Contract Payments when due. Such legally available funds shall be made payable from all or any partof any revenues, funds, or taxes available to Obligor for its public purposes in accordance with Section 271.005 of the Texas Local Government Code. If Obligor fails to make an appropriation of money to make any Contract Payment, then an Event of Default will be deemed to have occurred as set forth under Section IX below. This Contract represents a binding and enforceable promise to pay in accordance with the terms herein by the Obligor. V. Insurance, Damage, Insufficiency of Proceeds Section 5.01 Insurance. Obligor shall maintain both property insurance and liability insurance at its own expense with respect to the Equipment. Obligor shall be solely res ponsi ble for selecting the insurer(s) and for making all premium payments and ensuring that all policies are continuously kept in effect during the period when Obligor is required to make Contract Payments. Obligor shall provide Obligee with a certificate of Insurance which lists the Obligee and/or assigns as a loss payee and an additional insured on the policies with respect to the Equipment. (a) Obligor shall insure the Equipment against any loss or damage by fire and all other risks covered by the standard extended coverage endorsement then in use in the State and any other risks reasonably required by Obligee in an amount at least equal to the then applicable Purchase Option Price of the Equipment. Alternatively, Obligor may insure the Equipment under a blanket insurance policy or policies. (b) The liability insurance shall insure Obligee from liability and property damage in any form and amount satisfactory to Obligee. (c) Obligor may self -insure against the casualty risks and liability risks described above. If Obligor chooses this option, Obligor must furnish Obligee with a certificate and/or other documents which evidences such coverage. (d) All insurance policies issued or affected by this Section shall be so written or endorsed such that the Obligee and its assignees are named additional insureds and loss payees and that all losses are payable to Obligor and Obligee or its assignees as their interests may appear. Each policy issued or affected by this Section shall contain a provision that the insurance company shall not cancel or materially modify the polity without first giving thirty (30) days advance notice to Obligee or its assignees. Obligor shall furnish to Obligee certificates evidencing such coverage throughout the Contract Term. Section 5.02 Damage to or Destruction of Equipment. Obligor assumes the risk of loss or damage to the Equipment. If the Equipment or any portion thereof is lost, stolen, damaged, or destroyed by fire or other casualty, Obligor will immediately report all such losses to all possible insurers and take the proper procedures to obtain all insurance proceeds. At the option of Obligee, Obligor shall either (1) apply the Net Proceeds to replace, repair or restore the Equipment or (2) apply the Net Proceeds to the applicable Purchase Option Price. For purposes of this Section and Section 5.03, the term Net Proceeds shall mean the amount of insurance proceeds collected from all applicable insurance policies after deducting all expenses incurred in the collection thereof. Section 5.03 Insufficiency of Net Proceeds. If there are no Net Proceeds for whatever reason or if the Net Proceeds are insufficient to pay in full the cost of any replacement, repair, restoration, modification or improvement of the Equipment, then Obligor shall, at the option of Obligee, either (1) complete such replacement, repair, restoration, modification or improvement and pay any costs thereof in excess of the amount of the Net Proceeds or (2) apply the Net Proceeds to the Purchase Option Price and pay the deficiency, if any, to the Obligee. Section 5.04 Obligor Negligence. Obligor assumes all risks and liabilities, whether or not covered by insurance, for loss or damage to the Equipment and for injury to or death of any person or damage to any property whether such injury or death be with respect to agents or employees of Obligor or of third parties, and whether such property damage be to Obligors property or the property of others (including, without limitation, liabilities for loss or damage related to the release or threatened release of hazardous substances under the Comprehensive Environmental Response, Compensation and Liability Act, the Resource Conservation and Recovery Act or similar or successor law or any State or local equivalent now existing or hereinafter enacted which in any manner arise out of or are incident to any possession, use, operation, condition or storage of any Equipment by Obligor), which is proximately caused by the negligent conduct of Obligor, its officers, employees and agents. VI. Title and Security Interest Section 6.01 Title. Title to the Equipment shall vest in Obligor when Obligor acquires and accepts the Equipment. Title to the Equipment will automatically transfer to the Obligee in the event Obligor defaults under Section 9.01. In such event, Obligor shall execute and deliver to Obligee such documents as Obligee may request to evidence the passage of legal title to the Equipment to Obligee. Section 6.02 Security Interest. To secure the payment of all Obligor's obligations under this Contract, as well as all other obligations, debts and liabilities, plus interest thereon, whether now existing or subsequently created, Obligor hereby grants to Obligee a security interest under the Uniform Commercial Code constituting a first lien on the Equipment described more fully on Exhibit A. Furthermore, Obligor agrees that any other collateral securing any other obligation(s) to Obligee, whether offered prior to or subsequent hereto, also secures this obligation. Obligor hereby also pledges such revenues, funds, or taxes which constitute legally available funds in accordance with 271.005 of the Texas Local Government Code, within the limits prescribed by law, that is sufficient to provide timely payment of the Contract Payments when due. The security interest established by this section includes not only all additions, attachments, repairs and replacements to the Equipment but also all proceeds therefrom. Obligor authorizes Obligee to prepare and record any Financing Statement required under the Uniform Commercial Code to perfect the security interest created hereunder. Obligor agrees that any Equipment listed an Exhibit A is and will remain personal property and will not be considered a fixture even if attached to real property. VII. Assignment Section 7.01 Assignment by Obligee. All of Obligee's rights, title and/or interest in and to this Contract may be assigned and reassigned in whole or in part to one or more assignees or sub - assignees by Obligee at any time without the consent of Obligor. No such assignment shall be effective as against Obligor until the assignor shall have filed with Obligor written notice of assignment identifying the assignee. Obligor shall pay all Contract Payments due hereunder relating to such Equipment to or at the direction of Obligee or the assignee named in the notice of assignment. Obligor shall keep a complete and accurate record of all such assignments. Section 7.02 Assignment by Obligor. None of Obligor's right, title and interest under this Contract and in the Equipment may be assigned by Obligor unless Obligee approves of such assignment in writing before such assignment occurs and only after Obligor first obtains an opinion from nationally recognized counsel stating that such assignment will not jeopardize the tax-exempt status of the obligation. Vill. Maintenance of Equipment Section 8.01 Equipment. Obligor shall keep the Equipment in good repair and working order, and as required by manufacturer's and warranty specifications. if Equipment consists of copiers, Obligor is required to enter into a copier maintenance/service agreement. Obligee shall have no obligation to inspect, test, service, maintain, repair or make improvements or additions to the Equipment under any circumstances. Obligor will be liable for all damage to the Equipment, other than normal wear and tear, caused by Obligor, its employees or its agents. Obligor shall pay for and obtain all permits, licenses and taxes related to the ownership, installation, operation, possession, storage or use of the Equipment. If the Equipment includes any titled vehicle(s), then Obligor is responsible for obtaining such title(s) from the State and also for ensuring that Obligee is listed as First Lienholder on all of the title(s). Obligor shall not use the Equipment to haul, convey or transport hazardous waste as defined in the Resource Conservation and Recovery Act, 42 U.S.C. 6901 et. seq. Obligor agrees that Obligee or its Assignee may execute any additional documents including financing statements, affidavits, notices, and similar instruments, for and on behalf of Obligor which Obligee deems necessary or a ppropriate to protect Obligee's interest in the Equipment and in this Contract. Obligor shall allow Obligee to examine and inspect the Equipment at all reasonable times. IX. Default Section 9.01 Events of Default defined. The following events shall constitute an "Event of Default" under this Contract: (a) Failure by Obligor to pay any Contract Payment listed on Exhibit B for fifteen (15) days after such payment is due according to the Payment Date listed on Exhibit B. (b) Failure to pay any other payment required to be paid under this Contract at the time specified herein and a continuation of said failure for a period of fifteen (15) days after written notice by Obligee that such payment must be made. If Obligor continues to fail to pay any payment after such period, then Obligee may, but will not be obligated to, make such payments and charge Obligor for all costs incurred plus interest at the highest lawful rate. (c) Failure by Obligor to observe and perform any warranty, covenant, condition, promise or duty under this Contract for a period of thirty (30) days after written notice specifying such failure is given to Obligor by Obligee, unless Obligee agrees in writing to an extension of time. Obligee will not unreasonably withhold its consent to an extension of time if corrective action is instituted by Obligor. Subsection (c) does not apply to Contract Payments and other payments discussed above. (d) Any statement, material omission, representation or warranty made by Obligor in or pursuant to this Contract which proves to be false, incorrect or misleading on the date when made regardless of Obligor's intent and which materially adversely affects the rights or security of Obligee under this Contract. (e) Any provision of this Contract which ceases to be valid for whatever reason and the loss of such provision would materially adversely affect the rights or security of Obligee. (f) Obligor admits in writing its inability to pay its obligations. (g) Obligor defaults on one or more of its other obligations. (h) Obligor becomes insolvent, is unable to pay its debts as they become due, makes an assignment for the benefit of creditors, applies for or consents to the appointment of a receiver, trustee, conservator, custodian, or liquidator of Obligor, or all or substantially all of its assets, or a petition for relief is fled by Obligor under federal bankruptcy, insolvency or similar laws, or is filed against Obligor and is not dismissed within thirty (30) days thereafter. Section 9.02 Remedies on Default. Whenever any Event of Default exists, Obligee shall have the right to take one or any combination of the following remedial steps: (a) With or without terminating this Contract, Obligee may declare all Contract Payments and other amounts payable by Obligor hereunder to the end of the Contract Term to be immediately due and payable. (b) With or without terminating this Contract, Obligee may require Obligor at Obligor's expense to redeliver any or all of the Equipment and any additional collateral to Obligee to a location specified by Obligee. Such delivery shall take place within fifteen (15) days after the Event of Default occurs. If Obligor fails to deliver the Equipment and any additional collateral, Obligee may enter the premises where the Equipment and any additional collateral is located and take possession of the Equipment and any additional collateral and charge Obligor for costs incurred. Notwithstanding that Obligee has taken possession of the Equipment and any additional collateral, Obligor shall still be obligated to pay the remaining Contract Payments due up until the end of the Contract Term. Obligor will be liable for any damage to the Equipment and any additional collateral caused by Obligor or its employees or agents. (c) Obligee may take whatever action at law or in equity that may appear necessary or desirable to enforce its rights. Obligor shall be responsible to Obligee for all costs incurred by Obligee in the enforcement of its rights under this Contract including, but not limited to, reasonable attorney fees. Section 9.03 No Remedy Exclusive. No remedy herein conferred upon or reserved to Obligee is intended to be exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Contract now or hereafter existing at law or in equity. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or shall be construed to be a waiver thereof. Section 9.04 Return of Equipment and Storage. (a) Surrender: The Obligor shall, at its own expense, surrender the Equipment, any additional collateral and all required documentation to evidence transfer of title from Obligor to the Obligee in the event of a default by delivering the Equipment and any additional collateral to the Obligee to a location accessible by common carrier and designated by Obligee. in the case that any of the Equipment and any additional collateral consists of software, Obligor shall destroy all intangible items constituting such software and shall deliver to Obligee all tangible items constituting such software. At Obligee's request, Obligor shall also certify in a form acceptable to Obligee that Obligor has complied with the above software return provisions and that they will immediately cease using the software and that they shall permit Obligee and/or the vendor of the software to inspect Obligor's locations to verify compliance with the terms hereto. (b) Delivery: The Equipment and any additional collateral shall be delivered to the location designated by the Obligee by a common carrier unless the Obligee agrees in writing that a common carrier is not needed. When the Equipment and any additional collateral is delivered into the custody of a common carrier, the Obligor shall arrange for the shipping of the item and its insurance in transit in accordance with the Obligee's instructions and at the Obligor's sole expense. Obligor at its expense shall completely sever and disconnect the Equipment and any additional collateral or its component parts from the Obligor's property all without liability to the Obligee. Obligor shall pack or crate the Equipment and any additional collateral and all of the component parts of the Equipment and any additional collateral carefully and in accordance with any recommendations of the manufacturer. The Obligor shall deliver to the Obligee the plans, specifications, operation manuals or other warranties and documents furnished by the manufacturer or vendor on the Equipment and any additional collateral and such other documents in the Obligor's possession relating to the maintenance and methods of operation of such Equipment and any additional collateral. (c) Condition: When the Equipment is surrendered to the Obligee it shall be in the condition and repair required to be maintained under this Contract. It will also meet all legal regulatory conditions necessary for the Obligee to sell or lease it to a third party and be free of all liens. If Obligee reasonably determines that the Equipment or an item of the Equipment, once it is returned, is not in the condition required hereby, Obligee may cause the repair, service, upgrade, modification or overhaul of the Equipment or an item of the Equipment to achieve such condition and upon demand, Obligor shall promptly reimburse Obligee for all amounts reasonably expended in connection with the foregoing. (d) Storage: Upon written request by the Obligee, the Obligor shall provide free storage for the Equipment and any additional collateral for a period not to exceed 60 days after the expiration of the Contract Term before returning it to the Obligee. The Obligor shall arrange for the insurance described to continue in full force and effect with respect to such item during its storage period and the Obligee shall reimburse the Obligor on demand for the incremental premium cost of providing such insurance. X. Miscellaneous Section 10.01 Notices. All notices shall be sufficiently given and shall be deemed given when delivered or mailed by certified mail, postage prepaid, to the parties at their respective places of business as first set forth herein or as the parties shall designate hereafter in writing. Section 10.02 Binding Effect. Obligor acknowledges this Contract is not binding upon the Obligee or its assignees unless the Conditions to Funding listed on the Documentation Instructions have been met to Obligee's satisfaction, and Obligee has executed the Contract. Thereafter, this Contract shall inure to the benefit of and shall be binding upon Obligee and Obligor and their respective successors and assigns. Section 10.03 Severability. In the event any provision of this Contract shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. Section 10.04 Amendments, Addenda, Changes or Modifications. This Contract may be amended, added to, changed or modified by written agreement duly executed by Obligee and Obligor. Furthermore, Obligee reserves the right to directly charge or amortize into the remaining balance due from Obligor, a reasonable fee, to be determined at that time, as compensation to Obligee for the additional administrative expense resulting from such amendment, addenda, change or modification requested by Obligor. Section 10.05 Execution in Counterparts. This Contract may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 10.06 Captions. The captions or headings in this Contract do not define, limit or describe the scope or Intent of any provisions or sections of this Contract. Section 10.07 Master Contract. This Contract can be utilized as a Master Contract This means that the Obligee and the Obligor may agree to the financing of additional Equipment under this Contract at some point in the future by executing one or more Additional Schedules to Exhibit A and Exhibit B, as well as other exhibits or documents that may be required by Obligee and obtaining approval in writing of any additional financing. Additional Schedules will be consecutively numbered on each of the exhibits which make up the Additional Schedule and all the terms and conditions of the Contract shall govern each Additional Schedule. Section 10.08 Entire Writing. This Contract constitutes the entire writing between Obligee and Obligor. No waiver, consent, modification or change of terms of this Contact shall bind either parry unless in writing and signed by both parties, and then such waiver, consent modification or change shall be effective only in the specific instance and for the specific purpose given. There are no understandings, agreements, representations, conditions, or warranties, express or implied, which are not specified herein regarding this Contact the Equipment or any additional collateral, financed hereunder. Any terms and conditions of any purchase order or other documents submitted by Obligor in Connection with this Contract which are in addition to or inconsistent with the terms and conditions of this Contract will not be binding on Obligee and will not apply to this Contract. Section 10.09 Participation in Israel Boycott. In accordance with Texas Government Code §2271.002, Obligee certifies that Obligee does not participate in, and agrees not to participate in during the term of the Contract, a boycott of Israel. Obligee and Obligor have mused this Contract to be executed in their names by their duly authorized representatives listed below. J01of Corpus Christi, Texas ' re fl �11 _AL( __ I r '( lha L C Ylrl l.lUl Printed Name and Title (fe as to form: Forte Attorney KS StateBank Signature Jaymie Paavola-Luckert, Vice President Printed Name and Title ADDENDUM NUMBER ONE GOVERNMENT OBLIGATION CONTRACT DATED AS OF OCTOBER 26, 2021 This Addendum Number One to the Government Obligation Contract dated as of October 26, 2071, between City of Corpus Christi, Texas (Obligor) and KS StateBank (Obligee) ("Contract") is the first written addendum to the above referenced Contract Now, therefore, the parties hereby mutually agree, for consideration the receipt of which is hereby acknowledged, to amend the Contract as follows: 1. The parties hereby agree that the following definitions are added to Section 1.01 of the Contract: "Purchase Price" means the total cost of the Equipment, including all delivery charges, installation charges, legal fees, financing costs, recording and filing fees and other costs necessary to vestfull, clear legal title to the Equipment In Obligor, subject to the security interest granted to and retained by Obligee as set forth in this Contract, and otherwise incurred in connection with the financing of this Equipment "Surplus Amount' means any amount on deposit in the Vendor Payable Account a) twenty-four (24) months after the Commencement Date, b) after the date upon which Obligor has accepted all of the Equipment, or c) upon an event of default. "Vendor Payable Account" means the separate account of that name established pursuant to Section %I of this Contract. 2. The parties hereby agree that Section 2.02 is removed from the Contract in its entirety. 3. The parties hereby agree that Section 3.01 of the Contract is removed and replaced with the fit evil ng Section 3.01: Section 3.01 Ace uisn on and Acceptance. Obligor shall be solely responsible for the ordering of the Equipment and for the delivery and installation of the Equipment. The Payment Request and Equipment Acceptance Form must be signed by the same authorized individual(s) who signed the Signature Card, Exhibit G. By making a Contract Payment after its receipt of the Equipment pursuant to this Contract, Obligor shall be deemed to have accepted the Equipment on the date of such Contract Payment for purposes of this Contract. All Contract Payments paid prior to delivery of the Payment Request and Equipment Acceptance Form shall be credited to Contract Payments as they become due as shown on the Contract Payment Schedule attached as Exhibit B hereto. 4. The parties hereby agree that the following is added to the end of Section 9.02 Remedies an Default as (it): (d) Obligee may retain all amounts credited to the Vendor Payable Account and Obligor shall have no further interest therein. S. The parties hereby agree that the following is added as xl to the Contract: xl. Vendor Payable Amount Section 11.01 Establishment of Vendor Payable Account. On the date that the Obligee executed this Contract, which is on or after the date that the Obligor executes this Contract, Obligee agrees to (i) make available to Obligor an amount sufficient to pay the total Purchase Price for the Equipment by establishing a separate, non -Interest bearing account (the "Vendor Payable Account"), as agent for Obligors account, with a financial institution that Obligee selects that is acceptable to Obligor (including Colgee or any of its affiliates) and (ii) to deposit an amount equal to such Purchase Price as reflected on Exhibit B in the Vendor Payable Account. Obligor hereby further agrees to make the representations, warranties and covenants relating to the Vendor Payable Account as set forth in Exhibit Cattached hereto. Upon Obligors delivery to Obligee of a Payment Request and Equipment Acceptance Form in the form set forth in Exhibit F . attached hereto, Obligor authorizes Obligee to withdraw funds from the Vendor Payable Account from time to time to pay the Purchase Price, or a portion thereof, for each item of Equipment as it is delivered to Obligoc The Payment Request and Equipment Acceptance Form must be signed by an authorized individual acting on behalf of Obligor. The authorized Individual or individuals designated by the Obligor must sign the Signature Card which will be kept in the possession of the Obligee. Section 11.02 Disbursement upon Default. If any funds are remaining in the Vendor Payable Account a) twenty-four (24) months after the Commencement Date, b) on the date upon which Obligor has accepted all of the Equipment, or c) upon an event of default, such funds shall be applied on such date to the amount owed to Obligee. In either event la) or (o, each Contract Payment thereafter shall be reduced by an amount calculated by Obligee and Obligee shall provide a revised Exhibit B to this Contract which shall apply thereafter. 6. The parties hereby agree that Exhibit C to the Contract is removed and replaced with new Exhibit C(attached to this Addendum Number One). 7. The parties hereby agree that Exhibits E, F, G, and H (attached to this Addendum Number One) are added to the Contract. S. Except as modified by this Addendum Number One, the Contract remains in full force and effect. No other modifications a addendum of the Contract shall be effective unless it is in writing and signed by the parties. IN WIT ESS WHEREOF, the Obligor and Obligee have caused this Addendum to be duly executed by their respective officers who have signed below. City Corpus ri ', Texas KS StateBank Signatullie Signature h`Q( LAO f 6hCtliCP _Paf� Jaymie Paavola-Luckert, Vice President Printed Nyneandn ut l�ist Printed Name and Title Date 'l1ltt).�V/CYrt 6� U Date as to form: si* For OW Attorney Schedule(O1) EXHIBIT A DESCRIPTION OF EQUIPMENT RE: Government Obligation Contract dated as of October 26, 2021, between KS StateBank (Obligee) and City of Corpus Christi, Texas (Obligor) Below is a detailed description of all the items of Equipment including quantity, model number and serial numberwhere applicable: Assorted Technology including In -Car Computer Systems, see attached Turn -Key Mobile Inc. Invoice Physical Address of Equipment after Delivery : �S 3Pjcrs� r.uVi�r e0t vJuf_ s Lip rake I Gka t 3 9 q I J Turn -Key Mobile, Inc. 4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Attn Greg Johnson 321 John Sartain 5 Fir Admin Corpus Chris, TX 78401 Invoice Date Invoice# 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total Rev 3 CF-33RZ-OBVM Panasonic PUBLIC SECTOR SPECIFIC, WIN10 PRO, 260 2,736.00 711,360.00 INTEL CORE I5.103IOU I.7GHZ (4.4GHZ), VPRO, 12.0" QHD GLOVED MULTI TOUCH+DIGITIZER, 16GB, 512GB OPAL SSD, INTEL WI-FI 6, BLUETOOTH, 4G LTE BAND 14 (EM7511), DGPS, DUAL PASS (CHI:WWAN/CH2:DGPS), INFRARED WEBCAM, 8MP REAR CAMERA, CONTACTLESS SMARTCARD, STANDARD BATTERIES (2), TPM 2.0, FLAT, CF-SVCPDEP3Y - TOUGHBOOK - TOUGHPADPREMIER DEPLOYMENT - INCLUDES IMAGING, CUSTOMER PORTAL ACCESS, MULTILOCATION SHIPPING AND DISK IMAGE MANAGEMENT AT THE PANASONIC NATIONAL SERVICE CENTER (YEARS 1,2,3), FZ-SVC512SSD3Y - 512GB SSD - TOUGHPAD NO RETURN OF DEFECTIVE DRIVE (YEARS 1,2, 3), FZ-SVCTPNF3YR- PROTECTION PLUS WARRANTY - TABLET PC (YEARS 1, 2, 3), CF-SVCBIOSI -NSC CUSTOM BIOS POST SALE ENTITLEMENT., CF-S V CADDPRM 12B - ABSOLUTE RESILIENCE - 12 MONTH TERM - PANASONIC PS BUNDLE SLED CUSTOMER ONLY. CF-VPF34U CF-SVCADDPRM... Panasonic 12.0" Screen Protector for CF-33 Panasonic ABSOLUTE RESILIENCE 48MO UPG 300 260 74.00 0.00 22,200.00 0.00 TERM PANASONICPS BNDL SLED CUSTONLY Shipping is included. Total Payments/Credits Balance Due Page 1 Turn -Key Mobile, Inc. 4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Arm Greg Johnson 321 John Sartain 5 Fir Admin Corpus Chris, TX 78401 Invoice Date Invoice # 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 I ISS I Terms I Due Date I Sales Rep I PO# I Terry I Net 30 10/9/2021 1 LJA Item Description Qty Rate Total CF-SVCPSY5 Panasonic Service Boodle 4th and 5th years Public 260 578.00 150,280.00 Safety Service Boodle Add on (Year 4 & 5 only). Must be purchased in conjunction with PS bundle base unit.Inclu,es Premier, Protection Plus, Customer Portal, Disk Image Management, HDD No Return GJT-33-TVDO-L-L... Panasonic Gamber-Johnson Trimline Lite Tablet 251 996.00 249,996.00 Vehicle Dock (no pass) for the CF-33 tablet only with LIND power supply. USB-2.0 (4), USB 3.0 (2), Serial, Ethernet (2), Docking Connector, Power, Release Lever, Lock PAN WARRANTY 2 TKM - GAMBER JOHNSON Dock 4th and 5th year 251 0.00 0.00 extended Warranty per dock 7160-0936 Gamber Johnson Mounting Bracket Assembly for the 251 0.00 0.00 Lind Power Supply (to a Flat surface) IK-88-TP-USB-P Panasonic Key Full Travel Keyboard- Cable 259 325.00 84,175.00 Connectivity - USB InterfaceTouchPad - Emergency, Adjustable Backlighting Hot Key(s) INTEGRATED TOUCHPAD & USB CABLE CP49001OM5YFA Panasonic Cradlepoint 5-yr NetCloud Mobile FIPS 251 1,832.50 459,957.50 Essentials and Advanced Plans and IBR900 FIPS router with WiFi (1000Mbps modem), no AC power supply or antennas, North America. Includes power/GPIO cable only; includes a single embedded 1200BM modem module; FIPS Restricted SKU AP-MMF-CCWW... Airgain MULTIMAX FV 5-in-1 High Performance Up 251 0.00 0.00 to 5-in-1 Compact External IP67 Antenna with Dual Cell/LTE, Dual Wi-Fi & GNSS. Mesh sleeving around all cables including the GPS AP-MMF-CC W WG-Q-S22222-RP34-MS-BL-l5 Shipping is included. Total Payments/Credits Balance Due Page 2 Turn -Key Mobile, Inc. IV4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Attn Greg Johnson 321 John Sartain 5 Fit Admin Corpus Chris, TX 78401 Invoice Date Invoice # 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 'PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Oty Rate Total CP-I170012M5YFA Panasonic Cradlepoint 5-yr NetCloud Mobile FITS 26 2,342.00 60,892.00 Essentials and Advanced Plans and IBR1700 FIPS router with WiFi (1200Mbps modem), no AC power supply or antennas, North America. Includes power/GPIO cable only; includes a single embedded 1200BM modem module; FIPS Restricted SKU AP-C4W4G-Q-SM... Airgain CENTURNION 9-in-1 High Performance 26 0.00 0.00 External IP67 Antenna with 4x4 LTE, 40 Wi-Fi and GNSS with mesh sleeving around all cables including the GPS *** If going on 2020 Ford PIU will need -QR- for modified gasket.*** AP-C4 W4G-Q-SMA-RP5678-MS-BL-15 Subtotal 1,738,860.50 Installation - Contr... INSTALL DOCK CF33 tablet mount, keyboard 240 181.00 43,440.00 attachment and power supply. This includes shop supplies used on install Installation - Contr... INSTALL Cradlepoint and antenna. This includes shop 263 231.00 60,753.00 supplies used on install Installation-Contr... INSTALL MANUFACTURE/MODIFY BRACKETS 96 70.00 6,720.00 FOR ON DASH MOUNTS TO ATTACH TO PLASTIX PLUS CONSOLES Installation - Contr... INSTALL CUSTOMER SUPPLIED CENTER 20 175.32 3,506.40 CONSOLES IN FORD PIU. Subtotal 114,419.40 Crown Vic 2008-11 Intercepter 2013-15 Solution for vehicles with consoles. DS-138 GAMBER JOHNSON Universal vertical surface mount, 11 43.00 473.00 small Shipping is included. Total Payments/Credits Balance Due Page 3 Turn -Key Mobile, Inc. 4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Arm Greg Johnson 321 John Sartain 5 Fir Admin Corpus Chris, TX 78401 Invoice Date Invoice # 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net30 10/9/2021 WA Item Description city Rate Total 7160-0178 GAM13ER JOHNSON 7" Center Upper Pole 11 53.00 583.00 7170-0513-01 Gamber Johnson Tall Tablet Display Mount Kit: 11 202.00 2,222.00 Quad -Motion TS5 and Quick Release Keyboard Tray Transits 2017-20 qty 3 7160-0537 Gamber Johnson 2015+ Ford Transit and 2016+ 3 50.00 150.00 Mercedes-Benz Metris Van Base DS-LOWER-9 GAMBER JOHNSON 9" Lower Tube Assembly 3 37.00 111.00 7160-0178 GAMBER JOHNSON 7" Center Upper Pole 3 53.00 159.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 3 395.00 1,185.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAMBER JOHNSON Adjustable Support Brace - Long 3 54.00 162.00 DS-STEP GAMBER JOHNSON, LOW PROFILE ADJUSTABLE 3 40.00 120.00 MOUNTING BRACKET Animal Control qty 4 2008 F250 7160-0045 GAMBER JOHNSON 1999-2008 Ford F-250 to F-750 4 83.00 332.00 Super Duty Vehicle base DS-LOWER-9 GAMBER JOHNSON 9" Lower Tube Assembly 4 37.00 148.00 QADJ-UPPER-M GAMBER JOHNSON 8" long quick adjust upper tube 4 69.00 276.00 assembly 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 4 395.00 1,580.00 Mongoose and Quick Release New Keyboard Tray 7160-0230 GAM 3ER JOHNSON Short Support Brace (10.3" - 4 45.00 180.00 16.3") Animal Control qty 5 2016 F-250 7160-0281 GAMBER JOHNSON Ford F-250-550 Super Duty 5 92.00 460.00 (2011-2016) and F-650/750 Super Duty (2011+) Vehicle Base Shipping is included. Total Payments/Credits Balance Due Page 4 Turn -Key Mobile, Inc. 4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Arm Greg Johnson 321 John Sartain 5 Flr Admin Corpus Chris, TX 78401 Invoice Date Invoice# 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Oty Rate Total DS-LOWER-9 GAMBER JOHNSON 9" Lower Tube Assembly 5 37.00 185.00 7160-0178 GAM 3ER JOHNSON 7" Center Upper Pole 5 53.00 265.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 5 395.00 1,975.00 Mongoose and Quick Release New Keyboard Tray 7160-0230 GAM 3ER JOHNSON Short Support Brace (10.3" - 5 45.00 225.00 16.3") Ford F150 2009-10 DS-124 GAMBER JOHNSON Vehicle base for Ford F-150 3 89.00 267.00 (New Body Style 2004-2014) DS-LOWER-9 GAMBER JOHNSON 9" Lower Tube Assembly 3 37.00 111.00 7160-0178 GAMBER JOHNSON 7" Center Upper Pole 3 53.00 159.00 7170-0513-01 Gamber Johnson Tall Tablet Display Mount Kit: 3 202.00 606.00 Quad -Motion TS5 and Quick Release Keyboard Tray 7160-0230 GAMBER JOHNSON Short Support Brace (10.3" - 3 45.00 135.00 16.3") Ford F-150 2020 7160-0554 GAMBER JOHNSON Ford F-150 Aluminum Body 3 95.00 285.00 (2015+), F-250 to 550 (2017+) & Super Duty (2017+) Vehicle Base DS-LOWER-9 GAM 3ER JOHNSON 9" Lower Tube Assembly 3 37.00 111.00 7160-0178 GAM 3ER JOHNSON 7" Center Upper Pole 3 53.00 159.00 7170-0513-01 Gamber Johnson Tall Tablet Display Mount Kit: 3 202.00 606.00 Quad -Motion TS5 and Quick Release Keyboard Tray 7160-0230 GAMBER JOHNSON Short Support Brace (10.3" - 3 45.00 135.00 16.3") Explorer 2016-2018 This will not work if any of these are civilian models. Shipping is included. Total Payments/Credits Balance Due Page 5 Turn -Key Mobile, Inc. IV4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Ann Greg Johnson 321 John Sartain 5 Fir Admin Corpus Chris, TX 78401 Invoice Date Invoice # 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description City Rate Total 7160-0878 GAMBER JOHNSON Ford Police Interceptor Utility 108 207.00 22,356.00 On -Dash Mount 7160-0884 GAMBER JOHNSON Ford Police Interceptor Utility 108 69.00 7,452.00 On -Dash Keyboard Mount 7160-0220 GAMBER JOHNSON Mongoose 9" locking slide arm 108 205.00 22,140.00 with 360 degree clevis 7I60-0857 GAM 3ER JOHNSON Low Profile Quick Release 108 92.00 9,936.00 Keyboard Tray Ford E-350 2009 & E-150 2010-11 7160-1624 Gamber Universal Adjustable Seat Base 4 95.00 380.00 7160-0178 GAMBER JOHNSON 7" Center Upper Pole 4 53.00 212.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 4 395.00 1,580.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAMBER JOHNSON Adjustable Support Brace - Long 4 54.00 216.00 Ford PIU 2020+ 7170-0735-04 Gamber Johnson 2020+ Ford Police Interceptor® Utility 33 607.00 20,031.00 Short Console Box with Cup Holder, Armrest, and 9" Locking Slide Arm with Short Clevis 7I60-1346-01 GamberJohnson 2020+ Ford Police Interceptor® Utilih 33 231.00 7,623.00 On -Dash Mount with 3" Extension Arm 7160-0857 GAMBER JOHNSON Low Profile Quick Release 33 92.00 3,036.00 Keyboard Tray Tahoe 2011-2016 DS-144 GAMBER JOHNSON 2007 GMC/Chevrolet truck and 28 75.00 2,100.00 SUV vehicle base Shipping is included. Total Payments/Credits Balance Due Page 6 Turn -Key Mobile, Inc. 4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Attn Greg Johnson 321 John Sartain 5 Flr Admin Corpus Chris, TX 78401 Invoice Date Invoice # 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total 7160-0510 GAMBER JOHNSON Chevrolet Silverado 1500 / GMC 4 103.00 412.00 Sierra 1500 (2014-2018) / 2500/3500/11D (2015+), Tahoe/Suburban/Yukon/Yukon XL (2015+) DS-LOWER-9 GAMBER JOHNSON 9" Lower Tube Assembly 32 37.00 1,184.00 7160-0178 GAMBER JOHNSON 7" Center Upper Pole 32 53.00 1,696.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 32 395.00 12,640.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAM 3ER JOHNSON Adjustable Support Brace - Long 32 54.00 1,728.00 Chargers and Challenger- 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 4 395.00 1,580.00 Mongoose and Quick Release New Keyboard Tray 7160-0454 GAMBER JOHNSON Universal Adapter 4 32.00 128.00 FREIGHTLIN MT55 2013 7160-0036 GAMBER JOHNSON Sprinter Van Base - Vehicle Base 1 35.10 35.10 for Dodge Sprinter (2004-2009), Freightliner Sprinter (2004-2014), DS-LOWER-5 GAMBER JOHNSON, 5" Lower Tube Assembly 1 37.00 37.00 7160-0177 GAMBER JOHNSON 5" Center Upper Pole 1 53.00 53.00 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 1 395.00 395.00 Mongoose and Quick Release New Keyboard Tray 7160-0231 GAMBER JOHNSON Adjustable Support Brace - Long 1 54.00 54.00 Tahoe 2014 FD Airport 7160-0454 GAMBER JOHNSON Universal Adapter 2 32.00 64.00 7160-0529 GAMBER JOHNSON Tablet Display Mount - TALL 2 52.00 104.00 7160-0857 GAMBER JOHNSON Low Profile Quick Release 2 92.00 184.00 Keyboard Tray Shipping is included. Total Payments/Credits Balance Due Page 7 Turn -Key Mobile, Inc. 4510 Country Club Dr Jefferson City, MO 65109 573-893-9888 Fax 314-754-9794 Ship To City of Corpus Christi Ann Greg Johnson 321 John Sartain 5 Flr Admin Corpus Chris, TX 78401 Invoice Date Invoice # 9/9/2021 34228 Bill To City of Corpus Christi Accounts Payable PO Box 9277 Corpus Christi, TX 78469-9277 ***PLEASE NOTE - EFFECTIVE 71112021 OUR NEW ADDRESS WILL BE*** 4510 COUNTRY CLUB DR, JEFFERSON CITY, MO 65109 ISS Terms Due Date Sales Rep PO# Terry Net 30 10/9/2021 LJA Item Description Qty Rate Total Fire Engines and Trucks qty 51 DS-56 GAMBER JOHNSON, HORIZONTAL SURFACE 27 29.00 783.00 BASE 7160-0454 GAMBER JOHNSON Universal Adapter 10 32.00 320.00 7160-0529 GAMBER JOHNSON Tablet Display Mount - TALL 12 52.00 624.00 7160-0775 Gamber Johnson Short Clevis VESA 75mm & 2 55.00 110.00 Gamber-Johnson Hole Pattern 7170-0512-01 GAMBER JOHNSON Tall Tablet Display Mount Kit: 34 395.00 13,430.00 Mongoose and Quick Release New Keyboard Tray 7160-0857 GAMBER JOHNSON Low Profile Quick Release 6 92.00 552.00 Keyboard Tray DS-LOWER-9 GAMBER JOHNSON 9" Lower Tube Assembly 2 37.00 74.00 7160-0178 GAMBER JOHNSON 7" Center Upper Pole 2 53.00 106.00 Subtotal 146,720.10 Contract -Texas DI... Texas DIR Contract # DIR-TSO-4025 - Appendix C 0.00 Pricing Gamber Johnson parts ( See below for the website to check MSRP ) https://w v.gambedohnson.com Shipping is included. Total $2,000,000.00 Payments/Credits $0.00 Balance Due $2,000,000.00 Page 8 Schedule (011 EXHIBIT B PAYMENT SCHEDULE RE: Government Obligation Contract dated as of October 26, 2021, between KS StateBank (Obligee) and City of Corpus Christi, Texas (Obligor) Date of First Payment: At Closing Original Balance: $2,000,000.00 Total Number of Payments: Two (2) Number of Payments Per Year: One (1) Pi Due Contract Applied to Applied to *Purchase No. Date Payment Interest Principal Option Price 1 At Closing $1,000,000.00 $0.00 $1,000,000.00 Not Applicable 2 26-Oct-22 $1,000,000.00 $0.00 $1,000,000.00 $0.00 By signing below, Obligor acknowledges that its obligation to make the Contract Payments set forth in Exhibit 8 to the Contract includes repayment of the principal amount of 52,000,000.00, together with interest at 0.000%. Furthermore, the amount financed by Obligor is $1,966,442.60 and such amount is the issue price of this Contract for federal income tax purposes. The difference between the principal amount of this Contract and the issue price is original issue discount, as defined in section 1288 of the Internal Revenue Code of 1985, as amended. The yield of this Contract for federal income tax purposes is 3.472%. Such issue price and yield will be stated in the applicable Form 8038-G. Ci f of Cor hri ti, Texas Sig ure ✓ r1b �1 ewnee _Ire Printed Name and Title `Assumes all Contract Payments due to date are paid Schedule (01) EXHIBIT C ACCEPTANCE OF OBLIGATION TO COMMENCE CONTRACT PAYMENTS UNDER EXHIBIT B RE: Government Obligation Contract dated as of October 26, 2021, between KS State Bank (Obligee) and City of Corpus Christi, Texas (Obligor) 1, the undersigned, hereby certify that I am a duly qualified representative of Obligor and that I have been given the authority by the governing body of Obligor to sign this Acceptance of Obligation to commence Contract Payments with respect to the above referenced Contract. I hereby certify that: 1. The Equipment described on Exhibit has not been delivered, installed or available for use as of the Commencement date of this Contract. 2. Obligor acknowledges that Obligee has agreed to deposit into a Vendor Payable Account an amount sufficient to pay the total purchase price (the "Purchase Price) for the Equipment so identified in such Exhibit A; 3. The principal amount of the Contract Payments In the Exhibit B accurately reflects the Purchase Price; 4. Obligor agrees to execute a Payment Request and Equipment Acceptance Form authorizing payment of the Purchase Price, or a portion thereof, for each withdrawal of funds from the Vendor Payable Account. Notwithstanding that the Equipment has not been delivered to or accepted by Obligor on the date of execution of the Contract, Obligor hereby warrants that: (a) Obligors obligation to commence Contract Payments as set forth in Exhibit B is absolute and unconditional as of the Commencement Date and on each date set forth in Exhibit B thereafter, subject to the terms and conditions of the Contract; (b) immediately upon delivery and acceptance of all the Equipment, Obligor will notify Obligee of Obligors final acceptance of the Equipment by delivering to Obligee the "Payment Request and Equipment Acceptance Form" in the form set forth in Exhibit F attached to the Contract; (c) in the event that any Surplus Amount is on deposit in the Vendor Payable Account when an event of default under the Contract occurs, then those amounts shall be applied as provided in Section 11 of the Contract; (d) regardless of whether Obligor delivers a final Payment Request and Equipment Acceptance Form, all Contract Payments paid prior to delivery of all the Equipment shall be credited to Contract Payments as they become due under the Contract as set forth in Exhibit B. Ci f Cor ti, Texas Printed Name and Title Schedule(01) EXHIBIT D OBLIGOR RESOLUTION RE: Government Obligation Contract dated as of October 26, 2021, between KS StateBank (Obligee) and City of Corpus Christi, Texas (Obligor) At a duly called meeting of the Governing Body of the Obligor (as defined in the Contract) held on jC 68 0- &r LU?—) the following resolution was introduced and adopted: BE IT RESOLVED by the Governing Body of Obligor as follows: 1. Determination of Need. The Governing Body of Obligor has determined that a true and very real need exists for the acquisition of the Equipment described on Exhibit A of the Government Obligation Contract dated as of October 26, 2021, between City of Corpus Christi, Texas (Obligor) and KS StateBank (Obligee). 2. Personal Property finance Act. The Governing Body of Obligor will enter into the Contract, together with all related documents, as authorized by the Public Property Finance Act, Subchapter A, Chapter 271, Local Government Code (the "PPFA" ). 3. Pledge of Taxes. For each year in which Contract Payments are due pursuant to the Contract, there shall be levied, as authorized by the PPFA, an ad valorem tax within the limits prescribed by law that is sufficient (together with other funds lawfully available to Obligor and applied for such purpose) to provide for the timely payment of Contract Payments when due. 4. Approval and Authorization. The Governing Body of Obligor has determined that the Contract, substantially in the form presented to this meeting, is in the best interests of the Obligor for the acquisition of such Equipment, and the Governing Body hereby approves the entering into of the Contract by the Obligor and hereby designates and authorizes the following person(s) to execute and deliver the Contract on Obligor's behalf with such changes thereto as such person(s) deem(s) appropriate, and any related documents, including any Escrow Agreement, necessary to the consummation of the transaction contemplated by the Contract. Authorized Individual(s): f7Pd�irtr i�u/�ber�. nflttfor ai `'nancE- %n.ct..,cr Sn na%ieLi ��i:GF ,2; irwnc•o-( DF'F��t✓ (Typed ar Printed Name and Title of individualls) authorized [o execute [he Cantrzct) 5. Adoption of Resolution. The signatures below from the designated individuals from the Governing Body of the Obligor evidence the adoption by the Governing Body of this Resolution. Signature: Printed Nan Attested By: Printed Name -17:.JL.Jt}.>.L3 () AU I HUHIa6, n a—L�-:-2►F�.�i -- --• Sff,RFTARv '� Schedule(01) EXHIBIT E OFFICER'S CERTIFICATE RE: Government Obligation Contract dated as of October 26, 2021, between KS StateBank (Obligee) and City of Corpus Christi, Texas (Obligor) I, the undersigned, hereby certify that I am a duly qualified representative of Obligor and that I have been given the authority by the governing body of Obligor to sign this Officer's Certificate with respect to the above referenced Contract. I hereby certify that: 1. Obligor has appropriated and/or taken other lawful actions necessary to provide moneys sufficient to pay all Contract Payments required to be paid under the Contract during the current Budget Year of Obligor, and such moneys will be applied in payment of all Contract Payments due and payable during such current Budget Year. 2. Obligor has obtained insurance coverage as required under the Contract from an insurer qualified to do business in the State. 3. No event or condition that constitutes or would constitute an Event of Default exists as of the date hereof. 4. The governing body of Obligor has approved the authorization, execution and delivery of this Contract on its behalf by the authorized representative of Obligor who signed the Contract. 5. Please list the Source of Funds (Fund Item in Budget) for the Contract Payments that come due under Exhibit B of this Contract. Source of Funds : General Fund By signing below, Obligor hereby authorizes the General Fund of the Obligor as a backup source of funds from which the Contract Payments can made. I of Co us7e xas p/� Sib ure Y� V I iJ /I he 1 Printed Name and Title U 'F Schedule (01) EXHIBIT F PAYMENT REQUEST AND EQUIPMENT ACCEPTANCE FORM RE: Government Obligation Contract dated as of October 26, 2021, between KS StateBank (Obligee) and City of Corpus Christi, Texas (Obligor) In accordance with Section 11.01, by executing this Payment Request and Equipment Acceptance Form the Obligor hereby represents that the Payee or Payees listed below who are requesting payment have delivered the Equipment or a portion of the Equipment or performed the services to the satisfaction of the Obligor and that the amounts requested below by the Payee or Payees are proportionate with the value of the Equipment delivered or services rendered by the Payee or Payees. The Obligor hereby represents and warrants for all purposes that: 1. Pursuant to the invoice attached hereto, the amount to be disbursed is $ Contract between Obligor and Vendor. 2. Payment is to be made to: Payee: and this amount is consistent with the 3. The undersigned certifies that the following documents are attached to this Payment Request and Equipment Acceptance Form when there is a request for a release of funds from the Vendor Payable Account to pay for a portion, or all, of the Equipment: (1) Invoice from the Vendor, (2) copy of the Contract between Obligor and Vendor (if requested by the Obligee), (3) Insurance Certificate (if applicable), (4) front and back copy of the original MSO/Title listing Kansas State Bank and/or its assigns as the first lien holder (if applicable). By executing this Payment Request and Equipment Acceptance Form and attaching the documents as required above, the Obligor shall be deemed to have accepted this portion of the Equipment for all purposes under the Contract, including, without limitation, the obligation of Obligor to make the Contract Payments with respect thereto in a proportionate amount of the total Contract Payment. 4. No amount listed in this exhibit was included in any such exhibit previously submitted. 5. Each disbursement hereby requested has been incurred and is a proper charge against the Vendor Payable Account. No amount hereby requested to be disbursed will be paid to Obligor as reimbursement for any expenditure paid by Obligor more than 60 days prior to the date of execution and delivery of the Contract. 6. The Equipment referenced in the attached has been delivered, installed, inspected and tested as necessary and in accordance with Obligor's Specifications and accepted for all purposes. 7. That Obligor is or will be the title owner to the Equipment referenced in the attached, and that in the event that any third party makes a claim to such title that Obligor will take all measures necessary to secure title including, without limitation, the appropriation of additional funds to secure title to such Equipment, or a portion thereof, and keep the Contract in full force and effect. Furthermore, Obligor has obtained insurance coverage as required under the Contract from an insurer qualified to do business in the State. 8. Obligor has appropriated and/or taken other lawful actions necessary to provide moneys sufficient to pay all Contract Payments required to be paid under the Contract during the current Budget Year of Obligor, and such moneys will be applied in payment of all Contract Payments due and payable during such current Budget Year. 9. No event or condition that constitutes or would constitute an Event of Default exists as of the date hereof. I, the undersigned, hereby certify that I am a duly qualified representative of Obligor and that I have been given the authority by the governing body of Obligor to sign this Payment Request and Equipment Acceptance Form. Please forward this document and any correspondence relating to vendor payment to: dyordy@ksstate.bank or Fax: (785) 587-4016 Please call (877) 587-4054 if you have any questions. City of Corpus Christi, Texas Signature Printed Name and Title Schedule(01) EXHIBIT G SIGNATURE CARD RE: Government Obligation Contract dated as of October 26, 2021, between KS StateBank (Obligee) and City of Corpus Christi, Texas (Obligor) The below signatures will be used for purposes of verifying the signature on a Payment Request and Equipment Acceptance form prior to making payments from the Vendor Payable Account. By signing below, the undersigned represents and warrants that s/he has received all appropriate authority from City of Corpus Christi, Texas. Ci of Corpus Christi, Texas Sig ure Tah r AjAftb I pry1hre7rr�ef� Printed Name and Title Signature of additional authorized individual (optional) of Obligor Signature (i o a1 5 TAtic C..G P- S P*—" c.e+9-7—L G F1- / E F t= / r._C ,¢� C (A L 0 r i c 'Z-W Printed Name and Title Schedule (01) EXHIBIT H OBLIGOR ACKNOWLEDGEMENT RE: Government Obligation Contract dated as of October 26, 2021, between KS StateBank (Obligee) and City of Corpus Christi, Texas (Obligor) Obligor hereby acknowledges that it has ordered or caused to be ordered the equipment that is the subject of the above -mentioned Contract. Please complete the below information, attach another page if necessary VendorP Phone: Contact) Equipment: 4 Cost of Equipment: Vendor Name: _ Phone: Contact Person: _ Equipment: Cost of Equipment: Vendor Name: _ Phone: Contact Person: Equipment: _ Cost of Equipment: Vendor Name: _ Phone: Contact Person: _ Equipment: Cost of Equipment: Vendor Name: _ Phone: Contact Person: _ Equipment: Cost of Equipment: yZ 00 Obligor will immediately notify Obligee if any of the information listed above is changed. INSURANCE REQUIREMENTS Pursuant to Article V of the Government Obligation Contract, you have agreed to provide us evidence of insurance covering the Equipment. A Certificate of Insurance listing the information stated below should be sent to us no later than the date on which the equipment is delivered. Insured: City of Corpus Christi, Texas 1201 Leopard Street Corpus Christi, Texas 18401 1. Equipment Description ♦ Assorted Technology including In -Car Computer Systems ♦ Please include all applicable VIN's, serial numbers, etc. Certificate Holder: KS StateBank 1010 Westloop, P.O. Box 69 Manhattan, Kansas 66505-0069 2. Physical Damage ♦ All risk coverage to guarantee proceeds of at least $1,966,442.60. 3. Loss Payee ♦ KS StateBank ARIA (and/or Its Assigns) MUST be listed as loss payee. Please forward certificate as soon as possible to: Email: dyordy@ksstate.bank or Fax: (785) 587-4016 Please complete the information below and return this form along with the Contract. City of Corpus Christi, Texas Insurance Company: S Agent's Name: Telephone #: Fax #: Address: City, State Zip: Email: LEGAL DEPARTMENT PO Box 9277 Corpus Christ) Taxes78469-9277 Phone 361826-3360 Fax 361.826-3239 www.cctexas.Com Municipal court Prosecutor's Offlce 120 N. Chaparral Corpus Christi Texas78401 Phone 361-886-2530 Fax 361.886-2567 Human Relation PO Box 9277 Corpus Christi Texas 78469-9277 Phone 361.826-3190 Fax 361-826.3192 Risk Management PO Box 9277 Corpus Christi Texas 78401-9277 Phone 361-826-3680 Fax 361.926.3697 October 8, 2021 KS StateBank Government Finance Department 1010 Westloop, P. O. Box 69 Manhattan, KS 66505-0069 Email: Imeade@ksstate.bank 877-587-4054 Direct 785-587-4016 Fax Re: Funding Application Mobile Data Computers for Public Safety To Whom It May Concern: The City of Corpus Christi is a self insured public entity as allowed by the State of Texas for General Liability, Auto Liability, and Workers' Compensation. Liability limits are established and defined by Chapter 101 of the Texas Tort Claims Act. Liability limits are as follows; $250,000 per person and $500,000 for each single occurrence for liability. The City is also self -insured for $500,000 per injury. The City also carries an excess/umbrella policy in addition which covers both. The Self Insurance Funds are funded by the City of Corpus Christi in accordance with generally accepted accounting practices through actuarially calculated annual contributions. A claim may be filed online at www.cctexas.com//aovemment/city-secretary/notice-of-claim/index or contact Risk Management for information at 361-826-3680. Sincerely, � C^'vvnV Gilbert Sanchez Risk Manager GS/gs FHARTUNG ACOR�� DATE (MMIDDIYYYY) EVIDENCE OF PROPERTY INSURANCE 10/18/2021 THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. AGENCY PHONE Ext): (361) 884-2775 COMPANY Carlisle Insurance Underwriters at Lloyd's, London 500 N Water #900 Corpus Christi, TX 78401 884-3470 I ADDRESS.-francesh@carlisleins.com CUSTOMER ID #: CORPCHR-06 INSURED City of Corpus Christi LOAN NUMBER POLICY NUMBER ATTN : Risk Management CPP118674701 P 0 Box 9277 Corpus Christi, TX 78469-9277 EFFECTIVE DATE EXPIRATION DATE 5/4/2021 61412022 CONTINUED UNTIL TERMINATED IF CHECKED THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION LOCATIONIDESCRiPTION Loc # 0, Bldg # 0, All Buildings & Locations THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. COVERAGE INFORMATION PERILS INSURED BASIC BROAD 17 SPECIAL COVERAGE I PERILS I FORMS I AMOUNT OF INSURANCE DEDUCTIBLE Loc # 0, Bldg # 0 ��----- ---- - --- — � Electronic Data & Media $2,500,000 10,000 1 KtMAKK5 (incivaing speciai conamons) Special Conditions: Re: Funding Application Mobile Data Computers for Public Safety Certificate Holder is Loss Payee as their interests may appear. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. NAME AND ADDRESS KS StateBank Government Finance Department 1010 Westloop, P.O. Box 69 Manhattan, KS 66505-0069 ADDITIONAL INSURED MORTGAGEE LOAN # AUTHORIZED REPRESENTATIVE LENDER'S LOSS PAYABLE I A f LOSS PAYEE ACORD 27 (2016/03) @ 1993-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD INVOICE BILL TO: CITY OF CORPUS CHRISTI, TEXAS ATTN:ACCOUNTS PAYABLE 1201 LEOPARD STREET CORPUS CHRISTI, TEXAS 18401 DATESENT: 10-12-2021 REMIT TO: KS STATE BANK GOVERNMENT FINANCE DEPARTMENT PO BOX 69 MANHATTAN, KS 66505-0069 FOR INQUIRIES: (877) 587-4054 ACCOUNT NUMBER PAYMENT DATE PAYMENT DUE DATE TOTAL AMOUNT DUE GOVERNMENT OBLIGATION CONTRACT DATED AS OF OCTOBER 26, 2021 ASSORTED TECHNOLOGY INCLUDING IN -CAR COMPUTER SYSTEMS PAYMENT AMOUNT: Additional interest will be assessed on any payment received after the due date. $1,000,000.00 8038 REVIEW FORM The 8038 form attached hereto is an important part of the documentation package and must be properly filled out and submitted to the Department of the Treasury in order for you to receive the lower tax-exempt rate. Unless you instruct us otherwise, we have engaged a Paid Preparer to assist in the filling out of this form. The Paid Preparer has filled out the relevant portions of this form based on the current understanding of what is required by the Department of the Treasury. The responses on this 8038 form are based on the dates and amounts which you have requested (structure of the transaction) and which are on the Payment Schedule. 1. Please review our responses for accuracy. If anything is inaccurate, please contact our office so that we can make proper revisions. 2. If the information provided to you on this form is accurate, please sign where indicated and return with the document package. 3. If there are any changes to the structure of the transaction that occur prior to funding which require a change to the 8038 form, we will make such changes and provide notification to you. 4. We will return to you a copy of the 8038 form that was mailed to the Department of the Treasury. Important Note: The IRS is now requesting information regarding tax-exempt issuers' and borrowers' written policies and procedures designed to monitor post - issuance compliance with the federal tax rules applicable to tax-exempt obligations (boxes 43 and 44). Do not check items 43 and 44 on the 8038 form unless you have established written procedures in accordance with the instructions referenced directly below. If you choose to "check" items 43 and/or 44, please be prepared to provide copies of such written procedures to the Paid Preparer or any representatives of the IRS upon request. Written procedures should contain certain key characteristics, including making provisions for: • Due diligence review at regular intervals; • Identifying the official or employee responsible for review; • Training of the responsible official/employee; • Retention of adequate records to substantiate compliance (e.g., records relating to expenditure of proceeds); • Procedures reasonably expected to timely identify noncompliance; and • Procedures ensuring that the issuer will take steps to timely correct noncompliance. For additional guidance on this 8038 form, you can refer to the Documentation Instructions located on the following government website: http://www.irs.gov/apP/Picklist/list/formsinstructions.html, or contact your local IRS office. Form 8038-G (Rev. September 2018) Department of the Treasury Information Return for Tax -Exempt Governmental Obligations ► Under Intemal Revenue Code section 149(e) ►See separate instructions. Caution: if the issue price is under$100,000, use Form 8036-GC. OMB No. 1545-0720 1 Issuers name - 2 Issuers employer identification number (EIN) City of Corpus Christi, Texas 74-6000574 3a Name of person (other than issuer) with whom the IRS may communicate about this return (see instructions) 3b Telephone number of other person shown on 3a 4 Number and street (or P.O. box if mail is not delivered to street address) Room/suite 5 Report number (For IRS Use Only) 1201 Leopard Street 3 6 City, town, or post once, state, and ZIP code 7 Date of issue Corpus Christi, Texas 18401 1012612021 6 Name of issue 9 CUSIP number Government Obligation Contract None 10a Name and title of officer or other employee of the issuer whom the IRS may call for more information (se 10b Telephone number of officer or other instructions) employee shown on 10a Ms. Heather Huribert, Director of Finance (361) 290-1071 Type of Issue (enter the issue price). See the instructions and attach schedule. 11 Education . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Health and hospital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Public safety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Environment (including sewage bonds) . . . . . . . . . . . . . . . . . . . . . . . . . 16 Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 Other. Describe ► Assorted Technology including In -Car Computer Systems 19 If obligations are TANS or RANs, check only box 19a . . . . . . . . . . . . . . . .. . . . ► ❑ If obligations are BANS, check only box 191b . . . . . . . . . . . . . . . . . . . . . . . . . ► ❑ 20 If obligations are in the form of a lease or installment sale, check box . . . . . . . . . . . . . .. ► 11 12 13 14 15 16 17 18 1,974,468 91 Description of Obligations. Complete for the entire issue for which this form is being filed. (a) Final maturity d (b) issue price (c) Stated redemption pace at maturity (d) Weighted average maturity (a) Yield 21 1 10/2612022 1 $ 1,974,468.91 1 $ NIA 1.000 years 1 3.443 % Uses of Proceeds of Bond Issue (including underwriters' discount) 22 23 25 26 27 28 29 Proceeds used for accrued interest .. . . . . . . . . . . . . . . . . . . Issue price of entire issue (enter amount from line 21, column (b)) .. . . . . Proceeds used for bond issuance costs (including underwriters' discount) . . Proceeds used for credit enhancement . . . .. . . . . . . . . Proceeds allocated to reasonably required reserve or replacement fund . . . Proceeds used to refund prior tax-exempt bonds. Complete Part V. .. . . . Proceeds used to refund prior taxable bonds. Complete Part V. . . . . . . Total (add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . . . . . . .24 24 25 . . . . . . . . . . . J29 26 27 28 . . . . . . . . . . 30 Nonrefunding pmceeds of the issue subtract line 29 from line 23 and enter amount here 30 REM Description of Refunded Bonds. Complete this part only for refunding bonds. 31 Enter the remaining weighted average maturity of the tax-exempt bonds to be refunded . . . . . . . . .. . ► years 32 Enter the remaining weighted average maturity of the taxable bonds to be refunded . . . . . . . . . ► years 33 Enter the last date on which the refunded tax-exempt bonds will be called (MM/DDNYYY) . . . . . . . . . ► 34 Enter the date(s) the refunded bonds were issued ► (MM/DD/YYYY) For Paperwork Reduction Act Notice, see separate Instructions. Cat. No. 63773S Form 8038-G (Rev. 9-2011) Form 0 35 36a b c 37 38a b c d 39 40 41a to c it 42 43 44 45 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) . . . . . . . . . . is Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (GIC) (see instructions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Enter the final maturity date of the GIC► (MM/DD/YYYY) Enter the name of the GIC provider ► Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans to other governmental units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37 If this issue is a loan made from the proceeds of another lax -exempt issue, check box ► ❑ and enter the following information: Enter the date of the master pool bond ►(MM/DD/YYYY) Enter the EIN of the issuer of the master pool bond ► Enter the name of the issuer of the master pool bond ► If the issuer has designated the issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check box . . . . . . . . . . . . ► ❑ If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . . . . . . . . . . . . . . . ► ❑ If the issuer has identified a hedge, check here P. ❑ and enter the following information: Name of hedge provider 0- Type of hedge ► Tenn of hedge ► If the issuer has superintegrated the hedge, check box . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ► ❑ If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated according to the requirements under the Code and Regulations (see instructions), check box . . . . . . ► ❑ If the issuer has established written procedures to monitor the requirements of section 148, check box . . . . . . . . . . . . ► ❑ a If some portion of the proceeds was used to reimburse expenditures, check here P. ❑ and enter the amount of reimbursement. . . . . . . . . . . ► to Enter the date the official intent was adopted ► (MM/DD/YYYY) Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge Signature and belief, ttky are true, correct, and complete. I further declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to and process this turn, tot erson that I have authorized above. II 1I T L r Consent Iiilai 'i�Q��1P/ fild�l7�/1�t �IKVICC I t`r� Signature of issuers authorized representative Date Type or print name and tire Print/Type preparer's name Preparers signature Date PTIN Paid / I 0n Have Check ❑ if Preparer H. Evan Howe fN• tC(ew 1.11.10 is 32so-0fialr 10/12/2021 self-employed P01438994 Use Only Fi m's Name ► Ba stone Financial LLC Firm's EIN ► 48-1223987 Firm's Address ► 12980 Metcalf, Suite 310, Overland Park, KS 66213 Phone no. 800 752-3662 Form 8038-G (Rev. 9-2011))