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2020/02/24 Enterprise FM Trust Amendment to Mater Equity Lease=@@! I ffitTu.*.*, Open-End (Equity) Lease Rate Quote Quote No:4586991 Prepared For: City of Menifee Yun, Allen Unit # Year 2020 Make Chrysler Model Pacifica Series Touring Front-wheel Drive Passenger Van Date 0311B|2O2O AE/AM GJM Vehicle Order Type Ordered Term 60 State CA Customer# 343096 $ 30,622.00 $ 0.00 $ 0.00 $ 0.00 $ 325.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 Capitalized Price of Vehiclel Sales Tax 0.0000% State CA lnitial License Fee Registration Fee Other: (See Page2) Capitalized Price Reduction Tax on Capitalized Price Reduction Gain Applied From Prior Unit Tax on Gain On Prior Security Deposit Tax on lncentive( Taxable lncentive Total : $0.00 ) Total Capitalized Amount (Delivered Price) Depreciation Reserve @ 1.3500o/o Monthly Lease Charge (Based on lnterest Rate - Subject to a Floor;2 Total Monthly Rental Excluding Additional Services Additional Fleet Management Master Policy Enrollment Fees Commercial Automobile Liability Enrollment Liability Limit $0.00 Physical Damage Management Full Mainlenance Program3 Contract Miles 50,000 lncl: # Brake Sets ('l set = I Axb) q Additional Services SubTotal All language and acknowledgments contained in the signed quote apply to all vehiclos that are ordered under this signed quote. Order lnformation Driver Name Exterior Color (0 P) Bright Vvhite Clearcoat lnterior Color (0 l) BlacuAlloy Wcloth Bucket Seats Lic. Plate Type Unknown GVWR O Comp/Coll Deductible 0 / 0 OverMileage Charge $ O OOOO per Mile # Tires 0 Loaner Vehicle Not lncluded State CA $ 30,947.00 $ 4',t7.78 $ 99.91 $ 517.69 $ 0.00 $ 0.00 $ 37.97 $ 37.97 $ 45.30 LESSEE City of Menifee BY $ 600.95 $ 5,880.20 $ 400.00 Quote based on estimated annual mileage of 10,000 (Current market and vehicle conditions may also affect value of vehicle) (Quote is Subject to Customer's Credit Approval) Notes Open - End (Equity) Lease Agreement and shall have all rights and obligations of the Lessor under the Master Open - End (Equity) Lease Agreement with respect to such vehicle. ALL TAX AND LICENSE FEES TO BE BILLED TO LESSEE AS THEY OCCUR. Lessee hereby authorizes this vehicle order, agrees to lease the vehicle on the terms set forth herein and in the l\ilaster Equity Lease Agreement and agrees that Lessor shall have the right to collect damages in the event Lessee fails or refuses to accept delivery of the ordered vehicle. Lessee certifies that it intends that more than 50% of use ofthe vehicle ls to be in a trade or business ofthe Lessee. Sales Tax 8.7500o/o Total Monthly Rental lncluding Additional Services Reduced Book Value at 60 Months Service Charge Due at Lease Termination TITLE ,baDATE )^ . INDICATES ITEMS TO BE BILLED ON DELIVERY Rebates And/Or lncentives Have Been Used By Lessor to Reduce the Capitalized Price of the Vehicle. 2 Monthly L€ase Charge VMll Be Adjusted to Reflect the lnterest Rate on the Delivsry Date (Subject to a Flooo. at the direction of Enterpnse FM Trust, solely as an authorized agenl for @llection on behalf of Enterpnse Fleet Management. lnc Printed On 03/182020 04:45 PM Page 1 of 8 =@@p I [i.n%.rr*, Open-End (Equity) Lease Rate Quote Quote No:4586991 Other Totals Pricing Plan Delivery Charge c $ 125.00 Courtesy Delivery Fee C $ 200.00 Total Other Charges Billed $ 0.00 Total Other Charges Capitalized $ 325.00 Other Charges Total $ 325.00 Printed On 0311812020 04:45 PM Page 2 of 8 Description (Blilled or (C)apped Price Printed On 0311812020 04:45 PM Page 3 of 8 filEIEE ] .[!t"f,I,. ",,,", Quote No:4586991 AMENDMENT TO MASTER EQUITY LEASE AGREEMENT THIS AMENDMENT TO MASTER EQUITY LEASE AGREEMENT (this "Amendment") is made and entered into as of the 24lh day of Feb, 2020,by and between Enterprise FM Trust, a Delaware statutory trust ("Lessoa') and City of Menifee ("Lessee"). WTNESSETH WHEREAS, Lessor and Lessee are parties to certain Master Equity Lease Agreement dated 2'lst day of Apr, 2015 , as amended (the "Agreement"; all capitalized terms used and not otherwise defined in this Amendment shall have the respective meanings ascribed to them in the Agreement as amended by this Amendment); and WHEREAS, Lessor and Lessee desire to amend the Agreement in the manner hereinafter set forth; NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee hereby agree as follows: 'l . Notwithstanding the second to last sentence of Section 'l of the Agreement, Lessor and Lessee hereby agree that, solely for federal, state and local income tax purposes, the lease by Lessor to Lessee under the Agreement of following Vehicles (the "Specified Vehicles") will be treated as a conditional sale rather than a true lease and that Lessee will be treated as the owner of the Vehicle solely for such income tax purposes: Year lvlake Model Quote # 2020 Chrysler Pacifica 458699'l The Agreement and this Amendment have the specific intent of creating a conditional sale rather than a true lease with respect to the vehicles listed above, and bydesign,giveappropriateconsiderationtotaxstatutes,Regulations,Courtdecisions,andlRSrulingsandpositions. lnrecognitionofthatintent,eachofLessor and Lessee hereby further agrees that it will not take any action or file any return or other document inconsistent with such tax treatment or with the ownership of the Specified Vehicles by Lessee solely for such income tax purposes. Notwithstanding the foregoing, or anything else in this Amendment, the Agreement or any Schedule to the contrary, and given the inherent uncertainty that exists with respect to any advertised tax result or outcome, Lessee hereby acknowledges and agrees that Lessor makes no representation, warranty or covenant that any tax authority will not assert a contrary position or assert that (a) the lease ofthe Specified Vehicles by Lessor to Lessee is a true lease for tax purposes, (b) Lessee is not the owner of the Specified Vehicles for tax purposes and/or (c) Lessee is not entitled to claim any depreciation or recovery deduction for tax purposes with respect to the Specified Vehicles. Lessee shall be solely liable for any and all costs and expenses, including, without limitation, any and all attorneys' fees, incurred in contesting any such treatment of the lease of the Specified Vehicles as other than a conditional sale and shall keep Lessor informed, in writing, of any dispute with any tax authority as to the tax treatment of the lease of the Specified Vehicles. 2. All references in the Agreement and in the various Schedules and addenda to the Agreement and any other references of similar import shall henceforth mean the Agreement as amended by this Amendment. Except to the extent specifically amended by this Amendment, all of the terms, provisions, conditions, covenants, representations and warranties contained in the Agreement shall be and remain in full force and effect and the same are hereby ratified and confirmed. lN WTNESS WHEREOF, Lessor and Lessee have executed this Amendment to Master Equity Lease Agreement as of the 24lh day of Feb, 2020 Enterprise FM Trust (Lessor) By: Enterprise Fleet Management, lnc., its attorney in fact City of Menifee ("Lessee") By Tanr Dalaz Dioilallv sionerl hv Tom llolan By Title:Title: Fleel t\rFnaoement AVP Printed On 0311812020 04:45 PM Page 4 of I =@@!l I tiftll.*.*, Open-End (Equity) Lease Rate Quote Quote No:4586991 VEHICLE INFORMATION 2020 Chrysler Pacifica Touring Front-wheel Drive Passenger Van - US Series lD: RUCRS3 Pricing Summary: INVOICE Base Vehicle $ 32,827.00 Total Options $ 0.00 Destination Charge $ 1,495.00 Total Price $ 34,322.00 MSRP $ 33,745.00 $ 0.00 $ 1,495.00 $ 35,240.00 SELECTED COLOR: Exlerior: lnterior: PVW - (0 P) Bright White Clearcoat XP - (0 l) BlacuAlloy dcloth Bucket Seats SELECTED OPTIONS: CODE 27W APA CEQ DFH ERC H7 NAS PW/-o1 SDC STDAX TMK UAG WFN XP-O,I z1A DESCRIPTION Quick Order Package 27W Monotone Paint Application Black Seats Transmission: 9-Speed 948TE Automatic Engine: 3.61 VO 24V WT UPG lw/ESS Cloth Bucket Seats 50 State Emissions (0 P) Bright Vvhite Clearcoat Touring Suspension 3.25 Axle Ratio Tires: 235/65R17 BSWAS Radio: Uconnect 4 W7" Display Wheels: 17" x7.0" Aluminum (0 l) BlacUAlloy WCloth Bucket Seats GMNR: 6,055 lbs tNvotcE MSRP NC STD NC STD STD STD NC NC STD STD STD STD STD NC STD NC STD NC STD STD STD NC NC STD STD STD STD STD NC STD Printed On 0311812020 04:45 PM Page 5 of 8 CONFIGURED FEATURES Body Exterior Features: Number Of Doors 4 Rear Driver Door: power sliding rear passenger doors Driver And Passenger Mirror: power remote heated manual folding side-view door mirrors Spoiler: rear lip spoiler Door Handles: chrome Front And Rear Bumpers: body-coloured front and rear bumpers Front Bumper lnsert: black front bumper insert Front License Plate Bracket: front license plate bracket Body Material: galvanized steel/aluminum body material Grille: black grille Convenience Features: Air Conditioning automalic dual-zone front air conditioning Air Filter: air filter Rear Air Conditioning: rear air conditioning with separate controls Voice Activated A,/C: voice activated air conditioning Cruise Control: cruise control with steering wheel controls Power \Mndows: power windows with driver and passenger 1{ouch down 1/4 Vent Rear Windows: power rearmost windows Remole Keyless Entry: keyfob (all doors) remote keyless entry llluminated Entry: illuminated entry lntegrated Key Remote: integrated key/remote Auto Locking: auto-locking doors Passive Entry: Keyless Enter 'n Go proximity key Trunk FOB Controls: keyfob trunUhatch/door release Remote Engine Start: remote engine start Steering Wheel: steering wheel with manual tilting, manual telescoping Day-Night Rearview Mirror: day-night rearview mirror Auto-dimming Rearview Mirror: auto-dimming rearview mirror Driver and Passenger Vanity Minor: illuminated driver and passenger-side visor mirrors Garage Door Opener: garage door transmitter Emergency SOS: Uconnect Access emergency communication system Front Cupholder: front and rear cupholders Floor Console: partial floor console with box Overhead Console: mini overhead console with storage, conversation mirror Glove Box: illuminated locking glove box Driver Door Bin: driver and passenger door bins Rear Door Bins: rear door bins Seatback Storage Pockets: 2 seatback storage pockets lnterior Concealed Storage: interior concealed storage lP Storage: covered bin instrument-panel storage Driver Footrest: drive/s footrest Retained Accessory Power: retained accessory power Power Accessory Outlet: 212V DC power outlets Entertainment Features: radio SiriusxM AM/FM/Satellite with seek-scan Radio Data System: radio data system Voice Activated Radio: voice activated radio Speed Sensitive Volume: speed-sensitive volume Steering Wheel Radio Controls: steering-wheel mounted audio controls Speakers: 6 speakers 1st Row LCD: 2 1st row LCD monitor Wreless Connectivity: wireless phone connectivity Antenna: integrated roof antenna Lighting, Visibility and lnstrumentation Features: Headlamp Type delay-off projector beam halogen headlamps Front Fog Lights: front fog lights Front \Mpers: variable intermittent wipers Rear \Mndow wiper: fixed interval rear window wiper Rear \Mndow Defroster: rear window defroster Printed On 03n812020 04:45 PM Page 6 of B Tinted VMndows: deep-tinted windows Dome Light: dome light with fade Front Reading Lights: front and rear reading lights lgnition Switch: ignition switch light Variable lP Lighting: variable instrument panel lighting Display Type: analog display Tachometer: tachometer Voltometer: voltmeter Compass: compass Exterior Temp: outside-temperature display Low Tire Pressure Warning: tire specific low{ire-pressure warning Park Dislance Control: ParkSense with Stop rear parking sensors Trip Computer: trip computer Trip Odometer: trip odometer Blind Spot Sensor: blind spot Oil Pressure Gauge: oil pressure gauge Water Temp Gauge: water temp. gauge Oil Temp Gauge: oil temperature gauge Transmission Oil Temp Gauge: transmission oil temp. gauge Clock: in-radio display clock Systems Monitor: systems monitor Check Control: redundant digital speedometer Rear Vision Camera: rear vision camera Oil Pressure Warning: oil-pressure warning Water Temp Warning: water-temp. warning Battery Warning: battery warning Lights On Warning: lights-on warning Key in lgnition Waming: key-in-ignition warning Low Fuel Warning: low-fuel warning Low Washer Fluid Warning: low-washer-fluid warning Door Ajar Warning: door-ajar warning Trunk Ajar Warning: trunk-ajar warning Brake Fluid Warning: brake-fluid warning Turn Signal On Warning: turn-signal-on warning Transmission Fluid Temperature Warning: transmission-fluid{emperature warning Safety And Security: ABS four-wheel ABS brakes Number of ABS Channels: 4 ABS channels Brake Assistance: brake assist Brake Type: four-wheel disc brakes Vented Disc Brakes: front ventilated disc brakes Daytime Running Lights: daytime running lights Driver Front lmpact Airbag: driver and passenger front-impact airbags Driver Side Airbag: sealmounted driver and passenger side-impact airbags Overhead Airbag: curtain 1st, 2nd and 3rd row overhead airbag Knee Airbag: knee airbag Occupancy Sensor: front passenger airbag occupancy sensor Height Adjustable Seatbelts: height adjustable front and rear seatbelts Seatbelt Pretensioners: front seatbelt pre-tensioners Side lmpact Bars: side-impact bars Perimeter Under Vehicle Lights: remote activated perimeter/approach lights Tailgate/Rear Door Lock Type: tailgate/rear door lock included with power door locks Rear Child Safety Locks: rear child safety locks lgnition Disable: Sentry Key immobilizer Security System: security system Panic Alarm: panic alarm Electronic Stability: electronic stability Traclion Control: ABS and driveline traction control Front and Rear Headrests: manual adjustable front head restraints with tilt Rear Headrest Control: 2 rear head restraints 3rd Row Headrests: 3 fixed third row head restraints Seats And Trim: Printed On 0311812020 04:45 PM Page 7 of 8 Seating Capacity max. seating capacity of 7 Front Bucket Seats: front bucket seats Number of Driver Seat Adjustments: 8-way driver and passenger seat adjustments Reclining Driver Seat: power reclining driver and manual reclining passenger seats Driver Lumbar: po\ rer 4-way driver and passenger lumbar support Driver Height Adjustment: power height.adjustable driver and passenger seats Driver Seat Mounted Armrest: driver and passenger seat mounted armrests Driver Fore/Aft: porirrer driver and passenger fore/aft adjustment Driver Cushion Tilt: power driver and passenger cushion tilt Rear Seat Type: rear manual reclining captain seat Rear Seat Fore/Aft: manual rear seat fore/aft adjustment Rear Folding Position: rear seat tumble forward Rear Seat Fold into Floor: fold into floor rear seat Rear Seat Mounted Armrests: rear seat mounted armrest 3rd Row Seat Type: fixed third row manual 60-40 splilbench seat 3rd Row Electric Control: Stow 'n Go fold into floor third row seat Leather Upholstery: cloth front and rear seat upholstery Door Trim lnsert: vinyl door panel trim Headliner Material: full cloth headliner Floor Covering: full carpet floor covering Dashboard Console lnsert, Door Panel lnsert Combination: coloured instrument panel insert, door panel insert, console insert Shifl Knob Trim: metal-look shifl knob Floor Mats: carpet front and rear floor mats lnterior Accents: piano blacumetal-look interior accents Cargo Space Trim: carpet cargo space Trunk Lid: plastic trunk lid/rear cargo door Cargo Tie Downs: cargo tie-downs Cargo Light: cargo light Air Compressor: tire mobility kit Standard Engine: Engine 287-hp, 3.6-liter V-6 (regular gas) Standard Transmission: Transmission 9-speed automatic w/ OD Printed On 0311812020 04.45 PM Page 8 of 8