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HomeMy WebLinkAboutAtlantic Business SystemsAPPLICATION NO. LEASE AGREEMENT NO. SUPPLEMENT NO. bank fp"- Atlantic EQUIPMENT FINANCE Lease Supplement � BUSINESS 5,', CUSTOMER•- FULL LEGAL NAME STREET ADDRESS City of Sebastian 1225 Main St. CITY STATE ZIP PHONE FAX Sebastian FL 32958 772-589-5330 BILLING NAME (IF DIFFERENT FROM ABOVE) BILLING STREET ADDRESS CITY STATE ZIP DBA !!' 11,Eil T A DOED MAKEYMODEL/ACCESSORIES SERIAL NO. 1. Sharp MXC301 W 2. 3. 4. 5. 6. 7. C3 Sea the attached Schedule A EQUIPMENTDELETED MAKE/MODEL)ACCESSORIES SERIAL NO. 1. Existing Equipment Remains 2. 3. 4. 5. For either option below, the start data will be sat to be on the sanre dayofthe month as fa the previous Lease Agreement andro Supplement(s), unless Customer makes a request for a deferent stat data. 32 Mos. Termhadon date of this Supplement will coincide Win the terminadon data set forth In the Lease Agreement and/or previous Supplement(s)(as applicable). Mos. Temunation date wall not beset to admits with any other Lease Agreement or Supplement. Monthly Payment'$ 1,351.74 *plus applicable tares You nave requested mis supplement TO me cease Agreement for supplememp as set torn adove. You agree that me Payment on me supplement Is In addition to your anginal Agreement. Except ror me specific provisions set forth above, the anginal terms and conditions set forth In the Lease Agreement and any personal guaranty(s) shall remain In full force and effect and are incorporated herein by reference. ACCEPTANCE OF DELIVERY You certify that all the Equipment listed above has been furnished, that delivery and Installation has been fully completed and Is satisfactory. Upon you signing below, your promises herein will be Inevccable and unconditional in all respects. You understand mat we have purchased the Equipment from the Supplier, and you may contact the Supplier for a full descnpdon of any wamanty rights under the supply contract, which "hereby assign to you for the term of this Supplement (or until you default). Your approval as Indicated below of our purchase of We Equipment from the Supplier is a condition precedent to the effectiveness of this Supplement. 42j i .Print Name: Randy Moyer Signature: X C Customer (as referencGi iW,,gf Sebastian Date of Delivery: April 25, 2017 CUSTOMER ACCEPTANCE This is a Supplement to the Agreement identified above between Lasser and Customer. all the terms and conditions of which are incorporated herein. Upon the execution of this Supplement, Customer hereby agrees to lease from Lessor the Equipment described above. By signing below, you certify that you have reviewed d do agree to all terms and conditions of the Agreement and this Supplement The Equipment and terms of this Supplement are in addition to the Equipment and terms stated In the Agreement. Print Name: Joseph Griffin Signature: X �fjGJfy�— Tine: City Manager Customa(asrefm&Z")Sebastian ^�!! Dated: April 28, 2017 Print Name. Signature: Lessor: U.S. Bank Equipment Finance Dated: 23698 Rev. 12/02/2011 CONDITIONS OF CONTRACT: It is agreed by the purchaser that this contract is not subject to cancellation or to any verbal agreement or condition not stipulated in writing on it, and that the title to the said goods shall not pass until the purchase price is paid in full, and said goods shall remain the property of the seller until that time. In case of default of payment, or in case of removal of said goods prior to full payment or any part thereof without the consent of seller or in the event that purchaser shall mortgage or part with the possession of said property, voluntarily or involuntarily, without the consent of the seller, the latter shall have the right to take immediate possession of same wherever it may be found and remove it with or without process of law, and may declare this agreement terminated and retain all money paid hereunder as liquidated damages and rental of said goods. Undersigned further agrees to pay a reasonable attorney's fee for the collection of the indebtedness herein agreed to be paid and as against said indebtedness and such attorney's fee under ' d waives all exemptions as to personal property under the Constitution and Laws of the State of Florida, or any other state. Initials. Terms & Conditions I. Maintenance: This agreement is non -cancelable for the term indicated on the reverse. Customer agrees to pay all taxes to Atlantic Business Systems, including state and local sales or excise taxes based upon charges pursuant to the agreement. Atlantic Business Systems agrees to maintain the equipment in good working order, in accordance with its service policy, as amended from time to time. Service will include: A. Emergency repairs during Atlantic Business Systems normal working hours with a targeted service response time of four (4) hours or less. B. Preventative Maintenance during Atlantic Business Systems normal working hours with a targeted service response time of twelve (12) hours or less. C. Installation of engineering improvements, as set forth in technical bulletins published by Sharp Electronics. As a condition of this agreement, the customer agrees to provide A. Equipment Key Operators for each shift of operation. B. AC outlets with appropriate voltage as specified by product manufacturer. Because many of the problems associated with systems failure are due to power functions, AC outlets should reside on dedicated circuits to prevent brownouts and damage to the internal components of the interface and multifunction device. All digital connected systems must be pmtected with approved surge protection and line conditioner on the dedicated circuits and network connections. Services not described herein (including, but not limited to, additional retrofits, services connected with relocation of equipment. or adding or removing accessories, attachments, or other devices, exterior painting or refinishing the unit, the performance or normal operator functions as described in Operation Manuals) or repair of damage, or increase of in-service time resulting from operating neglect or use of unauthorized supplies) will be charged in accordance with Atlantic Business Systems time and material rate then in effect. Atlantic Business Systems shall not be responsible for failure to render service due to causes beyond its control, including but not limited to work stoppages, fires, civil disobedience, riots, rebellions, acts of natural disaster, and similar occurrences. Other than the obligation of Atlantic Business Systems, expressly set Porth herein, Atlantic Business Systems disclaims all warranties, expressed or implied. Atlantic Business Systems shall not be responsible for direct, incidental, or consequential damages, including but not limited to damage arising from the use or performance of the equipment or the loss of the use of the equipment. If. Supplies Usaee: Contract includes enough supplies to support your level of usage. Supply usage beyond the manufacmrces estimated yield may be chargeable. III. Payment Terms: All invoices are due upon receipt, unless otherwise agreed upon by both paries. Interest shall accrue on the amount which is due at the rate of 1.5% per month or the highest rate allowed by law, whichever is less. Actual attorney's fees before suite is filed and for trial, arbitration, and any appeal will be charged to the purchaser if it is necessary to place this contract in the ban&s of an attorney for collection, and this charge becomes a part of this contract and obligation of the purchaser to pay. IV. Rate Increases: Atlantic Business Systems reserves the right during this tern to increase rates in line with inflation and the increased cost of doing business. V. Venue Waiver Clause: The account debtor and all guarantees waive any and all rights to venue under Chapter 47, Florida Statutes, including any amendments thereto, and that any action brought to collect on the account may be brought in any court of competentjurisdiction in Brevard County, Florida VI. Force hiaieure: Atlantic Business Systems will not be liable for delay or default in delivery due to any cause beyond it's reasonable control, such as governmental action, strikes, or other labor troubles, fire, damage or destruction of goods, and acts of God. VII. Early Cancellation: Early cancellation of this contract may result in a charge equal to the monthly usage for the unfulfilled term. This contract automatically renews at the end of term for 1 year, annually, at the then published rates, in absence of a 30 -day written notice by either parry. Invoices are based on the total copies/prints/scans and faxes received during the billing period. Initials:� _�Atlantic SOLD TO: 5131 Industry Drive, Melbourne, FL32940 TRANSACTION DETAILS 321-259-7575 http://wvvw.atianticbusinesssystems.com Name: City of Sebastian Address: 1225 Main Street City: Sebastian State: FL Zip: 32958 Phone No.: 772.589.5330 EQUIPMENT: ❑See Attached Schedule A SHIP TO: Name: Sft— 3in.i SWsM 5Hoe Address: l 20Jt5 j.41V4 {�[= Color Stat Zip: Z1p',321's Phone Nei 33 31 ID #: I MODEL I DESCRIPTION I SERIAL #: I PRICE I EXTENDED I MX -C301 W 1 30 PPM Color All -In -One MFP I As Per t.esse * Conditions of Contract provided on back ofthis document. TOTAL I As Per Lease MAINTENANCE: Base Bills: Monthly ❑ Quarterly ❑ Overage Bills Quarterly DATE OF SERVICE: From: To: PLATINUM/ink: Remote Device: I * $ 9.95/Month Base Rate Images Included Overage Rate Black * $0.0135 CPC $0.0135 Color * $0.065 CPC $0.065 Scans Billed at $ .0025 each * Term & Conditions provided on back ofthis document. PLANTINUMUnk (Details ofservices will beprovided on separate documentation). NOTES: This is being added on as a supplement co -terminus to existing US Bank lease. Previous payment was $1,253.09/mo, new payment is $1,351.74/mo. Same CPC maintenance rates as the other MX-C301W's on this contract. Rates are frozen for term of lease. LEASE TERM: ❑36 Months 032 Months ❑ 48 Months 1160 Months ❑ 63 Months LEASE DETAILS: ❑ TPM ®CPC ❑ Straight ❑ FMV 0$1 Leasing Company: US Bank Monthly Equipment Pa ent TOTAL MONTHLY INVESTMENT * Note: A separate lease agreement is required jar terms selected above. CURRENT EQUIPNEN I INFORMATION: ❑ See Attached Schedule ID #: MAKEIMODEL SERIAL NO. ACCESSORIES CURRENT LEASING CO. Note: If Stream ofPayments or Dispose selected a se orate orm is required. Print Account Manaeer's Name: Beth Ritter I Customer Sienatu .74 .74 ❑ Buyout to Keep ❑ Buyout to Return ❑ Buyout to Trade up ❑ Stream of Payments I $ ❑ Dispose Griffin Date: PROVE 2 4 APR 2017 CONDITIONS OF CONTRACT: It is agreed by the purchaser that this contract is not subject to cancellation or to any verbal agreement or condition not stipulated in writing on it, and that the title to the said goods shall not pass until the purchase price is paid in full, and said goods shall remain the property of the seller until that time. In case of default of payment, or in case of removal of said goods prior to full payment or any part thereof without the consent of seller or in the event that purchaser shall mortgage or part with the possession of said property, voluntarily or involuntarily, without the consent of the seller, the latter shall have the right to take immediate possession of same wherever it may be found and remove it with or without process of law, and may declare this agreement terminated and retain all money paid hereunder as liquidated damages and rental of said goods. Undersigned further agrees to pay a reasonable attorney's fee for the collection of the indebtedness herein agreed to be paid and as against said indebtedness and such attorney's fee undersigned waives all exemptions as to personal property under the Constitution and Laws of the State of Florida, or any other state. Initials: Terms & Conditions 1. Maintenance: This agreement is non -cancelable for the term indicated on the reverse. Customer agrees to pay all taxes to Atlantic Business Systems, including state and local sales or excise taxes based upon charges pursuant to the agreement. Atlantic Business Systems agrees to maintain the equipment in good working order, in accordance with its service policy, as amended from time to time. Service will include: A. Emergency repairs during Atlantic Business Systems normal working hours with a targeted service response time of four (4) hours or less. B. Preventative Maintenance during Atlantic Business Systems normal working hours with a targeted service response time of twelve (12) hours or less. C. Installation of engineering improvements, as set forth in technical bulletins published by Sharp Electronics. As a condition of this agreement, the customer agrees to provide A. Equipment Key Operators for each shift of operation. B. AC outlets with appropriate voltage as specified by product manufacturer. Because many of the problems associated with systems failure are due to power functions, AC outlets should reside on dedicated circuits to prevent brownouts and damage to the internal components of the interface and multifunction device. All digital connected systems must be protected with approved surge protection and line conditioner on the dedicated circuits and network connections. Services not described herein (including, but not limited to, additional retrofits, services connected with relocation of equipment, or adding or removing accessories, attachments, or other devices, exterior painting or refinishing the unit, the performance or normal operator functions as described in Operation Manual(s) or repair of damage, or increase of in-service time resulting from operating neglect or use of unauthorized supplies) will be charged in accordance with Atlantic Business Systems time and material rate then in effect. Atlantic Business Systems shall not be responsible for failure to render service due to causes beyond its control, including but not limited to work stoppages, fires, civil disobedience, riots, rebellions, acts of natural disaster, and similar occurrences. Other than the obligation of Atlantic Business Systems, expressly set forth herein, Atlantic Business Systems disclaims all warranties, expressed or implied. Atlantic Business Systems shall not be responsible for direct, incidental, or consequential damages, including but not limited to damage arising from the use or performance of the equipment or the loss of the use of the equipment. 11. Supplies Usage: Contract includes enough supplies to support your level of usage. Supply usage beyond the manufacturer's estimated yield may be chargeable. 111. Payment Terms: All invoices are due upon receipt, unless otherwise agreed upon by both parties. Interest shall accrue on the amount which is due at the rate of 1.5% per month, or the highest rate allowed by law, whichever is less. Actual attorney's fees before suite is filed and for trial, arbitration, and any appeal will be charged to the purchaser if it is necessary to place this contract in the hands of an attorney for collection, and this charge becomes a part of this contract and obligation of the purchaser to pay. IV. Rate Increases: Atlantic Business Systems reserves the right during this tens to increase rates in line with inflation and the increased cost of doing business. V. Venue Waiver Clause: The account debtor and all guarantees waive any and all rights to venue under Chapter 47, Florida Statutes, including any amendments thereto, and that any action brought to collect on the account may be brought in any court of competent jurisdiction in Brevard County, Florida. VI. Force Majeure: Atlantic Business Systems will not be liable for delay or default in delivery due to any cause beyond it's reasonable control, such as governmental action, strikes, or other labor troubles, fire, damage or destruction of goods, and acts of God. VII. Early Cancellation: Early cancellation of this contract may result in a charge equal to the monthly usage for the unfulfilled term. This contract automatically renews at the end of term for I year, annually, at the then published rates, in absence of a 30 -day written notice by either party. Invoices are based on the total copies/prints/scans and faxes received during the billing period. Initials: Supplier banka 5131 Industry FIL Drive940 jj Atlantic Melbourne, PL .7575 Phone: 321,259.7575 EQUIPMENT FINANCE Lease Agreeurent �� 9, USINE Sir EMS Fax: 321.259.7900 The words Lessee, you and your refer to Customer. The words Lessor, we, us and our refer to U.S. Bank Equipment Finance, a division of U.S. Bank National Association ("U.S. Bank Equipment Finance'). CUSTOMER•' • FULL LEGAL NAME STREET ADDRESS City of Sebastian 1225 Main Street STATE ZIP PHONE FAX Sebastian FL 32958 772 589-5330 BILLING NAME (IF DIFFERENT FROM ABOVE) BILLING STREET ADDRESS CITY STATE ZIP E-MAIL EQUIPMENT LOCATION (IF DIFFERENT FROM ABOVE) EQUIPMENT DESCRIPTION MAKEIMODELIACCESSORIES SERIAL NO. together with all repla AMIMls, Parti, repairs, additions, and accessions incorporated Marven or attached thereto and any and all proceeds of the foregoing, including, without limnaion, insurance rscovenas. 0 See the attached Schedule A TERM 1 PAYMENTSCHEDULE Term In 60 Months 60 Payments' of $ 1,253.09 plus apou"We taxes The lease contract payment ('Paymwr) period is monthly unless otherwise hgicaled. You may choose one of the following optima within the area you check and initial at Me erM of the original term. provided Mal no event of default under Me Agreement has omrred and is continuing. If no box is checked and initialed, than Fair Market Value will be your end of lease option. Leases with $1.00 Or $101.00 purchase options will not be reneweo. To the extent that any purchase opdm indicates that Me purchase price will be the 'Fair Market Value' (m'FMV'), such term means Me value of the Equlpmant in continued use. ® 1) Purchase all but not less than all the Equipment for the Fair Market Value per paragraph 1, 2) Renew the Agreement per paragraph i, or 3) Return Me Equipment per paragraph 3. _ Customers Initials 13 1) Purchase the Equipment for 3100. or 2) Return the Equipment per paragraph 3. Customers Initials THIS IS A NONCANCELABLE / IRREVOCABLE AGREEMENT; THIS AGREEMENT CANNOT BE CANCELED OR TERMINATED 7- trCol `/.1 yC7/1 i `bin/ FEDERAL TAX I.D. It !PRINT NAME lou testy mat as Me equlpmenl IIMed aoova Mas peen rumisned, Mat delivery and respects. You unolar eland MW we have puron sed Me Equipment from Me Suppe, of Ms Agreemare Me until you deli Ywta=ovalaz MdK MlRtowdwr Xm SEAS X Page 1 of 2 n you agning below, your promises herein will tie im necable and uneondl4mal in ax warranty rights under Me supply oentdM, which we hereby assign b you for Me term nt to Me esecdvreass d Mu Ameement 1. AGR 'HENT: For business purposes only, you agree to lease from us the goods (the "Equipmenr) and/or to finance certain licensed software and services ('financed Items', which are included in the word 'Equipment unless separately stated), all as described on page t of this Agreement, as it may be supplemented from time to time. You agree to all of the terms and conditions contained in this Agreement and any supplement, which (with the acceptance certification) is the entire agreement regarding the Equipment CAgreement) and which supersedes any purchase order or invoice. You authorize us to correct or Insert missing Equipment identification information and to make corrections to your proper legal name. This Agreement becomes valid upon execution by us and will start on the date we pay the Supplier. Interim rent/due date adjustments will be in an amount equal to 1130th of the Payment, multiplied by the number of days between the Agreement start date and the first Payment due date. This Agreement will renew for 12 -month term(s) unless you purchase or return the Equipment (according to the conditions herein) or send us written notice between 90 and 150 days (before the end of any term) that you do not want it renewed. if any provision of this Agreement is declared unenforceable in any jurisdiction, the other provisions herein shall remain in foil farce and effect in that jurisdiction and all others. 2. RENT, TAXES AND FEES: You will pay the monthly Payment (as adjusted) when due, plus any applicable sales, use and property taxes. The base Payment will be adjusted proportionately upward or downward: (1) by up to 10% to accommodate changes in the actual Equipment cost; (2) if the shipping charges or taxes differ from the estimate given to you; and (3) to comply with the tax laws of the state In which the Equipment is located. If we pay any taxes, insurance or other expenses that you owe hereunder, you agree to reimburse us when we request and to pay us a processing fee for each expense or charge we pay on your behalf. We may charge you for any ming fees fequired by the Uniform Commercial Code (UCC) or other laws, wNch fees vary state4o-state. By the date the first Payment is due, you agree to pay us an origination fee, as shown on our Invoice or addendum, to cover us for all closing costs. We will have the right to appy afl sums, received from you, to any amounts due and owed to us under the terms of this AgreemeriL If for any reason your check is returned for nonpayment, you will pay us a bad check charge of $30 or. if less, the maximum charge allowed by law. We may make a profit on any fees, estimated tax payments and other charges paid under this Agreement 3. MAINTENANCE AND LOCATION OF EQUIPMENT; SECURITY INTEREST: At your expense, you agree to keep the Equipment: (1) In good repair, condition and working order, in compliance with applicable manufacturers' and regulatory standards; (2) free and clear of all liens and claims; and (3) only at your address shown on page 1, and you agree not to move it unless we agree. As long as you have given us the written notice as requiireed in paragraph 1 prior to the expiration or termination of this Agreement's term, if you do not purchase the Equipment, you will return all but not less than all of the Equipment and all related manuals and use and maintenance records to a location we specify, at your expense, in retail re -saleable condition, full working order and complete repair. You are solely responsible for removing any data that may reside in the Equipment you return, Including but not limited to hard drives, disk drives or any other lam of memory. You grant us a security interest in the Equipment to secure all amounts you on us under any agreement with us, and you authorize us to file a financing statement (UCC -1). You will not change your state of organization, headquarters or residence without providing prior written notice to us so that we may amend or file a new UCC -1. You will notify us within 30 days if your state of organization revokes or terminates your existence. 4. COLLATERAL PROTECTION; INSURANCE; INDEMNITY; LOSS OR DAMAGE: You agree to keep the Equipment fully insured against risk and loss, with us as lender's loss payee, in an amount not less than the original cost until this Agreement is terminated. You also agree to obtain a general public liability insurance policy with such coverage and from such insurance carrier as shall be satisfactory to us and to include us as an additional insured on the policy. Your Insurance policy(s) will provide for 10 days advance written notice to us of any modification or cancellation. You agree to provide us certificates or cther evidence of insurance acceptable to us. If you fail to comply with this requirement within 30 days after the start of this Agreement, you agree to pay a monthly property damage surcharge ('PDSJ of up to .0035 of the Equipment cost as a result of our credit risk and administrative and other costs, under the PDS program that Is further described on a letter from us to you. We may make a profit on this program. Under this program, AS LONG AS YOU ARE NOT IN DEFAULT AT THE TIME OF A LOSS (excluding losses from Intentional acts), the remaining balance owed on the subject Equipment will be forgiven. NOTHING IN THIS PARAGRAPH WiLL RELIEVE YOU OF RESPONSIBILITY FOR LIABILITY INSURANCE ON THE EO UIPMENT. We are not responsible for, and you agree to hold us harmless and reimburse us for and to defend on our behalf against, any claim for any loss, expense, liabaity or injury caused by or in any way related to delivery, inmstallation. possession, ownership, use, condition, inspection, removal, return or storage of the Equipment. You are responsible lor the risk of loss or for any destruction of or damage to the Equipment. You agree to promptly notify us in writing of any loss or damage. If the Equipment is destroyed and you do not have the PDS program you will pay to us the unpaid balance of this Agreement, including any future rent to the end of the term pus the anticipated purchase price of the Equipment (both discounted at 3%). Any proceeds of insurance will be paid to us and credited, at our option, against any loss or damage. You authorize us to sign on your behalf and appoint us as your altomey4n-fact to endorse in your naris any insurance drafts or checks issued due to loss ordamage to the Equipment Al indemnities will survive the expiration or termination of this Agreement 5. ASSIGNMENT: YOU HAVE NO RIGHT TO SELL, TRANSFER, ASSIGN OR SUBLEASE THE EQUIPMENT OR THIS AGREEMENT, without our prior written consent Without our priorwriften consent, you shall not reorganize or merge with any other entity or transfer all or a substantial part of your ownership interests or assets. We may sell, assign, or transfer this Agreement without notice. You agree that d we sell, assign or transfer this Agreement, the new Lessor will have the same rights and benefits that we have now and will not have to perform any of our obligations. You agree that the new lessor wig not be subject to any terms, defenses, or offsets that you may have against us. You shag cooperate with us in executing any documentation reasonably required by us or our assignee to effectuate any such assignment This Agreement shag be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. 6. DEFAULT AND REMEDIES: You will be in default it (a) you do not pay any Payment or other sum due to us or any other person when due or If you break any of your promises in this Agreement or any other agreement with us or any of our affiliates or any material agreement with any other lender, (b) you make or have made any false statement or misrepresentation to us, (c) you or any guarantor dies, dissolves or terminates existence, (d) there has been a material adverse change in your or any guarantor's financial, business or operating condition, or (e) any guarantor defaults under any guaranty for this Agreement. If any part of a Payment is more than 5 days late, you agree to pay a late charge of 10% of the Payment which is late or if less, the maximum charge allowed by law. If you are ever in default, at our option, we can terminate this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to ft end of the terra plus the anticipated purchase price of the Equipment (both discounted at 3%). We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any or 0 of the remedies available to us under Articles 2A and 9 of the UCC and any other law, including requiring that you: (1) retum the Equipment to us to a location we specify: and (2) immediately stop using any Financed Items. In addition, we will have the right, immediately and without notice or other action, to setoff against any of your liabilities to us any money, including depository account balances, owed by us to you, whether or not due. in the event of any dispute or enforcement of rights under this Agreement or any related agreement, you agree to pay our reasonable attomey's fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency to. If we have to take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement YOU AGREE THAT WE WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that your rights and remedies are governed exclusively by this Agreement You waive all rights under Article 2A (506.522) of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will not be subject to any penalties. 7. INSPECTIONS AND REPORTS: We will have the right, at any reasonable time, to inspect the Equipment and any documents relating to its use, maintenance and repair. Within 30 days after our request, you will deliver all requested information (including tax returns) which we deem reasonably necessary to determine your current financial condition and faithful performance of the terms hereof. This may include: (I) compiled, reviewed or audited annual financial statements (including, without limitation, a balance sheet, a statement of income, a statement of cash flaw, a statement of changes in equity and notes to financial statements) within 120 days atter your fiscal year end, and (n) management -prepared interim financial statements within 45 days after the requested reporting periad(s). Annual statements shall set forth the corresponding figures for the prior fiscal year in comparative form, all in reasonable detail without any qualification► or exception deemed material by us. Unless otherwise accepted by us, each financial statement submitted to us shall be prepared in accordance with generally accepted accounting principles consistently applied and shall fairly and accurately present your financial condition and results of operations for the period to which it pertains. B. FAXED OR SCANNED DOCUMENTS, MISC.: You agree to submit the original duly -signed documents to us via overnight courier the same day of the facsimile or scanned transmission of the documents. Any faxed or scanned copy may be considered the original, and you waive the right to challenge in court the authenticity or binding effect of any faxed or scanned copy or signature thereon. You agree to execute any further documents that we may request to carry out the intents and purposes of this Agreement All notices shell be marled or delivered by facsimile transmission or overnight courier to the respective parties at the addresses shown on this Agreement or such other address as a party may provide in writing from time to time. By providing any telephone number, now or in the future, for a cell phone or other wireless device, you are expressly consenting to receiving communications, regardless of their purpose, at that number, including, but no nmited to, prerecorded or artificial voice message cogs, text messages, arid calls made by an automatic dialing system from us and our affiliates and agents. These calls and messages may incur access fees from your provider. 9. WARRANTY DISCLAIMERS: MERS: YOU AGREE THAT YOU HAVE SELECTED THE SUPPLIER AND EACH ITEM OF EQUIPMENT BASED UPON YOUR OWN JUDGMENT AND YOU DISCLAIM ANY RELIANCE UPON ANY STATEMENTS OR REPRESENTATIONS MADE BY US. WE DO NOT TAKE RESPONSIBILITY FOR THE INSTALLATION OR PERFORMANCE OF THE EQUIPMENT. THE SUPPLIER IS NOT AN AGENT OF OURS AND WE ARE NOT AN AGENT OF THE SUPPLIER. AND NOTHING THE SUPPLIER STATES OR DOES CAN AFFECT YOUR OBLIGATION UNDER THIS AGREEMENT. YOU WILL CONTINUE TO MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST ANY SUPPLIER, LICENSOR OR MANUFACTURER, AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WiLL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, OF, AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, CONDITION, QUALITY, ADEQUACY, TiTLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS, OR ANY OTHER ISSUE IN REGARDS TO THE EQUIPMENT, ANY ASSOCIATED SOFTWARE AND ANY FINANCED ITEMS. 10. LAW, JURY WAIVER: Agreements, atomises and commitments made by Lessor, conceming loans and other credit extensions must be in writing express consideration and be slaned by Lessor to be enforceable. This Agreement may be modified only by written agreement and not by course of performance. This Agreement will be governed by and construed in accordance with Minnesota law. You consent to jurisdiction and venue of any state or federal court in Minnesota and waive the defense of inconvenient forum. For any action arising out of or relating to this Agreement or the Equipment, YOU AND WE WAIVE ALL RIGHTS TO A TRIAL BY JURY. 23697 Page 2 of 2 Rev.1210212011 Supplier: [Mbank® APPLICATION NO AGREEMENT NO. IP�� y_ 5131 Industry Drive Mel32940 Atlantic Phonoume,FL.7575 Phone: 321.259.7575 EQUIPMENT FINANCEBUSINESS SYSTEMS Lease Agreement �J�`� �,,..e,,.,.,...,e.., Fax: 321.259.7600 The words Lessee, you and your refer to Customer. The words Lessor, we, us and our refer to U.S. Bank Equipment Finance, a division of U.S. Bank National Association ("U.S. Bank Equipment Finance"). FULL LEGAL NAME STREET ADDRESS City of Sebastian 1225 Main Street CITY STATE ZIP PHONE FAX Sebastian FL 32958 772 589-5330 BILLING NAME (IF DIFFERENT FROM ABOVE) BILLING STREET ADDRESS CITY STATE ZIP E-MAIL EQUIPMENT LOCATION (IF DIFFERENT FROM ABOVE) EQUIPMENTDESCRIPTION MAKI, MODEIJACCESSORIES SERIAL NO. together with all replacements, parts, repairs, additions, and accessions incorporated therein or attached thereto and any and all proceeds of the foregoing, including, without limitation, insurance recoveries. 0 See the attached Schedule A TERM I PAYMENT SCHEDULE Term in 60 Months 60 Payments* of$ 1,221.09 blas applicable razes The lease contract payment ('Payment') period is monthly unless otherwise indicated. I OF OPTIONS You may choose one of the following options within the area you check and initial at the end of the original term, provided Mat no event of default under the Agreement has occurred and is continuing. If no box is checked and initialed, Nen Fair Market Value will be your end of lease option. Leases with $1.00 or $101.00 purchase options will not be renewed. To the extent that any purchase option indicates that the purchase price will be the "Fair Market Value' (or 7W), such term means the value of the Equipment in continued use. 19 1) Purchase all but not less than all the Equipment for the Fair Market Value per paragraph 1, 2) Renew the Agreement per paragraph 1, or 3) Rehm the Equipment per paragraph 3. Customer's Initials ❑ 1) Purchase the Equipment for $1.00, or 2) Return the Equipment per paragraph 3. Customer's Initials THIS IS A NONCANCELABLE / IRREVOCABLE AGREEMENT; THIS AGREEMENT CANNOT BE CANCELED OR TERMINATED. and do agree to all attached hereto. Gfr% You cerofy Mat all the Equipment listed above has been famished, Mat delivery and installation has been fully completed and is satisfactory. Upon you signing below, your promises herein will be irrevocable and uncondibonai in all respects. You understand that we have purchased the Equipment from Me Supplier, and you may contact Me Supplier for a full description of any warranty rights under Me supply conbaM which we hereby assign to you for Me tern ofthis Agreement(oruntll you default). Your approval as Indicated below a our purchase of be Equipment from the Supplier is a condition precedent to Me effectiveness of Mls Agreement Page 1 of 2 1. AGREEMENT: For business purposes only, you agree to lease from us the goods (the "Equipment') andlor to finance certain licensed software and services ("Financed Items', which are included in the word 'Equipment" unless separately stated), all as described on page 1 of this Agreement, as it may be supplemented from time to time. You agree to all of the terms and conditions contained in this Agreement and any supplement, which (with the acceptance certification) is the entire agreement regarding the Equipment ('Agreement') and which supersedes any purchase order or invoice. You authorize us to correct or insert missing Equipment identification information and to make corrections to your proper legal name. This Agreement becomes valid upon execution by us and will staff on the date we pay the Supplier. Interim cautious date adjustnents will be in an amount equal to 1130th of the Payment, multiplied by the number of days between the Agreement start date and the first Payment due dale. This Agreement will renew for 12 -month tenni unless you purchase or return the Equipment (according to the conditions herein) or send us written notice between 90 and 150 days (before the end of any term) that you do not want it renewed. If any provision of this Agreement is declared unenforceable in any jurisdiction, the other provisions herein shall remain in full farce and effect in that jurisdiction and all others. 2. RENT, TAXES AND FEES: You will pay the monthly Payment (as adjusted) when due, plus any applicable sales, use and property taxes. The base Payment will be adjusted proportionately upward or downward: (1) by up to 10% to accommodate changes in the actual Equipment cost; (2) if the shipping charges or taxes differ from the estimate given to you; and (3) to comply with the tax laws of the state in which the Equipment is located. If we pay any taxes, Insurance or other expenses that you owe hereunder, you agree to reimburse us when we request and to pay us a processing fee for each expense or charge we pay an your behalf, We may charge you for any filing fees required by the Uniform Commercial Code (UCC) or other laws, which fees vary state -to -state. By the date the first Payment is due, you agree to pay us an origination fee, as shown on our invoice or addendum, to cover us for all closing costs. We will have the night to apply all sums, received from you, to any amounts due and owed to us under the terms of this Agreement. If for any reason your check is returned for nonpayment, you will pay us a bad check charge of $30 or, if less, the maximum charge allowed by law. We may make a profit on any fees, estimated tax payments and other charges paid under this Agreement. 3. MAINTENANCE AND LOCATION OF EQUIPMENT; SECURITY INTEREST: At your expense, you agree to keep the Equipment: (1) in good repair, condition and working order, in compliance with applicable manufacturers' and regulatory standards; (2) free and clear of all liens and claims; and (3) only at your address shown on page 1, and you agree not to move it unless we agree. As long as you have given us the written notice as required in paragraph 1 prior to the expiration or termination of this Agreement's term, if you do not purchase the Equipment, you will return all but not less than all of the Equipment and all related manuals and use and maintenance records to a locab'on we specify, at your expense, in retail re -saleable condigon, full working order and complete repair. You are solely responsible for removing any data that may reside in the Equipment you return, including but not limited to hard drives, disk drives or any other form of memory. You grant us a security interest in the Equipment to secure all amounts you owe us under any agreement with us, and you authorize us to file a financing statement (UCC -1). You will not change your state of organization, headquarters or residence without providing prior written notice to us so that we may amend or file a new UCC -1. You will notify us within 30 days if your state of organization revokes or terminates your existence. 4. COLLATERAL PROTECTION; INSURANCE; INDEMNITY; LOSS OR DAMAGE: You agree to keep the Equipment fully insured against risk and lass, with us as lender's loss payee, in an amount not less than the original cost undl this Agreement is terminated. You also agree to obtain a general public liability insurance policy with such coverage and from such insurance carrier as shall be satisfactory to us and to include us as an additional insured on the policy. Your insurance policy(s) will provide for 10 days advance written notice to us of any modificafion or cancellation. You agree to provide us certificates or other evidence of insurance acceptable to us. If you fail to comply with this requirement within 30 days after the start of this Agreement, you agree to pay a monthly property damage surcharge ("PDS') of up to .0035 of the Equipment cost as a result of our credit risk and administrative and other costs, under the PDS program that is fuller described on a letter from us to you. We may make a profit on this program. Under this program, AS LONG AS YOU ARE NOT IN DEFAULT AT THE TIME OF A LOSS (excluding losses from intentional acts), the remaining balance owed on the subject Equipment will be forgiven. NOTHING IN THIS PARAGRAPH WILL RELIEVE YOU OF RESPONSIBILITY FOR LIABILITY INSURANCE ON THE EQUIPMENT. We are not responsible for, and you agree to hold us harmless and reimburse us for and to defend on our behalf against, any claim for any loss, expense, liability or injury caused by or in any way related to delivery, installation, possession, ownership, use, condition, inspection, removal, return or storage of the Equipment. You are responsible for the disk of loss or for any destruction of or damage N the Equipment. You agree to promptly notify us in writing of any loss or damage. If the Equipment is destroyed and you do not have the POS program you will pay to us the unpaid balance of this Agreement, including any future rent to the end of the term plus the anticipated purchase price of the Equipment (both discounted at 3%). Any proceeds of insurance will be paid to us and credited, at our option, against any loss or damage. You authorize us to sign on your behalf and appoint us as your aftorneyAri-fact to endorse in your name any insurance drafts or checks issued due to loss or damage to the Equipment. All indemnities will survive the expiration or termination of this Agreement. 5. ASSIGNMENT: YOU HAVE NO RIGHT TO SELL, TRANSFER, ASSIGN OR SUBLEASE THE EQUIPMENT OR THIS AGREEMENT, without our prior written consent Without our prior wriften consent, you shall not reorganize or merge with any other entity or transfer all or a substantial part of your ownership interests or assets. We may sell, assign, or transfer this Agreement without notice. You agree that if we sell, assign or transfer this Agreement, the new Lessor will have the same rights and benefits that we have now and will not have to perform any of our obligations. You agree that the new Lessor will not be subject to any claims, defenses, or offsets that you may have against us. You shall cooperate with us in executing any documentation reasonably required by us or our assignee to effectuate any such assignment This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. 6. DEFAULT AND REMEDIES: You will be in default if. (a) you do not pay any Payment or other sum due to us or any other person when due or if you break any of your promises in this Agreement or any other agreement with us or any of our affiliates or any material agreement with any other lender, (b) you make or have made any false statement or misrepresentation to us, (c) you or any guarantor dies, dissolves or terminates existence, (d) there has been a material adverse change in your or any guarantors financial, business or operating condition, or (e) any guarantor defaults under any guaranty for this Agreement If any part of a Payment is more than 5 days late, you agree to pay a late charge of 10% of the Payment which is late or if less, the maximum charge allowed by law. If you are ever in default, at our option, we can terminate this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of the term plus the anticipated purchase price of the Equipment (both discounted at 3%). We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any or all of the remedies available to us under Articles 2A and 9 of the UCC and any other law, including requiring that you: (1) return the Equipment to us to a location we specify; and (2) immediately stop using any Financed Items. In addition, we will have the night, immediately and without notice or other action, to set-off against any of your liabilities to us any money, including depository account balances, owed by us to you, whether or not due. In the event of any dispute or enforcement of fights under this Agreement or any related agreement, you agree to pay our reasonable attorneys fees (including any incurred before or at teal, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. If we have to take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under his Agreement, YOU AGREE THAT WE WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACTOR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that your rights and remedies are governed exclusively by this Agreement. You waive all rights under Article 2A (5013-522) of the UCC. If interest is charged or collected In excess of the maximum lawful rate, we will not be subject to any penalties. 7. INSPECTIONS AND REPORTS: We will have the right, at any reasonable time, to inspect the Equipment and any documents relating to its use, maintenance and repair. Within 30 days afierour request, you will deliver all requested information (including tax returns) which we deem reasonably necessary to determine your current financial condition and faithful performance of the terms hereof. This may include: (i) compiled, reviewed or audited annual financial statements (including, without limitation, a balance sheet, a statement of income, a statement of cash flow, a statement of changes in equity and notes to financial statements) within 120 days after your fiscal year end, and (ii) management -prepared interim financial statements within 45 days after the requested reporting pedod(s). Annual statements shall set forth the corresponding figures for the prior fiscal year in comparative form, all in reasonable detail without any qualification or exception deemed material by us. Unless otherwise accepted by us, each financial statement submitted to us shall be prepared in accordance with generally accepted accounting principles consistently applied and shall fairly and accurately present your financial condition and results of operations for the period to which it pertains. B. FAXED OR SCANNED DOCUMENTS, MISC.: You agree to submit the original duly -signed documents to us via overnight courier the same day of the facsimile or scanned transmission of the documents. Any faxed or scanned copy may be considered the original, and you waive the night to challenge in court the authenticity or binding effect of any faxed or scanned copy or signature thereon. You agree to execute any further documents that we may request to carry out the intents and purposes of this Agreement. All notices shot be mailed or delivered by facsimile transmission or overnight courier to the respective parties at the addresses shown on this Agreement or such other address as a party may provide in writing from h'me to time. By providing any telephone number, now or in the future, for a cell phone or other wireless device, you are expressly consenting to receiving communications, regardless of their purpose, at that number, including, but not limited to, prerecorded or aNficial voice message calls, text messages, and calls made by an automatic dialing system from us and our affiliates and agents. These calls and messages may incur access fees from your provider. 9. WARRANTY DISCLAIMERS: YOU AGREE THAT YOU HAVE SELECTED THE SUPPLIER AND EACH REM OF EQUIPMENT BASED UPON YOUR OWN JUDGMENT AND YOU DISCLAIM ANY RELIANCE UPON ANY STATEMENTS OR REPRESENTATIONS MADE BY US. WE DO NOT TAKE RESPONSIBILITY FOR THE INSTALLATION OR PERFORMANCE OF THE EQUIPMENT. THE SUPPLIER IS NOT AN AGENT OF OURS AND WE ARE NOT AN AGENT OF THE SUPPLIER, AND NOTHING THE SUPPLIER STATES OR DOES CAN AFFECT YOUR OBLIGATION UNDER THIS AGREEMENT. YOU WILL CONTINUE TO MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST ANY SUPPLIER, LICENSOR OR MANUFACTURER, AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WILL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, OF, AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, CONDITION, QUALITY, ADEQUACY, TITLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS, OR ANY OTHER ISSUE IN REGARDS TO THE EQUIPMENT, ANY ASSOCIATED SOFTWARE AND ANY FINANCED ITEMS. 10. LAW, JURY WAIVER: Agreements promises and commitments made by Lessor concerning loans and other credit extensions must be in wrtlino express consideratlgn and be signed by Lessor to be enforceable. This Agreement may be modified only by written agreement and not by course of performance. This Agreement will be governed by and construed in accordance with Minnesota law. You consent to jurisdiction and venue of any stale or federal court in Minnesota and waive the defense of inconvenient forum. For any action arising out of or relating to this Agreement or the Equipment, YOU AND WE WANE ALL RIGHTS TO A TRIAL BY JURY, 23697 Page 2 of 2 Rev. 1110212011 bank® EQUIPMENT FINANCE APPLICATIONNO AGREEMENTNO. 0 Schedule "A" &- Atlantic � au5iN2 Ts 9v s�rEs This Schedule "A" is to be attached to and becomes part of the Agreement dated by and between the undersigned and U.S. Bank Equipment Finance. MX -4140 MX -4141 MX -3115 MX -2615 MX -3115 MX -3115 MX -3115 MX -C301 W MX -C301 W Sharp MX -C301 W Sharp MX -C301 W Kyocera FS -4200 Kyocera FS -4200 Kyocera FS -4200 Kyocera FS -4200 Kyocera FS -4200 Kyocera P2135 Kyocera P2135 Kvocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kvocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P6030cdn Kyocera P6030cdn Kyocera P6030cdn Kyocera P6030cdn together with all replacements, parts, repairs, additions, and accessions incorporated therein or attached thereto and any and all proceeds of the foregoing, including, without limitation, insurance recoveries. This Schedule "A" is hereby verified as correct by the undersigned Customer, who acknowle es rete/pt of a copy. Gt? y o� SEBfLSIIAv.i X �`^ Cfr� .MAAIAF.r'.k'_ 1 ��3Y 23707 Rev. 1 210 2/2011 [Mbankm EQUIPMENT FINANCE STATE AND LOCAL GOVERNMENT ADDENDUM AGREEMENT # Addendum to Agreement # , dated , between City of Sebastian, as Customer and U.S. Ba Equipment Finance, a division of U.S. Bank National Association, as Lessor. The parties wish to amend the above -referenced Agreement to add the following language: REPRESENTATIONS AND WARRANTIES OF CUSTOMER: Customer hereby represents and warrants to Lessor that: (a) Customer has been duly authorized by the Constitution and laws of the applicable jurisdiction and by a resolution of its governing body (which resolution, if requested by Lessor, is attached hereto), to execute and deliver the Agreement and to carry out its obligations hereunder; (b) All legal requirements have been met, and procedures have been followed, including public bidding, in order to ensure the enforceability of the Agreement; (c) The Agreement is in compliance with all laws applicable to Customer, including any debt limitations or limitations on interest rates or finance charges; (d) The Equipment will be used by Customer only for essential governmental or proprietary functions of Customer consistent with the scope of Customer's authority and will not be used in a trade or business of any person or entity, by the federal government or for any personal, family or household use; Customer's need for the Equipment is not expected to diminish during the term of the Agreement; (e) Customer has funds available to pay contracted Payments until the end of its current appropriation period, and it intends to request funds to make contracted Payments in each appropriation period, from now until the end of the term of the Agreement; (f) Customer's exact legal name is as set forth on page one of the Agreement; and (g) Customer will not change its legal name in any respect without giving thirty (30) days prior written notice to Lessor. NON -APPROPRIATION: If either sufficient funds are not appropriated to make contracted Payments under the Agreement or (to the extent required by applicable law) the Agreement is not renewed, the Agreement shall terminate and Customer shall not be obligated to make contracted Payments under the Agreement beyond the then -current fiscal year for which funds have been appropriated. Upon such an event, Customer shall, no later than the end of the fiscal year for which contracted Payments have been appropriated, deliver possession of the Equipment to Lessor. If Customer fails to deliver possession of the Equipment to Lessor, the termination shall nevertheless be effective but Customer shall be responsible for the payment of damages in an amount equal to the portion of contracted Payments thereafter coming due that is attributable to the number of days after the termination during which the Customer fails to deliver possession and for any other loss suffered by Lessor as a result of Customer's failure to deliver possession as required. Customer shall notify Lessor in writing within seven (7) days after either the failure of the Customer to appropriate funds sufficient for the payment of the contracted Payments or (to the extent required by applicable law) the Agreement is not renewed, but failure to provide such notice shall not operate to extend the Agreement term or result in any liability to Customer. ENTIRE AGREEMENT: Customer agrees that the terms and conditions of the Agreement and any supplement or schedule thereto and any related acceptance certificate constitutes the entire agreement regarding the financing or lease of the Equipment and supersedes any purchase order, invoice, request for proposal or other document. The parties wish to amend the above -referenced Agreement by restating the following: Any provision in the Agreement stating that the Agreement shall automatically renew unless the Equipment is purchased, returned or a notice requirement is satisfied is hereby amended and restated as follows: "This Agreement will renew for month-to-month terms unless you purchase or return the Equipment (according to the conditions herein) or send us written notice at least 30 days (before the end of any term) that you do not want it renewed." 10162 REV 11113 Page 1 of 2 Any provision in the Agreement stating that you grant us a security interest in the Equipment to secure all amounts owed to us under any agreement is hereby amended and restated as follows: `To the extent permitted by law, you grant us a security interest in the Equipment to secure all amounts you owe us under this Agreement, and you authorize us to file a financing statement (UCC -1) or be named on the vehicle title to show our interest." Any provision in the Agreement stating that you shall indemnify and hold us harmless is hereby amended and restated as follows: "You shall not be required to indemnify or hold us harmless against liabilities arising from the Agreement. However, as between you and us, and to the extent permitted by law and legally available funds, you shall bear the risk of loss for, shall pay directly, and shall defend against any and all claims, liabilities, proceedings, actions, expenses, damages or losses arising under or related to the Equipment, including, but not limited to, the possession, ownership, lease, use or operation thereof, except that you shall not bear the risk of loss of, nor pay for, any claims, liabilities, proceedings, actions, expenses, damages or losses that arise directly from events occurring after you have surrendered possession of the Equipment in accordance with the terms of the Agreement to us or that arise directly from our gross negligence or willful misconduct." Any provision in the Agreement stating that a default by you under any agreement with our affiliates or other lenders shall be an event of default under the Agreement is hereby amended and restated as follows: "You will be in default if: (a) you do not pay any Payment or other sum due to us under the Agreement when due or if you fail to perform in accordance with the covenants, terms and conditions of this Agreement, (b) you make or have made any false statement or misrepresentation to us, (c) you or any guarantor dies, dissolves or terminates existence, (d) there has been a material adverse change in your or any guarantor's financial, business or operating condition, or (e) any guarantor defaults under any guaranty for this Agreement." Any provision in the Agreement requiring you to pay amounts due under the Agreement upon the occurrence of a default, failure to appropriate funds or failure to renew the Agreement is hereby amended to limit such requirement to the extent permitted by law and legally available funds. Any provision in the Agreement stating that the Agreement is governed by a particular state's laws and you consent to such jurisdiction and venue is hereby amended and restated as follows: "This Agreement will be governed by and construed in accordance with the laws of the state where Customer is located. You consent to jurisdiction and venue of any state or federal court in such state and waive the defense of inconvenient forum." By signing this Addendum, Customer acknowledges the above changes to the Agreement and authorizes Lessor to make such changes. In all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer. U.S. Bank Equipment Finance Lessor Signature Title Date C, I-r� Or' SE'3AS-riq,J Customer X Signature c t---/) MAAIAd- Z-l'Li. y Title Date NOTE: SIGNER OF THIS DOCUMENT MUST BE SAME AS ON THE AGREEMENT. A FACSIMILE OF THIS DOCUMENT WITH SIGNATURE SHALL BE CONSIDERED TO BE AN ORIGINAL. CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. 10162 REV 11/13 Page 2 of 2 Atlantic aus�n,r ss s�srF Ms SOLD TO: TRANSACTION DETAILS SHIP TO: Name: City of Sebastian Address: 1225 Main Street City: Sebastian State: FL Zip: 32958 Phone No.: (772) -589-5330 5131 Industry Drive, Melbourne, FL 32940 321-259-7575 httP://www.atlanticbusinesssystems.com Name: Address: City: State: Zip: Phone No.: Key Operator: Will provide location survey Phone: Fax: Email: A/P Contact: Nancy Veidt Phone: 772-388-8231 Fax: Email: nveidt@cityofsebastian.org EQUIPMENT: ®See Attached Schedule A ID #: MODEL DESCRIPTION SERIAL #: PRICE EXTENDED * Conditions of Contract provided on back of this document. I TOTAL MAINTENANCE: I Base Bills: Monthly ® 1 Quarterly ❑ 1 Overage Bills Quarterly DATE OF SERVICE: I From: Install date To: 12 months PLATINUMlink: Remote Device: * S 9.95/Month Base Rate Images Included Overage Rate Black * 0 $0.00000000 Color *1 0 $0.00000000 Scans Billed at $ .0025 each * Term & Conditions provided on back ofthis document. PLANTINUNI/ink (Details of services will be provided on separate documentation). LEASE TERM: ❑36 Months 1139 Months LEASEDETAILS: ❑TPM ❑CPC Leasing Company: US Bank TOTA * Note: A separate lease agreement is required for terms NOTES: See attached addendum for maintenance rates and special instructions. 048 Months ®60 Months 063 Months ❑ Straight ®FMV ❑$1 * $1,221.09 * CURRENT EQUIPMENT INFORMATION: ® See Attached Schedule A ID #: MAKE/MODEL SERIAL NO. ACCESSORIES CURRENT LEASING CO. Buyout to Return ❑ Buyout to Trade up ® Stream of Payments 1 $3,575.00 Note: If Stream of Payments or Dispose selected a se arate form is required. ❑ Buyout to Keep ❑ Buyout to Return ❑ Buyout to Trade up ® Stream of Payments 1 $3,575.00 ❑ Dispose Print Account Manager's Name: 465 =FCustorner Signature: Account Manager's Si a Date: Print Name: J �G Mana er's A royal: Date: // Zyhy I Title: (ft-r,J MAJACe2.- Date: / 13 / CONDITIONS OF CONTRACT: It is agreed by the purchaser that this contract is not subject to cancellation or to any verbal agreement or condition not stipulated in writing on it, and that the title to the said goods shall not pass until the purchase price is paid in full, and said goods shall remain the property of the seller until that time. In case of default of payment, or in case of removal of said goods prior to full payment or any part thereof without the consent of seller or in the event that purchaser shall mortgage or part with the possession of said property, voluntarily or involuntarily, without the consent of the seller, the latter shall have the right to take immediate possession of same wherever it may be found and remove it with or without process of law, and may declare [his agreement terminated and retain all money paid hereunder as liquidated damages and rental of said goods. Undersigned further agrees to pay a reasonable attorney's fee for the collection of the indebtedness herein agreed to be paid and as against said indebtedness and such attorney's fee undersigned waives all exemptions as to personal property under the Constitution and Laws of the State of Florida, or any other state. Initials: Terms & Conditions I. Maintenance: This agreement is non -cancelable for the term indicated on the reverse. Customer agrees to pay all taxes to Atlantic Business Systems, including state and local sales or excise taxes based upon charges pursuant to the agreement. Atlantic Business Systems agrees to maintain the equipment in good working order, in accordance with its service policy, as amended from time to time. Service will include: A. Emergency repairs during Atlantic Business Systems normal working hours with a targeted service response time of four (4) hours or less. B. Preventative Maintenance during Atlantic Business Systems normal working hours with a targeted service response time of twelve (12) hours or less. C. Installation of engineering improvements, as set forth in technical bulletins published by Sharp Electronics. As a condition of this agreement, the customer agrees to provide A. Equipment Key Operators for each shift of operation. B. AC outlets with appropriate voltage as specified by product manufacturer. Because many of the problems associated with systems failure are due to power functions, AC outlets should reside on dedicated circuits to prevent brownouts and damage to the internal components of the interface and multifunction device. All digital connected systems must be protected with approved surge protection and line conditioner on the dedicated circuits and network connections. Services not described herein (including, but not limited to, additional retrofits, services connected with relocation of equipment, or adding or removing accessories, attachments, or other devices, exterior painting or refinishing the unit, the performance or normal operator functions as described in Operation Manual(s) or repair of damage, or increase of in-service time resulting from operating neglect or use of unauthorized supplies) will be charged in accordance with Atlantic Business Systems time and material rate then in effect. Atlantic Business Systems shall not be responsible for failure to render service due to causes beyond its control, including but not limited to work stoppages, fires, civil disobedience, riots, rebellions, acts of natural disaster, and similar occurrences. Other than the obligation of Atlantic Business Systems, expressly set forth herein, Atlantic Business Systems disclaims all warranties, expressed or implied. Atlantic Business Systems shall not be responsible for direct, incidental, or consequential damages, including but not limited to damage arising from the use or performance of the equipment or the loss of the use of the equipment. II. Supplies Usatse: Contract includes enough supplies to support your level of usage. Supply usage beyond the manufacturer's estimated yield may be chargeable. IIL Payment Terms: All invoices are due upon receipt, unless otherwise agreed upon by both parties. Interest shall accrue on the amount which is due at the rate of 1.5% per month, or the highest rate allowed by law, whichever is less. Actual attorney's fees before suite is filed and for trial, arbitration, and any appeal will be charged to the purchaser if it is necessary to place this contract in the hands of an attorney for collection, and this charge becomes a part of this contract and obligation of the purchaser to pay. IV. Rate Increases: Atlantic Business Systems reserves the right during this term to increase rates in line with inflation and the increased cost of doing business. V. Venue Waiver Clause: The account debtor and all guarantees waive any and all rights to venue under Chapter 47, Florida Statutes, including any amendments thereto, and that any action brought to collect on the account may be brought in any court of competent jurisdiction in Brevard County, Florida. VI. Force Majeure: Atlantic Business Systems will not be liable for delay or default in delivery due to any cause beyond it's reasonable control, such as governmental action, strikes, or other labor troubles, fire, damage or destruction of goods, and acts of God. VII. Early Cancellation: Early cancellation of this contract may result in a charge equal to the monthly usage for the unfulfilled tern. This contract automatically renews at the end of term for I year, annually, at the then published rates, in absence of a 30 -day written notice by either party. Invoices are based on the total copies/prints/scans and faxes received during the billing period. t Initials: frr— Atlantic BUSINESS SYSTEMS Leveraging Technology In Improve Office Efficiency Transaction Details Addendum The following items are to be added to the Atlantic Business Systems agreement named: Transaction Details. 1. Sharp Provided 3 Year Performance Guarantee on MFPs. Sharp will replace any defective MFP with a new Sharp MFP in the first 3 years of the contract at no cost to The City of Sebastian. 2. Atlantic Business Systems will provide the City of Sebastian a rebate check in the amount of $3,575 to cover the remaining costs of the current MFP lease. 3. Atlantic Business Sytems will pick up, package and ship back all of the currently leased equipment to EGP or any other designated location at no cost to the City of Sebastian. 4. Atlantic Business Systems will not increase the maintenance rates on the MFP's or printers to the City of Sebastian. 5. Atlantic Business Systems will indemnity and hold harmless the City of Sebastian, its attorney, agents, employees, from and against any and all 3rd party claims, suits, debts, damages, and causes of action, whatsoever, whether arising in law or in equity, arising out of or relating to Vendor performance or failure to perform under this agreement. The indemnification shall include reasonable attorney fees and costs incurred by the City of Sebastian, its attorneys, agents and employees, in the defense of any such claim, suites or causes of action as foresaid. 6. For $100 or current market costs to the City of Sebastian, Atlantic Business Systems will provide the replacement of all hard disk drives in the MFP's if the City of Sebastian requests it. 7. Atlantic Business Systems final proposal, dated 11 /10/14 is incorporated as part of this agreement. C� Customer Initials: Atlantic BUSINESS SYSTEMS -� Leveraging Technolagy to Improve Office Efficiency Transaction Details Addendum (Continued) 8. Maintenance Rates. The table listed here will be the "cost per page' rates for each type of device. All maintenance will be billed in arrears for actual usage at these rates. The City of Sebastian will network all devices and install Pagetrac for remote meter collection by ABS. Billing will be conducted monthly. "Cost Per Page" Maintenance Costs Device Cost Per Page BM Cost Per Page Color Printers Kyocera FS 4200 $.009 N/A Kyocera P2135 $.014 N/A Kyocera P6030cdn $.018 $.12 MFPs Sharp MXC301 $.0135 $.065 Sharp 2615/3115/4140/1 MFPs $.009 $.05 Customer Initials: ��k "Leveraging Technology to Improve Office Efficiency." Atlantic BUSINESS SYSTEMS Leveraging Technology b Improve Office Efficiency PLATINUM/ink Remote Device Management and Customer Helpdesk Support Supplement to your EZ Maintenance Agreement Thank you for choosing us to provide you with your office automation technology. In our continuing effort to become a more valued strategic business partner, we have the most state of the art facilities and unmatched manpower, providing you with an enhanced customer support program. Our PLATINUM/ink team is tasked with proactively improving our service efficiency and the performance of your equipment. PLATINUMIink, remote device management and customer helpdesk support is designed to enhance our legendary EZ Maintenance program and maximize your experience, providing you with new and additional support programs. As a PLATINUMIink member you will enjoy the following benefits that go above and beyond a typical service plan: ➢ Unlimited FREE remote monitoring and proactive service remediation. ➢ Automated toner monitoring and fulfillment. ➢ FREE freight for automated toner shipments (average cost $7.46). ➢ Unlimited FREE updates, installation & configurations of new print drivers (average cost $33.75). ➢ Unlimited FREE adding and editing of your "scan to folder' destinations (average cost $33.75). ➢ Unlimited FREE adding and editing of your "scan to email" addresses (average cost $33.75). ➢ Unlimited FREE updating of network and security settings on your MFP (average cost $67.50). ➢ Unlimited FREE adding and editing of your fax routing & destinations (average cost $33.75). ➢ Unlimited FREE equipment moves within your county (average cost $75 to $150). ➢ FREE waste toner collection bottles (average cost $28.08). Evolving technology requires us to invest in more sophisticated IT resources and support. Our goal is to quickly resolve all service issues reported by our valued customers. Network and Internet issues can cause certain features on your MFP such as printing and scanning to fail. While the loss of these capabilities can be frustrating, often it is not the result of a "device mechanical failure' requiring a service call that would be covered under a standard maintenance plan. Rather, the remediation would be through an IT Helpdesk Support Ticket. This is why we have created and are providing you with PLATINUMIink. The cost for this program is a nominal rate of $9.95 per contract per month (or $29.85 quarterly). Atlantic Business Svstems Xs/ "Sig -nature Director of Sales Title Date City of Sebastian X— Signature,Z Title prate Date: 11-24-14 ATLANTIC BUSINESS SYSTEMS "The Sharp Solution" Transaction Details Schedule "A" Page 1 of 2 5131 Industry Drive, Suite 101 Melbourne, FL 32940 321-259-7575 Fax: 321-259-7600 800-5544317 http://www.abs4sharp.com Sales Consultant: Beth Repass Customer Name: City of Sebastian PO #: EQUIPMENT DESCRIPTION ID # Model/Description Serial Number Location Sharp MX -4140 Finance Sharp MX -4141 ity Clerk Sharp MX -3115 Building Dept. Sharp MX -2615 City Manager Sharp MX -3115 Community Development Sharp MX -3115 Police Hallwa Sharp MX -3115 Police Records Sharp MX -C301 W Police Dispatch Sharp MX -C301 W Police Patrol Sharp MX-C301W Golf Course Sharp MX-C301W Parks Kyocera FS -4200 K ocera FS -4200 Kyocera FS -4200 Kyocera FS -4200 Kyocera FS -4200 Kyocera P6030cdn Kyocera P6030cdn Kyocera P6030cdn Kyocera P6030cdn Customer GRlrra /<-ITY MAJ C— Printed Name / Title Date Date: 11-24-14 ATLANTIC BUSINESS SYSTEMS "The Sharp Solution" Transaction Details Schedule "A" Page 2 of 2 5131 Industry Drive, Suite 101 Melbourne, FL 32940 321-259-7575 Fax: 321-259-7600 800-554-4317 http://www.abs4sha'p.com Sales Consultant: Beth Repass Customer Name: City of Sebastian PO #: EQUIPMENT DESCRIPTION ID #�F Model/Description Serial Number Location Kyocera P2135 K ocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 FKyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera 132135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Kyocera P2135 Customer Printed Name / Title Date