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Home My WebLink About16-144 - Electronic Business Machines - 15 Municipal Court ScannersLEASE AGREEMENT Please fax completed agreement to 1-866- 329.8795 Questions or need assistance? Call 1- 866 -550 -8795 16 -144 Council Approval N/A COMMERCIAL FINANCE' This Lease has been written in "Plain English. When we use the words Lessee, You and Your in this Lease, we mean the Lessee indicated below. When we use the words Lessor, We Us, and Our in this Lease, We mean EverBank Commercial Finance, Inc. Our address is 10 Waterview Boulevard, Parsippany, New Jersey 07054. LESSEE INFORMATION Lessee Name City of Tukwila Courthouse, Records Dept Lessee Billing Address 6200 Southcenter Blvd Tukwila, WA 98188 L r "UTger-)— 5 j L see Phone Numbe 206 -433 -1800 Equipment Location (if different from above) Federal Tax ID Number 91- 6001519 SUPPLIER INFORMATION Supplier Name ('SUPPLIER') and Billing Address Electronic Business Machines 802 134th Street SW Suite 170 Everett, WA 98204 Supplier Phone Number 425 - 742 -2244 EQUIPMENT DESCRIPTION Make/Model/Accessories Quantity Serial Number(s) Kodak 12600 Scanners 15 PURCHASE OPTION TERM AND PAYMENT Check one applicable box. If no box Is checked or if more than one box Is checked, the Fair Market Value Purchase Option will apply. o Fair Market Value $1.00 Purchase Option o Fixed Price Purchase Option - 10% of Total Cash Price Advance Lease Payment (Non. Refundable) I PLUS APPLICABLE TAX Initial Lease Term (months): I Lease Payment: 36 443.98 TERMS AND CONDITIONS 1. LEASE. You agree to lease the Equipment from Us on the terns and conditions of this lease agreement ('Lease.') The Equipment will be deemed irrevocably accepted by You upon the earlier of a) the delivery to Us of a signed Delivery and Acceptance Certificate or b) 10 days after delivery of the Equipment to You if previously You have not given written notice to Us of Your non - acceptance. The Lease commences on the day the Equipment is delivered to You (the "Commencement Date') and the first Lease payment shell be due on the Commencement Date or any other date that we designate, and the remaining Lease payments will be due on the same day of each subsequent month at an address specked by Us in writing. If more than one Lease payment is required in advance, the additional amount will be applied at the end of the initial or any renewal term. IF THIS LEASE IS REPLACING AN EXISTING LEASE, THE NEW PAYMENT MAY INCLUDE THE BALANCE OF THAT LEASE AND RESULT IN A GREATER AGGREGATE COST TO YOU. YOUR LEASE OBLIGATIONS ARE ABSOLUTE, UNCONDITIONAL AND NOT SUBJECT TO CANCELLATION. REDUCTION, SETOFF OR COUNTER CLAIM, EVEN IF THE EQUIPMENT DOES NOT WORK PROPERLY. You authorize us to adjust the Lease Payment up or down by not more than 16% if the total amount we have paid in connection with the purchase, delivery and installation of the Equipment, including any trade -up and buyout amounts (collectively, the °Total Cash Price') differs from the estimated Total Cash Price originally assumed for documentation purposes. 2. NO WARRANTIES. You are leasing the Equipment "AS -IS° AND WE MAKE NO WARRANTIES EITHER EXP.RESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTCULAR PURPOSE. 3. EQUIPMENT USE AND MAINTENANCE, RESTOCKING FEE. You will keep the Equipment at the location stated above and maintain it in good working condition, eligible for manufacturers certification, normal wear and tear excepted. You will pay for any repairs. It is solely Your duty to remove all sensitive or confidential data stored within the Equipment prior to returning it. You will pay all shipping expanses for the return of the Equipment to Us, to a location in the United States that We designate. We may charge You a restocking fee equal to two (2) lease payments. You agree that You wit not take the Equipment out of serlAce and have a third party pay or provide funds to pay the amounts due on this Lease. 4. ASSIGNMENT. You agree not to sell, assign or sublease either the Equipment or any right under this Lease without Our prior written consent We may sell or assign the Lease without notice and the new owner will not be subject to any claims, defenses or setoffs that You may have. 6. TAXES AND FEES. You will pay all excise, sales and use, personal property and all other taxes and charges which may be imposed during the term of this Lease, arising from the use, acquisition, ownership or leasing of the Equipment, whether due before or after termination of the Lease. You will reimburse Us for all administrative costs associated with the preparation, filing, payment, and other costs necessary to properly administer taxes associated with the Equipment Where required by law, We will file the personal property tax realms with respect to the Equipment, and You shall pay Us in advance, and when We require, the taxes that We anticipate will be due during the year. You further agree to pay Us a documentation fee to cover Our expenses in processing this Agreement 6. INSURANCE. You will maintain at Your expense (a) property insurance against the loss, (haft or destruction of, or damage to, the Equipment for its full replacement value. naming Us as loss payee, and (b) public liability and third party property insurance, naming Us as an additional insured, and give Us written proof of Your insurance. We reserve the right to reject Your insurance carrier. IF YOU DO NOT GIVE US EVIDENCE OF INSURANCE ACCEPTABLE TO US, WE HAVE THE RIGHT, BUT NOT THE OBLIGATION. TO OBTAIN INSURANCE COVERING OUR INTERESTS FOR THE TERM OF THIS LEASE. INCLUDING ANY RENEWAL OR EXTENSIONS. WE MAY ADD THE COSTS OF ACQUIRING AND MAINTAINING SUCH INSURANCE, AND OUR FEES FOR OUR ,:.ICES IN PLACING AND MAINTAI • SUCH INSURANCE (COLLECTIVELY, "INSURANCE CHARGE'), ON WHICH WE MAY EARN A PROFIT, TO THE AMOUNTS DUE FROM YOU UNDER THIS LEASE. Such insurance may duplicate coverage provided under Your existing policy. You wll pay the Insurance Charge in equal installments allocated to the remaining Lease Payments. You acknowledge that We are not required to secure or maintain any insurance, and We will not be liable to You if We terminate any insurance coverage that We arrange. 7. PURCHASE OPTION; AUTOMATIC RENEWAL If no default exists under this Lease, You wit have the option at the and of the initial or any renewal term to purchase at (but not less than all) of the Equipment at the Purchase Option price shown above, plus any applicable taxes. Unless the Purchase Option price is $1.00, You must give Us at least 90 days written notice before the end of the initial lease tens that You will purchase the Equipment or that You will return the Equipment to Us. If You do not give Us such written notice or 1 You do not purchase or deliver the Equipment in accordance with the temis and conditions of this Lease, this Lease will automatically renew for an additional 12 -month period, and then on a monthly basis until You exercise a purchase option or deliver the Equipment to Us. 8. DEFAULT AND REMEDIES. You shall be in default under this Lease if (a) You fail to make any Lease payment or other payment within 10 days of its due date, (b) You do not perform any of Your other obligations under this Lease and this failure continues for 10 days, (c) You become insolvent If a default occurs, We may do one or more of the following: (a) terminate the Lease, (b) require that You immediately pay to Us the balance of unpaid Lease payments plus the present value of the Equipment's anticipated residual value discounted at 3 % per annum plus any other amounts due under this Lease, (c) demand that You rearm the Equipment to Us, and (d) exercise any other legal right or remedy that We may have. H any Lease Payment is not paid to Us within 3 days of its due date, You wit owe Us a ate charge not to exceed the greater of 10% of each late payment or $20.00 (or such lesser amount as is the maximum allowable under applicable law.) You will pay all of Our coats and reasonable attorney's fees of enforcing Our rights against You . 9, OWNERSHIP; UCC. Unless you have a 51.00 purchase option, We are the owner of the Equipment and the Lease Is a 'finance lease' as defined in Article 2A of the UCC; however, in the event it is deemed to be a lease intended for security, You hereby grant to Us a first priority security interest in the Equipment. 10. INDEMNIFICATION. You are responsible tor any losses, damages, penalties, daims, suits and actions, induding attomeys' fees caused by or related to (a) the installation, ownership, use, rental, or possession of the Equipment or (b) any data You store within the Equipment 11. TRANSITION BILLING. In order to facilitate an orderly transaction, including and billing Date' Agreement will be the twe tieth (20) day of the month following installation. You agree to pay a prorated amount for the period between the Installation date and the Effective Date. This payment for the transition period will be based on the Lease Payment prorated on a 30-day calendar month and will be added to your first invoice. 12. MISCELLANEOUS. This is the entire agreement between the parties and supersedes all prior agreements, whether oral or written, concerning the subject matter hereof. THE EQUIPMENT WILL BE USED ONLY FOR BUSINESS PURPOSES. YOU CONFIRM THAT YOU DECIDED TO ENTER INTO THIS LEASE RATHER THAN PURCHASE THE EQUIPMENT. YOU AUTHORIZE US TO CORRECT OBVIOUS ERRORS OR SUPPLY MISSING INFORMATION IN THIS LEASE WITHOUT NOTICE TO YOU. YOU AGREE THAT THIS LEASE WILL BE GOVERNED BY THE LAWS OF THE STATE OF NEW JERSEY. YOU CONSENT TO THE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED WITHIN NEW JERSEY. IF A SIGNED COPY OF THIS AGREEMENT IS DELIVERED TO US, IT WILL BE BINDING ON YOU; HOWEVER, WE WILL NOT BE BOUND BY THIS AGREEMENT UNTIL WE ACCEPT IT BY MANUALLY SIGNING 11' OR BY PURCHASING THE EQUIPMENT SUBJECT TO THE AGREEMENT, WHICHEVER OCCURS FIRST. YOU AND WE EXPRESSLY WANE ANY RIGHTS TO ATRIAL BY JURY. Dat Print Name an Title manager umo sled ig : ure Joseph Todd CIO of Tukwila Print Name and Title >CCEPTANC OF DELIVERY /ou certi fy trial a the Equipment listed above has been furnished to You, and that delivery rid eongjtuns• •� the Lease have been reviewed and agreed to by You. Upon Your signing S• >Ifer.•- ou may contact for .uu.�rk,,•��r.,:�•.ti.... �. refer to You for the uttiteized Signature Joseph Todd CIO of Tukwila r' ^ Print Name and T1ae and installation has been fully completed and satisfedory and therefore you accept the Equipment. Further, ell terms below, Your promises herein will be irrevocable and unconditional. We have purchased the Equipment from the above tens of the Agreement. We are not the manufacturer, supplier or dealer of the Equipment. Date 8-10-2016 Electronic Business Machines Company - Lease Agreement - 1P 12R Te20 V14 07012012 s4- o.-f 02 0 n (S , • _ A•DDENDUM TO LEASE, RENTAL, OR OTHER FINANCE AGREEMENT Please fax •completed and signed Addendum to 1-866-329-8795 Questionstr need assistance? Call 1-866-550-8795 •AGREEMENT NUMBER: 4-1 04 Sq 5'1 Se LESSEE/CUSTOMER NAME: City of Tukwila / IT Department „....... :::.• .. LESSEE/CUSTOMER ADDRESS: 6200 Sciuthcenter Blvd. Tukwila; VVA.90188 •.-.- . . This Addendum supplements the provisions of the Value Lease --,::..— .• Agreement kientiged above . . . (.1kgree.menr.).. Yet: and We make this Addendum an integral part of the Age': ' — Capitalized terms used in this ArldenaMilhat are not defined- will have the meanings -Specified ln:.31§' Agreem this :.#py conflict between the Agreement and -this Addendum, then this Addendum will controlend prevail. . .•.:=.-1-11-.:0!--.., ..1A 1. Funding Intent YOu reasonably believe that sufficlent funds can be obtedned:te -02ke. ell Lease or Rental Payments . . and other POYrri6nts.dtiring the term of this Agreement You affirm' thaffundetO pektee6.6:Or Rental payments and other payments under this Agreement are available for Your current fiscal year You*ki:.:We agree that Your obligation to MAW Lease or Rental Payments under this .Agreement will be Your current expense and will not be interpreted to be a debt in violation of applicable law or constitutional limitations orrequIrements. Nothingcontained in this Agreement will be interpreted as a. pledge :of Your general tax funds ormoneys. 2, Use of EflIAIPMent. The Equipment will be operated and controlled by You and Will he used for essential .government. p.urposee an.crwili be essential for the term of this Agreement. 1 Signatures: You warrant YOu.have taken the necessary steps; including: any.h3gal bid requirements .under.applicable law -to arrange- for acquisition of the Equipment; the approval and execution has been in accordance with all applicable open meeting laws; and that a. resolution of Your governing body authorizing eXeCutltin of the Agreement has been duly adopted and remains in full force and effect _...........____ 4. Non--Appropriation. of 'Rinds. If sufficient funds are not appropriated and budgeted . by Your governing body in any &oaf year for Lease or Rental Payments or other payments due under this Agreement this Agreement will terminate as of . the test day of Yogr..0scal year for which funds for Lease. or .Rental Payments are Olable,', You *Iii give Us written notice within fifteen::(15) days of The occurrence of such non-appropriation, Such terrninitiiiiiiiS without any expense or POW; except for the portions of the Lease or Rental Payments and those expenses as 'ociateri ';iltith; Your return of the 'Equipment in acOOrdance•wih Section 3 of this Agreement for whi c'foods haVeae . -fIe te4:8,nd,ePpropriated or are Ptherwlaelegally available: You agree that, to the extent permitted .. b. ,.-.@w, 04 ye,:c...nti!'..,.!tayiningia this Agreement if any funds are approprieted by You or to You for the acquisition or use O ..equipment OriSkiiiee-Aerforrnitig similar functions to the Equipment Miring You fiscal year in which such termination would occur arid]. y..,YOli7144111:10t spend or commit funds for the acquisition or use of equipment or .servIces performing ttifictiairis. similaW. ',1fittvipfilent.;until the lacer year following the facet year forvihibh funds were first not available for the Lease or R4-..i.,4.,.{015'.1..Ari erite:.:' AIL other terms and -conditicins.ofthe Agreement:shall remain in full force end effect. city of Tukwila 1 City Attorneys. Office Lessor/OW X Auth attire. A 5 "'Rut ra. Print Nein 4 TO It 11')IlLgo ACCOUllt nate • . ft -Authoitzdrsignattire.„ ) • Joseph Todd Print Name and TitEu 7-11-261 Yiti4"e '14 . • Date • Adde,ndinnid-Agfeernent- MUN1:Universal PL V3 01012012 . •