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HomeMy WebLinkAboutReg 2021-08-16 Item 6B - Lease Agreement - Fleet Management Program with Enterprise FM TrustCOUNCIL AGENDA SYNOPSIS Initials Meeting Date Prepared by M yor's review Council review 7/12/21 TC 8/16/21 TC ITEM INFORMATION ITEM No. 6.B. STAFF SPONSOR: TONY CULLERTON ORIGINAL AGENDA DATE: 7/12/21 AGENDA ITEM TITLE Enterprise Fleet Leasing Agreement CATEGORY ❑ Discussion Mtg Date 7/12/21 ® Motion Altg Date 8/16/21 ❑ Resolution Mtg Date ❑ Ordinance Mtg Date ❑ Bid Award Mtg Date ❑ Public Hearing i\ltg Date Other bLtg Date SPONSOR ❑ Council ❑ Mayor ❑ /la"mn Svcs ❑ OCD ® Finance ❑ Fire ❑ PSR ❑ Police ❑ /IF SPONSOR'S SUMMARY Finance and Fleet Services staff have been working to identify alternative ways for the General Fund to finance it's portion of Fleet operations. The Council received an update on this at the July 12, 2021 Committee of the Whole Meeting and provided Consensus approval of the program to include a future budget amendment. Staff is now seeking Council approval to enter into the Enterprise Fleet Leasing agreement; lease agreements require Council approval. REVIEWED BY Trans&Infrastructure Svcs ❑ Community Svcs/Safety ® Finance & Governance ❑ Planning & Community Dev. ❑ LTAC ❑ Arts Comm. ❑ Parks Comm. DATE: 6/14 & 6/28 ❑ Planning Comm. COMMITTEE CHAIR: SEAL, IDAN RECOMMENDATIONS: SPONSOR/ADMIN. Finance Department COMMITTEE Unanimous Approval; Forward to Committee of the Whole COST IMPACT / FUND SOURCE EXPENDITURE REQUIRED AMOUNT BUDGETED APPROPRIATION REQUIRED Fund Source: Comments: MTG. DATE RECORD OF COUNCIL ACTION 7/12/21 Council Consensus to approve the program 8/16/21 MTG. DATE ATTACHMENTS 7/12/21 Informational Memorandum (dated 6/30/21) with attachments Minutes from the 6/14 Transportation & Infrastructure Services Committee meeting Minutes from the 6/28 Finance & Governance Committee meeting 8/16/21 Informational Memorandum (updated 8/10/21) Enterprise Master Lease Agreement 247 y \� City of Tukwila Allan Ekberg, Mayor INFORMATIONAL MEMORANDUM TO: Committee of the Whole FROM: Tony Cullerton, Deputy Finance Director DATE: July 30, 2021, (Updated August 10, 2021) SUBJECT: Enterprise Fleet Leasing Program ISSUE Staff is back in front of the Full Council to conclude the discussion pertaining to the City incorporating a fleet leasing program. The primary purpose of this change is to provide some relief to the General Fund's cashflow strategy. This memo has been updated to include the master lease agreement and to provide some additional clarity to the consideration given around the change in accounting for the General Fund fleet contributions. Staff recommends transitioning applicable Fleet vehicles to leasing as an improved funding strategy for the City's fleet. Additionally, staff recommends a prospective change in accounting policy that would account for the General Fund Fleet in Department 20 (Non - departmental, instead of the individual general fund departments. BACKGROUND Currently, departmental fleet requests are determined in collaboration with Fleet Services and requests are submitted through the biennial budget process. Fleet purchases are funded by either the General Fund at the departmental level, or by Enterprise funds at the fund level. For the past few years, the General Fund has been experiencing challenges funding the City's Fleet Program. As a result, the General Fund has taken "contribution holidays" which has consisted of reduced contributions towards future purchases and in some cases, forgoing purchase contributions and only making contributions to operations and maintenance (O&M). While the Enterprise funds continue to make 100% of their purchase and O&M payments, the General Fund cannot continue to support Fleet in its current capacity. The City's current accounting strategy is for the General Fund to make budgetary transfers to applicable general fund departments for new fleet purchases and O&M of existing fleet assets. These funds remain with the department, rolling over each year and resulting in an accumulating fleet balance at the department level. DISCUSSION In 2020, Finance and Fleet Services staff began reviewing Fleet policies with the goal of implementing a long-term and more sustainable funding model. Several options were evaluated, including purchasing used vehicles, leasing, electric vehicles, downsizing the fleet, and more cross -departmental vehicle sharing. Staff concluded that a favorable solution would be to retain the current fleet size but to transition approximately 115 vehicles to an equity leasing model with accounting to Department 20 (Non -departmental). With an equity 249 INFORMATIONAL MEMO Page 2 lease, the city retains all rights of ownership/equity, no time or mileage restrictions, and no wear and tear penalties. The proposed Enterprise Fleet Leasing program would apply to Police non -patrol and the standard fleet, which includes Public Works, Parks & Recreation, motor pool vehicles and Mayor's office. Police Patrol, heavy-duty equipment, mowers, trailers, forklifts and tractors would not be included. Phasing would include nine vehicles in 2021, two in 2022, and potentially the remainder of the standard fleet being replaced by 2025. If successful, Police Patrol could be considered for the program in the future. Benefits to leasing include increased cash flow, reduced fluctuations to fund balance, and the potential of the standard fleet to be fully replaced by the end of 2025. Maintenance costs would be reduced to oil changes and warranty work. The approach provides more flexibility and the City would be better positioned to transition to e -vehicles or adjust the numbers of vehicles in accordance with current needs. If the Enterprise Fleet Leasing program is approved, the City would still outfit and maintain the vehicles in-house and the fleet size would be maintained. A second component to the fleet recommendation is a change in accounting policy. Under the current structure the General Fund transfers budgeted fleet allocations to the applicable general fund departments. These funds accumulate at the department level over years until the purchase of a new vehicle is made. It is not uncommon for these funds to accumulate for 5 -10 years. While these funds reside in a city bank account, interest on the balance is earned and proportionately allocated to the individual departments, increasing their fleet balance. By allocating fleet funds at the individual department level through budgetary authority gives the illusion that the accumulation of funds is available to be used for fleet purchases at the discretion of the department. As a consequence of this some purchase decisions are made outside of the scope of the original approval. Examples of this behavior include, a department receiving budget authority to purchase a F-150 half -ton truck five years down the road. At the time up purchase, the department determines their current needs now require an F-250 truck. The department is able to absorb the additional costs due to the accumulation of their "fleet fund balance." Another common occurrence is a department is due to replace a passenger van, and surplus the old van. However, at the time of purchase the decision is made to purchase the new van and not surplus the old van. Instead, keep the old van as a "spare" vehicle. The rational is that the old vehicle is paid off and the department will continue to pay the O&M on the old vehicle, from their fleet fund balance. It is important to acknowledge that the fleet contributions at the department level are granted by the general fund, and custody of the funds should reside with the general fund and not the individual departments. By redirecting the budgeted General Fund fleet allocations to Department 20, Non -departmental, this will provide better controls over the GF fleet budget. INFORMATIONAL MEMO Page 3 FINANCIAL IMPACT Fleet would continue to be funded at its current level, but cashflow would be enhanced. Under the program, departments will experience no changes to the replacement process, the Fleet Fund would continue to own all the vehicles and equipment, and funding would be accounted in Department 20 (non -departmental) instead of in individual departmental budgets. If approved by Council, this program will require a year-end budget amendment to reflect the prospective accounting change but there will be no impact to the General Fund. RECOMMENDATION At the 7/12 COW meeting, staff received Council consensus to move forward with an Enterprise Fleet Leasing program and to include the accounting change in the year-end budget amendment ordinance. At this time, staff is requesting Council's approval of the Mayor to authorize the City to enter into a lease agreement with Enterprise Fleet Management. Additionally, staff is requesting a provisional budget amendment to reallocate approved funds from the applicable General Fund departments to Department 20, Non - Departmental. The Finance & Governance and Transportation & Infrastructure Committees have both been briefed on the program. ATTACHMENTS Enterprise Master Lease Agreement 251 nterprise FLEET MANAGEMENT MASTER EQUITY LEASE AGREEMENT This Master Equity Lease Agreement is entered into this 23rd day of July 2021 , by and between Enterprise FM Trust, a Delaware statutory trust ("Lessor"), and the lessee whose name and address is set forth on the signature page below ("Lessee"). 1. LEASE OF VEHICLES: Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the vehicles (individually, a "Vehicle" and collectively, the "Vehicles") described in the schedules from time to time delivered by Lessor to Lessee as set forth below ("Schedule(s)") for the rentals and on the terms set forth in this Agreement and in the applicable Schedule. References to this "Agreement" shall include this Master Equity Lease Agreement and the various Schedules and addenda to this Master Equity Lease Agreement. Lessor will, on or about the date of delivery of each Vehicle to Lessee, send Lessee a Schedule covering the Vehicle, which will include, among other things, a description of the Vehicle, the lease term and the monthly rental and other payments due with respect to the Vehicle. The terms contained in each such Schedule will be binding on Lessee unless Lessee objects in writing to such Schedule within ten (10) days after the date of delivery of the Vehicle covered by such Schedule. Lessor is the sole legal owner of each Vehicle. This Agreement is a lease only and Lessee will have no right, title or interest in or to the Vehicles except for the use of the Vehicles as described in this Agreement. This Agreement shall be treated as a true lease for federal and applicable state income tax purposes with Lessor having all benefits of ownership of the Vehicles. It is understood and agreed that Enterprise Fleet Management, Inc. or an affiliate thereof (together with any subservicer, agent, successor or assign as servicer on behalf of Lessor, "Servicer") may administer this Agreement on behalf of Lessor and may perform the service functions herein provided to be performed by Lessor. 2. TERM: The term of this Agreement ("Term") for each Vehicle begins on the date such Vehicle is delivered to Lessee (the "Delivery Date") and, unless terminated earlier in accordance with the terms of this Agreement, continues for the "Lease Term" as described in the applicable Schedule. 3. RENT AND OTHER CHARGES: (a) Lessee agrees to pay Lessor monthly rental and other payments according to the Schedules and this Agreement. The monthly payments will be in the amount listed as the "Total Monthly Rental Including Additional Services" on the applicable Schedule (with any portion of such amount identified as a charge for maintenance services under Section 4 of the applicable Schedule being payable to Lessor as agent for Enterprise Fleet Management, Inc.) and will be due and payable in advance on the first day of each month. If a Vehicle is delivered to Lessee on any day other than the first day of a month, monthly rental payments will begin on the first day of the next month. In addition to the monthly rental payments, Lessee agrees to pay Lessor a pro -rated rental charge for the number of days that the Delivery Date precedes the first monthly rental payment date. A portion of each monthly rental payment, being the amount designated as "Depreciation Reserve" on the applicable Schedule, will be considered as a reserve for depreciation and will be credited against the Delivered Price of the Vehicle for purposes of computing the Book Value of the Vehicle under Section 3(c). Lessee agrees to pay Lessor the "Total Initial Charges" set forth in each Schedule on the due date of the first monthly rental payment under such Schedule. Lessee agrees to pay Lessor the "Service Charge Due at Lease Termination" set forth in each Schedule at the end of the applicable Term (whether by reason of expiration, early termination or otherwise). (b) In the event the Term for any Vehicle ends prior to the last day of the scheduled Term, whether as a result of a default by Lessee, a Casualty Occurrence or any other reason, the rentals and management fees paid by Lessee will be recalculated in accordance with the rule of 78's and the adjusted amount will be payable by Lessee to Lessor on the termination date. (c) Lessee agrees to pay Lessor within thirty (30) days after the end of the Term for each Vehicle, additional rent equal to the excess, if any, of the Book Value of such Vehicle over the greater of (i) the wholesale value of such Vehicle as determined by Lessor in good faith or (ii) except as provided below, twenty percent (20%) of the Delivered Price of such Vehicle as set forth in the applicable Schedule. If the Book Value of such Vehicle is less than the greater of (i) the wholesale value of such Vehicle as determined by Lessor in good faith or (ii) except as provided below, twenty percent (20%) of the Delivered Price of such Vehicle as set forth in the applicable Schedule, Lessor agrees to pay such deficiency to Lessee as a terminal rental adjustment within thirty (30) days after the end of the applicable Term. Notwithstanding the foregoing, if (i) the Term for a Vehicle is greater than forty-eight (48) months (including any extension of the Term for such Vehicle), (ii) the mileage on a Vehicle at the end of the Term is greater than 15,000 miles per year on average (prorated on a daily basis) (i.e., if the mileage on a Vehicle with a Term of thirty-six (36) months is greater than 45,000 miles) or (iii) in the sole judgment of Lessor, a Vehicle has been subject to damage or any abnormal or excessive wear and tear, the calculations described in the two immediately preceding sentences shall be made without giving effect to clause (ii) in each such sentence. The "Book Value" of a Vehicle means the sum of (i) the "Delivered Price" of the Vehicle as set forth in the applicable Schedule minus (ii) the total Depreciation Reserve paid by Lessee to Lessor with respect to such Vehicle plus (iii) all accrued and unpaid rent and/or other amounts owed by Lessee with respect to such Vehicle. (d) Any security deposit of Lessee will be returned to Lessee at the end of the applicable Term, except that the deposit will first be applied to any losses and/ or damages suffered by Lessor as a result of Lessee's breach of or default under this Agreement and/or to any other amounts then owed by Lessee to Lessor. (e) Any rental payment or other amount owed by Lessee to Lessor which is not paid within twenty (20) days after its due date will accrue interest, payable on demand of Lessor, from the date due until paid in full at a rate per annum equal to the lesser of (i) Eighteen Percent (18%) per annum or (ii) the highest rate permitted by applicable law (the "Default Rate"). (f) If Lessee fails to pay any amount due under this Agreement or to comply with any of the covenants contained in this Agreement, Lessor, Servicer or any other agent of Lessor may, at its option, pay such amounts or perform such covenants and all sums paid or incurred by Lessor in connection therewith will be repayable by Lessee to Lessor upon demand together with interest thereon at the Default Rate. so Initials: EFM Customer 253 (c) None of Lessor, Servicer or any other agent of Lessor will be liable to Lessee for any liability, claim, loss, damage (direct, incidental or consequential) or expense of any kind or nature, caused directly or indirectly, by any Vehicle or any inadequacy of any Vehicle for any purpose or any defect (latent or patent) in any Vehicle or the use or maintenance of any Vehicle or any repair, servicing or adjustment of or to any Vehicle, or any delay in providing or failure to provide any Vehicle, or any interruption or loss of service or use of any Vehicle, or any loss of business or any damage whatsoever and however caused. In addition, none of Lessor, Servicer or any other agent of Lessor will have any liability to Lessee under this Agreement or under any order authorization form executed by Lessee if Lessor is unable to locate or purchase a Vehicle ordered by Lessee or for any delay in delivery of any Vehicle ordered by Lessee. 10. RISK OF LOSS: Lessee assumes and agrees to bear the entire risk of loss of, theft of, damage to or destruction of any Vehicle from any cause whatsoever ("Casualty Occurrence"). In the event of a Casualty Occurrence to a Vehicle, Lessee shall give Lessor prompt notice of the Casualty Occurrence and thereafter will place the applicable Vehicle in good repair, condition and working order; provided, however, that if the applicable Vehicle is determined by Lessor to be lost, stolen, destroyed or damaged beyond repair (a "Totaled Vehicle"), Lessee agrees to pay Lessor no later than the date thirty (30) days after the date of the Casualty Occurrence the amounts owed under Sections 3(b) and 3(c) with respect to such Totaled Vehicle. Upon such payment, this Agreement will terminate with respect to such Totaled Vehicle. 11. INSURANCE: (a) Lessee agrees to purchase and maintain in force during the Term, insurance policies in at least the amounts listed below covering each Vehicle, to be written by an insurance company or companies satisfactory to Lessor, insuring Lessee, Lessor and any other person or entity designated by Lessor against any damage, claim, suit, action or liability: (i) Commercial Automobile Liability Insurance (including Uninsured/Underinsured Motorist Coverage and No -Fault Protection where required by law) for the limits listed below (Note - $2,000,000 Combined Single Limit Bodily Injury and Property Damage with No Deductible is required for each Vehicle capable of transporting more than 8 passengers): State of Vehicle Registration Coverage Connecticut, Massachusetts, Maine, New Hampshire, New Jersey, $1,000,000 Combined Single Limit Bodily Injury and Property Damage New York, Pennsylvania, Rhode Island, and Vermont - No Deductible Florida $500,000 Combined Single Limit Bodily Injury and Property Damage or $100,000 Bodily Injury Per Person, $300,000 Per Occurrence and $50,000 Property Damage (100/300/50) - No Deductible All Other States $300,000 Combined Single Limit Bodily Injury and Property Damage or $100,000 Bodily Injury Per Person, $300,000 Per Occurrence and $50,000 Property Damage (100/300/50) - No Deductible (ii) Physical Damage Insurance (Collision & Comprehensive): Actual cash value of the applicable Vehicle. Maximum deductible of $500 per occurrence - Collision and $250 per occurrence - Comprehensive). If the requirements of any governmental or regulatory agency exceed the minimums stated in this Agreement, Lessee must obtain and maintain the higher insurance requirements. Lessee agrees that each required policy of insurance will by appropriate endorsement or otherwise name Lessor and any other person or entity designated by Lessor as additional insureds and loss payees, as their respective interests may appear. Further, each such insurance policy must provide the following: (i) that the same may not be cancelled, changed or modified until after the insurer has given to Lessor, Servicer and any other person or entity designated by Lessor at least thirty (30) days prior written notice of such proposed cancellation, change or modification, (ii) that no act or default of Lessee or any other person or entity shall affect the right of Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns to recover under such policy or policies of insurance in the event of any loss of or damage to any Vehicle and (iii) that the coverage is "primary coverage" for the protection of Lessee, Lessor, Servicer, any other agent of Lessor and their respective successors and assigns notwithstanding any other coverage carried by Lessee, Lessor, Servicer, any other agent of Lessor or any of their respective successors or assigns protecting against similar risks. Original certificates evidencing such coverage and naming Lessor, Servicer, any other agent of Lessor and any other person or entity designated by Lessor as additional insureds and loss payees shall be furnished to Lessor prior to the Delivery Date, and annually thereafter and/or as reasonably requested by Lessor from time to time. In the event of default, Lessee hereby appoints Lessor, Servicer and any other agent of Lessor as Lessee's attorney-in-fact to receive payment of, to endorse all checks and other documents and to take any other actions necessary to pursue insurance claims and recover payments if Lessee fails to do so. Any expense of Lessor, Servicer or any other agent of Lessor in adjusting or collecting insurance shall be borne by Lessee. Lessee, its drivers, servants and agents agree to cooperate fully with Lessor, Servicer, any other agent of Lessor and any insurance carriers in the investigation, defense and prosecution of all claims or suits arising from the use or operation of any Vehicle. If any claim is made or action commenced for death, personal injury or property damage resulting from the ownership, maintenance, use or operation of any Vehicle, Lessee will promptly notify Lessor of such action or claim and forward to Lessor a copy of every demand, notice, summons or other process received in connection with such claim or action. (b) Notwithstanding the provisions of Section 11(a) above: (i) if Section 4 of a Schedule includes a charge for physical damage waiver, Lessor agrees that (A) Lessee will not be required to obtain or maintain the minimum physical damage insurance (collision and comprehensive) required under Section 11(a) for the Vehicle(s) covered by such Schedule and (B) Lessor will assume the risk of physical damage (collision and comprehensive) to the Vehicle(s) covered by such Schedule; provided, however, that such physical damage waiver shall not apply to, and Lessee shall be and remain liable and responsible for, damage to a covered Vehicleaused by wear and tear or mechanical breakdown or failure, damage to or loss of any parts, accessories or components added to a covered Initials: EFM Customer 255 at all times to be subject and subordinate in all respects to any assignment, pledge or transfer now or hereafter executed by Lessor with or in favor of any such assignee, pledgee or transferee, provided that Lessee shall have the right of quiet enjoyment of the Vehicles so long as no Event of Default under this Agreement has occurred and is continuing. Lessee acknowledges and agrees that the rights of any assignee, pledgee or transferee in and to any amounts payable by the Lessee under any provisions of this Agreement shall be absolute and unconditional and shall not be subject to any abatement whatsoever, or to any defense, setoff, counterclaim or recoupment whatsoever, whether by reason of any damage to or loss or destruction of any Vehicle or by reason of any defect in or failure of title of the Lessor or interruption from whatsoever cause in the use, operation or possession of any Vehicle, or by reason of any indebtedness or liability howsoever and whenever arising of the Lessor or any of its affiliates to the Lessee or to any other person or entity, or for any other reason. Without the prior written consent of Lessor, Lessee may not assign, sublease, transfer or pledge this Agreement, any Vehicle, or any interest in this Agreement or in and to any Vehicle, or permit its rights under this Agreement or any Vehicle to be subject to any lien, charge or encumbrance. Lessee's interest in this Agreement is not assignable and cannot be assigned or transferred by operation of law. Lessee will not transfer or relinquish possession of any Vehicle (except for the sole purpose of repair or service of such Vehicle) without the prior written consent of Lessor. 16. MISCELLANEOUS: This Agreement contains the entire understanding of the parties. This Agreement may only be amended or modified by an instrument in writing executed by both parties. Lessor shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies under this Agreement and no waiver whatsoever shall be valid unless in writing and signed by Lessor and then only to the extent therein set forth. A waiver by Lessor of any right or remedy under this Agreement on any one occasion shall not be construed as a bar to any right or remedy, which Lessor would otherwise have on any future occasion. If any term or provision of this Agreement or any application of any such term or provision is invalid or unenforceable, the remainder of this Agreement and any other application of such term or provision will not be affected thereby. Giving of all notices under this Agreement will be sufficient if mailed by certified mail to a party at its address set forth below or at such other address as such party may provide in writing from time to time. Any such notice mailed to such address will be effective one (1) day after deposit in the United States mail, duly addressed, with certified mail, postage prepaid. Lessee will promptly notify Lessor of any change in Lessee's address. This Agreement may be executed in multiple counterparts (including facsimile and pdf counterparts), but the counterpart marked "ORIGINAL" by Lessor will be the original lease for purposes of applicable law. All of the representations, warranties, covenants, agreements and obligations of each Lessee under this Agreement (if more than one) are joint and several. 17. SUCCESSORS AND ASSIGNS; GOVERNING LAW: Subject to the provisions of Section 15, this Agreement will be binding upon Lessee and its heirs, executors, personal representatives, successors and assigns, and will inure to the benefit of Lessor, Servicer, any other agent of Lessor and their respective successors and assigns. This Agreement will be governed by and construed in accordance with the substantive laws of the State of Missouri (determined without reference to conflict of law principles). 18. NON -PETITION: Each party hereto hereby covenants and agrees that, prior to the date which is one year and one day after payment in full of all indebtedness of Lessor, it shall not institute against, or join any other person in instituting against, Lessor any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the laws of the United States or any state of the United States. The provisions of this Section 18 shall survive termination of this Master Equity Lease Agreement. 19. NON -APPROPRIATION: Lessee's funding of this Agreement shall be on a Fiscal Year basis and is subject to annual appropriations. Lessor acknowledges that Lessee is a municipal corporation, is precluded by the County or State Constitution and other laws from entering into obligations that financially bind future governing bodies, and that, therefore, nothing in this Agreement shall constitute an obligation of future legislative bodies of the County or State to appropriate funds for purposes of this Agreement. Accordingly, the parties agree that the lease terms within this Agreement or any Schedules relating hereto are contingent upon appropriation of funds. The parties further agree that should the County or State fail to appropriate such funds, the Lessor shall be paid all rentals due and owing hereunder up until the actual day of termination. In addition, Lessor reserves the right to be paid for any reasonable damages. These reasonable damages will be limited to the losses incurred by the Lessor for having to sell the vehicles on the open used car market prior to the end of the scheduled term (as determined in Section 3 and Section 14 of this Agreement). IN WITNESS WHEREOF, Lessor and Lessee have duly executed this Master Equity Lease Agreement as of the day and year first above written. LESSEE: City of Tukwila Signature: By: Allan Ekberg Title: Mayor Address: 6200 Southcenter Blvd Tukwila, WA 98188 Date Signed: Initials: EFM S� Customer LESSOR: Enterprise FM Trust By: Enterprise Fleet Management, Inc. its attorney in fact Signature: �J/kg By: Sam Denton Title: Director Address: 500 Naches Ave SW Renton, WA 98057 Date Signed: July 23, 2021 0 2018 Enterprise Fleet Management, Inc. H02744_Gov Equity