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1 & q ' rt a; <br />Baster Tax -Exempt Lease/Purchase Agreement <br />This Property Schedule No. 1 is entered into as of the Commencement Date set forth below, pursuant to that certain Master Tax -Exempt <br />Lease/Purchase Agreement (the "Master Agreement"), dated as of June 7, 2017, between U.S. Bank Equipment Finance, a division of U.S. Bank <br />National Association, and City of San Marcos. <br />1. Interpretation. The terms and conditions of the Master Agreement are incorporated herein by reference as if fully set forth herein. Reference is made to <br />the Master Agreement for all representations, covenants and warranties made by Lessee in the execution of this Property Schedule, unless specifically <br />set forth herein. In the event of a conflict between the provisions of the Master Agreement and the provisions of this Property Schedule, the provisions <br />of this Property Schedule shall control. All capitalized terms not otherwise defined herein shall have the meanings provided in the Master Agreement. <br />2. Commencement Date. The Commencement Date for this Property Schedule is June 7, 2017, <br />3. Property Description and Payment Schedule. The Property subject to this Property Schedule is described in Exhibit 1 hereto. Lessee shall not remove <br />such property from the locations set forth therein without giving prior written notice to Lessor. The Lease Payment Schedule for this Property Schedule <br />is set forth in Exhibit 1. <br />4. Opinion. The Opinion of Lessee's Counsel is attached as Exhibit 2. <br />5. Lessee's Certificate. The Lessee's Certificate is attached as Exhibit 3. <br />6. Proceeds. Lessor shall disburse the proceeds of this Property Schedule in accordance with the instructions attached hereto as Exhibit 4. <br />7. Acceptance Certificate. The form of Acceptance Certificate is attached as Exhibit 5. <br />8. Additional Purchase Option Provisions. In addition to the Purchase Option provisions set forth in the Master Agreement, Lease Payments payable <br />under this Property Schedule shall be subject to prepayment in whole at any time by payment of the applicable Termination Amount set forth in Exhibit <br />1 (Payment Schedule) and payment of all accrued and unpaid interest through the date of prepayment. <br />9. Private Activity Issue. Lessee understands that among other things, in order to maintain the exclusion of the interest component of Lease Payments <br />from gross income for federal income tax purposes, it must limit and restrict the rights private businesses (including, for this purpose, the federal <br />government and its agencies and organizations described in the Code § 501(c)(3)) have to use the Property. Each of these requirements will be <br />applied beginning on the later of the Commencement Date or date each portion of the Property is placed in service and will continue to apply until <br />earlier of the end of the economic useful life of the property or the date the Agreement or any tax-exempt obligation issued to refund the Property <br />Schedule is retired (the "Measurement Period"). Lessee will comply with the requirements of Section 141 of the Code and the regulations thereunder <br />which provide restrictions on special legal rights that users other than Lessee or a state or local government or an agency or instrumentality of a state or <br />a local government (an "Eligible User") may have to use the Property. For this purpose, special legal rights may arise from a management or service <br />agreement, lease, research agreement or other arrangement providing any entity except an Eligible User the right to use the Property. Any use of the <br />Property by a user other than an Eligible User is referred to herein as "Non -Qualified Use". Throughout the Measurement Period, all of the Property is <br />expected to be owned by Lessee. Throughout the Measurement Period, Lessee will not permit the Non -Qualified Use of the Property to exceed 10%. <br />10. Bank Qualification and Arbitrage Rebate. Attached as Exhibit 6. <br />11. Expiration. Lessor, at its sole determination, may choose not to accept this Property Schedule if the fully executed, original Master Agreement <br />(including this Property Schedule and all ancillary documents) is not received by Lessor at its place of business by June 14, 2017. <br />IN WITNESS WHEREOF, Lessor and Lessee have caused this Property Schedule to be executed in their names by their duly authorized representatives as <br />of the Commencement Date above. <br />Lessor: U.S. Bank Equipment Finance, a division <br />of U.S. Bank National Association <br />Name: jhristopher R. �r' -c <br />Title: <br />Attest: <br />By Czl"� <br />Nam : Jamie e Case <br />Title: pity CI k <br />