HomeMy WebLinkAbout351548 US BANK CORPORATE PAYMENT SYSTEM - CONTRACT - CONTRACT - 22862Wbancorp.
AGREEMENT NUMBER
officeFAutpment Total Copy Management Program
Finance services
This document is written in °Plain English". The words you and your refer to the customer. The words Lessor, we, us and our refer to U.S. Bancorp
Business Equipment Finance Group. Every attempt has been made to eliminate confusing language and create a simple, easy -to -read document.
vts —
1 a 11,t QJ7- 3grV %W5:S
)V
Illason
` STATE
ZIP PHONE
B�S--2,4 `70 a91-6770
FAX
47a l 6
IL (IF DIFFERENT FROM ABOVE) II 1
(� \ BILLING STREET ADDRESS
0 Ll v,`k t t� a (� a a
x S o
/f
/cn
STATE
,,,. c Ca
ZIP J FEDERAL TAX,A M
$as 8�nF-
GbadS�?7
E-MAIL
LOCATION (IF DIFFERENT FROM ABOVE)
'—" `�
-z,Q-way\, ssocioa,� 11602 Sa,�
CITY (( STATE p. ZIP PHONE
�� L wR �, Cl Z)S 1 �1 %!� USrc/_ 52'5?� FAX
VY\
Term in Months
Payments of $
O (plus applicable taxes) A
Lease Payment Period is Monthly $ Received
(mots.) Unless Otherwise Indicated (plus applicable taxes)
Payment includes 3,a C a copies per month Excess Copies billed monthly at $ r 0 ! �(� per copy
END OF LEASE OPTIONS: You will have the following options at the end of the original term, provided the Lease has not terminated early and no event of default
under the Lease has occurred and is continuing.
1. Purchase the Equipment for the Fair Market Value. 2. Renew the Lease per paragraph 1. 3. Return Equipment as provided in Paragraph 6.
THIS IS A NONCANCELABLE / IRREVOCABLE AGREEMENT, THIS AGREEMENT CANNOT BE CANCELED OR TERMINATED.
U.S. Bancorp
DATED: LESSOR: Business Equipment Finance Group SIGNATURE rtr�
!Va
PRINT
As additional inducement for us to enter into the Agreement, the undersigned ('you") unconditionally, jointly and severally, personally guarantees that the customer will make all payments and meet all obligations
required under this Agreement and any supplements fully and promptly. You agree that we may make other arrangements including compromise or settlement with the customer and you waive all defenses and
notice of those changes and will remain responsible for the payment and obligations of this Agreement We do no have to notify you if the customer is in default. If the customer defaults, you will immediately
pay in accordance with the default provision of the Agreement all sums due under the terms of the Agreement and will perform all the obligations of the Agreement. If it is necessary for us to proceed legally to
enforce this guaranty, you expressly consent to the jurisdiction of the court set out in paragraph 15 and agree to pay all costs, including attorneys fees incurred in enforcement of this guaranty. It is not necessary
for us to proceed first against the customer before enforcing this guaranty. By signing this guaranty, you authorize us to obtain personal credit bureau reports for credit and collection purposes.
PRINT NAME OF GUARANTOR: SIGNATURE X nAT
You certify that all the equipment listed above has been furnished, that delivery and installation has been fully completed and satisfactory. Further, all conditions and terms of this Agreement have been reviewed
and acknowledged. Upon your signing below, your promises herein will be irrevocable and unconditional in all respects. You understand and agree that we have purchased the equipment from the supplier, and
you may contact the above supplier for your warranty rights, which we transfer to you for the tens of the Agreement. Your approval as indicated below of our purchase of the equipment from the supplier is a
condition precedent to the effectiveness of this Agreement.
DATED: CUSTOMER: SIGNATURE X TITLE
1. AGREEMENT: You agree 10 rent from us the personal property described under 'ITEM DESCRIPTION' and as modified by supplements to this MwterAgreemanl from time to time signed by you and us (such Property and any upgrades,
replacements, repairs and additions referred to as'EWiPmenn for business puposes oely. You agree to all of the terms and conditions contained in this Agreement and any supplement, which together are a complete statement of our
Agreement regarding the fisted equipment ('Agreement) and supersedes any purchase order or outstanding invoke. This Agreement may be modified only by written agreement and trot by course of Performance. This Agreement becomes
valid upon execution by us and will begin on the rent commencement date and wig continue from the fire( day of the following month for the number of consecutive months shown. The term will be extended automatically for successive 12
month larms unless you send us written notice you do not want it renewed at least ninety (90) days before the and of any term. If arty provision of this Agreement is declared unenforceable in any lurisdictm, the other provisions herein shall
remain in gait force and effect in that jurisdiction and all others.
2. RENT: Rem VAN be Payable in installments, each in the amount of the basic rental Payment shown plus any applicable sets tax, use tax, plus 1112th of the amount estimated by us to be personal Property In on the Equipment for each
year of this Agreement. You VAN Pay the security deposit on the date you sign this Agreement- Subsequent installments will be payable on the first day of each rental
The rent payable for the month of rent commencement shall be prorated from the monthly rental amount set forty above. We will have the right to Payment period shown beginning after the d t rental payment ems of
g apply all sums, received from you, to any amounts dueYou and owed et us under the tams t.
a $ Agreement. In the event will
Agreement Is not fury completeq the security deposit will be [ermined by us to compensate us for our documentation, processing and omen expenses. If for any reason, your check ts returned for nonpayment.
a 520.w bad check charge wip be assessed.
3. MAINTENANCE AND SUPPLIES: The charges established by this Agreement include payment for the use of the designated Equipment and accessories, maintenance (during normal business hours); inspecNon, adjustment, parts
replacement, drums and cleaning material required for the proper operation, as well as black toner and developer. Paper must be separately purchased by customer. Color toner, not Included in this Agreement will be billed sgmmtely. If
necessary, the service and supply portion of this Agreement may be assigned.
4. OWNERSHIP OF EQUIPMENT: We are the Owner of the equipment and have sole title to gran equipment (excldkg software). You agree to keep the equipment free and clear of all liens and claims.
S. WARRANTY DISCLAIMER: WE MAKE NO WARRANTY EXPRESS OR IMPLIED, INCLUDING THAT THE EQUIPMENT IS FIT FOR A PARTICULAR PURPOSE OR THAT THE EQUIPMENT IS MERCHANTABLE. YOU AGREE
THAT YOU HAVE SELECTED THE SUPPLIER AND EACH REM OF EQUIPMENT BASED UPON YOUR OWN JUDGMENT AND DISCLAIM ANY RELIANCE UPON ANY STATEMENTS OR REPRESENTATIONS MADE BY US OR ANY
SUPPLIER. WE DO NOT TAKE RESPONSIBILITY FOR THE INSTALLATION OR PERFORMANCE OF THE EQUIPMENT. THE SUPPLIER IS NOT AN AGENT OF OURS AND NOTHING THE SUPPLIER STATES CAN AFFECT YOUR
OBLIGATION UNDER THE AGREEMENT. YOU WILL CONTINUE TO MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST SUPPLIER.
6. LOCATION OF EQUIPMENT: You wig keep and use the equipment ony at your address shown above and you agree not to move ff unless we agree to it. At the and of hie Agreamerd s farm, you will return the Equipment l a location
we specify at your expense, in remit resalable condition, full wondng Order, and in complete repair.
7. LOSS OR DAMAGE: You are responsible for the risk of loss m for any desamCbm Of or damage to the equipment. No such loss a damage relieves you from the Payment obligations under this Agreement. You agree to promptly nobly
us in writing of any loss or damage and you will then pay l as the Present value of the total of all unpaid rental payments for the mil rental turn plus the estimated fair market value of the Equipment at the and Of the Oigimly scheduled
term, all discounted at sic percent (6%) per year. Arty proceeds of insurance will be paid to us and cradled, at out option, against any loss or damage.
8. COLLATERAL PROTECTION AND INSURANCE: You agree to keep the equipment July insured against less with us as loss payee in an amount not lass than replacement cost until ads Agreement is terminated. You also agree l
obtain a garnered public N billy Insurance policy from anyone who is acceptable to us and l Include us as an insured on the policy. You agree to provide us certificates or other evidence of insurance acceptable to us, before this Agreement
begins or, we WIN WON you in our property damage coverage program and big you a properly damage surcharge as a result of our Increased administrative costs and credit risk. As long as you ore current at am time of the lose(excldtng
loeses resuMng from acts of God), the replacement value of Am equipment will be applied against any loss or damage as per paragraph 7. You must be current to benefit from the Property damage surcharge program. NOTHING IN THIS
PARAGRAPH WILL RELIEVE YOU OF YOUR RESPONSIBILITY FOR LIABILITY INSURANCE COVERAGE ON THIS EQUIPMENT.
9. INDEMNITY: We are not responsible for any loss or injunes caused by the installation or use of the equipment. You agree to hold us harmless and reimburse us fa loss and to defend us against any claim for losses or injury caused
by the Equipment.
10. TAXES AND FEES: You agree to pay when due all Was (incading personal property tax, fines and penalties) relating to this Agreement a hire Equipment. If we pay any of the above For you, you agree to reimburse us and to pay us
a Processing fee for each payment we make on your behalf. You also agree ro pay us any Ring fees prescribed by the Uniform Commercial Code or other law and reimburse us for all costs involved in competing ties transaction. You further
agree to pay us $59.50 on the date the first rental payment is due to cover tine expense of odginating the Agrement. A the total sum Of the payments exceeds $75.000, the origination fee will be $79.50.
11. ASSIGNMENT: YOU HAVE NO RIGHT TO SELL, TRANSFER, ASSIGN OR SUBLEASE THE EQUIPMENT OR THIS AGREEMENT. We may sell, assign, or transfer this Agreement without notice. You agree that if we sell, assign, or
transfer this Agreement, the new Owner wig have the same rights and benefits the we have now and wig not have to perform any of our obligations. You agree that the rights of the new Owner will not be subject to any dams, defenses, or
set offs that you may have against us.
12. DEFAULT AND REMEDIES: If yw do not pay any rental paymentorother sum due to us orother parry when due or Ifyou break any o1 your promises inthe Agreementorany other Agreement with us, you will be in default. II any part
of a Paymam is lad, you agree to pay a late charge of 15% of the payment which is lam orff less, the maximum charge allowed by law. If you are ever in default, we may retain your security, deposit and at Our option, we can WrmimW or
cancel this Agreement and require that you Pay (1) the unpaid balarx:e of this Agreement (discounted at 6%); (2) the amount of any purchase option and if none is specified, 20%of the original equipment cost which represents Our mt"paW
residual value in the equipment; (3) and return the equipment to us to a location designated by us. We may recover Interest on any unpaid balance at the rate of 8%par annum. We may also use any of the remedies available W us under
Article 2A of the Unffarm Commercial Code as enacted in the Smla of Minnesota or any other law. If we refer this Agreement to an attorney for collection, you agree to Pay our reasonable attorneys fees and actual court costs. If we have
to take Possession Of hire equipment, you agree to pay the cost of repowasston. The net proceeds of the sale of any repossessed Equipment will be credited against what you awe us under this Agreement YOU AGREE THAT WE WILL
NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR ANY DEFAULT BY US UNDER THIS AGREEMENT. You agree that any delay or failure to enforce our rights under this Agreemani does
not prevent us from enforcing any rights at a later time. It is further agreed that your rights and remedies ore governed! exclusively by this Agreement and you waive customer's rights under Article 2A (508-522) of the UCC.
13. UCC FILINGS: You grant us a security interest in the equipment I1 this Agreement is deemed a secured transaction and you authorize us to record a UCC-1 financing statement or similar Instrument, and appoint us your attorney -in -
fad to execute and dative such instrument, in order to show our Interest in the equipment.
14. SECURITY DEPOSIT: The security deposit is inn inlarest hearing and Is to secure your performance under this Agreement. Ary security deposit made may be applied by us to satisfy any amount owed by you, in which avant you will
Promptly restore the security deposit to its full mourn as set forth above. If all conditions herein we fully complied with and provided you have not ever been in default of this Agreement per paragraph 12, the security deposit wall be refunded
W you eager the return of the equipment in accordance with paragraph 6.
15. LAW: This Agreement VAN be deemed fully executed and perlonned In the State of Minnesom upon signing by the Owner and will be governed by and construed in accordance with Minnesota law. Yw expressly consent fo lurisdichon
and vane of any stain or federal court in the State of Minnesota and wave right to trial by jury for any dam or action arising Out of or relating to this Agreement or the Equipment. You waive right of defense of inconventent forum.
16. UPGRADEIDOWNGRADE PROVISION: AFTER INCEPTION OF THE AGREEMENT AND UPON YOUR REQUEST, WE MAY REVIEW YOUR COPY VOLUME AND PROPOSE OPTIONS FOR UPGRADING Oq DOWNGRADING TO
ACCOMMODATE YOUR NEEDS.
17. OVERAGES AND COST ADJUSTMENTS: You agree to comply with any billing Procedures designated by us, including notifying w of the mate reading at the and of each month. At the and of the first year of this Agreement and once
each successive twelve moth period, we may Increase ire base usage charge per copy and ire per copy charge war tine base minimum by a maximum of 15% of the adsfing charge.
FOR MUNICIPALITIES ONLY
18-A. CUSTOMER COVENANTS: the Customer covenants and warrants the (1) N has, in accordance with the requkanents or law, fully budgeted and appropriated sufficient funds for the current budget year la make the payments scheduled
to cane due and to meet its other obligations under the Agreement and such funds have not been expended for other purposes and
(2) that there Is no action, suit, proeaedtng or investigation Pending, or Nxeate ned in any court or other tribunal a competent junsdkton, state or federal or before any public board a body, which in any way would (a) restrain or enjoin the
delivery W the Agreement or the ability of the Customer to make Its Rasa Payments (es sat Out above); (b) contest or affect the authority for ire execution is there any basis far
of the Custoa delivery d, a the validity of, theAgreemenC a (cl contest the extslnce and powers
mer; rwr any such actim, suit proceeding or Investigation; and
(3) That the equipment will be operated and controlled by the Customer and wig be used for essential government purposes and wig to be essantial for the term of the Agreement.
(4) Customer has not previously terminated a lase for non -appropriation, except as spacificaly described In a letter appended hereto.
18-S. SIGNATURES: Each signor (Iwo A monthly payment exceeds $1,200) warrants that hershe Is fully conversant with the governing relevant legal and regulatory provisions and has fug power and authonzation to bind Customer. Signor(s)
W Customer turban wanangs) its governing bony has taken tine necessary steps; klcluding any legal bid requirements, under applicable law te arrange for acquisition of the Equipment; Are approval and execution has been In accordance
with all applicable Open meefing laws; and that a resolution of the governing body of Customer audralzing execution of the Agreement has been duly adopted and remains in full twos and effect.
1 &C. NON APPROPRIATION: In the want Customer is In default under the Agreement because:
1. Funds are not appropriated for a fiscal period subsequent to the one In whim the Agreement was entered into which are sufficient to satisfy all of Customefs obligatums under the Agreement during said fiscal period;
2. Such non -appropriation did not result hen any act or failure W act of customer;
3. Customer has exhausted all funds legally available for all payment due under the Agreement; and
4. There is no other legal procedure by which payment can be made to Lessor.
Than, provided that (a) Customer has given Lessor written norm of the occurrence of paragraph 1 above inky (30) days prior to such occurrence; (b) Lessor has received a written opinion from Customefs counsel verifying the same within
In (10) days Nereaftar; and (c) the Customer does nor directly or indirectly purchase, lease or In any way acquire any services or equipment supplied or provided for hereunder; upon receipt of the equpmant delivered to a toonch designated
by Lessor, M Customers axpase, Lessors remedies for such default shall be to terminate the Lease at the end of the fiscal period during which notice is given; retain the advance payments, t any; arndfor sell, dispose of, hold, use or rent
the equipment as Lessor in its sole dacrefim may desire, without any duty to account to Customer.
17565 - 06/07/2002
ADDENDUM TO AGREEMENT NO.
BETWEEN US BANCORP, As Owner and CITY OF FORT COLLINS, As Customer
DATED 3/14/2005
This addendum is hereby incorporated into and made a part of Master Agreement and any
supplements added thereto by and between CITY OF FORT COLLINS ("Customer") and US
BANCORP ("Owner"). Customer and Owner agree that the above -mentioned Agreement shall be
amended as follows and all other terms and conditions will remain in full force and effect.
PARAGRAPH 6: LOCATION OF EQUIPMENT:
Owner agrees to amend paragraph 6 of the Agreement. In regard to the location of the equipment, the
Customer must be responsible for maintaining records showing the location of each piece of leased equipment.
Customer will report this location to the Owner upon written request by the Owner. Failure to do so shall
constitute a breach of the Agreement, which default shall be governed by the terms and conditions specified in
paragraph 11 of the Agreement. At the end of the Agreement's term, Lewan & Associates will return the
Equipment to a location we specify at their expense, in retail resaleable condition, full working order, and in
complete repair.
PARAGRAPH 10: TAXES AND FEES:
You agree to pay when due all taxes (including personal property tax, fines and penalties)
relating to this Agreement or the Equipment. If we pay any of the above for you, you
agree to reimburse us and to pay us a processing fee for each payment we make on your
behalf. You also agree to pay us any filing fees prescribed by the Uniform Commercial
Code or other law and reimburse us for all costs involved in completing this transaction.
PARAGRAPH 15: LAW:
This Agreement will be deemed fully executed and performed in the State of Colorado
upon signing by the Lessor and will be governed by and construed in accordance with
Colorado Law. You expressly consent to jurisdiction and venue of any state of federal
court in the State of Colorado and waive right to trial by jury for any claim or action
arising our of or relating to this Agreement or the Equipment. You waive right of defense
of inconvenient forum.
PARAGRAPH 16: OVERAGES AND COST ADJUSTMENTS:
You agree to comply with any billing procedures designated by us including notifying us
of the meter reading at the end of each month. At the end of the first year and once each
successive twelve month period, we may increase the base usage charge per copy and the
per copy charge over the base minimum by a maximum of 5% of the existing charge.
Agreed to this _day of March, 2005
US BANCORP City of Fort Collins
(Owner) (LESSEE)
By:
By:
Title:
Till ,.c Pu2GK�fs
-+,At S b 7-
PAGE 1 OF 1
MAR,-15-2005 15:07 FROM:
970-224-6088
• 45 Black;White Copies Per Minute
• Network Printing
• Saddle Stitch Finisher
• 1101e Punch
• 40 GB Hard Drive
Two 500 & One 2,000 Sheet Paper Drawers
• Bypass Tray
• 5.5 x 8-5 to 12 x 18 Paper Sizes
• Up to 110 lb. Index
• Single Pass AutoFeed
• Autoduplex
• Options; see below
TO:Citta of Fort Collins P.001
V1° 6 r 35/ 5 zj- 3
ns D uJ Ta k Forks
yr-J�J M rch 1, 2005 ' I
Lease 60 months FMV
As configured above: Includes Delivery, Setup, & Training $ 171.00/mo
Service & Supplies: includes 3,000 prints month @ $.0142
Includes 5,000 prints month 0 $0129 $ 42.B0�mo.
Total Copy Management Agre ent: $ 64.50Imo.
1�
Monthly minimum.-minimum.-a'��mO S,OOO/mo
Additional Prints: $ .0137/ea prints "'u'v $213.60/rno. $235,50/mo,
Q i �� `a1(a.xn }I,`ir� �aq$ Cvp�s
i
p#ions: Lease or TCM included with the original placement
Future add-ons will be cost computed based on the ARM355N (ds months remaining
• ytt) $-15.o0/mo
• Network Scanning .
+ Network Faxing $ 14.30/mo.
• Mail Boxes $ 13.40/mo.
• Post Script $ 10-6$/mo.
$ 4.15/mo.
TCM PROGRAM INCLUDES r� l Cj MC)
• Unit as proposed: As configured above
• Delivery, Installation, and Comprehensive Training
• Service & Supplies. Includes everything except paper &staples
• Guarantees includes: 4 hr average response and 95% up time.
• Upgrades or Downgrades are permissible: Upon mutual acceptance.
• Service SuPPort: Of course, the equipment is only as good as the service you receive. At Lewan
& Associates, our service is second to none- All of our technicians are factory trained In-house at our
East Evans Service center in Denver. Last year the technicians received over rained hours e
classroom and hands-on equipment training. Our average response time for a servlca cap is lees than
four hauls.
QUOTE GOOD FOR 30 DAYS OR MARCH 23, 2005
8 O L i1 r Q 4N S
r
A gus.A0 Iol `3LA tv5Ag'p,g
o e s u