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HomeMy WebLinkAbout172842 XEROX CORP - CONTRACT - PURCHASE ORDER - 3213090A))bEN j)UM -)Z7 XAIAIP4,L PD#3�! 30yo Req. # Entered by: DeEtta Carr Date: February 20, 2013 PURCHASE ORDER REQUISITION FORT COLLINS UTILITIES Vendor Xerox #172842 Address UNIT ` TOTAL:'.:: ' CHARGE'NUMBER`_,. ; 1 WC712OPT (Workcentre 712OPT Multifunction printer replacement for water engineering) First -year lease: $159.09 a month 1909, M Amend Purchase Order #3213090 to include this total amount for 2013 l `109.08 1.999999 Comments Lease agreement #20130220-1. Please €ax Purchase Order to the attention of Tim �-- Mong At 920-204-693-7- DeEtta Carr February 20, 2013 L Z/Zi//-7 Requested by Date Author zed By Date No Text The financial proposal Configuration Equipment Quantity Xerox 7120PT 1 Accessories Quantity Copy,Print,Scan, Postscript, Office Finisher, Fax 1 Service contact We can offer you a comprehensive service contract that includes Xerox consumables, telephone support and on -site maintenance of your equipment. These rates include supply of Cyan, Magenta, Yellow and Black toners, regardless of toner yield. This service contract covers parts, labor and travel. It includes the print engine and associated connection. Description of Training Total Price Training over Device Functionality $0.00 Descripilon of Professional'Services Total Price Analyst Install and set up $0.00 This quote is valid until Thursday, March 14, 2013 and is subject to change at that time. Xerox Financial Services LLC Fair Market Value Lease Agreement 46 Avenue Xerox CT 06656 Norwalk. wulk. LmwA reement Number Deda Name 20136220-1 Professional Document Solutions CUSTOMER•• Frill legal one DBA City of Fort Collins Utilities City of Fort Collins Utilities Billing Address City state ZIP Code 700 Wood Street Fort Collins CO 80524 Phone Contact Name contort Emall Czmmmer POR (Optional) (970) 218-4676 Deetta Carr EOUIPMENT Quantity 1 Model and Desnfptlon Xerox WorkCentre 712OPT with Copy, Print, Scan, Single Line Fax and Office Finisher Equipment Location (If different from Bllllng Address) TERMIAND PAYMENT INFORMATION Initial Lease Term 60 Monthly Lease Payment of $ 159.09 plus applicable Taxes Down Payment Recelved: $ 0 CUSTOMERACCEPTANCE BY YOUR SIGNATURE BELOW, YOU ACKNOWLEDGE THAT YOU ARE ENTERING INTO A NON -CANCELLABLE LEASE AND THAT YOU HAVE READ AND AGREE TO ALL APPLICABLE TERMS AND CONDITIONS SET FORTH ON PAGES 1 AND 2 OF THIS LEASE. Authorized s Date Federal Tax ID R (Required) x 8y - 6oao 7 Print Name ) --�I E5 �r NClLL1L Title(ln (ate leg nt,Partner, Proprietor, etc) f EcT Q OFACH DIRECT DEBIT GOGREEN15ignupfor ACHDirect Debit and save Bank Nam BankAccounta "191tBankRoutingNurn r/ABA $25.00 on your first invoice Statement emails will be Number sent to ou two (2) da s before we debit our occount LESSACCEPTANCE OR Accepted By: Name and Title Gate Xerox Financial Services LLC TERMS & CONDITIONS 1. Definitions, The words 'you" and "your" mean the legal entity Identified In "Customer Information' S. Lease Tem. The Initial Lease Term, which Is Indicated above or Identified In any attached above, and ' we,' "us" and "our" means Xerox Financial Services U.C. "Party' means you or us, and Equipment Schedule, commences on the Inception Dote If, during the Initial Lease Term, you 'Parties" means both you and us. "Dealer' means the entity identified In "Dealer Name above. 'UCC* enter Into a new lease for upgraded or replacement equipment that Incorporates the remaining means the Uniform Commercial Code of the State of Connecticut (CG.SA §§42a.1.101 et seq.). payments under this Lease and the new lease Is subsequently terrrunoted, we may reinstate this "Equipment" means the Items identified In 'Equipment" above and in any attached Equipment Lease Schedule. "Lease' means this Fair Market Value Lease Agreement including any attached Equipment 6. End new nation s if you ore not In default and if you provide sixty (60) days prior written Schedule. 'Lease Payment" means the Monthly Lease Payment speclfted above, which includes the notice to us, you may, at the end of the Initial Lease Term, either (a) purchase all, but not less than fixed component of maintenance charges payable to Dealer, plus Taxes. "Inception Date' means (a) all, of the Equipment "AS IS. WHERE 15" and WITHOUT ANY WARRANTY AS TO CONDITION OR the date the Dealer determines Equipment Installed by the Dealer Is operating satisfactorily and Is VALUE at the time of purchase by paying its then determined fair market value, plus Taxes, (b) available for your use. or (b) the date Equipment identified by the Dealer as being Installable by you Is enter Into a new lease on mutually agreeable terms, or (c) return the Equipment (Including delivered to your premises. "Origination Fee" means a one-time fee that has been disclosed to you to software), at your expense, to a location we specify. If you have not elected one of the above cover the origination, documentation, processing and certain other Initial costs for the Lease, which options by providing the requisite notice, you shall be deemed to have.entered into a new lease shall not exceed $125, and will be billed on your first invoice with a three (3) month term on terms and conditions Identical to this Lease except that either 2. Lease Payments and Late Payments. You agree and represent aft Equipment was selected by you Party may terminate the new lease of the end of Its three (3) month term on thirty (30) days' prior based upon your own judgment and has been, of B being, supplied by the Dealer. We have acquired. or written notice and, when this new lease terminates, you shall take one of the actions Identified In will acquire, the some to lease to you under this Lease and you agree to lease the some from us. You (a), (b) of (0 In the preceding sentence or be deemed to have entered into another new lease with agree to pay us each Lease Payment and all other amounts that become due and payable under this o three (3) month term as provided In this sentence. Lease. The first Lease Payment is due twenty (20) days after the Invoice dote on that invoice and each 7. Eaultiment Delivery and Maintenance. Equipment (Including software) will be delivered to you subsequent Lease Payment Is due on the some date each month thereafter, whether or not we Invoice by the Dealer at the location specified above or In an Equipment Schedule Equipment (Including you. Payment of other amounts payable under this Lease is due twenty (20) days after the Invoice dote software) may not be moved to another location without first obtaining out written consent You therefor. If any payment Is not pold in full within five (5) days after Its due date, you will pay a late shall permit us to Inspect Equipment and any maintenance records relating thereto during your charge of the greater of ten percent (10%) of the amount due or $2S, not to exceed the maximum normal business hours. You represent you have entered Into an agreement with the Dealer to amount permitted by law. For each dishonored or returned payment Instrument, you will be assessed maintain the Equipment In good working order In accordance with the Dealer's general service the applicable returned Item fee, which shall not exceed $35. Restrictive covenants on any payment policies. You understand we are only acting as administrator for the Dealer with respect to the Instrument will not reduce your obligations or affect our rights. billing and collecting of the maintenance charges Included In the Lease Payments. In no event will 3. Equipment and Software. Equipment may contain or have software delivered with It You agree that we be liable to you for any breach by the Dealer of any of Its obligations to you. as to software only that (a) you well execute a separate license agreement with the Dealer or a third 8. Eginm nt R t rm. If the Equipment (Including software) Is returned to us, it shall be In the party for such software, and (b) we have no responsibility whatsoever for any such software or license some condition as when delivered to you (normal wear and tear excepted) and, 0 not in such agreement under this Lease. You agree the Equipment (Including software) Is for your business use In condition, you will be liable for all expenses we Incur to return the Equipment to such condition. the United States (including its possessions and territories). will not be used for personal, household or 9. Equipment Ownership Labeling and UCC Filing. If and to the extent that this Lease Is deemed family purposes and Is not being acquired for resale. You will not attach the Equipment as a fixture to a security agreement under the UCC and otherwise for precoutionory purposes only, you grant us real estate or make any permanent alterations to IC a first priority security Interest in your interest In the Equipment (Including software) and all 4. Non -Cancellable Lease_ THIS LEASE CANNOT BE CANCELLED OR TERMINATED EXCEPT AS proceeds thereof in order to secure your performance of this Lease. We are and shall remain the EXPRESSLY PROVIDED HEREIN. YOUR OBLIGATION TO MAKE ALL LEASE PAYMENTS, AND TO sole owner of the Equipment. You agree to keep the Equipment (Including software) free from any PAY ALL OTHER AMOUNTS DUE OR TO BECOME DUE, IS ABSOLUTE AND UNCONDITIONAL AND (lens or encumbrances and to notify us if there Is a change In the jurisdiction of your organization. NOT SUBJECT TO DELAY, REDUCTION, SET-OFF, DEFENSE, COUNTERCLAIM OR RECOUPMENT We may label the Equipment to Identify our ownership Interest in It. You authorize us to file by any FOR ANY REASON WHATSOEVER, IRRESPECTIVE OF THE PERFORMANCE OF DEALER ANY THIRD permissible means a UCC financing statement to show, and to do all other acts to protect, our PARTY OR US. Interest In the Equipment You agree to pay any filing fees and administrative costs for the filing of such financing statements. Page 1 of 2 (FMV Rev 01.01.2011) 10. Asz gnment. YOU MAY NOT ASSIGN, SELL, PLEDGE, TRANSFER, SUBLET OR PART WITH POSSESSION OF THE EQUIPMENT (INCLUDING SOFTWARE), THIS LEASE OR ANY OF YOUR RIGHTS OR OBLIGATIONS UNDER THIS LEASE (COLLECTIVELY 'ASSIGNMENT") WITHOUT OUR PRIOR WRITTEN CONSENT. If we agree to an Assignment, you agree to pay the applicable assignment fee and reimburse us for any costs we Incur In connection with that Asslgnment.We may sell assign or transfer all at any part of the Equipment. this Lease and/or any of our rights or obligations under this Lease. Our assignee will have the some rights and obligations that we have to the extent assigned and you agree not to assert against such assignee any claims, defenses, counterclaims, recoupments. or setoffs that you may hme against us. You agree and acknowledge that any Assignment by us wlll not materially change your obligations under this Lease. 11. Taxes. You will be responsible for, indemnify and hold us harmless from, oll applicable taxes. fees or charges (including soles, use. personal property and transfer taxes (other than net Income taxes), plus Interest and penalties) assessed by any governmental entity on the Equipment (Including software). this Lease or the amounts payable under this Lease (collectively, 'Taxes"), which will be included in our invoice to you unless you timely provide proof of your tax exempt status. If Equipment (Including software) is delivered to a Jurisdiction where certain taxes are calculated and paid at the time of lease Initiation, you authorize us to finance and adjust your Lease Payment to Include such Taxes over the Initial Lease Term unless you require otherwise. We shall file, bill and collect all personal property taxes on the Equipment This Is a true lease for all income tax purposes and you will not claim any credit or deduction for depreciation of the Equipment. or take any other action Inconsistent with your status as lessee of the Equipment 12. Liability. WE ARE NOT RESPONSIBLE FOR ANY LOSSES, DAMAGES OR INJURIES OF ANY KIND OR TYPE, INCLUDING, BUT NOT LIMITED TO, ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES. TO YOU OR ANY THIRD PARTY CAUSED BY THE EQUIPMENT (INCLUDING SOFTWARE) OR ITS USE, WHETHER ARISING FROM TORTIOUS CONDUCT (INCLUDING NEGLIGENCE) OR UNDER ANY OTHER LEGAL OR EQUITABLE THEORY. You agree to reimburse us for, and to defend, indemnify and hold us harmless on an after-tax basis against. any costs, expenses, damages, fines, settlements, claims or liability arising out of or reloting to this Lease or the Equipment (including software) or Its use, induding reasonable attorneys' fees and disbursements. 13. Equipment Warranty Information and Disidalmers. WITH RESPECT TO EQUIPMENT (INCLUDING SOFTWARE), WE DISCLAIM, AND YOU WAIVE, ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTIABILITY, NOWINFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE, AND WE MAKE NO REPRESENTATIONS OF ANY KIND OR TYPE, INCLUDING, BUT NOT LIMITED TO, ITS SUITABILITY, FUNCTIONALITY, DURABILITY, OR CONDITION. We hereby assign to you any warranty rights we have against any Dealer or manufacturer with respect to the Equipment and, If the Equipment is returned to us, such rights are deemed reassigned by you to us. 14. Default and Remedles. You will be In default under this Lease If (1) we do not receive any payment within ten (10) days after the date it Is due. or (2) you breach any other obligation In this Lease or any other agreement with us. If you default, we may. In addition to other remedies (Including having the Dealer cease performing Equipment maintenance). require you to promptly return the Equipment (Including software) to a location we specify, at your expense, and require immediate payment, as liquidated damages for loss of bargain and not as a penalty, of: (a) all amounts then due, plus Interest from the due dote until paid at the rate or one and one-half percent (1.5 %) per month; (b) the Lease Payments remaining In the Initial Lease Term (less the fixed maintenance Component thereof as reflected on our books and records). discounted at four percent (4 %) per annum, and (c) Taxes. If you do not return the Equipment as required above, you agree to pay us the then determined fair market value thereof as of the end of the Initial Lease Term, discounted at four percent (4%) per annum. You agree to pay all reasonable costs. Including attorneys' fees and disbursements, incurred by us to enforce this Lease IS. Risk of Loss and Insurance. You assume and agree to bear the entire risk of loss, theft. destruction or other Impairment of the Equipment (including software) upon delivery. You shall, of your expense, (a) keep the Equipment Insured against loss or damage for a minimum of Its full replacement value under a comprehensive policy of Insurance or other equipment replacement coverage with an Insurance carrier of your choice, which coverage and carrier Is satisfactory to us, (b) name us as a loss payee under such policy, and (c) provide proof of Insurance satisfactory to us within thirty (30) days after you execute this Lease. Insurance proceeds received shall be applied, at our option, to (x) restore the Equipment so that It Is In the same condition as when delivered to you (normal wear and tear excepted). or (y) pay us (0 the Lease Payments remaining in the Initial Lease Term and the Equipment's then determined fair market value as of the end of the Initial Lease Term, both discounted at four percent (4 %) per annum, and (11) Taxes. No loss or damage to Equipment (Including software), or our receipt of Insurance proceeds, shall relleve you of any of your obligations under this Lease No Insurance coverage for the Equipment, or the loss of the Equipment Is provided under this Lease 16. Customer Purchase order. If a purchase order or other document Is Issued by you, none of Its terms and conditions shall have any farce or effect as the terms and conditions of this Lease exclusively govern the transaction documented herein. Our failure to object to terms contained In any communication from you will not beo wolveror modification of the terms of this Lease 17. Finance Lease and Customer Walvers You and we agree this Lease Is a "finance lease" governed by UCC Article 2A To the extent you are permitted by low, you waive (a) all rights and remedies under Article ZA (Sections 508-S22) of the UCC (C.GSA SS42o-2A-7 24 — 737). and (b) any rights you now or later may have under any statute or othemise which require us to sell, lease or otherwise use any Equipment to reduce our damages Including our realization of the mmoing value of the Equipment, or which may otherwise limit or modify any of our rights or remedies. 18. Authorization of Stoner and Credit Review. You represent that you may lawfully enter Into. and perform, this Lease, that the Individual signing this Lease on your behalf has all necessary authority to do so, and that oil financial Information you provide completely and accurately represents your financial condition. By having your authorized representative sign this Lease, you agree to furnish financial information that we may request now and In the future. Including your lax identification number. and you authorize us to obtain Credit reports on you now and in the future. 19. Original Document YOU AGREE THAT AN EXECUTED COPY OF THIS LEASE THAT IS SIGNED BY YOUR REPRESENTATIVE AND BY OUR REPRESENTATIVE CAN ORIGINAL MANUAL SIGNATURE OR SUCH SIGNATURE REPRODUCED BY MEANS OF A RELIABLE ELECTRONIC FORM, SUCH AS ELECTRONIC TRANSMISSION OF A FACSIMILE OR ELECTRONIC SIGNATURE) SHALL BE MARKED 'ORIGINAL" BY US AND SHALL CONSTITUTE THE ONLY ORIGINAL DOCUMENT FOR ALL PURPOSES. ALL OTHER COPIES SHALL BE DUPLICATES. TO THE EXTENT THIS LEASE CONSTITUTES CHATTEL PAPER (AS DEFINED IN THE UCC), NO SECURITY INTEREST IN THIS LEASE MAY BE CREATED EXCEPT BY THE POSSESSION OR TRANSFER OF THE COPY MARKED 'ORIGINAL" BY US. THIS LEASE MAY NOT BE AMENDED OR SUPPLEMENTED EXCEPT IN A WRITTEN AGREEMENT SIGNED BY AUTHORIZED REPRESENTATIVES OF THE PARTIES AND NO PROVISIONS CAN BE WAIVED EEX�CEPT JN�q WRITING SIGNED BY US. C� DD _jb„[, E 20. Jurisdiction, Venue and JURY TRIAL WAIVER. THIS LEASE IS GO RNED BY, AND SHA BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF UT (WITHOUT REGARD TO CONFLICTOF LAW PRINCIPLES THAT WOULD OTHERWISE REQUIRE APPLICATION OF LAWS OF ANOTHER JURISDICTION). THE JURISDICTION AND VENUE OF ANY ACTION TO ENFORCE THIS LEASE, OR OTHERWISE RELATING TO THIS LEASE, SHALL BE IN A FEDERAL OR STATE COURT IN T OR, AT OUR OPTION, IN ANY OTHER FEDERAL OR STATE OURT WHERE THE EQUIPMENT IS LOCATED, OR WHERE OUR OR YOUR PRINCIPAL PLACES O BUSINESS ARE LOCATED, AND YOU HEREBY CONSENT TO PERSONAL JURISDICTION AND VEIWE IN SUCH COURTS AND WAIVE ANY RIGHT TO TRANSFER VEN E YOU AND WE ARISING OUT OFREBY THSLEASE NYR r P BY�UR �N ��OND()€UI�DTO 21. Miscellaneous. Your obligations under the 'Taxes"l(annd "Liability Sections coo /m►meJoc/ upon execution, and survive the expiration or earlier termination, of this Lease. This Lease Condit es the entire agreement between the Parties as to the subjects addressed herein, and representations or stomments not Included herein are not port of this Lease and are not binding on the Parties. Notices under this Lease must be In wilting. Notices to you will be sent to the "Billing Address' provided above and notices to us shall be sent to our address provided above. Notices will be deemed given five (S) days after mailing by first class mall or two (2) days after sending by nationally recognized overnight courier. Invoices are not considered notices and are not governed by the terms hereof pertammg to notices. You authorize us to communicate with you by any electronic means (Including cellular phone, email, automatic dialing and recorded messages) using any phone number (Including cellular) or electronic address you provide to us. If a court finds any term of this Lease unenforceable, the remaining terms will remain In effect The failure by either Parry to exercise any right or remedy will not constitute a wavier of such right or remedy. The following four sentences control over every other part of this Lease. Both Parties will comply with applicable laws. We will not charge or collect any amounts In excess of those allowed by applicable law. Any part of this Lease that would, but for the last four sentences of this Section, be read under any circumstances to allow for a charge higher than that allowed under any applicable legal limit. is modified by this Section to limit the amounts chargeable under this Lease to the maximum amount allowed under the legal limit If, In any circumstances, any amount In excess of that allowed by law is charged or received, any such charge will be deemed limited by the amount legally allowed and any amount received by us In excess of that legally ollowed will be applied by us to the payment of amounts legally owed under this Lease or refunded to you. 22. Non-Aoproprtation. This Section Is applicable only If the inclusion of o non -appropriation provision Is legally required Your obligation to pay the Lease Payments and any other amounts due Is contingent upon approval of the appropriation of funds by your governing body. In the went funds are not appropriated for any fiscal period equal to amounts due under the Lease. and you have no other funds legally mailable to be allocated to the payment of your obligations under this Lease, you may terminate the Lease effective on the first day of such fiscal period ("Terminotion Date") If: (a) you have used due diligence to exhaust all funds legally mailable; and (b) we have received written notice from you at least thirty (30) days before the Termination Date At our request, you shall promptly provide supplemental documentation as to such non -appropriation. Upon the occurrence of such non -appropriation, you shall not be obligated for payment of any Lease Payment for any fiscal period for which funds have not been so appropriated, and you shall promptly deliver the Equipment to the Dealer (or such other party as we may designate). If you terminate a Lease pursuant to this Section, unless the following would affect the validity and/or enforceability of this Lease, for a period of three hundred sixty (360) days from the Termination Date, you will not purchase, lease, rent, seek appropriations for, or otherwise obtain a system serving the some function as the Equipment, and such an obligation will survive termination of this Lease Page 2 of 2 (FMV Rev 01.01.2011) Thursday, February 14, 2013 City of Fort Collins Utilities Our proposal to supply a document solution Further to our recent discussions, I am pleased to enclose our proposal to provide your organization with our recommended document solution. I have suggested this particular system because I believe that it fully meets your stated requirements while offering: • The power and performance you need to satisfy your department's document requirements now and in the future • Superior quality output with every job • An ease of use, versatility and built-in reliability that will enhance productivity throughout the workgroup • Improved cost control and easy device management • Excellent security Thanks, Tim Mong Professional Document Solutions