HomeMy WebLinkAbout351548 US BANCROP - PURCHASE ORDER - 9113595City of PURCHASE ORDER PO Number Page
9113595 1of3
F6r`� Collins his number must appear
on all invoices, packing
li s and labels.
Date: 06/28/2011
Vendor: 351548
US BANCORP
OFFICE EQUIPMENT FINANCE SERVICES
PO BOX 790448
ST. LOUIS Missouri 63179-0448
Ship To: TRAFFIC OPERATIONS
CITY OF FORT COLLINS
626 LINDEN STREET
FORT COLLINS Colorado 80524
Delivery Date: 06/1712011 Buyer: DAVID CAREY
Note:
Line
Description
r Copier Lease Payments
for Sharp MX261ON
LION! Unit Price
1 LOT LS
for Sharp MX261ON Color Imager, Serial #: TBD
Location: Traffic Operations @ 626 Linden Street, Fort Collins, CO 80524
Lease Term: Forty -Eight (48) Months
Base Payment: $220.50 per month
Covers Equipment.
Includes -0- B & W and -0- Color Prints per month.
Price per Lewan & Associates quote dated April 18, 2011 and the National Joint Powers Alliance (NJPA)
Contract # 021808-SP
Will replace one (1) leased Sharp model MX270ON copier, Serial # 75046371
Line 1 amount for 12 months of Payments.
Non -Appropriation of Funds
Lessee reasonably believes that it will have a need for the Equipment for the
Duration of the Lease and that funds will be available and appropriated to
make all payments under this Lease. However, the availability of funds in future
fiscal years is dependent upon appropriation of funds by Lessee's City Council,
which appropriation is entirely discretionary.
2 Estimated Print Charges
for 12 Month Period
1 LOT LS
for above Sharp MX2610N Color Imager, Serial #: TBD
Lease Base Payment Includes -0- B & W and -0- Color Prints per month.
Covers E ui ment, Service & Supplies.
Price
2,646.00
2,400.00
City of Fort Collins Director of Purchasing and Risk Management Invoice Address:
This order is not valid over $5000 unless signed by James B. O'Neill II, CPPO
City of Fort Collins
City a For- Collins Purchasing, BOX 580, Fort Collins, CO 80522-0580 Accounting Department
Phon:970.221-6775 Fax: 970-221-6707 Email:purchasing@fcgov.com PO Box 580
Fort Collins, CO 80522-0580
PO
PURCHASE ORDER 911359 . Page
C117/ Of 9113595 z er 3
Flirthisnumbermustappear
r� _ Collins�7 on all invoices, packing
slips and labels.
Line Description Quantity UOM Unit Price Extended
Ordered Price
Per Lewan & Associates quote dated April 18, 2011.
To be invoiced separately by Lewan & Associates per different PO#.
;, 0 a
City of Fort Collins Director of Purchasing and Risk Management
This order is not valid over $5000 unless signed by James B. O'Neill II, CPPO
City of Fort Collins Purchasing,'PO BOX 580, Fort Collins, CO 80522-0580
Phone:970-221-6775 Fax:970-221-6707 Email:purchasing@fogov.com
Total
Invoice Address:
City. of Fort Collins
Accounting Department
PO Box 580
Fort Collins, CO 80522-0580
Purcigase Order T and Condition
1. COMMERCIAL DETAILS.
Tax exemptions. By monde the City of Pon C011im is exempt from ram son Iaca1 dues. Our Exempion Numbs u
98-0(XM2. Federal Eacue Tax Exemption Caffeine of SommY R4-6o0f5g7 u registered with the Callum of
Imemal Revenue. Denver, Colorado (Ref. Colorado Revised Sagmda 1973, Chapter 39Q6, 114 (H.
Goad Rejoined. GOODS REJECTED due of failure w men specifiewom, either when shipped m due in defects of
damage in transit, may be reWmed m you for cedil and am root tO be replaced except upon mocipt of wrinen
instructions tom the City OfFar Colf .
hrsmaion. GOODS are subject go the City of Fan Collins inalvarkn on amval.
Page 3 of 3
l 1. NONWAIVER.
Failure ofdo Purchaser m insist upon shim perfoed—we of the rums aed covditimu hereof faflure or delay to
twervise any rights a remedia provided hrtein Or by law, fi lmem promptly notify the Seller Of the event of a
brace, the acceptance ofmr payment fro good hereunto ter approval ofine design, shall not release the Seller of
any of me semantics or obligations of this p ichase order and dull not be, deemed a wawa of any right of the
purchaser to insist upon mice left cc ingrain, any ofits rights or amedia a to any such good, regadless
of when shipped. received or accepted. as to any prior a subsegrew default hereunder, non shall any purported
aml mndifiation of rescission of this purchase order by the Purchaser m orate a e waiver of any of the It.
hercaf.
Final Acceptance. Receipt of she merchandise, ser equipment in response m this oaa can result in
12. ASSIGNMENT OF ANTITRUST CS.
LAIM
autho fined paynnim on me pan of the City of Fort Collins. However, it is to be undagrood that FINAL
ACCEPTANCE is dependentupon completion ofall applicable requited inspection procedures.
Seller and the Purehma recognize that in actual economic practice, overcharges resulting from grammar
violations we in fan home by the Purchaser. Thmmfic, fro good cause and as consideration fro execomm this
Freight Fare. Shipments onager be EO.B., City of For Collins, Td10 Wood St., Four Collins, CO 80522, unless
ofmvise specified on this orda. Upermission u given to prepay freight and charge sepamtcly, to mgiml freight
purchase oaer, the Sella hereby stadium to me Pumcheur any aged all claims it may now have or herafla
aquitd unda federal or it amitrmd laws for such overcharges lure, to the pmienlar goedv as sauces
bill a=accompany invoice. Additional charges fro packing will not le accepted.
pmchnsed m acquired by me Purchaser pursumd to this purchase doer.
Shipment Disagree. When mmufamumrrs gers have distributing Points in varions paof the country, shipment is
exported from the rarest diw ibudon point to dadiadion, and excess freight will be dedmrM from Invoice
13. PURCHASERS PERFORMANCE OF SELLERS OBLIGATIONS.
Ifine Fomhasm dbau the Sella to correct nonavfannag or defective goods by is due m be a greed upon by the
when
ahipmcntsue made from grater digrmcc.
Purchase an the Sella, an the Sella mnnfrer indicates its inabliry, or unwillingness dr comply, the Pwchaser
may came the work to be performed by me raw expeditious mans available to it an fire Sella shell pay all
Pertnifs. Seller shall procure et sellers sole <mt all naaapermits.pnids, cengi&cata an Bermes required by ell
costs assrcimed with tech A.
applicable laws, regulations, remittances am roles of the auto, municipality, erltory a political subdivision where
the work is Performed, or required by any ofa duly constituted public authority having jurisdiction over the work
The Still- shall ¢lease the Purchaser and in contracams of my fia (ram all liability and daimv of any name
resulting from me performance ofsech work.
of said, Seller fimhcr agrees to hold the City of Fan Collins harmless from and against all liability and loss
inccared by them by rearm arm assured or established violation of any such laws, regulations, anduraces, roles
moil owpimmcnts.
This relense shall apply even in the citing of fault of negligence Of the parry released and shall extend to the
directors, aMo. cad employers afmch parry.
Authorization. All ponies to this canteen agree that the rcpresenmives are, in face, bona f& add prate, full and
complete authority to Mind! said Pardo.
LIMITATION OF TERMS. This Purchase Odder expressly limits acceptavee or the temds an anditians coded
herein set fined add my supplementary a additional terms and conditions annexed hereto or incotpmted herein by
deference. My additonal or diffident aura and conditions proposal by seller are ObjectN to and hereby mjeaed.
2. DELIVERY.
PLEASE ADVISE PURCHASING AGENT indua only if you camp drake camplae draft. go arrive an your
promised delivery due as geed. Time u ofthe ¢once. Delivery an performance most be eRccud within dire lime
grated on the purchase sea and the dmvmenn neuched bard, No shots of the Parchssas irichdittg, wilhwt
liminnion, acceptance of pardal lade deliveries, shall opedge as a waiva mfgh6 pgovuior. In the avant of ay delay,
me Pumhan, shall have, in addition to offer legal for equitable remedies, the option ofplatfng this order chewhede
and holding the Sella liable fro damages. Hdwevm, me Sellm shall non be liable fro damages a 0 result of delays
due to comes not reasonably fmrawaable which arc beyond ids reaomble corned ford without in fault of negligence,
such acts of God, acts ofeivd err military nomogram, govemmenLil prances, fires, strikes, Hon, apidemief wars or
nob provided mat notice of the conditions taming such delay is given to the Pumhaur within five (5) days of the
time when the Seller first received knowledge thereof In the event of any such delay, the don of delivery shall he
cxtmdcd for the period equal to the time mmally lost by reason of the deluy.
3. WARRANTY.
The Sella warrens that all goods, ankles, materials an work covered by fail order will conform with applicable
drawings, specifications, samples wi other descriptions given, will be fit for me proposes imanda ned
performed with me bigheet degree of care and cmnpa gam, in acouduner with acepted standards fro work of a
stmdar nerds. The Seller agrees In hold the purchaser handless from any loss, damage of expense which the
Purebucr may sulTn cer incur on women of the Sellers breach of wamvry. The Sella shall ¢place, repairer make
good, wimam cost an the purchaser, any defectt on faults arising wimf one (1) year ar within such longer period of
time a may be, prevailed by law or by the terms ofany, applicable warary provided by me Sella Him me dam of
acepmncc ofine good identified hemeuna (auepume non go e utv he delayed), resulting from imporlm
m defcarso work done in mateneB fmnlshN by the Scllcr. Aceep once or mi of goads by the Purtluur shall era
consmum a waiver ofany claim unda this wamnry. Except as otherwise provided in this purchase order, die Sells
liability begcunda shall extend to all damages pmaimamly caused by the bench of my of the foregoing wamndim
or garandees, but such liability shall in no event include lass of pmfiu or loss of use. NO IMPLIED WARRANTY
OR MERCHANTABILITY OR OF FITNESS FOR PURPOSE SHALL APPLY.
4. CHANGES IN LEGAL TERMS.
The Purchaser may make changes to legal It. by wrinen change order.
5. CHANGES IN COMMERCIAL TERMS,
The Pumhsser may mike any changes m me ama, she, than legal tames fclnfg addition, 1d Or ddnias, from
the marappia ongneally ordered in the spaificumeas or drawings, by verbal a wooed change ran. If any such
change aR uthe amount due or me baneofpafmdoc hereuna. an equbable adjmfmad shall he mace.
6. TERMINATIONS.
The Pantheism may an my time by wares change weer, deferinnde his agreement seto any m all pmti as of me
grand then era shipped m subject to y equitable sdjmrmem brow. the parties ss to any work at
mederudr
um en in
Program provided that the Purchsser stall non be liable fro my claims fro understood pmfirs on me unwmpined
portion of dire goods md/m work, for indidenn a consequatial damages. and that era such w1jtmmemt he made in
favor crude Seller with raped ro any goods which we the Sellm a m ahadastock. No such tefatian shall relieve
the Penangor the Sella of my oftheb obligations into any good delivered hmona.
T. CLAIMS FOR ADJUSTMENT.
Any claim fro adjustment must be essmed within thirty (30) days from life date the change or temination is
ordered.
9. COMPLIANCE WITH LAW.
The Seller warrants that all goods sold hmuner shall have ban produced, wild, delivered and famished in strict
compliance with all applicable lows and .,[ad. to which 'he gouda ere subject. The Sella full execute an
deliver each documents as may he dipaw to effect or evidence compliance. All Iowa and regulations mgoired to he
in mpsrated in ageemems of this charaner are baby mcomporacd hmin by this redeem, The Sella agrees to
indemnify and hold the Prnchaser harmless from all co5ds had damages mRered by dire purchaser ss a mmuld ofine
Sellers faihue a comply will such law.
9. ASSIGNMENT.
Neither parry shall ssaign, month', or mn.ey this order, many monies due Or to become don herenna winnow Ne
Prior wrinen consent offc other party.
10. TITLE.
The Seller warants full, clear an umesvicted role m the Purehssm for all equipment, materials, and items fumisMd
n performance of this agamen4 fee and clear of any an all liens, restrictions, rescrvanons, acuity interestencumbrances and claims of.th..
The Sellers mntm I obliga m s, including wamnry, shall non be deemed in be reduced, in any way, because
such work is performed a anted do he pafamn by me Pumhsser.
14. PATENTS.
Whim,vad a Sella is required to use any cargo, device, material or process covered by retch, paned, dmudmaf
or copyright, the Sella shall indemnify and seve humless the Pumhsser from any and all claims for hgffgemen
by reasons of the use of such patented design, device, ntaterial or prmess in connection wins due contract, an
shall indemnify me Purchaser fm any tins, expense or damage which it may he obliged to pay by moron of such
imfiitgemat at story lime during me pmsecumn err after me completion xi week. In rue said equipment or
any ping dimmf or the wdeoded use of the goods, is to inch it held fro cmtsritum fi frwgcment an ter, use of
said aquipmem or pan is enjoined, the Seller Nall, at ha own cxara and err in option, coma procure fro fe
Purchaser the right a continue using mid equipment or parr olsoce me game with substantially equal but
naninfringing equipment, or modify it wi it becomes row nging.
15. INSOLVENCY.
If the Sella shall become insolvent or bmkmpt make an assignment Ion the benefit of creditors, appoint a
receiver or rustee for any of the Sellers property or business, this order may forthwith be camoled by the
Purehasa without liability.
16. GOVERNING LAW.
The definitions Oftema used err He incrimination ofine agreement and the fights of all parties hermna shall he
.al unda and gmerned by me taws ofhm State ofCold ad., USA.
The follawdng Anitioed Conditions apply only in sus where the Sella Is to perform work herein,
fclniug the services of Seller Repmsentativgs), on due premiss ofarhers.
IT. SELLERS RESPONSIBILITY.
The Sella shall many on said work for Scllc own risk send the same is fully completed and accepted, am mail,
in save of any accident, darmcdion or injury to the wale mayor mtaisH before Sellers finsl complaim and
aceptance. complete the work at ScHre's own egpcnse and to the afisfation of the Purchaser. When ¢grams
and cipapmant ere ftnutshed by others for installation or erection by me Sella, me Seller shdl naive, udism,
sere end handle same err me side and became responsible merefor as though such materials mayor equipment
wore bring famished by me Seller under me order.
I S. INSURANCE.
The Seller shall, at his own expense, provide for the payment of workers compensation, including occupational
disease imaging, to its employers employed on m in connection with the work covered by His purchase mane
tanker to fair d pendent$ a aaardana with me laws of me state in which the work is to be done. The Sella
shall also carry compmhensive general liability inching, bon mot limited m, conmcdml an automobile public
liability magame en with bodily injury, an deaf limits of at 1. S3W,000 fa any are perms, S500000 for any
one accident hand pmpear damage limit Per aaidant of 5400,000. The Sella shall likewise dap me his
ont . if any, to provide for such cmrpaanon an fsmnce. Reform any of the Sells or his contranms
employees shall do eery work upon the Ptemum ofodhm, the Sella shall Finnish the Purchase with a cenifrue
that such compos ation hnd insmmer have boo provided Such cenificaes shall specify ma due when such
compensation and maimna have been providaal Such cmifcada dell alwary the doe when such compensation
aed hammer calwam The Seller agom char such ampeosatimv an insmance shall be mainained unlit afla the
entire work is compined and accepted.
19. PROTECTION AGAINST ACCIDENTS AND DAMAGES.
The Soda hereby uniform the entire mponsibiliry and liability fro any and all damage, loss or injury arry kin
or nature wh—or' In persons or property anted by or resulting from the extend n of the work provided fro in
this purchase area Or in connection herewif. The Seller will mccmnify and hold hamless the Purchaser and any
or all of the Puochasers oFccts, agcnd and employees from and against any an all claims, loses, damages,
charges Or expnaes, whether direct or indirem, an whether to persons or proper y to which the Purchaser may
be pm or subject by among of any act, action, neglect, omission or default an the pan of the Sella, any Of his
on.as, or my of me Sellers or oweraaors OReve, ageoa or employees. In cause any it Or other
edin procegs shall be brought .,as, he Purchaser, or its oHicm, agents or employ. ad any time on account or
of in or
dr 'u oHfcars-man Of liegneglect.y her game. e ¢ or employ— as ofdts oaaiid. the Seller herebyhor default dw l. 1. gr..0 fro er of my of his d Riess rnn fy farad m
defend the ante a the Sellm awn sapcam, do pay my end all casts, chargn, prom y, fees an ofa expenses,
my an ell judgmenm that may be, mounted! by or obtefed waiided the Purchaser a my of its m their olfiars,
agenrs m employ. On such sirs err other proceedings, had in case judgment or other lien he placed upon m
obmined Winn me property ofthe Purchsser, or said patio w or as a result of fuch xuita or mho proceedings,
the Seller will in once ause me shone to be dissolved hand dischaged by giving board or ofervise. The Sella will
his commoners shall Like all afety prtcamima, fumuh and install all grards m ocssery fro the prevention of
accidents, comply with all laws an regulations with regard to safety including, but without haintion, the
Occupational Safety an Health Act of 1990 an all roles cod regulations hssoed pursumt thereto.
Revised 03aOlO
CMbanke Lease Agreement APPLICATION NO CONTRACT ND.
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.
FULL LEGAL NAME STREET ADDRESS
City of Fort Collins 626 Linden Street
CITY STATE ZIP PHONE FAX
Fort Collins CO 80524 970-221-6630
BILLING NAME (IF DIFFERENT FROM ABOVE) BILLING STREET ADDRESS
e2 ✓TY o.1= Fe7R - 46cT. RR,4&F- Po fox 5 so
CITY STATE ZIP E-MAIL
FART 4'v J-Itvs L'v <zoSET;.a.
EQUIPMENT LOCATION (IF DIFFERENT FROM ABOVE)
NAME OF SUPPLIER
STREETADDRESS
CITY STATE ZIP PHONE FAX
(Plus Applicable Taxes)
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 If IRREVOCABLE AGREEMENT, THIS AGREEMENT CANNOT BE CANCELED OR TERMINATED.
You cemty plat all condilons and terms of Nis Agreement including the terms on Me reverse side have been reviewed and agreed to. The Agreement shall commence on the day that the Equipment is delivered to you and Me
Agreement shall be irrevocable and non cancelable in all respects thereafter. You understand and agree Mat we will purchase Me Epripment from Suppler in relance on gout acceptance and you may contact Me Supplier for warranty
rights. By providing a lekphone number for a pleat phone or other Wireless device, you are eWessly consenting to receiving communications (for NON -marketing or solcitaton purposes) at Mat number. including, but not lenledto.
prerecorded W 30ficlal voice message calk, ted messages, and calls made by an automatic telephone oiling system frlym Lessor and its afflates and agents. The aortas , Consent applies 0 each such telephone number that you
leaves, to us raw or In the future and parents such calls. These calls and massages may Incur access fav our c v orovtoer.
i DF ;-=v2i UA/S 1 X
1a1==1�2 1 m= u^�mryrCa 1 you I uncmanonany, pantry and severely, personalty guarantees Mat the customer will make all payments and meet all obligations recuired under this
Agreement entl any supplements fury entl pcmplly. You agree Mat we may make other arrangements Including compromise or settlement W M Me customer and you valve all defenses and notice of Moss charges and will remain
resppril for Me payment and oblgabom, of Nis Agreement. We do not have to rally you if Me customer Is In default. If the customer defaults, you ¢ill Immediately pay In accordance with the default provision of Me Agreement all
suns due under the terms of Me Agreement and will perform all the obligations of Me Agreement. If it Is necessary for us to proceed legally a enforce this guaranty, you expressly consent to Me jurisdiction of Me court sal out in
paragraph 15 and agree to pay all cases, including attorneys few incurred In enforcement of the guaranty. It is not necessary for us to proceed first against customer before enforcing this guaranty. By signing this guaranty, you
authorize us to obtain credit bureau reports for cleat and collector purposes.
Page 1 of 2
1. LEASE AGREEMENTy You,agree to lease from us Me personal progeny obeedbed under 'REM DESCRIPTION' and as modfed by supplements to this Master Agreement iron time to lime signed by you and us (such property
and any upgrades, replacements, repairs and additions referred to So "Equipment-) for business purposes only. You agree to all of the terms and condfions contained in this Agreement and any supplement, Midn together are a
complete statement of our Agreement regarding the fisted equipment (-Agreement-) and supersedes any purchase order or outstanding Invoice. This Agreement may be modified only by written Agreement and not by course Of
performance. You authorize us to insert in this Agreement serial numbers and Omer Identification about the Equipment. es well s, other omtted factual matters. This Agreement becomes valid upon execution by us and WII begin on
Me date shown and sill continue from me first day of me following month for me number of consecutive months shown. Interim rem shall be In an amount equal to MOM of the monthly rental, multiplied by the number of days
between rent commencement date and first payment due date. The term will be extended automaticaly for successive 12 month terms unless you send us Witten notice between ninety (90) and one hundred fifty (150) days befde
Me end of any term of your intent to Purchase or return the equipment AND complete the purchase or retum WIMn 30 days of the end of term. Leases wth $1.00 purchase options will not be, renewed. THE BASE RENTAL
PAYMENT SHALL BE ADJUSTED PROPORTIONATELY UPWARD OR DOWNWARD, IF THE ACTUAL COST OF THE EQUIPMENT EXCEEDS OR IS LESS THAN THE ESTIMATE PROVIDED TO LESSEE, Ifanyprovisioiotthis
Agreement Is declared Unenforceable in any judsdidon, the other PrOVsime herein shall remain In lull force and effect In mat Mrisddon and all others. YOU authorize us to insert or correct missing information on this lease Including
your proper legal name Serial numbers and any Other numbers describing the Equipment. You agreetoproine updated annual anchor cum"Idyfinandal statements W us upon request
2. RENT: Rent Wit be payable in inotellmems, each In the amount of the basic rental payment shown plus any applicable sales, use a Ixoperty tax. If we pay any Or on your hood you agree to reimburse us promptly along wth a
processing fee. You w1I pay the security deposit on the date you sign this Agreement. Subsequent Installments will be payable on the first day of each rental payment period shown beginning after the first rental payment period or as
otherwise agreed. We Wit have the right to apply all sums received from you to any amounts due and owed to us under me terms of other Agreement.
3. COMPUTER SOFTWARE: Not wthstanding any other lamb and condfions of me Agreement. you agree that es to software only: a) We have not had, do not have, nor Wit have any title to such software, b) You have executed or
wll execute a separate software license Agreement and v-a are not a party to and have no respmsltiRles whatsoever in regards to such license Agreement c) You have selected such Software and as per Agreement paragraph 5.
WE MAKE NO WARRANTIES OF MERCHANTABILITY, DATA ACCURACY. SYSTEM INTEGRATION OR FRNESS FOR USE AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR THE FUNCTION OR DEFECTIVE NATURE OF
SUCH SOFTWARE, SYSTEMS INTEGRATION. OR OTHERWISE IN REGARDS TO SUCH SOFTWARE. CUSTOMER'S LEASE PAYMENTS AND OTHER OBLIGATIONS UNDER THIS LEASE AGREEMENT SHALL IN NO WAY
BE DIMINISHED ON ACCOUNT OF OR IN ANYWAY RELATED TO THE ABOVE SAID SOFTWARE LICENSE AGREEMENT OF FAILURE IN ANY WAY OF THE SOFTWARE.
4. OWNERSHIP OF EQUIPMENT: We are the Lessor of the equipment and have sole offs to the equipment (excluding software). You agree to keep the equipment free and dear of all liens and dart ns.
5. 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 DVK LAIM 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
SUPPLER STATES CAN AFFECT YOUR OBLIGATION UNDER THE LEASE. YOU WILL CONTINUE TO MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAM OR COMPLAINT AGAINST
SUPPLER.
6. LOCATION OF EQUIPMENT: You Wit keep and use me equipment only at your address Shawn above and you agree wit to move N unless we agree to It. At the and of the Agreemenoe two, you Wit return me Equipment to a
local we specify at your expense. In retail resaleable condii full working order, and In complete repair.
T LOSS OR DAMAGE: You are responsible forma risk of loss a for arty d nOW of w damage to the equipment. NO sum loss a damage releves you from me payment Migaoom under rocs Agreement. Youagree to PramPrty
npdy us in wrong of any loss a damage and you will then pay to us the present value of the Wtal of M unpaid lease payments for the full lease term plus me estimated fair market value of the Equipment at the and of me originally
scheduled term, all discounted at six percent (6%) per year. My aocee is of Insurance Wit be pald to us and credited, at our option, against any loss or damage. You authorize us to sign on your behalf and amc m us es yaw
attorney in fact m execute In your name any Insurance drafts a checks issued due to loss or damage to the equipment.
8. COLLATERAL PROTECTION AND INSURANCE: You agree to keep the equipment fully insured against loss with a as loss payee in an amount not less man replacement cost until this Agreement is termnated. YOU also agree W
oMain a general public labity insurance potty tram alryone who is acceptable to Us and to Include us as an Insured or, the policy. You agree to provide US certificates a other evidence of insurance acceptable to W. before Ions
Agreement begins Or should you Wish m W waive INS requirement, we Wit bill you and you will pay a mgmhly Propel damage surcharge of up to .0035 of Me total stream of payments as a result of our mt instrative code. Credit risk
and other costs. We may make a Profit on tons program. As long as you "a current at the time of the loss (Intentional acts are not included), the remaining balance owed on me Agreement Wit ce forgiven. You most be w1reM to
benefit from this Program. NOTHING IN THIS PARAGRAPH WILL RELIEVE YOU OF YOUR RESPONSIBILITY FOR LIABILITY INSURANCE COVERAGE ON THIS EQUIPMENT.
9. INDEMNITY: We are not ralmosible for any we or Injuries caused by the Installation a we of me monprnent. You agree to hold us harmless and reimburse us for loss and to defend vs against any claim for losses on injury caused
by the Equipment.
10. TAXES AND FEES: You agree to pay wren invited all taxes (incWdng porsmal popsy tax, fines and Mika) snd few nelson to mid Agreement or the Equipment. You agree to (a) reimburse us annuaky for al personal
Property taxes which we are required to pay as Owner of to Equipment or to remit to us each month our estimate of the monthly equivalent of the annual propel Was to be, amassed. We Wit file all Personal Property, use or other
W return and you agree to pay us a pocas fee for making such Rings. In addition you agree to pay w a UCC filing fee of $WAD and reimburse us fa all cots Involved in documenting and servidng this Agreement You further
agree to pay Us Up m $75.00 on the date the first payment Is due as an origination fee. We reserve the right to charge a fee upon termination of this Agreement other by trade -up, buy-out On default. Any fee charged under this
Agreement may Include a most and is subject to appicable taxes.
11. ASSIGNMENT: YOU HAVE NO RIGHT TO SELL, TRANSFER, ASSIGN OR SUBLEASE THE EQUIPMENT OR THIS AGREEMENT. We may sea wi or transfer this Agreement without notice. You agree oral if we sell,
azsgn. or transfer this Agreement. the new Lessor Will have to same rights and formal mat we have now and Wit not have to perform any of our obligations. You agree mat the rights of me new Lessor Wit not M subject to any
Claims, defenses, or set offs mat you may have against us.
12. DEFAULT AND REM EDIES: If you W not pay any lease payment a other sum due to us or other pal Men due or if you break any of your promses In the Agreement a any other Agreement win Us you w 11 be in default. If any
pad of a payment is late, you agree to Prey a late change of 10% of the payment which Is late On if less, me maximum Charge allowed by few. If you are ever in default, we may retain your security deposit and at our option, we can
terminate or cancel this Agreement and require that you pay (1) me accelerated unpaid balance of rots Agreement (discounted at 691(2) the amain of any purchase option and if none is spelled. 20% of the anginal equipment cost
which rePresents our anticipated residual value in me equipmmC (3) and return me equipment taw to a location designated by us. We may recover Interest on any unpaid balance at the rate of 8% per annum. We may also use any
of the remedies avallable to us under Article 2A of the UNfam Commercial Code AS enacted In the State of Minnesota a any other law. You agree to pay our reasonable attorneys few and actual court costs. him have to take
possession of the equipment, you agree to pay the cast of repossession. The net Proceeds of me sale of any repossessed Equipment will W credited against what you owe us mating to any claim arising under this Agreement
including, but not Ironed W. or referral for collection. YOU AGREE THAT WE WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR MY DEFAULT BY US UNDER THIS
AGREEMENT. You agree that any delay or failure to enforce our rights under this Agreement does not prevent us from enforcing any rights at a later time. It Is further agreed that your rights and remedes are governed enlwively by
INS Agreement and you waive lessee's rlghe under Article 2A (508522) of the UCC.
13. UCC FILINGS: You grant us a security Interest in the equipment If this Agreement Is deemed a secured transaction and you authorize us to record a UOC-1 financing statement or similar instrument, and appoint us your attorney
in -fad to execute and delver such insoument. In order to show our Interest In me equipment.
14. SECURITY DEPOSIT: The security deposit is non Interest bearing and is to secure your performance under this Agreement. Any security deposit made maybe applied by us to satiey any a mount owed by you, inwhichevent yo
Wit promptly restore the security deposit to Its full amount as set forth above. If all combIu a herein are fully canplled Win and provided you have not ever been In defaultof this Agreement Per paragraph 12, the secu 1 de si
be rounded to you after the return of the equipment In accordance Win Paragraph 6.
15. LAW: This Agreement will be deemed fully executed and performed es the Slate fi a right to upon signing by the Lessor and will be ng out of by and ng to this
in accordance with Equip
few. You express C ere to
jurisdiction and venue of any state a federal court in the State of Minnesota and valve right to Mal W Jury for any claim a action arising out of or relating to Nis Agreement or the Equipment. You waive rgM defense of
inconvenient forum.
16. LESSEE GUARANTY: You agree to submit me original master lease documents win the security deposit to the Lessor Na overnight currier me same day of the facsfin le transmssion of the laws documents. Should we fail to
receive mesa Originals, you agree to bound by the foxed copy Of this Agreement With appropriate signatures on both sides of the document. Lessee waives me right to challenge in court me authenticity of a faxed copy of mid
Agreement and the foxed copy shall be considered me original and shall be the funding Agreement for me purposes of any enforcement action under paragraph 12.
'FOR MUNICIPALITIES ONLY
1 T-A. CUSTOMER COVENANTS: You covenant and warrant mat (1) it hear In accordance Wth me requirements of law, fully budgeted and appropriated sufficient funds for me Current budget year to make the payments scheduled to
come due and to meet its other ob6gaoons under the Agreement and Such funds have not been expanded for other purposes: and
(2) mat there is no acorn, suit, Proceeding or Investigation pending, or threatened in any court or Other mbunal a Competent jurisddon, state or federal or before any public board or body, which in any way would (a) restrain Or enjoin
Me delivery, of the Agreement a me ability Of you to make Its Base Payments (as set out above); (b) contest or aged the authority la me execution a delvery of, or the valdity OL the Agreement: Or (c) contest the existence and
Powers of you: nor is there any basis for any such action, suit, Prmeedig our inves6gaoon: and
(3) That the equipment Wit be operated and controlled by you and wll be used for essential government purposes and Wit to be essential for the term of the Agreement.
(4) You have not Previously terminated a rental for non-approporcon, except as specifically described In a letter oppenoed hereto.
1 T-B. SIGNATURES: Each signs (two if monthly Payment exceeds $1200) warrants that hershe is fully conversant with me governing relevant legal and regulatory provisions and has full power and authaizaoon to bind ym.
Sgnor(s) for you further warranps) its governing body has taken the necessary steps: Inducing any legal bid requirements, under applicable law to arrange for acquisition of the Equipment: the approval and execution has been in
accordance W th all applicable open meeting laws: and mat a refs Worm of the governing body of you authorizing exaction of the Agreement has been duly adopted and remains in full lace ant effect
1 ]-C. NON APPROPRIATION: In me event you are in default under the Agreement because:
1. Funds are not appropriated for a fiscal period subsequent to the we in which the Agreement was entered Into which are sufficent to saosy all of your obligations ender the Agreement during said fiscal Period
2. Such nontappoprimph dd not result from any ad or failure to ad of you:
3. You have exhausted all funds Ogalty available for wl payment due under me Agreement: and
4. There is no Omer legal Procedure by which payment can be made to Lessor.
Than, provided that (a) you have given Lessor Mean nonce of the occurrence of Paragraph 1 above Copy (30) days pror to such occurrence; (b) Lessor has redwood a Whom Oli from your counsel verifying the same wlnin ten
(10) days thereafter; and (c) you do not directly or indredy purchase, rent Or in any way acgjre any services Or equipment supplied or Provided for hereunder: upon recap of the equipment delivered W a location designated by
Lessor, at your ex;Oerse. Lessors remedes for such default shall be to terminate the Agreement at the end of the fiscal Period during whichJr agree is given: retain me advance payments, if any; anNor del, dispose d, hod we o rent
the equipment as Lessor in Is sde discretion may More, without any duty to account to you. 1
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21242 - 10/20/2009 FHB Jr r rem AakertfJSw