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R-1834 - 12/10/2019 - AGREEMENTS - Resolutions Supporting Documents (2)THE TERMS OF THIS CONTRACT ARE CONTAINED ON MORE THAN ONE PAGE Settlement Nbr:13006876 Equipment Type:Construction & Forestry Commercial Application ID:13006876 Version Number:3DOC7000 04/22/2020 08:40 AM Page 1 of 5 Revision Date: 20 April 2020 Application ID:13006876 Version Number: 3 Governmental LESSEE'S NAME AND PHYSICAL ADDRESS VILLAGE OF OAK BROOK 1200 OAK BROOK RD OAK BROOK, IL 60523-2203 LESSEE'S TAX ID NUMBER 9534 LESSEE'S PHONE NO. 630-368-5000 TYPE OF BUSINESS Municipality LESSEE RESIDES IN (County/State) DUPAGE*, IL LESSEE AGREES TO KEEP GOODS IN (County/State) See Equipment Location and County for each Item of Equipment below NAME AND TITLE OF SIGNING OFFICER RANIA SERENCES - SR PURCHASING ASSISTANT LESSOR'S NAME AND ADDRESS Deere Credit, Inc.PHONE NUMBER P.O. Box 6600 Johnston, IA 50131-2945 800-828-8297 This Lease Agreement (“Lease Agreement”) is entered into between Deere Credit, Inc., as Lessor ("we", "us" or "our"), and the Lessee and any Co-Lessee identified above ("you" or "your"). Each Lessee and Co-Lessee shall be jointly and severally liable for all obligations under this Lease Agreement. EQUIPMENT LEASED Year Manufacturer Equipment Description Engine Hour Limit Per Year Excess Hour Charge Equipment Location County Outside City Limits 2020 JOHN DEERE 410L BACKHOE LOADER 500 $25.00 OAK BROOK, IL DUPAGE*No ADDITIONAL DETAILS Product ID Engine Hour Meter Asset Level Payment*Purchase Option Price 1T0410LXVLF381697 8 $532.27 $87,420.30 Total Purchase Option Price $87,420.30 Asset Level Payments may not include applicable sales taxes. For purposes of this Lease Agreement, “Lease Payments” means the Lease Payment as identified below. LEASE PAYMENTS LEASE TERM START DATE: April 22, 2020 LEASE TERM END DATE: April 22, 2023 The first Lease Payment Due Date is May 22, 2020 and each successive Lease Payment is due on the same day of the Month thereafter, (the Billing Period"), unless otherwise provided below NUMBER OF PAYMENTS AGGREGATE OF ASSET LEVEL PAYMENTS SALES/USE TAX LEASE PAYMENT DUE DATE 36 $532.27 $0.00 $532.27 May 22, 2020 DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W THE TERMS OF THIS CONTRACT ARE CONTAINED ON MORE THAN ONE PAGE Settlement Nbr:13006876 Equipment Type:Construction & Forestry Commercial Application ID:13006876 Version Number:3DOC7000 04/22/2020 08:40 AM Page 2 of 5 Revision Date: 20 April 2020 TERMS AND CONDITIONS 1.Lease Term; Payments.You agree to lease from us the Equipment described in this Lease Agreement for the Lease Term. The Lease Term will begin on the Lease Term Start Date and end on the Lease Term End Date. All attachments and accessories itemized in this Lease Agreement and all replacements, parts and repairs to the Equipment shall form part of the Equipment. This Lease Agreement is not accepted by us until we sign it, even if you have made a payment to us. You agree to remit the Lease Payments each Billing Period and all other amounts (including applicable sales, use and property taxes) when due to: DEERE CREDIT, INC., P.O. Box 4450, Carol Stream, IL 60197-4450, even if we do not send you a bill or an invoice.YOUR PAYMENT OBLIGATIONS ARE ABSOLUTE, UNCONDITIONAL, AND ARE NOT SUBJECT TO CANCELLATION, REDUCTION OR SETOFF FOR ANY REASON WHATSOEVER. For any payment which is not received by its due date, you agree to pay a late charge equal to 4.000% of the past due amount (not to exceed the maximum amount permitted by law) as reasonable collection costs, plus interest from the due date until paid at a rate of 1.5% per month, but in no event more than the maximum lawful rate. Restrictive endorsements on checks you send us will not change or reduce your obligations to us. If a payment is returned to us by the bank for any reason, you agree to pay us a fee of $25.00 or the maximum amount permitted by law, whichever is less. Lease Payments and other payments may be applied, at our discretion, to any obligation you may have to us or any of our affiliates. If the total of all payments made during the Lease Term exceeds the total of all amounts due under this Lease Agreement by less than $25.00 we may retain such excess. Lease Payments may be based on the assumption that we will be entitled to certain tax benefits as the owner of the Equipment. If you take or fail to take any action that results in a loss of such tax benefits, you will pay us, on demand, the amount we calculate as the value of such lost tax benefits. You certify that the engine hour meter reading on each Item of Equipment is accurate as of the date you sign this Lease Agreement. If you use any Equipment during the Lease Term for more than the Engine Hour Limit indicated above for that Item of Equipment, you will pay to us within 10 days of the Lease Term End Date (or any earlier termination of this Lease Agreement) an amount equal to the Excess Hour Charge for that Item of Equipment for each engine hour in excess of the Engine Hour Limit. If this Lease Agreement is terminated, canceled or extended for any reason, the Engine Hour Limit will be prorated by us in our sole discretion. 2.Security Deposit.If a Security Deposit is indicated in the Advance Lease Payment Invoice, the Security Deposit will be held by us in a non-interest-bearing account commingled with other funds. We may apply the Security Deposit to any amounts due under this Lease Agreement and, if we do so, you agree to promptly remit to us the amount necessary to restore the Security Deposit to the original amount. The Security Deposit will be returned to you within 30 days of termination of this Lease Agreement and final inspection by us, provided you are not in default. 3.Taxes.Although you may be exempt from the payment of certain Taxes, you agree to pay us when invoiced (a) all sales, use, rental, gross receipts and all other taxes which may be imposed on the Equipment or its use, and (b) all taxes and governmental charges associated with the ownership, use or possession of the Equipment including, but not limited to, personal property and ad valorem taxes ("Taxes"). Taxes do not include those measured by our net income. If applicable law requires tax returns or reports to be filed by you, you agree to promptly file such tax return and reports and deliver copies to us. You agree to keep and make available to us all tax returns and reports for Taxes paid by you. 4.Ownership; Missing Information.We are the owner of the Equipment and you have the right to use the Equipment under the terms of this Lease Agreement. You agree to keep the Equipment free and clear of liens and encumbrances, except those in our favor, and promptly notify us if a lien or encumbrance is placed or threatened against the Equipment. You irrevocably authorize us, at any time, to (a) insert or correct information on this Lease Agreement, including your correct legal name, serial numbers and equipment descriptions; (b) submit notices and proofs of loss for any required insurance; and (c) endorse your name on remittances for insurance and Equipment sale or lease proceeds. 5.Equipment Maintenance, Operation and Use.You agree to (a) USE THE EQUIPMENT ONLY FOR AGRICULTURAL, BUSINESS OR COMMERCIAL PURPOSES AND NOT FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES; (b) not permanently move the Equipment to another county or state without notifying us within 30 days; (c) operate and maintain the Equipment in accordance with all (i) laws, ordinances and regulations, (ii) manuals and other instructions issued by the manufacturer(s) and supplier(s), and (iii) insurance policy terms and requirements; (d) perform (at your own expense) all maintenance and repairs necessary to keep the Equipment in as good a condition as when delivered to you, reasonable wear excepted; (e) not install or use any accessory or device on the Equipment which may damage or otherwise negatively affect the value, manufacturer warranty coverage, useful life or the originally intended function or use of the Equipment in any way; (f) remove any non-financed accessory or device which is not otherwise prohibited under subsection (e) above before lease expiration or earlier termination without damaging the Equipment; (g) allow us and our agent(s) to inspect the Equipment and all of your records related to its use, maintenance and repair at any reasonable time; (h) keep any metering device installed on the Equipment connected and in good working condition at all times; (i) affix and maintain, in a prominent place on the Equipment, any labels, plates or other markings we may provide to you; and (j) not permit the Equipment to be used by, or to be in the possession of, anyone other than you or your employees. 6.Insurance.You agree, at your cost, to (a) keep the Equipment insured against all risks of physical damage for no less than its Termination Value (as such term is defined in Section 7 below), naming us (and our successors and assigns) as sole loss payee; and (b) maintain public liability insurance, covering personal injury and property damage for not less than $1,000,000 per occurrence, naming us and our successors and assigns) as additional insured. All insurance must be with companies and policies acceptable to us. Your obligation to insure the Equipment continues until you return the Equipment to us and we accept it. Each insurance policy must provide that (a) our interest in the policy will not be invalidated by any act, omission, breach or neglect of anyone other than us; and (b) the insurer will give us at least 30 days' prior written notice before any cancellation of, or material change to, the policy. Unless you provide us with evidence of the required insurance coverages, we may purchase insurance, at your expense, to protect our interests in the Equipment. This insurance may not (a) protect your interests; or (b) pay any claim that you make or any claim that is made against you in connection with the Equipment. You may later cancel any insurance purchased by us, but only after providing us with evidence that you have obtained the insurance required by this Lease Agreement. The cost of the insurance may be more than the cost of insurance you may be able to obtain on your own. DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W THE TERMS OF THIS CONTRACT ARE CONTAINED ON MORE THAN ONE PAGE Settlement Nbr:13006876 Equipment Type:Construction & Forestry Commercial Application ID:13006876 Version Number:3DOC7000 04/22/2020 08:40 AM Page 3 of 5 Revision Date: 20 April 2020 7.Loss or Damage.Until the Equipment is returned to us in satisfactory condition, you are responsible for all risk of loss, damage, theft, destruction or seizure of the Equipment (an “Event of Loss”). You must promptly notify us of any Event of Loss. If the Equipment can be repaired or replaced, you agree to promptly repair or replace the Equipment, at your cost, and the terms of this Lease Agreement will continue to apply. If the Equipment cannot be repaired or replaced, you agree to pay us, within 10 days of the Event of Loss, its Termination Value as of the day before such Event of Loss occurred. Upon receipt of the Termination Value, we will transfer to you (or the insurance company) all of our rights, title and interest in such Item(s) of Equipment (each, an “Item of Equipment”) AS-IS, WHERE- IS, WITHOUT ANY WARRANTY AS TO CONDITION OR VALUE. All insurance proceeds must be paid directly to us, and we may apply any excess insurance proceeds to any other amounts you owe us or any of our affiliates. “Termination Value” for any Item of Equipment shall be the net book value calculated as the sum of (a) all Lease Payments and any other amounts then due and payable to us; plus (b) the present value of all remaining Lease Payments and other amounts, discounted at the; Internal Rate of Return or, if a discount rate is set forth in this Lease Agreement, such discount rate the "Discount Rate"); plus (c) the unamortized amount of our direct costs of originating and administering this Lease Agreement; plus (d) cost to repair and refurbish the Item so that it is in satisfactory condition in accordance with Section 10; plus (e) the present value of the Purchase Option Price (or, if there is no Purchase Option Price, the residual value that we assumed in calculating the Lease Payments) discounted at the Discount Rate. "Internal Rate of Return" shall be calculated using standard finance techniques with the equipment cost, Lease Payments, Lease Term and Purchase Option Price (or residual value assumption) as the variables. "Discount Rate" shall mean the Internal Rate of Return minus two percentage points (2%). 8.Purchase Option.In the event you desire to purchase an Item of Equipment at the Lease Term End Date and you are not in default, you agree to pay us the applicable Purchase Option Price (plus applicable Taxes including estimated property taxes) for each Item of Equipment. Upon receipt of the Purchase Option Price and any other amounts you owe us on or before the Lease Term End Date, we will transfer to you all of our right, title and interest in such Item(s) of Equipment AS-IS, WHERE-IS, WITHOUT ANY WARRANTY AS TO CONDITION OR VALUE. 9.Early Payoff.In the event you desire to purchase an Item of Equipment prior to the Lease Term End Date, are not in default, and you request a payoff amount quote, you agree to pay us the payoff amount. Upon receipt of the payoff amount, we will transfer to you all of our right, title and interest in such Item of Equipment AS-IS, WHERE-IS, WITHOUT ANY WARRANTY AS TO CONDITION OR VALUE. 10.Return of Equipment.If this Lease Agreement is terminated for any reason and you do not (a) return the Equipment to us, or, (b) exercise any Purchase Option, you agree to remit to us, until such time as the Equipment is returned to us in accordance with the provisions of this Section, lease payments each month equal to the higher of (i) the monthly fair market rental value of the Equipment, as determined by us in our sole discretion, or (ii) the monthly Lease Payment (or the monthly lease payment equivalent if the Lease Payments are other than monthly (e.g., for annual Lease Payments, the monthly lease payment equivalent would be calculated by dividing the annual Lease Payment by 12)). All Equipment must be returned to the nearest John Deere dealer that sells equipment substantially similar to the Equipment, at your expense and in satisfactory condition, along with all use, maintenance and repair records. Equipment is in satisfactory condition if it is in as good a condition as when the Equipment was delivered to you, reasonable wear excepted. Unsatisfactory condition shall include any condition described below (“Excessive Wear and Tear”): a) Mechanical.(A) Computer systems or safety and emission control equipment not in proper working order; (B) mechanical components that are missing, broken or unsafe or that do not operate normally, given the age of the Equipment; (C) wear on power train assembly that exceeds manufacturer's standards for normal wear and tear; (D) any air filters not within manufacturer's specifications; (E) any gauges or fluid indicators that are damaged or do not function; (F) the electrical system fails to operate properly; (G) the battery fails to hold a charge; (H) any wire harnesses not tied down and kept secured, dry and clean; (I) any pumps, motors, valves or cylinders not in good operating condition or that fail to meet manufacturer's rated specifications; (J) hydraulic system exceeds manufacturer's then-current contaminant standards (as shown by oil sample analysis); (K) equipment not serviced according to manufacturer's operating manual; and/or (L) any lubricant, water or A/C seal leaks. b) Exterior.(A) Dents larger than 2 inches in diameter; (B) excessive number of dents or scratches; (C) any scratch 8" or longer that reaches the metal skin; (D) any single chip the size of a quarter or larger or multiple small chips within one square foot; (E) substandard paint repairs, such as peeling, bubbling or mismatched shades that evidence poor condition in comparison to the original paint and require repainting at a cost in excess of $200; (F) rust holes in the body metal or a rust spot that covers more than a 4-inch square area; (G) any glass that must be replaced due to cracks or missing glass and any windshield damages cracked or broken glass must be replaced; (H) all frame damage and substandard frame repairs; and/or (I) any tires or tracks that (i) have broken side walls or excessive cuts or damages, (ii) have less than 50% of the original useful life remaining, or (iii) are not of the same size, type grade or equivalent quality manufacturer as were originally included on the Equipment. c) Cab/Operator Platform. (A) Heavy interior soil or strong odors, such as manure, that cannot be removed by general cleaning; B) unclean condition of operator environment; and/or (C) holes, tears, or burns on the dash, floor covers, seats, headliners, upholstery or interior. d) General. (A) Equipment not operated or maintained in accordance with manufacturer's specifications or if components, fuels or fluids, on or in connection with the Equipment that do not meet manufacturer's standards were used; and/or (B) any other damage that in the aggregate costs $250 or more to repair or that makes the Equipment unlawful or unsafe to operate. e) Other.(A) All warranty and PIP (“Product Improvement Program”) work relating to the Equipment must be completed prior to the Lease Term End Date; (B) the Equipment must be cleaned prior to its return; (C) The Equipment must be prepared for storage according to the operators manual, including flushing the system and use of winterization fluid. f) Hour Meter. For each Item of Equipment returned with a broken or missing hour meter, you shall accept an invoice from us and remit to us an amount equal to $1,000. You agree that the engine hour meter included with the Equipment is conclusive of the number of hours of Equipment use. g) Invoices for Excess Wear And Tear.Upon any return of the Equipment, we shall, in our sole discretion, determine the existence of any Excessive Wear and Tear. In the event any Item of Equipment is returned to us with Excessive Wear and Tear, you shall, at our sole discretion, (A) accept an invoice from us and remit to us the cost of repairing or replacing the affected component(s) which we determine necessary to return the Equipment to its required condition; and/or (B) accept an invoice from us and remit to us an amount equal to our estimate of (i) the cost of new tires or tracks if the tires or tracks are damaged due to broken side walls or excessive cuts or damage, or (ii) the cost of new tires or tracks multiplied by the difference between (a) our estimate of the percentage of the useful life of the tires and tracks then remaining, and (b) 50%. For example, if you return Equipment with tires having 20% of their useful life remaining, you would remit to us an amount equal to 30% of the cost of new tires ((50% - 20%) multiplied by the cost of new tires). Your failure to remit the required payment to us within 10 days of demand shall constitute a default by you under the terms of this Lease Agreement. 11.Default.You will be in default if: (a) you fail to remit to us any Lease Payment or other payment when due; (b) you breach any DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W THE TERMS OF THIS CONTRACT ARE CONTAINED ON MORE THAN ONE PAGE Settlement Nbr:13006876 Equipment Type:Construction & Forestry Commercial Application ID:13006876 Version Number:3DOC7000 04/22/2020 08:40 AM Page 4 of 5 Revision Date: 20 April 2020 other provision of this Lease Agreement and fail to cure such breach within 10 days; (c) you remove any Equipment from the United States; (d) a petition is filed by or against you or any guarantor under any bankruptcy or insolvency law; (e) a default occurs under any other agreement between you (or any of your affiliates) and us (or any of our affiliates); (f) you or any guarantor is acquired by, merges with or consolidates into another entity, sells substantially all its assets, dissolves or terminates its existence, or (if an individual) dies; or g) you fail to maintain the insurance required by Section 6. Time is of the essence under this Lease Agreement. 12.Remedies.If a default occurs, we may, to the extent permitted by applicable law, do one or more of the following: (a) require you to return the Equipment in the manner outlined in Section 10, or take possession of the Equipment; (b) recover from you, AS LIQUIDATED DAMAGES FOR LOSS OF BARGAIN AND NOT AS A PENALTY: (i) if the Equipment is returned to to us, the sum of (1) all Lease Payments and any other amounts then due and payable to us; (2) the present value of all remaining Lease Payments and other amounts, discounted at the Discount Rate; (3) the cost to repair and refurbish the Item of Equipment so that it is in satisfactory condition in accordance with Section 10; and (4) the unamortized amount of our initial direct costs of originating and administering this Lease Agreement, (ii) if the Equipment is not returned to us, the Termination Value as of the date of such default, or (iii) if you are in default of subsection (e) of Section 5 above the Termination Value as of the date of such default; (c) declare any other agreements between you and us (or any of our affiliates) in default; (d) terminate any of your rights (but none of your obligations) under this Lease Agreement and any other agreement between you and us (or any of our affiliates); (e) charge you for the expenses incurred in connection with the enforcement of our remedies including, without limitation, repossession, repair and collection costs, attorneys' fees and court costs; (f) exercise any other remedy available at law or in equity; and (g) take on your behalf (at your expense) any action required by this Lease Agreement which you fail to take. These remedies are cumulative, are in addition to any other remedies provided by law, and may be exercised concurrently or separately. Any failure or delay by us to exercise any right shall not operate as a waiver of any other right or future right. 13.Assignment.You will not assign, pledge or otherwise transfer any of your rights or interests in this Lease Agreement or any Equipment without our prior written consent. Any assignment without our consent will be void. This Lease Agreement shall be binding upon any successor or permitted assignee. We may assign this Lease Agreement or our interest in the Equipment at any time without notice to you and without your consent. We may provide information about you to any prospective assignee or participant. You agree not to assert against our assignee any claims, offsets or defenses which you may have against us. 14.Indemnity.You are responsible for all losses, damage, claims, injuries to or the death of an individual, and attorneys' fees and costs (“Claims”), incurred or asserted by any person, in any manner related to the Equipment or this Lease Agreement thereof, including its use, condition or possession. You agree to defend and indemnify us, and hold us harmless, against all Claims, although we reserve the right to control the defense and to select or approve defense counsel. You will promptly notify us of all Claims made. Your liability under this Section is not limited to the amounts of insurance required under this Lease Agreement. This indemnity continues beyond the termination of this Lease Agreement for acts or omissions which occurred during the Lease Term. 15.Representations and Warranties. You represent and warrant to us, as of the date of this Lease Agreement, and covenant to us so long as this Lease Agreement is in effect, that: a) you are a State, or a political subdivision thereof, for purposes of Section 103 of the Internal Revenue Code of 1986, as amended (the "Code"); (b) any documents required to be delivered in connection with the Lease (collectively, the "Documents") have been duly authorized by you in accordance with all applicable laws, rules, ordinances, and regulations; (c) the Documents are valid, legal, binding agreements, enforceable in accordance with their terms and the person(s) signing the Documents have the authority to do so, are acting with the full authorization of your governing body, and hold the offices indicated below their signatures; (d) the Equipment is essential to the immediate performance of a governmental or proprietary function by you within the scope of your authority and shall be used during the Lease Term only by you and only to perform such function; (e) you intend to use the Equipment for the entire Lease Term and shall take all necessary action to include in your annual budget any funds required to fulfill your obligations each fiscal period during the Lease Term; (f) you have complied fully with all applicable law governing open meetings, public bidding and appropriations, required in connection with the Lease and the debt under applicable state law; (g) your obligations to remit Lease Payments and other amounts due and to become due under the Lease constitute a current expense and not a debt under applicable state law; (h) all financial information you have provided is true and a reasonable representation of your financial condition; (i) you shall not do or cause to be done any act which shall cause, or by omission of any act allow the interest portion of any Lease Payment to become includible in our gross income for Federal income taxation purposes under the Code; (j) you shall maintain a complete and accurate account of all assignments of the Lease in the form sufficient to comply with book entry requirements of Section 149(a) of the Code and the regulations prescribed thereunder from time to time; and (k) you shall comply with the information reporting requirements of Section 149(e) of the Code. Such compliance shall include, but not be limited to, the execution of 8038-G or 8038-GC Information Returns. You acknowledge and agree that: (a) we did not select, manufacture or supply any of the Equipment; (b) we acquired the Equipment at your direction; (c) you selected the supplier of the Equipment; (d) you are entitled to all manufacturer warranties Warranty Rights") and we assign all Warranty Rights, to you, to the extent assignable; (e) you may request an accurate and complete statement of the Warranty Rights, including any disclaimers and limitations, directly from the manufacturer; and (f) you assign to us all your rights (but none of your obligations) under all purchase orders, purchase agreements or similar documents relating to the Equipment. You waive all rights and remedies conferred upon a lessee under Sections 508 - 522 of Article 2A of the Uniform Commercial Code. 16.Governing Law; Jurisdiction; Venue. THIS LEASE AGREEMENT WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF IOWA, WHERE THIS LEASE AGREEMENT IS ACCEPTED AND ENTERED INTO,except for its conflict of laws provisions. You irrevocably submit to the non-exclusive jurisdiction and venue of federal and state courts located in Des Moines, Iowa and will not claim it is an inconvenient forum for legal action. YOU AND WE IRREVOCABLY WAIVE ANY RIGHT YOU AND WE MAY HAVE TO A JURY TRIAL. 17.Miscellaneous. WE HAVE NOT MADE, AND DO NOT MAKE, ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE EQUIPMENT'S MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY, OR OTHERWISE. WE ARE NOT LIABLE FOR CONSEQUENTIAL OR SPECIAL DAMAGES.You acknowledge that no supplier or dealer of the Equipment is an agent of ours, or authorized to act for or bind us. You agree not to withhold any amount you owe us if you believe you have a claim against us, or any Equipment supplier(s) or manufacturer(s), but to pursue that claim independently. Any claim you have against us must be made within two years after the event that caused it. All notices must be in writing and will be deemed given 5 days after mailing to the intended recipient at its address indicated above, unless changed by a notice given in accordance with this Section. This Lease Agreement supersedes and replaces all prior understandings and communications (oral or written) concerning the subject matter thereof. Except as otherwise provided in Section 12(d) no part of this Lease Agreement can be amended, waived or DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W THE TERMS OF THIS CONTRACT ARE CONTAINED ON MORE THAN ONE PAGE Settlement Nbr:13006876 Equipment Type:Construction & Forestry Commercial Application ID:13006876 Version Number:3DOC7000 04/22/2020 08:40 AM Page 5 of 5 Revision Date: 20 April 2020 terminated except by a writing signed by both you and us. Any part of this Lease Agreement may be signed in separate counterparts that, together, will constitute one document. If a court finds any part of this Lease Agreement to be invalid or unenforceable, the remainder of this Lease Agreement will remain in effect. You permit us to monitor and record telephone conversations between you and us. By providing any telephone number, including a mobile phone number, to us, any of our affiliates or any debt collectors we retain, we, such affiliates and such retained debt collectors can contact you using that number, including calls using an automatic dialing and announcing device and prerecorded calls, and that such calls are not “unsolicited” under state or federal law. All of our rights under this Lease Agreement shall remain in effect after the expiration of the Lease Term or termination of this Lease Agreement. Notwithstanding any other election you make, you agree that (a) we can access, retain and use, at any times we elect any information regarding the location, maintenance, operation and condition of the Equipment; (b) you irrevocably authorize anyone in possession of that information to provide all of that information to us upon our request until our security interest in the Equipment is terminated; (c) you will not disable or otherwise interfere with any information gathering or transmission device within or attached to the Equipment; and (d) we may reactivate any such device. 18.Non-Appropriation of Funds. You intend to remit to us all Lease Payments and other payments for the full Lease Term if funds are legally available. In the event you are not granted an appropriation of funds at any time during the Lease Term for the Equipment or for equipment which is functionally similar to the Equipment and operating funds are not otherwise available to you to remit Lease Payments and other payments due and to become due under this Lease Agreement, and there is no other legal procedure or available funds by or with which payment can be made to us, and the non-appropriation did not result from an act or omission by you, you shall have the right to return the Equipment in accordance with Section 10 of this Lease Agreement and terminate this Lease Agreement on the last day of the fiscal period for which appropriations were received without penalty or expense to you, except as to the portion of the Lease Payments for which funds shall have been appropriated and budgeted. At least 30 days prior to the end of your fiscal period, your chief executive officer (or legal counsel) shall certify in writing that (a) funds have not been appropriated for the fiscal period, (b) such non-appropriation did not result from any act or failure to act by you, and c) you have exhausted all funds legally available to pay Lease Payments. If you terminate the Lease because of a non- appropriation of funds, you may not, to the extent permitted by applicable law, purchase, lease, or rent, during the subsequent fiscal period, equipment performing the same functions as, or functions taking the place of, those performed by the Equipment. This Section 18 shall not permit you to terminate the Lease in order to acquire any other equipment or to allocate funds directly or indirectly to perform essentially the application for which the Equipment is intended. If you terminate the Lease because of a non-appropriation of funds, the provisions of Section 8 shall not apply. 19. You acknowledge and agree that, if You execute this Lease Agreement with your electronic signature, (a) you are signifying your intent to enter into this Lease Agreement and that this Lease Agreement be legally valid and enforceable in accordance with its terms to the same extent as if you had executed this Lease Agreement using your written signature, and (b) this Lease Agreement is an electronic record executed by you using your electronic signature. You agree that unless the authoritative electronic copy of this Lease Agreement (“Authoritative Copy”) is converted to paper and marked as the original by us (the “Paper Contract”), the Authoritative Copy shall at all times reside in a document management system designated by us for the storage of authoritative copies of electronic records (the “DMS”), and shall be deemed held in the ordinary course of business. In the event the Authoritative Copy is converted to a Paper Contract, you acknowledge and agree that (1) your signing of this Lease Agreement also constitutes issuance and delivery of such Paper Contract, (2) your electronic signature associated with this Lease Agreement, when affixed to the Paper Contract, constitutes your legally valid and binding signature on the Paper Contract, and (3) your obligations will be evidenced by the Paper Contract alone after such conversion. THE TERMS OF THIS LEASE AGREEMENT SHOULD BE READ CAREFULLY BEFORE SIGNING BECAUSE ONLY THESE WRITTEN TERMS ARE ENFORCEABLE. NO OTHER TERMS OR ORAL PROMISES MAY BE LEGALLY ENFORCED. BY SIGNING THIS LEASE AGREEMENT, YOU AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS LEASE AGREEMENT. THIS LEASE AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND US, EXCEPT AS WE MAY LATER AGREE IN WRITING TO MODIFY IT. NOTICES TO THE LESSEE- DO NOT SIGN THIS LEASE AGREEMENT IN BLANK. YOU ARE ENTITLED TO A COPY OF THE LEASE AGREEMENT AT THE TIME YOU SIGN IT TO PROTECT YOUR LEGAL RIGHTS. VILLAGE OF OAK BROOK By:7351295SDOC7000 Date Signed) 7351295DDOC7000 RANIA SERENCES, SR PURCHASING ASSISTANT Accepted By:Deere Credit, Inc. (Lessor) 6400 NW 86th Street, Johnston, IA 50131-6600 Date Agreement Signed) By: Authorized Signature) DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 4/27/2020 4/27/2020 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W Application ID:13006876 Version Number:3RevisionDate:20 March 2020 Page 1 of2FORM0003 Automatic Payment Enrollment How to Enroll –There are two easy options available for enrollment: Sign up today online by visiting our website at myjdfaccount.com ,OR Complete and sign this authorization form and send to us: Fax – 800-826-9527 Email -JDFCustomerService@JohnDeere.com Mail - John Deere Financial ATTN: Payment Specialist PO BOX 5327 Madison, WI 53705 Please write legibly and provide all information requested. Bank Account Information - Please see page 2 of the form for instructions. Name of Financial Institution:FORM0003 Bank Name City & State:FORM0003 Bank City & State Bank Account Number:FORM0003 Bank AccountNumber9digitRouting / Transit #:FORM0003 9 digit Bank Routing and Transit # Name of Person or Entity on Bank Account:FORM0003 Name on Bank Account Type of Account: CheckingFORM0003CK SavingsFORM0003SA John Deere Financial Account Number / App ID # John Deere Financial Accountholder Name Accountholder Phone Number I request automatic payments to begin with my payment starting in the month of: 13006876 VILLAGE OF OAK BROOK 630-368-5000 05/22/2020 JOHN DEERE FINANCIAL AUTOMATIC PAYMENT AUTHORIZATION FORM My signature authorizes Deere Credit Services, Inc. and its affiliates, (“the Company”), to initiate debit entries to the checking/savings account that I have provided to the Company for the regularly scheduled payments or other amounts owed to the Company on each individual John Deere Financial account referenced. I also authorize the Company to issue credit entries to the checking/savings account as necessary for amounts that may be due to me. This authorization is to remain in full force and effect until canceled by the Company, or by written notification from me, given in such time and manner as to allow the Company a reasonable opportunity to act upon it. If any of the referenced John Deere Financial accounts is closed due to an Add-On transaction, consolidation or corrected loan agreement and I have recurring payments, this enrollment and banking information will be transferred to my new account(s). I acknowledge that I am subject to the NACHA Operating Rules and Guidelines applicable to electronic debit entries to my bank account. I understand any payment due prior to the month I requested above for each individual account must be made in order to be eligible for automatic payment for that account. Bank Account Owner Signature 7351295SFORM0003 Date 7351295DFORM0003 Bank Account Owner Phone Number FORM0003 Bank Account Owner Phone Number DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 JP Morgan Chase Shorewood, Illinois 630-368-5070 X 428058528071000013 Village of Oak Brook Jason Paprocki THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W Application ID:13006876 Version Number:3RevisionDate:20 March 2020 Page 2 of2FORM0003 Sample Personal Check Sample Business Check DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W Application ID:13006876 Version Number:3RevisionDate:19 January 2020 Page 1 of1FORM0720 Claim for Exemption of State and Local Sales/Use Tax for Municipal and Tribal Entities Seller Name: Deere Credit Inc. Address: 6400 NW 86th St. Johnston, IA 50131 Purchaser VILLAGE OF OAKBROOKName: 1200 OAK BROOK RD, OAK BROOK, IL 60523-2203Address: ID Number (If Applicable): Exemption Number (if applicable): Description of Item Being Purchased Quantity Year Manufacturer Equipment Description 1 2020 JOHN DEERE 410L BACKHOE LOADER By signing below, purchaser certifies that the items being purchased are exempt from state and local sales tax. By: Title: Date: Telephone Number: DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 Senior Purchasing Assistant 4/27/2020 630-368-5164 E99974381 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W Delivery and Acknowledgment Application ID:13006876 Version Number:3RevisionDate:5 May 2019 Page 1 of1DOC7009 LESSEE:VILLAGE OF OAK BROOK 1200 OAK BROOK RD, OAK BROOK, IL 60523-2203 LESSOR:DEERE CREDIT, INC. 6400 NW 86th ST, PO BOX 6600, JOHNSTON, IA 50131-6600 Capitalized terms shall have the meanings set forth in the Lease Agreement. You hereby represent and warrant that: (a) all of the Equipment more fully described in the Lease Agreement was selected by you; (b) all of the Equipment and the Operator's Manuals have been delivered to, and received by, you; (c) you received the manufacturer's written warranty applicable to the Equipment and you understand that your rights are subject to the limitations outlined therein; (d) the safe operation and the proper servicing of the Equipment has been explained to you; (e) all of the Equipment has been inspected by you and is in good working order and repair (operating or otherwise); (f) the Equipment shall be used only for the purpose indicated in the Lease Agreement; (g) all of the Equipment is unconditionally and irrevocably accepted by you for all purposes under the Lease Agreement; and (h) all information you provide to us is true and correct. Signed by Lessee's duly authorized representative on the date shown below. VILLAGE OF OAK BROOK By:7351295SDOC7009 Date Signed) 7351295DDOC7009 RANIA SERENCES, SR PURCHASING ASSISTANT DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 4/27/2020 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W Physical Damage/Liability Insurance Application ID:13006876 Version Number:3RevisionDate:15 January 2017 Page 1 of1FORM0717 LESSEE:VILLAGE OF OAK BROOK 1200 OAK BROOK RD, OAK BROOK, IL 60523-2203 LESSOR:DEERE CREDIT, INC. 6400 NW 86th ST, PO BOX 6600, JOHNSTON, IA 50131-6600 LIABILITY INSURANCE on the Lease Agreement will be provided by the following insurance agency: Name of Agency:Phone Number of Agency: Mailing Address of Agency:Fax Number of Agency: PHYSICAL DAMAGE INSURANCE on the Lease Agreement will be provided by the following agency: Name of Agency:Phone Number of Agency: Mailing Address of Agency:Fax Number of Agency: If an insurance certificate is available, in place of the above information, it should be provided to: ADDITIONAL INSURED and LOSS PAYEE: Deere Credit, Inc. Its Successors &/or Assigns 6400 NW 86th St Johnston, IA 50131 I agree and understand that, pursuant to the provisions of Section 6 of the Lease Agreement, I must at all times (a) maintain public liability insurance, covering personal injury and property damage for not less than $1,000,000 per occurrence, naming Deere Credit, Inc. (and its successors and assigns) as additional insured;and (b) keep the Equipment insured against all risks of physical damage for no less than its Termination Value (as such term is defined in Section 7 of the Lease Agreement), naming Deere Credit, Inc. (and its successors and assigns) as sole loss payee. NOTICES TO LESSEE- DO NOT SIGN THIS PHYSICAL DAMAGE/LIABILITY INSURANCE IN BLANK. YOU ARE ENTITLED TO A COPY OF THE PHYSICAL DAMAGE/LIABILITY INSURANCE AT THE TIME YOU SIGN IT TO PROTECT YOUR LEGAL RIGHTS. VILLAGE OF OAK BROOK By:7351295SFORM0717 Date Signed) 7351295DFORM0717 RANIA SERENCES, SR PURCHASING ASSISTANT DocuSign Envelope ID: 1F2C61F0-6581-41C4-BE37-C3A728839A58 4/27/2020 Four Westbrook Corporate Center, Suite 940, Westchester, Illinois 60154 708-562-0300 Four Westbrook Corporate Center, Suite 940, Westchester, Illinois 60154 Intergovernmental Risk Management Agency IRMA) Intergovernmental Risk Management Agency IRMA) 708-562-0300 THIS IS A COPY The Authoritative Copy of this record is held at na2.docusign.net COP Y VI E W