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HomeMy WebLinkAbout20-054 - GreatAmerica Financial Services - Ruckus Copper Network Equipment20-054 Council Approval N/A AGREEMENT 'Pm GreatAmerica. gRERRIFINANCIAL SERVICES GREATAMERICA FINANCIAL SERVICES CORPORATION 625 FIRST STREET SE, CEDAR RAPIDS IA 52401 PO BOX 609, CEDAR RAPIDS IA 52406-0609 AGREEMENT NO.: 1562516 CUSTOMER ("YOU" OR "YOUR") - ' ' • FULL LEGAL NAME: Tukwila, City of AboREss: 6200 Southcenter Blvd TulcwIla, WA 98188-2544 VENDOR .(VENDOR IS NOT OUR AGENT AND IS NOT AUTHORIZED BY US TO ACT ON OUR BEHALF Oti 10 WAIVE OWA.TER ANY PROVISION OF THIS AGREEMENT) • R htl $ s Inc TYPE, MAKE, MODEL NUMBER, SERIAL NUMBER, AND INCLUDED ACCESSORIES Lace WA 2-Ruckus ICX7650 48-port; 24-port 100MbEfIGbE/2.5GbE/5Gb E/10GbE 2-Ruckus ICX 7650 advanced L3 License adds support for OSPF, BGP VRRP 2-Ruckus Essential Direct Support Remote Support -Technical Support - 3 Year 2-Ruckus 100GbE QSFP28 to QSFP28 Direct Attached, Passive Copper Cable SEE ATTACHED SCHEDULE EQUIPMENT LOCATION: 6300 Southcenter Blvd #202 Tukwila.. WA 98188 TERM IN MONTHS: 36 MONTHLY PAYMENT AMOUNr: $500.66 (PLUSTAX} PURCHASE OPTION*: $i .00 CONTRACT THIS AGREEMENT IS NON•CANCELABLE AND IRREVOCABLE. IT CANNOT BE TERMINATED. PLEASE READ CAREFULLY BEFORE SIGNING. PBS AGREEMENT AND ANY CLAIM RELATED TO THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF IOWA. ANY DISPUTE WILL BE ADJUDICATED IN A FEDERAL OR STATE COURT IN UNN COUNTY, IOWA. YOU HEREBY CONSENT TO PERSONAL JURISDICTION AND VENUE IN SUCH COURTS AND WAIVE TRANSFER OF VENUE. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL CUSTOMER'S AUTHORIZED S GNATURE BY SIGNING THIS PAGE, YOU REPRESENT TO US THAT YOU HAVE RECEIVED AND REAJHE ADDITIONAL TERMS AND CONDITIONS APPEARING ON THE SECOND THIS AGREEMENT AND PAY FOR THE EQUIPMENT. itiaSamEM jr ‘61 4/ -2114i) DATE PAGE OF THIS TWO•PAGE AGREEMENT. THIS AGREEMENT IS BINDING WE (As Stated Above) CUSTOMER IGNATURE GOVERNMENTAL CERTIFICATE s I, THE UNDERSIGNED, HEREBY CERTIFY THAT, AS OF THE DATE OF THE AGREEMENT, (A) THE INDIVIDUAL WHO EXECUTED THE AGREEMENT HAD FULL POWER AND AUTHORITY TO EXECUTE THE AGREEMENT AND (B) THE REPRESENTATIONS SET FORTH IN THE AGREEMENT IN THE PARAGRAPH TITLED "APPUCABLE TO GOVERNMENTAL ENTITIES N r TRU D ACCURATE IN ALL MATERIAL RESPECTS. GreatAmerica Financial Services Corporation LESSOR VG02CDGM(CS) 0510 04/20/20 PAGE 1 OF 2 PRINT NAME & TITLE 330 t / AGREEMENT. You want us to now pay your Vendor for the equipment and/or software referenced herein ('Equipment) and me amounts your Vendor included on the invoice to us for the Equipment for related installation, training, andlor implementafon costs, and you unconditionally agree to pay us the amounts payable under the teens of this agreement ('Agreement) each period by the due date. This Agreement wit begin on the date the Equipment is delivered to you or any later date we designate. We may charge you a one-time origination fee of $89.50. It any amount payable to us is past due, you will pay a late charge equal to:1) the greater of ten (10) cents for each dollar overdue or twenty -sit dollars ($26.00); a 2) the highest lawful charge, N less. NET AGREEMENT. THIS AGREEMENT IS NON -CANCELABLE FOR THE ENTIRE AGREEMENT TERM. YOU UNDERSTAND WE ARE PAYING FOR THE EQUIPMENT BASED ON YOUR UNCONDMONAL ACCEPTANCE OF IT AND YOUR PROMISE TO PAY US UNDER THE TERMS OF THIS AGREEMENT, WITHOUT SET -OFFS FOR ANY REASON, EVEN IF THE EQUIPMENT DOES NOT WORK OR iS DAMAGED, EVEN IF IT IS NOT YOUR FAULT. EQUIPMENT USE, You wit keep the Equipment in good working order, use l for business purposes only, not modify or move t from its initial location without our consent, end bear the risk of its non- compliance wlh applicable laws. You agree that you will not take the Equipment out of service and have a third party pay (or provide funds to pay) the arnounis due hereunder. You must resolve any dispute you may have concerning the Equipment with the manufacturer or Vendor. You will campy with all laws, ordinances, regulations, requirements and rules relating to the use and operation of the Equipment VENDOR SERVICES. Payments under this Agreement may include amounts you owe your Vendor under a separate arrangement (for maintenance, service, supplies, etc.), which amounts may be invoiced by us on your Vendor's behalf for your convenience. You wli look solely to your Vendor for performance under any such arrangement or 10 address any disputes arising thereunder. SOFTWAREIDATA, Except as provided in this paragraph, references to 'Equipment include any software referenced above or Instated on the Equipment. We do not own the software and cannot transfer any interest in It to you. We are not responsible for the software or the obligations of you or the licensor under any license agreement You are solely responsble for protecting and removing any confidential dataftmages stored on the Equipment prior to its return for any reason. NO WARRANTY. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABLITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU HAVE ACCEPTED THE EQUIPMENT "ASAS". YOU CHOSE THE EQUIPMENT, THE VENDOR AND ANY/ALL SERVICE PROVIDER(S) BASED ON YOUR JUDGMENT. YOU MAY CONTACT YOUR VENDOR FOR A STATEMENT OF THE WARRANTIES, IF ANY, THAT THE MANUFACTURER OR VENDOR IS PROVIDING. WE ASSIGN TO YOU ANY WARRANTIES GIVEN TO U$, ASSIGNMENT. You may not sell, assign or sublease the Equipment or this Agreement without our written consent. We may sell or assign this Agreement or our rights In the Equipment, in whole or in part, to a third party without notice to you. You agree that N we do so, the assignee will have our rights but will not be subject b any claim, defense, or set-off asserteble against us or anyone else. LOSS OR DAMAGE. You are responsbla ter any damage to or loss of the Equipment No such loss or damage wil relieve you from your payment obligations hereunder. We are not responsible for, and you will indemniy us against, any daims, losses or damages, including attorney fees, in any way relating to the Equipment or data stored on ft. In no event Wit we be liable for any consequential or indirect damages. INSURANCE. You agree to maintain commercial general iabiliy insurance acceptable to us. You also agree to:1) keep the Equipment fury insured against loss at its replacement cost, with us named as loss payee; end 2) provide proof of Insurance satisfactory to us no later than 30 days blowing the commencement of this Agreement, and thereafter upon our written request If you tad to maintain property loss insurance satisfactory to us and/or you fail to timely pmvide proof of such insurance, we have the option. but not the obligation, to secure property loss insurance on the Equipment from a carrier of our choosing In such Ions and amounts as we deem reasonable to protect our Interests. If we secure insurance on the Equipment, we wit not name you as an Insured party, your interests may not be My protected, and you will reimburse us the premium which may be higher than the premium you would pay t you obtabed insurance, and which may result in a profit to us through an investment in relnsurance. If you are current in all of your obligations under the Agreement at the time of lass, any insurance proceeds received will be applied, at our option, to repair or replace the Equipment, or to pay us the remaining payments due or to become due under this Agreement, plus our booked residual, both discounted et 3% per annum. OWNERSHIP. You own the Equipment, including any software license rights granted to you, N any, by us or any third party supplier(s). You hereby grant us a security interest in the Equipment to secure your performance under this Agreement, to be released at the end of the term provided you have performed at of your obigations under this Agreement. TAXES. You will pay when due, either directly or by reimbursing us, all taxes and fees relating to the Equipment and this Agreement. You agree to fie any required personal property tax returns. Sales or use tax due upfront will be payable over the term with a finance charge. DEFAULTIREMEDIES. If a payment becomes 10+ days past due, or N you otherwise breach this Agreement you will be in default, and we may require that you rectum the Equipment to us at your expense and pay us: 1) all past due amounts and 2) all remaining payments for the unexpired temp, plus our booked residual, discounted at 3% per annum; and we may disable or repossess the Equipment and use at other legal remedies available to us. You agree to pay all costs and expenses (including reasonable attorney fees) we incur in any dispute with you related b this Agreement, You agree to pay us 1.5% interest per month on at past due amounts. UCC. You agree that this Agreement is (and/or shall be treated as) a'Fnance Lease' as that term Is defined in Article 2A of the Uniform Commercial Code ('UCC). You agree to forgo the rights and remedies provided under sections 507-522 of Article 2A of the UCC. MISCELLANEOUS, This Agreement is the entire agreement between you and us relating to the Equipmerd and supersedes any prior representations or agreements, including any purchase orders. Amounts payable under this Agreement may include a profit to us. The parties agree that the original hereof for enforcement and perfection purposes, and the sole 'record' constituting 'chattel paper" under the UCC, is the paper copy hereof bearing (i) the original or a copy of either your manual signature or an elecfronlcaly applied indication of your intent to enter into this Agreement, and (ti) our original manual signature. If a court finds any provision of this Agreement unenbrceabb. the remaining terns of this Agreement shall remain in effect. You authorize us to ether Insert or correct the Agreement number, serial numbers, modal numbers, beginning date, and signature date, and adcrawledge that if your Vendor tilled In any blanks above, they did so on your behalf. All other modifications to the Agreement must ben writing signed by each party. APPLICABLE TO GOVERNMENTAL ENTITIES ONLY You hereby represent and warrant to us that as of the dale of the Agreement (a) the individual who executed the Agreement had full power end authority to execute the Agreement on your behalf; (b) all required procedures necessary to make the Agreement a legal and binding obligation against you have been followed; (c) the Equipment will be operated and oonbdled by you and cods be used for essential government purposes fa the entke tern of the Agreement (d) that all payments due and payable for the current fiscal year are within the current budget end ere within an available, unexhausled, and unencumbered appropriation; (e) you intend to pay all amounts payable under the terns of the Agreement when due, if funds are legally evadable to do so; (i) your obligations to remit amounts under the Agreement conetitule a current expense and not a debt under applicable state law, (g) no provision of the Agreement constitutes a pledge of your tax or general revenues; and (h) you will comply wih any appficabb information mooring requirements of the lox code, which may include 8038-Gar 8038-GC Information Realms. If funds are not appropriated b pay amounts due under the Agreement for any bane fiscal period, you shall have the right b return the Equipment and terminate the Agreement on the last day of the fiscal period for which funds were available, without penalty or additional expense to you (other than the expense of returning the Equipment to the location designated by us), provided that at least thirty (30) days prior to the start of the fiscal period for which funds ware not appropriated, your Chief Executive Officer (or Legal Counsel) delvers to us a certificate (or )pinion) certifying that (a) you are a state or a fully constituted poltcal subdivision or agency of the stale in which you are boated; (b) funds have not been appropriated for the applicable fiscal period to pay amounts due under the Agreement; (c) such non -appropriation did not result from any act or failure to ad by you; and (d) you have exhausted all funds legally evadable for the payment of amounts due under the Agreement. You agree that this paragraph shall only apply if, and to the extent that, state law precludes you from entering into the Agreement N the Agreement constitutes a mull•yeer uncondtaaai payment obligation. Agreement No.:1582518 Initials VG02CDGM(CS) 0510 04/20/20 PAGE 2 OF 2 33 ecit W h� Amendment This Amendment amends that certain agreement by and between GreatAmerica Financial Services Corporation ("Lessor') and City of Tukwila ("Customer") which agreement is identified in the Lessors internal books and records as Agreement No. 1562516 (the "Agreement"). All capitalized terrns used in this Amendment, which are not otherwise defined herein, shall have the meanings given to such terms in the Agreement. Lessor and Customer have mutually agreed that the following modifications be made to the Agreement 1. The sentence in the section entitled "AGREEMENT" which reads, This Agreement will begin on the date the Equipment is delivered to you or any later date we designate," is hereby deleted and replaced with the following: "This Agreement will begin on the date we verify with you by telephone or In writing of your acceptance of the Equipment." Except as specifically modified by this Amendment, all other terms and conditions of the Agreement remain in full force and effect. If, and to the extent there is a conflict between the terms of this Amendment and the terms of the Agreement, the terms of this Amendment shall control. A copy of this document containing your original or facsimile signature or other indication of your intent to agree to the terms set forth herein shall be enforceable for all purposes. This Amendment is not binding until accepted by Lessor. GreatAmerlca Financial Services Corporation City of Tukwila Lessor By:( .•-• . onsture Date Accepted: Print Dame & Title Print Mame &"ruteitille56- IL- tt/2-71/2-0 TukwEaCit1582516.O3szo Date: PAGE Of 1 QUOTE RIGHT! SYSTEMS INC Customer City of Tukwila Bao Trinh (206) 454-7572 6300 Southcenter Blvd #202 Tukwila, WA 98188 United States Terms: Net 30 Days Special Instructions: Right! Systems, Inc. 11911 NE 1st Street Suite 212 Bellevue, WA 98005 Phone: (206) 271-8866 Bill To City of Tukwila Bao Trinh (206) 454-7572 6300 Southcenter Blvd #202 Tukwila, WA 98188 United States Date Quote # SalesRep Carrie Sovde Prepared By Jared Luther Customer Contact Bao Trinh (206) 454-7572 Bao.Trinh@TukwilaWA.gov 04/01/20 RSIQ49219-04 (206) 271-8866 800-571-1717 Ship To City of Tukwila Bao Trinh (206) 454-7572 6300 Southcenter Blvd #202 Tukwila, WA 98188 United States Ship Via: Ground Description: Ruckus ICX7650 Copper Switches Description 1 Ruckus ICX7650 48-port; 24-port 100MbE/1GbE/2.5GbE/5Gb E/10GbE POH, 24-port 1 GbE switch PoE+, 4xQSFP (either 2x100G or 4x4OG active), modular slot bundle includes two 1000W AC power supplies and two fans, front to back airflow, port modules sold separately 2 Ruckus ICX 7650 advanced L3 License adds support for OSPF, BGP VRRP, PIM, PBR, VRF 3 Ruckus Essential Direct Support Remote Support -Technical Support - 3 Year 4 Ruckus 100GbE QSFP28 to QSFP28 Direct Attached, Passive Copper Cable, 1m Part # ICX7650-48ZP-E2 ICX7650-PREM-LIC ICX7650-SVL-RMT-3 2 $1,208.96 E100G-QSFP-QSFP-P-0101 2 $167.30 Sub Total Sales Tax Grand Total Purchase Options: [) $1 Lease - 36 Payments of $500.66 Qty 2 $6,015.04 $12,030.08 $451.13 $902.26 $2,417.92 $334.60 $15,684.86 $1,568.49 $17,253.35 Title (qr 5 J r 1j 5 —Date ` t/Z--/z By signing and dating the above referenced quote, customer authorizes purchase and agrees to Right! Systems terms and conditions. Right! Systems, Inc. Terms and Conditions Right! Systems Inc. Standard Terms and Conditions apply. Terms are N30 OAC. Applicable sales tax and freight are excluded and will be calculated at the time of shipping unless specifically requested. Pricing is valid until the end of each month and pricing may be subject to change. All returns are subject to authorization and will be subject to a 15% restocking fee. A copy of our standard Terms and Conditions may be requested by contacting 1-800-571-1717. Lease Terms and Conditions The leasing information provided is a proposal and is subject to credit approval. The proposal provides an approximate monthly/or yearly payment option for the items listed above, based upon the contract type and lease term. Additional leasing options are available upon request. Taxes, fees and insurance are not included. Any change to the above quoted items will require an updated leasing proposal. 04/01/20 Jared Luther Opportunity #: 88196 © 2015-2020 Right! Systems Inc. v04.111517 Page 1 of 1