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HomeMy WebLinkAbout5 Billing and Accounting System Memorandum To: Board of Directors From: Mary Chapman, Administrative Services Manager Date: April 2, 2004 SUBJECT: Consideration of approving the necessary documents for the financing of the upgrade of the District's billing and accounting systems 1. WHY THIS ITEM IS BEFORE THE BOARD At the March 3rd meeting, I brought to the Board the fact that NISC had an opening in their upgrade schedule to upgrade our billing and accounting hardware and software to run the new IVUE software products. The Board approved the upgrade. Since I did not include these costs in the budget, I told the Board that I would bring back a financing document for the cost of the upgrade. I said that there was sufficient money in the budget because we would only be making three quarterly payments during 2004 on the previously approved equipment loan MSG#9. 2. HISTORY Municipal Services Group, Inc. provides tax-exempt installment purchase agreement financing for municipals, school districts, public utilities and other public agencies. Several years ago, the District entered into a master services agreement with Municipal Services Group, Inc. A copy is attached, however, no action is required relating to it. Each time we use them to finance equipment, the process is very quick. Each financing is done through an addendum to the original master services agreement. 3. NEW INFORMATION Municipal Services Group, Inc. will finance the cost of the upgrade in the amount of $140,000. Attached are the documents which will need to be executed in order to complete the financing process. Also attached is a list of the costs that will be financed. The interest rate is 4.57%. The term of the lease purchase is four years (16 quarterly payments). RECOMMENDATION: 1. To approve the attached resolution entitled Approving Agreement to Acquire Hardware and Software. 2. Authorize the board President and District Clerk to execute the loan documents after approval of the documents by legal counsel. t �c �a V COST ESTIMATE TO UPGRADE CUSTOMER BILLING AND ACCOUNTING HARDWARE AND IVUE SOFTWARE FROM NISC -2127/1 Computer System $44,000 System Software 17,810 System Integration Fee 3,500 Laser Checks 1,642 System Hardware & Software $66,952 Sales Tax 4,868 IVUE Implementation Fee/Conversion Costs 39,900 Out-of-Pocket Travel Expenses (estimate) 15,000 Custom Reporting Expenses 10,000 Total Upgrade Costs $136,720 • s Resolution No. 2004- APPROVING AGREEMENT TO ACQUIRE HARDWARE AND SOFTWARE WHEREAS, the Board of Directors of the Truckee Donner Public Utility District has determined that a true and very real need exists for the acquisition of the hardware and software to upgrade its billing and accounting computer systems described in the Individeual Payment Schedule No. 10 and the Master Municipal Lease and Option Agreement No. 909 (the "Agreement") presented at this meeting; and WHEREAS, the Board of Directors has taken the necessary steps under applicable law, including any legal bidding requirements, to arrange for the acquisition of such hardware and software; and WHEREAS, the Board hereby directs its legal counsel to review the agreement and negotiate appropriate modifications to said agreement so as to assure compliance with state law and local statutory law, prior to execution of the agreement by those persons so authorized by the District for such purpose; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors as follows: 1. The Board finds that the terms of said agreement are in the best interests of the District for the acquisition of such hardware and software and the Board designates and confirms the Board President and the District Clerk to execute and deliver, and to witness (or attest) respectively, the agreement and any related documents necessary for the consummation of the transactions contemplated by the agreement. Z That the acquisition of the hardware and software under the terms and conditions provided for in the agreement is necessary, convenient, in the furtherance of and will at all times be used in connection with the District's governmental and proprietary purposes and functions and are in the best interests of the District and no portion of the hardware and software will be used directly or indirectly in any trade or business carried on by any person other than a governmental unit of the state on a basis different from the general public. 3. The Lessee covenants that it will perform all acts within its power which are or may be necessary to insure the maintenance of its legal status as being a duly organized and existing entity under the laws of the state, which status is the basis for the interest portion of the rental payments coming due under the agreement to at all times remain exempt from federal income taxation under the laws and regulations of the United States of America as presently enacted and construed or as hereafter amended. 4. It is the intent of the District to be reimbursed from the proceeds of the Agreement approved herein for prior expenditures in the event that the District elects to disburse moneys from its own reserves for acquiring the hardware and software. Such declaration of official intent to be reimbursed is issued pursuant to Section 1.103-18 of the Federal Income Tax Regulations. Name of the Party to Execute Individual Title Payment Schedule No. 10 Name of the Party to Sign Acceptance Title Certificate PASSED AND ADOPTED by the Board of Directors at a meeting duly called and held within the District on the seventh day of April, 2004 by the following roll call vote: AYES: NOES: ABSENT: TRUCKEE DONNER PUBLIC UTILITY DISTRICT James A. Maass, President ATTEST: Peter L. Holzmeister, District Clerk INDIVIDUAL PAYMENT SCHEDULE 910 TO MASTER MUNICIPAL LEASE AND OPTION AGREEMENT NUMBER 909 Entered into March 15,2004, (the"Dated Date") by and between the Lessor and the Lessee,this Individual Payment Schedule#10 is made a part of Master Municipal Lease and Option Agreement Number 909 and hereby incorporates all terms and conditions of said Agreement with respect to Lessee's and Lessor's rights in the personal property described in this Schedule. This lndividual Pa ment Schedule consists of Exhibit A Resolution of Governing Body Exhibit B Opinion of Lessee's Counsel Exhibit C Certificate as to Arbitrage Exhibit D Description of Equipment Exhibit E Schedule of Payments Exhibit F Acceptance Certificate Exhibit G Insurance Coverage Requirements Supplements: 8038-G IRS Filing LESSOR: Municipal Services Group,Inc. LESSEE: Truckee Donner Public Utility District By: BY Title: Title: Date: Date: _ EXHIBIT A - Page 1 of 2 Resolution No. 2004- APPROVING AGREEMENT TO ACQUIRE HARDWARE AND SOFTWARE WHEREAS, the Board of Directors of the Truckee Donner Public Utility District has determined that a true and very real need exists for the acquisition of the hardware and software to upgrade its billing and accounting computer systems described in the Individeual Payment Schedule No. 10 and the Master Municipal Lease and Option Agreement No. 909 (the "Agreement") presented at this meeting; and WHEREAS, the Board of Directors has taken the necessary steps under applicable law, including any legal bidding requirements, to arrange for the acquisition of such hardware and software; and WHEREAS, the Board hereby directs its legal counsel to review the agreement and negotiate appropriate modifications to said agreement so as to assure compliance with state law and local statutory law, prior to execution of the agreement by those persons so authorized by the District for such purpose; NOW, THEREFORE, BE IT RESOLVED by the Board of Directors as follows: 1. The Board finds that the terms of said agreement are in the best interests of the District for the acquisition of such hardware and software and the Board designates and confirms the Board President and the District Clerk to execute and deliver, and to witness (or attest) respectively, the agreement and any related documents necessary for the consummation of the transactions contemplated by the agreement. Z That the acquisition of the hardware and software under the terms and conditions provided for in the agreement is necessary, convenient, in the furtherance of and will at all times be used in connection with the District's governmental and proprietary purposes and functions and are in the best interests of the District and no portion of the hardware and software will be used directly or indirectly in any trade or business carried on by any person other than a governmental unit of the state on a basis different from the general public. EXHIBIT A - Page 2 of 2 3. The Lessee covenants that it will perform all acts within its power which are or may be necessary to insure the maintenance of its legal status as being a duly organized and existing entity under the laws of the state, which status is the basis for the interest portion of the rental payments coming due under the agreement to at all times remain exempt from federal income taxation under the laws and regulations of the United States of America as presently enacted and construed or as hereafter amended. 4. It is the intent of the District to be reimbursed from the proceeds of the Agreement approved herein for prior expenditures in the event that the District elects to disburse moneys from its own reserves for acquiring the hardware and software. Such declaration of official intent to be reimbursed is issued pursuant to Section 1.103-18 of the Federal Income Tax Regulations. Name of the Party to Execute Individual Title Payment Schedule No. 10 Name of the Party to Sign Acceptance Title Certificate PASSED AND ADOPTED by the Board of Directors at a meeting duly called and held within the District on the seventh day of April, 2004 by the following roll call vote: AYES: NOES: ABSENT: TRUCKEE DONNER PUBLIC UTILITY DISTRICT James A. Maass, President ATTEST: Peter L. Holzmeister, District Clerk EXHIBIT B OPINION OF COUNSEL (On Attorney's Letterhead) Municipal Services Group, Inc. 5125 South Kipling Parkway Suite 300 Littleton,CO 80127 Ladies and Gentlemen: With respect to Individual Payment Schedule No. 10 and that certain Master Municipal Lease and Option Agreement ("the Agreement") by and between Municipal Services Group, Inc. ("Lessor")and the Truckee Donner Public Utility District("Lessee"),I am of the opinion that (i)Lessee is a state or political subdivision thereof within the meaning of Section 103 of the Internal Revenue Code of 1986,as amended; (ii)the execution,delivery and performance by Lessee of the Agreement and Individual Payment Schedule No. 10 have been duly authorized by all necessary action on the part of Lessee;(in)the Agreement is a legal,valid and binding obligation of Lessee,enforceable in accordance with its terns. To the extent lawful,in the event Lessor obtains a judgment against Lessee in money damages,as a result of an event of default under the Agreement, Lessee will be obligated to pay such judgment;(iv)the signatures of the officers of Lessee which appear on the Agreement and Individual Payment Schedule No. 10 are true and genuine; I know said officers and know them to hold the offices set forth below their names; and (v) the Equipment leased pursuant to Individual Payment Schedule No. 10 of the Agreement constitutes personal property under applicable law and when subjected to use by Lessee will not be construed as a fixture. Attorney for Lessee Agreement No.909-10 EXHIBIT C CERTIFICATE AS TO ARBITRAGE 1, the undersigned officer of Truckee Donner Public Utility District (the "Lessen") being the person duly charged, with others, with responsibility of issuing the Lessee's obligation in the form of that certain agreement entitled Master Municipal Lease and Option Agreement (the "Agreement")numbered 909,and issued said date HEREBY CERTIFY that: 1. The Agreement was issued by Lessee under and pursuant to existing law to finance the acquisition of the certain Equipment described therein. 2. Pursuant to the Agreement, Lessee is entitled to receive said Equipment in consideration for the obligation of Lessee under the Agreement. Said Equipment will be used in furtherance of the public purposes of Lessee. Lessee does not intend to sell said Equipment or said Agreement or to otherwise dispose of said Equipment during the term of the Agreement. Lessee will not receive any monies, funds, or other "proceeds"as a result of the Agreement. 3. Lessee expects to make payments under the Agreement from its General Fund in amounts equal to the required payments under the Agreement. The remaining general funds of Lessee are not reasonably expected to be used to make such payments and no other monies are pledged to the Agreement or reasonably expected to be used to pay principal and interest on the Agreement. 4. Lessen has not received notice that its Certificate may not be relied upon with respect to its own issues nor has it been advised that any adverse action by the Commissioner of Internal Revenue is contemplated. 5. Lessee certifies that the Equipment(as defined in the Agreement)is or will be owned and operated by Lessee and will not be used in the trade or business of any person on a basis different from the general public. To the best of my knowledge, information and belief the expectations herein expressed are reasonable and there are no facts,estimates or circumstances other than those expressed herein that would materially affect the expectations herein expressed. IN WITNESS WHEREOF,I have hereunto set my hand this day of ,20 LESSEE: Truckee Donner Public Utility District By: Title: Agreement No.909-10 EXHIBIT D DESCRIPTION OF EQUIPMENT The Equipment which is the subject of the Individual Payment Schedule No. 10 to the Master Municipal Lease and Option Agreement is as follows: IVUE Accounting Hardware and Software Together with all additions,accessions and replacements thereto. Lessee hereby certifies that the description of the Equipment set forth above constitutes an accurate description of the "Equipment", as defined in the attached Master Municipal Lease and Option Agreement applicable Individual Payment Schedule, LESSEE: Truckee Donner Public Utility District By Title: Address of Equipment Upon Delivery and Acceptance: Agreement No.909-10 EXHIBIT E SCHEDULE OF PAYMENTS Base Interest Rate: 4.57°/ U. S.Treasury Note Yield: L<l% U. S.Treasury Note Index Percent: 377,69% Adjusted Base Interest Rate: Dated Date: March 15,2004 PMT PAYMENT PRINCIPAL INTEREST PURCHASE # DATE PAYMENT PORTION PORTION PRICE 1 15 - Jutt-04 9,623.85 8,024.35 1,599.50 134,082.72 2 15 - Sep44 9,623,85 8,116-04 1,507.82 125,715.89 3 15 - Dec-04 9.623.85 8,208-75 1,415A0 117,270.63 4 15 - Mar-05 9.623.85 8,302.54 1.321.31 108.746A9 5 15 - Jun-0-5 9,623.85 8,397A0 1.226,45 100,141.83 6 15 - Sep-OS 9,823.65 8,493.34 1.130-51 91,456.81 7 15 - Dec-05 9,623.85 8,590.37 1,033.48 82,690.36 8 15 - Mar-06 9,623,85 8,688.52 935.33 73.84133 9 15 - Jun46 9,623.85 8,787.78 836.07 64,910A4 10 15 - Sep-06 9,623.85 8,688-18 735.67 55,89C82 11 15 - Dec-06 9,623.85 8,989-73 634-12 46,79C98 12 15 - Mar-07 9,623.85 9,092.44 531.41 37,609.83 13 15 - Jun-07 9623.85 9,196.32 427.53 28,338.57 14 15 - Sep-07 9,623.85 9,301-39 322A6 18,980.39 15 15 - Dec-07 9,623.85 9,407.66 216.19 9,534.48 18 15 - Mar-08 9.,623.85 9,515.14 108.71 0-01 TOTAL 153,981.66 140,000,00 13.981.66 Provided all documents have been returned in a form acceptable to Lessor within thirty (30)days of the Dated Date (the 'Period"), then the Base Interest Rate can remain in effect during the Period. In the event all documents have not been returned within the Period, in a form acceptable to Lessor, and/or if the U. S. Treasury Note Yield for a maturity comparable to the Lease Term increases significantly,the Lessor reserves the right to adjust and determine a new Base Interest Rate(the"Adjusted Base Interest Rate")pursuant to the provisions hereof. The Adjusted Base Interest Rate shall be determined by multiplying the U. S. Treasury Note Yield for a maturity comparable to the Lease Term (as of the business day immediately Preceding the receipt of the documents by the Lessor) by the U. S. Treasury Note Index Percent. Such Adjusted Base Interest Rate shall be the applicable interest rate for the principal balance of the Equipment that is the subject of this Individual Payment Schedule, and the Lessor and the Lessee shall execute a revised Exhibit E to this Individual Payment Schedule to acknowledge such change. LESSEE: Truckee Donner Public Utility District By: Title: Agreement No.909-10 EXHIBIT F ACCEPTANCE CERTIFICATE The undersigned, as Lessee under the Master Municipal Lease and Option Agreement (the "Agreement') numbered 909, with Municipal Services Group, Inc.("Lessor").acknowledges receipt in good condition of the Equipment described in the Agreement or in the applicable Individual Payment Schedule attached thereto this_ __ day of and certifies that Lessor has fully and satisfactorily performed all of its covenants and obligations required under the Agreement. Lessee confirms that it will commence payments in accordance with Article 6 of the Agreement or the provisions of the applicable Individual Payment Schedule. The undersigned officer of the Lessee hereby reaffirms in all respects the Certificate as to Arbitrage attached as Exhibit C to the Agreement, and represents that,to the best of his or her knowledge, information and belief,the expectations therein expressed were reasonable as of the Accrual Date on which they were made, and are reasonable as of this date, and that there were, and are as of this date, no facts, estimates or circumstances other than those expressed therein that would materially affect the expectations expressed therein. LESSEE: Truckee Donner Public Utility District By: Title: Agreement No.909-10 EXHIBIT G INSURANCE COVERAGE REQUIREMENTS TO: Municipal Services Group,Inc. 5125 South Rifling Parkway Suite 300 Littleton,CO 80127 FROM: Truckee Dormer Public Utility District P. O. Box 309 Truckee,CA 96161 SUBJECT: INSURANCE COVERAGE REQUIREMENTS 1. In accordance with Section 8.03 of the Master Municipal Lease and Option Agreement No,909.we have instructed the insurance agent named below(please fill in name,address,and telephone number) to issue: a. All Risk Physical Damage Insurance on the leased Equipment of Unit thereof(as defined in the Agreement) evidenced by a Certificate of Insurance and Long Form Loss Parable Clause naminE Lessor"and/or its assigns" Loss Pavee. b. Public Liability Insurance evidence by a Certificate of Insuance naming"Lessor and/or its assigns"as an Additional Insured. Minimum Coverage Required: S50Q000.00 per person $500,000.00 aggregate bodily injury liability S300,000.00 property damage liability OR 2. Pursuant to Section 8.03 of the Agreement, we are self-insured for all risk physical damage and public liability and will provide proof of such self-insurance in letter form together with a copy of the statute authorizing this form of insurance. 3. Proof of insurance coverage will be provided to Lessor prior to the time that the Equipment or Unit thereof is delivered to us. LESSEE: Truckee Donner Public Utility District By: Title: