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CC SR 20181218 F - Canon Copier Lease AgreementsRANCHO PALOS VERDES CITY COUNCIL MEETING DATE: 12/18/2018 AGENDA REPORT AGENDA HEADING: Consent Calendar AGENDA DESCRIPTION: Consideration and possible action to enter an agreement with Canon Solutions America, Inc. to upgrade the existing fleet of multifunction copiers RECOMMENDED COUNCIL ACTION: (1) Authorize Staff to execute an agreement with Canon Solutions America, Inc. (Canon) to lease six (6) new multifunction copiers and renew maintenance on the two (2) remaining copiers for thirty-six (36) months. FISCAL IMPACT: The funds for this upgrade have been included in the approved FY18-19 budget. Amount Budgeted: $45,000.00 (Repair & Maintenance Services) $65,751.94 (Equipment Replacement) Additional Appropriation: N/A Account Number(s): 101-400-1470-5201 681-400-0000-8101 ORIGINATED BY: Lukasz Buchwald, IT Manager REVIEWED BY: Gabriella Yap, Deputy City Manager APPROVED BY: Doug Willmore, City Manager ATTACHED SUPPORTING DOCUMENTS: A. Canon – Lease Agreement #S0891676.01 (page A-1) B. Canon – Lease Upgrade, Trade-in or Buy-out Reimbursement Addendum to Agreement #S0891676.01 (page B-1) C. Canon – Maintenance Agreement (page C-1) D. Canon – Acquisition Agreement Lease or Purchase (page D-1) E. Canon/IT – Cost Analysis (page E-1) BACKGROUND AND DISCUSSION: Currently the City uses a fleet of seven (7) Canon multifunction copiers, which are heavily utilized and relied upon in day-to-day business operations. The current make-up of the fleet is as follows: 1 As the units age, the printing cost becomes increasingly expensive and the need to request repairs or maintenance becomes more frequent, oftentimes impacting already- tight deadlines faced by Staff. Technology advancements and efficiency improvements made over the past few years have introduced a newer generation of multifunction copiers that are not only significantly cheaper to operate, but also offer additional features like wireless printing and increased security. Due to the fact that the existing devices have been introduced over a long period of time and have varying contract expiration dates, it would be cumbersome and difficult to replace them one or two at a time as they reach the end of their useful lives. The proposal from Canon utilizes National IPA terms and pricing. National IPA is a leading cooperative purchasing organization for public agencies, educational institutions and non-profits across the United States. National IPA competitively bids and awards contracts to national vendors in accordance with purchasing procedures mandated by state procurement laws and regulations. The City Manager has the authority to purchase services and equipment outside of the normal bidding process as described in Rancho Palos Verdes Municipal Code Section 2.44.050 below: The City Manager may purchase services, supplies and equipment for which the city would normally follow its own bid procedures from a vendor awarded a bid by another public agency if said agency utilized procedures substantially the same as those normally used by the city. The amount of the purchase shall be based on the price bid in the other jurisdiction. Staff recommends: • Replacing the five (5) oldest units with new, leased multifunction Canon copiers; • Renewing service agreements for the newest two (2) remaining units for thirty-six (36) months; and, • Leasing one (1) additional, new Canon multifunction copier for Public Works (Maintenance Division) and Human Resources. 2 The additional copier will allow Public Works (Maintenance Division) Staff to have a place to print their large jobs (the other Public Works unit is already heavily utilized) and Human Resources Staff to have a more confidential and secure place for copying and scanning documents. Staff’s recommended approach also offers additional benefits: • All Canon units (new leases and the remaining City-owned) will have a coterminous 36-month agreement, at the end of which the City can opt to replace the entire fleet or re-evaluate viable options • The City will maintain one single vendor to manage and support all copiers: o No need to train Staff to use multiple brands/solutions o One type of toner required, no need to order/store multiple brands o Easier to administer and troubleshoot • Additional security features • No annual service and maintenance increase for next thirty-six (36) months • Increased reliability because copiers under warranty can be replaced if needed for no additional cost Monthly lease cost for six (6) new units ($2,005.42 per month or $24,065.16 per year) will total of $72,195.48 over the 36-month lease term, to be funded from the Equipment Replacement Fund quarterly (Attachment E). A total of $65,751.94 has been accumulated in Equipment Replacement up to date and there will be a total of $93,151.94 accumulated by end of FY20-21. The anticipated average cost for maintenance and usage for all the eight (8) copiers ($2,525 per month or $30,300 per year) will total $90,900, to be funded from the Repair and Maintenance Services Fund. The total anticipated cost over the term of the lease is $163,095.48 comparing to the total expected cost of $228,151.94 should the City decide to purchase new units when the existing ones reach their end-of-life (3 years of maintenance and service at $45,000 per year plus $93,151.94 from Equipment Replacement Fund). Additional details are provided in Attachment E. ALTERNATIVES: In addition to the Staff recommendation, the following alternative actions are available for the City Council’s consideration: 1. Direct Staff to seek other options and explore other vendors 2. Provide other direction as appropriate. 3 CANON SOLUTIONS AMERICA, INC. LEASE AGREEMENT CFS-1020 (03/18) CANON FINANCIAL SERVICES, INC. (“CFS”) Remittance Address: 14904 Collections Center Dr. Chicago, Illinois 60693 Phone: (800) 220-0200 CFS’ AGREEMENT NUMBER: COMPANY LEGAL NAME DBA PHONE (“Customer”) BILLING ADDRESS CITY COUNTY STATE ZIP EQUIPMENT ADDRESS CITY COUNTY STATE ZIP EQUIPMENT INFORMATION NUMBER AND AMOUNT OF PAYMENTS Quantity Serial Number Make/Model/Description Number of Payments Payment Amount * Term in months: Payment Frequency: Monthly Quarterly Other: Number of Payments in Advance: End of Term Purchase Option: Fair Market Value $1.00 Other ($ or %): Total Amount Due at Signing *: * Plus Applicable Taxes (estimated) THIS AGREEMENT IS NON-CANCELABLE BY CUSTOMER. CUSTOMER REPRESENTS THAT ALL ACTION REQUIRED TO AUTHORIZE EXECUTION OF THIS AGREEMENT ON BEHALF OF CUSTOMER BY THE FOLLOWING SIGNATORIES HAS BEEN TAKEN. THE UNDERSIGNED HAS READ, UNDERSTANDS AND HEREBY AGREES TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. ACCEPTED AUTHORIZED CUSTOMER SIGNATURE CANON FINANCIAL SERVICES, INC. By: X Title: By: Printed Name: Email Address: Title: Tax ID#: If proprietor, DOB: Date: Date: By: X Title: Printed Name: Email Address: To: Canon Financial Services, Inc. (“CFS”) ACCEPTANCE CERTIFICATE Customer certifies that (a) the Equipment referred to in this Agreement has been received, (b) installation has been completed, (c) the Equipment has been examined by Customer and is in good operating order and condition and is, in all respects, satisfactory to Customer, and (d) the Equipment is irrevocably accepted by Customer for all purposes under this Agreement. Accordingly, Customer hereby authorizes billing under this Agreement. Signature: Printed Name: Title (if any): Date: TERMS AND CONDITIONS 1. AGREEMENT: CFS leases to Customer, a organized under the laws of the State of , with its chief executive office at , and Customer leases from CFS, with its place of business at 158 Gaither Drive, Suite 200, Mount Laurel, New Jersey 08054, all the equipment described above, together with all replacement parts and substitutions for and additions to such equipment ("Equipment"), upon the terms and conditions set forth in this Lease Agreement (“Agreement”). 2. TERM OF AGREEMENT: This Agreement shall be effective on the date the Equipment is delivered to Customer, provided Customer executes CFS’ form of acceptance (“Acceptance Certificate”) or otherwise accepts the Equipment as specified herein. The term of this Agreement begins on the date accepted by CFS or any later date that CFS designates, and shall consist of the payment periods specified above and any renewal periods. After acceptance of the Equipment, Customer shall have no right to revoke such acceptance or cancel this Agreement during the term hereof. The term of this Agreement shall end, unless sooner terminated by CFS, when all amounts required to be paid by Customer under this Agreement have been paid as provided and either (a) Customer has purchased the Equipment in accordance with the terms hereof or (b) the Equipment has been returned at the end of the scheduled term or renewal term in accordance with the terms hereof. Customer has no right to return the Equipment to CFS prior to the end of the scheduled term of this Agreement for any reason whatsoever, including, without limitation, payment of all amounts due hereunder prior to the end of the scheduled term. 3. PAYMENTS: Customer agrees to pay to CFS, as invoiced, during the term of this Agreement, (a) the payments specified under “Number and Amount of Payments” above, and (b) such other amounts permitted hereunder as invoiced by CFS (“Payments”). The Payment and the End of Term Purchase Option (“Purchase Option”) price specified above are based on the supplier's best estimate of the cost of the Equipment. Customer authorizes CFS to adjust the Payment and Purchase Option herein by up to fifteen percent (15%) if the actual total cost of the Equipment, including any sales or use tax, is more or less than originally estimated. Customer’s obligation to pay all amounts due under this Agreement and all other obligations hereunder shall be absolute and unconditional and is not subject to any abatement, set-off, defense or counterclaim for any reason whatsoever. 4. APPLICATION OF PAYMENTS: All Payments received by CFS from Customer under this Agreement will be applied to amounts due and payable hereunder chronologically, based on the date of the charge as shown on the invoice for each such amount, and among amounts having the same date in such order as CFS, in its discretion, may determine. 5. ADVANCE PAYMENTS: Customer agrees that CFS may in its sole discretion apply, but shall not be obligated to apply, any amount paid in advance to any amount due or to become due hereunder, and in no event shall any amount paid in advance earn interest except where required by applicable law. 6. NO CFS WARRANTIES: CUSTOMER ACKNOWLEDGES THAT CFS IS NOT A MANUFACTURER, DEALER, OR SUPPLIER OF THE EQUIPMENT. CUSTOMER AGREES THAT THE EQUIPMENT IS LEASED “AS IS” AND IS OF A SIZE, DESIGN, AND CAPACITY SELECTED BY CUSTOMER. CUSTOMER ACKNOWLEDGES THAT CFS HAS MADE NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE SUITABILITY OR DURABILITY OF THE EQUIPMENT, THE ABSENCE OF ANY CLAIM OF INFRINGEMENT OR THE LIKE, OR ANY OTHER REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE EQUIPMENT INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Any warranty with respect to the Equipment made by the manufacturer, dealer, or supplier is separate from, and is not a part of, this Agreement and shall be for the benefit of CFS, Customer and CFS' successors and assignees, if any. So long as Customer is not in breach or default of this Agreement, CFS assigns to Customer any warranties (including those agreed to between Customer and the manufacturer, dealer, or supplier) which CFS may have with respect to any item of Equipment; provided that the scope and limitations of any such warranty shall be solely as set out in any agreement between Customer and such manufacturer, dealer, or supplier or as otherwise specified in warranty materials from such manufacturer, dealer, or supplier and shall not include any implied warranties arising solely from CFS’ acquisition of the Equipment. CUSTOMER ACKNOWLEDGES THAT NEITHER THE SUPPLIER NOR ANY DEALER IS AUTHORIZED TO WAIVE OR ALTER ANY TERM OF THIS AGREEMENT OR ANY SCHEDULE, OR TO MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THIS AGREEMENT OR THE EQUIPMENT ON BEHALF OF CFS. 7. ACCEPTANCE; DELIVERY: Customer's execution of the Acceptance Certificate, or other confirmation of Customer’s acceptance of the Equipment, shall conclusively establish that the Equipment has been delivered to and accepted by Customer for all purposes of this Agreement and Customer may not, for any reason, revoke that acceptance; however, if Customer has not, within ten (10) days after delivery of such Equipment, delivered to CFS written PERSONAL GUARANTY The undersigned, (whether one or more are specified, ''Guarantor(s)”), in consideration of CANON FINANCIAL SERVICES INC. (“CFS”) entering into an Agreement (together with any schedules or supplements thereto, “Agreement”) with Customer identified above (“Customer”) irrevocably and unconditionally, jointly and severally, guarantee to CFS, and its successors and assigns, the payment when due of all amounts owed under the Agreement (whether at maturity or upon the occurrence of an event of default or otherwise) and the performance by Customer of all terms of the Agreement and any other transaction between Customer and CFS (collectively, “Liabilities”). If Customer shall fail to pay or perform any Liabilities when due, Guarantors shall, upon demand, pay any amounts which may be due from Customer and take any action required of Customer under the Agreement. This is an absolute and continuing guaranty, and Guarantors’ liability under this Guaranty is primary and will not be affected by any settlement, extension, renewal or modification of the Agreement or any discharge or release of Customer's obligations whether by agreement or operation of law. If any payment on the Liabilities is thereafter set aside, recovered or required to be returned for any reason (including without limitation the bankruptcy, insolvency or reorganization of Customer or any other person), the Liabilities to which such payment was applied shall for the purposes of this Guaranty be deemed to have continued in existence, notwithstanding such application, and this Guaranty shall be enforceable as to such Liabilities as fully as if such application had never been made. This Guaranty may be terminated only upon sixty (60) days’ prior written notice to CFS, and such termination shall be effective only as to Liabilities arising under schedules, supplements, or agreements entered into after the effective date of termination and shall not affect CFS' rights under this Guaranty arising out of the Agreement or other agreements entered into prior to such date. Guarantors waive all damages, demands, presentments and notices of every kind and nature, any rights of set-off, and any defenses available to a guarantor (other than the defense of payment and performance in full) under applicable law. Guarantors further waive any (i) notice of the incurring of indebtedness by Customer and the acceptance of this Guaranty, (ii) right to require suit against Customer or any other party before enforcing this Guaranty and (iii) right of subrogation to CFS' rights against Customer until the Liabilities are satisfied in full. Any (a) renewals and extensions of time of payment, (b) release, substitution or compromise of or realization upon the Equipment, other guaranties or any collateral security and (c) exercise of any other right under this or any other agreement between CFS and Customer or any third party, may be made, granted and effected by CFS without notice to Guarantors and without in any manner affecting Guarantors' liability under this Guaranty. Guarantors shall pay all expenses (including attorneys’ fees and legal expenses) paid or incurred by CFS in endeavoring to collect the Liabilities, or any part thereof and in enforcing the Guaranty. THIS GUARANTY SHALL FOR ALL PURPOSES BE DEEMED A CONTRACT ENTERED INTO IN THE STATE OF NEW JERSEY. THE RIGHTS OF THE PARTIES UNDER THIS GUARANTY SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW JERSEY WITHOUT REFERENCE TO CONFLICT OF LAW PRINCIPLES. ANY ACTION BETWEEN GUARANTORS AND CFS SHALL BE BROUGHT IN ANY STATE OR FEDERAL COURT LOCATED IN THE COUNTY OF CAMDEN OR BURLINGTON, NEW JERSEY, OR AT CFS' SOLE OPTION, IN THE STATE WHERE ANY GUARANTOR, CUSTOMER OR EQUIPMENT IS LOCATED. GUARANTORS, BY THEIR EXECUTION AND DELIVERY HEREOF, IRREVOCABLY WAIVE OBJECTIONS TO THE JURISDICTION OF SUCH COURTS AND OBJECTIONS TO VENUE AND CONVENIENCE OF FORUM. GUARANTORS, BY THEIR EXECUTION AND DELIVERY HEREOF, AND CFS, BY ITS ACCEPTANCE HEREOF, HEREBY IRREVOCABLY WAIVES ANY RIGHT TO A JURY TRIAL IN ANY SUCH PROCEEDINGS. Guarantors agree that CFS may accept a facsimile or other electronic transmission of this Guaranty as an original, and that facsimile or electronically transmitted copies of Guarantors’ signatures will be treated as an original for all purposes. Printed Name: Signature: (no title) Date: Address: Phone: CFS-1020 (03/18) Page 1 of 2 SEE NEXT PAGE FOR ADDITIONAL TERMS AND CONDITIONS S0891676.01 CITY OF RANCHO PALOS VERDES 310.514.5311 30940 HAWTHORNE BLVD RANCHO PALOS VERDES LOS ANGELES CA 90275-5391 Please View Equipment Schedule A 36 $2,005.43 36 4 0 4 $0.00 NA NA A-1 notice of non-acceptance, specifying the reasons therefor and specifically referencing this Agreement, Customer shall be deemed to have irrevocably accepted such Equipment. CFS is the lessor and Customer is the lessee of the Equipment under this Agreement. As between CFS and Customer only, this Agreement shall supersede any Customer purchase order in its entirety, notwithstanding anything to the contrary contained in any such purchase order. Customer agrees to waive any right of specific performance of this Agreement and shall hold CFS harmless from damages if for any reason the Equipment is not delivered as ordered, if the Equipment is unsatisfactory or if CFS does not execute this Agreement. Customer agrees that any delay in delivery of the Equipment shall not affect the validity of this Agreement. 8. LOCATION; LIENS; NAMES; OFFICES: Customer shall not move the Equipment from the location specified herein except with the prior written consent of CFS. Customer shall keep the Equipment free and clear of all claims and liens other than those in favor of CFS. Customer's legal name (as set forth in its constituent documents filed with the appropriate governmental office or agency) is as set forth herein. The jurisdiction of organization and chief executive office address of Customer are as set forth herein. Customer shall provide CFS with written notice at least thirty (30) days prior to any change of its legal name, chief executive office address or its form of organization (including, without limitation, its jurisdiction of organization), and shall execute and deliver to CFS such documents as required or appropriate. 9. WARRANTY OF BUSINESS PURPOSE; USE; PERSONAL PROPERTY; FINANCING STATEMENTS: Customer represents and warrants that the Equipment will not be used for personal, family, or household purposes. Customer shall comply with all laws and regulations relating to the use and maintenance of the Equipment. Customer shall put the Equipment only to the use contemplated by the manufacturer. The Equipment shall remain personal property regardless of whether it becomes affixed to real property or permanently rests upon any real property or any improvement to real property. Customer authorizes CFS (and any third party filing service designated by CFS) to execute and file (a) financing statements evidencing the interest of CFS in the Equipment (including forms containing a broader description of the Equipment than the description set forth herein), (b) continuation statements in respect thereof, and (c) amendments thereto, and Customer irrevocably waives any right to notice thereof. 10. INDEMNITY: Customer shall reimburse CFS for and defend CFS against any claim for losses or injury caused by the Equipment. This Section shall survive termination of this Agreement. 11. MAINTENANCE; ALTERATIONS: Customer shall keep and maintain the Equipment in good working order and shall, at Customer’s expense, supply and install all replacement parts and accessories when required to maintain the Equipment in good working condition. Customer shall not, without the prior written consent of CFS, make any changes or substitutions to the Equipment. Any and all replacement parts, accessories, authorized changes to and/or substitutions for the Equipment shall become part of the Equipment and subject to the terms of this Agreement. 12. TAXES; OTHER FEES AND CHARGES: CUSTOMER SHALL PAY AND DISCHARGE WHEN DUE ALL LICENSE AND REGISTRATION FEES, ASSESSMENTS, SALES, USE, PROPERTY AND OTHER TAXES, AND OTHER EXPENSES AND CHARGES, together with any applicable penalties, interest, and administrative fees now or at any time imposed upon any Equipment, the Payments, or Customer's performance or non-performance of its obligations hereunder, whether payable by or assessed to CFS or Customer. If Customer fails to pay any such fees, assessments, taxes, expenses or charges as required hereunder, CFS shall have the right but not the obligation to pay those fees, assessments, taxes, expenses and charges, and Customer shall promptly reimburse CFS, upon demand, for all such payments made plus administrative fees and costs, if any. Customer acknowledges that, where required by law, CFS will file any notices and pay personal property taxes levied on the Equipment. Customer shall reimburse CFS for the expense of such personal property taxes as invoiced by CFS and pay CFS a processing fee not to exceed $50 per year per item of Equipment that is subject to such tax. Customer agrees that CFS has not, and will not, render tax advice to Customer, and that payment of such taxes is an administrative act. ON THE DATE OF THE FIRST SCHEDULED PAYMENT AND THE DATE OF THE FIRST SCHEDULED PAYMENT AFTER THE ADDITION OF ANY EQUIPMENT, CUSTOMER SHALL PAY TO CFS A DOCUMENTATION FEE, IN THE AMOUNT OF $85, TO REIMBURSE CFS FOR ITS ADMINISTRATIVE AND RECORDING COSTS. 13. INSURANCE: Customer, at its sole cost and expense, shall, during the term hereof including all renewals and extensions, obtain, maintain and pay for (a) insurance against the loss, theft, or damage to the Equipment for the full replacement value thereof, and (b) comprehensive public liability and property damage insurance. All such insurance shall provide for a deductible not exceeding $5,000 and be in form and amount, and with companies satisfactory to CFS. Each insurer providing such insurance shall name CFS as additional insured and loss payee and provide CFS thirty (30) days’ written notice before the policy in question shall be materially altered or canceled. Customer shall pay the premiums for such insurance, shall be responsible for all deductible portions thereof, and shall deliver certificates or other evidence of insurance to CFS. The proceeds of such insurance, at the option of CFS, shall be applied to (a) replace or repair the Equipment, or (b) pay CFS the “Remaining Lease Balance”, which shall be the sum of: (i) all amounts then owed by Customer to CFS under this Agreement; plus (ii) the present value of all remaining Payments for the full term of this Agreement; plus (iii) the “Asset Value,” which shall be: (A) for an Agreement with a $1.00 Purchase Option, $1.00; (B) for an Agreement with a Fair Market Value Purchase Option or no Purchase Option selected, the Fair Market Value of the Equipment (as defined herein); and (C) for an Agreement with an Other Purchase Option, the respective dollar amount of such Purchase Option indicated on the face of this Agreement; plus (iv) any applicable taxes, expenses, charges and fees. For purposes of determining present value under this Agreement, Payments shall be discounted at three percent (3%) per year. Customer hereby appoints CFS as Customer's attorney-in-fact solely to make claim for, receive payment of, and execute and endorse all documents, checks, or drafts for any loss or damage to Equipment under any such insurance policy. If within ten (10) days after CFS’ request, Customer fails to deliver satisfactory evidence of such insurance to CFS, then CFS shall have the right, but not the obligation, to obtain insurance covering CFS’ interests in the Equipment, and add the costs of acquiring and maintaining such insurance, and an administrative fee, to the amounts due from Customer under this Agreement. CFS and any of its affiliates may make a profit on the foregoing. 14. LOSS; DAMAGE: Customer assumes and shall bear the entire risk of loss, theft of, or damage to the Equipment from any cause whatsoever, effective upon delivery to Customer. No such loss, theft or damage shall relieve Customer of any obligation under this Agreement. In the event of damage to any Equipment, Customer shall immediately repair such damage at Customer's expense. If any Equipment is lost, stolen, or damaged beyond repair, Customer, at the option of CFS, will (a) replace the same with like equipment in a condition acceptable to CFS and convey clear title to such equipment to CFS (and such equipment will become “Equipment” and be subject to the terms of this Agreement), or (b) pay CFS the Remaining Lease Balance. Upon CFS’ receipt of the Remaining Lease Balance, CFS shall transfer the applicable Equipment to Customer “AS-IS, WHERE-IS” without any representation or warranty whatsoever, except for title, and this Agreement shall terminate with respect to such Equipment. 15. DEFAULT: Any of the following events or conditions shall constitute an Event of Default under this Agreement: (a) Customer defaults in the payment when due of any indebtedness of Customer to CFS, whether or not arising under this Agreement, without notice or demand by CFS; (b) Customer or any guarantor of Customer’s obligations hereunder (“Guarantor”) ceases doing business as a going concern; (c) Customer or any Guarantor becomes insolvent or makes an assignment for the benefit of creditors; (d) a petition or proceeding is filed by or against Customer or any Guarantor under any bankruptcy or insolvency law; (e) a receiver, trustee, conservator, or liquidator is appointed for Customer, any Guarantor, or any of their property; (f) any statement, representation or warranty made by Customer or any Guarantor to CFS is incorrect in any material respect; or (g) Customer or any Guarantor who is a natural person dies. 16. REMEDIES: Upon the happening of any one or more Events of Default, CFS shall have the right to exercise any one or all of the following remedies (which shall be cumulative), simultaneously, or serially, and in any order: (a) to require Customer to immediately pay all Payments hereunder (whether or not then due) and other amounts due under this Agreement, with CFS retaining title to the Equipment; (b) to terminate any and all agreements with Customer; (c) with or without notice, demand or legal process, to enter upon the premises wherever the Equipment may be found, to retake possession of any or all of the Equipment, and (i) retain such Equipment and all Payments and other sums paid hereunder, or (ii) sell the Equipment and recover from Customer the amount by which the Remaining Lease Balance exceeds the net amount received by CFS from such sale; or (d) to pursue any other remedy permitted at law or in equity. CFS (i) may dispose of the Equipment in its then present condition or following such preparation and processing as CFS deems commercially reasonable; (ii) shall have no duty to prepare or process the Equipment prior to sale; (iii) may disclaim warranties of title, possession, quiet enjoyment and the like; and (iv) may comply with any applicable state or federal law requirements in connection with a disposition of the Equipment and none of the foregoing actions shall be deemed to adversely affect the commercial reasonableness of the disposition of the Equipment. If the Equipment is not available for sale, Customer shall be liable for the Remaining Lease Balance and any other amounts due under this Agreement. No waiver of any of Customer's obligations, conditions or covenants shall be effective unless contained in a writing signed by CFS. Failure to exercise any remedy that CFS may have shall not constitute a waiver of any obligation with respect to which Customer is in default. 17. LATE CHARGES; EXPENSES OF ENFORCEMENT: If Customer fails to pay any sum to be paid by Customer to CFS under this Agreement on or before the due date, Customer shall pay CFS, upon demand, an amount equal to the greater of ten percent (10%) of each such delayed Payment or twenty-five dollars ($25) for each billing period or portion of a billing period such Payment is delayed, in each case to the extent permitted by applicable law. The amounts specified above shall be paid as liquidated damages and as compensation for CFS’ internal operating expenses incurred in connection with such late payment. In addition, Customer shall reimburse CFS for all of its out-of-pocket costs and expenses incurred in exercising any of its rights or remedies hereunder or in enforcing any of the terms of this Agreement, including, without limitation, reasonable fees and expenses of attorneys and collection agencies, whether or not suit is brought. If CFS should bring court action, Customer and CFS agree that attorney's fees equal to twenty-five percent (25%) of the total amount sought by CFS shall be deemed reasonable for purposes of this Agreement. 18. ASSIGNMENT: CUSTOMER SHALL NOT ASSIGN OR PLEDGE THIS AGREEMENT IN WHOLE OR IN PART, NOR SHALL CUSTOMER SUBLET OR LEND ANY EQUIPMENT WITHOUT PRIOR WRITTEN CONSENT OF CFS. CFS may pledge or transfer this Agreement. Customer agrees that if CFS transfers this Agreement, the assignee will have the same rights and benefits that CFS has now and will not have to perform any of CFS’ obligations which CFS will continue to perform. Customer agrees that the rights of the assignee will not be subject to any claims, defenses, or set-offs that Customer may have against CFS. If Customer is given notice of any such transfer, Customer agrees, if so directed therein, to pay directly to the assignee all or any part of the amounts payable hereunder. 19. RENEWAL; RETURN: Except in the case of an Agreement containing a $1.00 Purchase Option, this Agreement shall automatically renew on a month-to-month basis at the same Payment amount and frequency unless Customer sends written notice to CFS, at least sixty (60) days’ before the end of the scheduled term or any renewal term that Customer either (i) shall exercise the Purchase Option in accordance with the terms hereof and at the end of such term exercises such Purchase Option, or (ii) does not want to renew this Agreement and at the end of such term returns the Equipment as provided below. Unless this Agreement automatically renews or Customer purchases the Equipment as provided herein, Customer shall, at the termination of this Agreement, return the Equipment at its sole cost and expense in good operating condition, ordinary wear and tear resulting from proper use excepted, to a location specified by CFS. CFS may charge Customer a return fee equal to the greater of one Payment or $250 for the processing of returned Equipment. If for any reason Customer shall fail to return the Equipment to CFS as provided herein, Customer shall pay to CFS upon demand one billing period's Payment for each billing period or portion thereof that such return is delayed. Customer shall reimburse CFS for any costs incurred by CFS to place the Equipment in good operating condition. 20. PURCHASE OPTION: (A) END OF TERM PURCHASE OPTION. To exercise this option, Customer shall give CFS sixty (60) days’ prior irrevocable written notice (unless the Purchase Option is $1.00) that it will purchase all the Equipment at the end of the initial term or any renewal term for the Purchase Option price indicated on the face of this Agreement plus any applicable taxes, expenses, charges and fees. (B) PRIOR TO MATURITY PURCHASE. Customer may, at any time, upon sixty (60) days’ prior irrevocable written notice purchase all (but not less than all) the Equipment at a price equal to the sum of all remaining Payments plus the Fair Market Value, plus any applicable taxes, expenses, charges and fees. For purposes of this Agreement, “Fair Market Value” shall be CFS’ retail price at the time Customer notifies CFS of its intent to purchase the Equipment. Upon proper notice and payment by Customer of the amounts specified above, CFS shall transfer the Equipment to Customer “AS-IS WHERE-IS” without any representation or warranty whatsoever, except for title, and this Agreement shall terminate. 21. DATA: Customer acknowledges that the hard drive(s) on the Equipment, including attached devices, may retain images, content or other data that Customer may store for purposes of normal operation of the Equipment (“Data”). Customer acknowledges that CFS is not storing Data on behalf of Customer and that exposure or access to the Data by CFS, if any, is purely incidental to the services performed by CFS. Neither CFS nor any of its affiliates has an obligation to erase or overwrite Data upon Customer’s return of the Equipment to CFS. Customer is solely responsible for: (A) its compliance with applicable law and legal requirements pertaining to data privacy, storage, security, retention and protection; and (B) all decisions related to erasing or overwriting Data. Without limiting the foregoing, if applicable, Customer should, (i) enable the Hard Disk Drive (HDD) data erase functionality that is a standard feature on certain Equipment and/or (ii) prior to return or other disposition of the Equipment, utilize the HDD (or comparable) formatting function (which may be referred to as “Initialized All Data/Settings” function) if found on the Equipment to perform a one pass overwrite of Data or, if Customer has higher security requirements, Customer may purchase from its Canon dealer at current rates an appropriate option for the Equipment, which may include (a) an HDD Data Encryption Kit option which disguises information before it is written to the hard drive using encryption algorithms, (b) an HDD Data Erase Kit that can perform up to a 3-pass overwrite of Data (for Equipment not containing data erase functionality as a standard feature), or (c) a replacement hard drive (in which case Customer should properly destroy the replaced hard drive). Customer shall indemnify CFS, its subsidiaries, directors, officers, employees and agents from and against any and all costs, expenses, liabilities, claims, damages, losses, judgments or fees (including reasonable attorneys’ fees) arising or related to the storage, transmission or destruction of the Data. This section survives termination or expiration of this Agreement. The terms of this section shall solely govern as to Data, notwithstanding that any provisions of this Agreement or any separate confidentiality or data security or other agreement now or hereafter entered into between Customer and CFS applies, or could be construed to apply to Data. 22. MAXIMUM INTEREST; RECHARACTERIZED AGREEMENT: No Payment is intended to exceed the maximum amount of interest permitted to be charged or collected by applicable laws, and any such excess Payment will be applied to payments due under this Agreement, in inverse order of maturity, and thereafter shall be refunded. If this Agreement is recharacterized as a conditional sale or loan, Customer hereby grants to CFS, its successors and assigns, a security interest in the Equipment to secure payment and performance of Customer's obligations under this Agreement. 23. UCC - ARTICLE 2A: CUSTOMER ACKNOWLEDGES AND AGREES THAT THIS AGREEMENT IS INTENDED AS A “FINANCE LEASE” AS THAT TERM IS DEFINED IN ARTICLE 2A OF THE UNIFORM COMMERCIAL CODE (“UCC 2A”) AND THAT CFS IS ENTITLED TO ALL BENEFITS, PRIVILEGES AND PROTECTIONS OF A LESSOR UNDER A FINANCE LEASE. CUSTOMER WAIVES ITS RIGHTS AS A LESSEE UNDER UCC 2A SECTIONS 508- 522. 24. WAIVER OF OFFSET: This Agreement is a net lease. If the Equipment is not properly installed, does not operate as represented or warranted, or is unsatisfactory for any reason, Customer shall make such claim solely against the supplier, dealer, or manufacturer. Customer waives any and all existing and future claims and offsets against any Payments or other charges due under this Agreement, and unconditionally agrees to pay such Payments and other charges, regardless of any offset or claim which may be asserted by Customer or on its behalf. 25. GOVERNING LAW; VENUE; WAIVER OF JURY TRIAL: THIS AGREEMENT HAS BEEN EXECUTED BY CFS IN, AND SHALL FOR ALL PURPOSES BE DEEMED A CONTRACT ENTERED INTO IN, THE STATE OF NEW JERSEY. THE RIGHTS OF THE PARTIES UNDER THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW JERSEY WITHOUT REFERENCE TO CONFLICT OF LAW PRINCIPLES. ANY ACTION BETWEEN CUSTOMER AND CFS SHALL BE BROUGHT IN ANY STATE OR FEDERAL COURT LOCATED IN THE COUNTY OF CAMDEN OR BURLINGTON, NEW JERSEY, OR AT CFS' SOLE OPTION, IN THE STATE WHERE CUSTOMER OR THE EQUIPMENT IS LOCATED. CUSTOMER, BY ITS EXECUTION AND DELIVERY HEREOF, IRREVOCABLY WAIVES OBJECTIONS TO THE JURISDICTION OF SUCH COURTS AND OBJECTIONS TO VENUE AND CONVENIENCE OF FORUM. CUSTOMER, BY ITS EXECUTION AND DELIVERY HEREOF, AND CFS, BY ITS ACCEPTANCE HEREOF, HEREBY IRREVOCABLY WAIVE ANY RIGHT TO A JURY TRIAL IN ANY SUCH PROCEEDINGS. 26. MISCELLANEOUS: All notices required or permitted under this Agreement shall be sufficient if delivered personally, sent via facsimile or other electronic transmission, or mailed to such party at the address set forth in this Agreement, or at such other address as such party may designate in writing from time to time. Any notice from CFS to Customer shall be effective three (3) days after it has been deposited in the mail, duly addressed. All notices to CFS from Customer shall be effective after it has been received via U.S. mail, express delivery, facsimile or other electronic transmission. If there should be more than one party executing this Agreement as Customer, all obligations to be performed by Customer shall be the joint and several liability of all such parties. Customer's representations, warranties, and covenants under this Agreement shall survive the delivery and return of the Equipment. Any provision of this Agreement that may be determined by competent authority to be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions of this Agreement. No such prohibition or unenforceability in any jurisdiction shall invalidate or render unenforceable such provision in any other jurisdiction. Customer agrees that CFS may insert missing information or correct other information on this Agreement including the Equipment's description, serial number, and location, and corrections to Customer’s legal name; otherwise, this Agreement contains the entire arrangement between Customer and CFS and no modifications of this Agreement shall be effective unless in writing and signed by the parties. Customer agrees that CFS may accept a facsimile or other electronic transmission of this Agreement or any Acceptance Certificate as an original, and that facsimile or electronically transmitted copies of Customer's signature will be treated as an original for all purposes. CFS-1020 (03/18) Page 2 of 2 A-2 Equipment Schedule CFS-1002 (01/13) AGREEMENT NUMBER: This Equipment Schedule (“Schedule”) is attached to and made part of the agreement (whether designated a lease, rental, Master Lease or otherwise) between Canon Financial Services, Inc. (“CFS”) and ___________________________________________________________ (“Customer) (the “Agreement”). The Equipment described below, together with the equipment described on the face of the Agreement, if any, shall be deemed “Equipment” for the purposes of the Agreement and shall be subject to the terms and conditions set forth in the Agreement. Equipment Address (County, City, State, ZIP) Quantity Serial Number Make / Model / Accessory / Description In witness whereof, the parties have caused this Schedule to be executed on the same date set forth on the Agreement. ACCEPTED AUTHORIZED CUSTOMER SIGNATURE CANON FINANCIAL SERVICES, INC. Customer: By: By: X Title: Printed Name: Effective Date: Title: CFS-1002 (01/13) CANON FINANCIAL SERVICES, INC. (“CFS”) Remittance address: 14904 Collections Center Drive Chicago, Illinois 60693 (800) 220-0200 S0891676.01 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM , RANCHO PALOS VERDES, CA 90275-5391 31501 PALOS VERDES DRIVE, WEST - OFFICE , RANCHO PALOS VERDES, CA 90275-5391 30940 HAWTHORNE BLVD , RANCHO PALOS VERDES, CA 90275- 5391 30940 HAWTHORNE BLVD , RANCHO PALOS VERDES, CA 90275- 5391 1 1 1 3 IRADVC5535IV2 IRADVC5535IV2 IRADVC5535IV2 IRADVC7570IV2 and any and all accessories. CITY OF RANCHO PALOS VERDES CITY OF RANCHO PALOS VERDES A-3 SLS-004B March 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Return Authorization Please select one: Trade-In Please note that any applicable trade-in credit is reflected in the periodic lease payments or purchase price as specified in the Agreement. Equipment Condition: Good Working Condition As is condition Return Equipment to selected Leasing Company Canon Financial Services Return Equipment to CSA. Original Order Date _____________ Pick-Up Information: Same Date as Delivery of Listed Items specified on the Agreement. Other Specified Date: ____ / ____ / ______ (but no longer than 30 days after delivery of Listed Items under Agreement) Contact Name: ___________________________ Phone: ______________ E-Mail: ______________________________________________________ Special Removal Instructions: __________________________________ Return Code Item Code Description Serial # Meter Reading Equipment location, if different than above Contact Name & Phone Email Alt. Pick Up Date Return Codes: Trade-In:TRD Return to CFS:R-CFS Return to CSA:R-CSA You have agreed to acquire from CSA certain Listed Items pursuant to the Agreement. By your signature below, you agree to supplement the terms of the Agreement as follows: 1. If Buy Out Reimbursement is selected: The Buy-Out Reimbursement indicated above will be paid directly to the designated party by CSA upon installation and testing of the Listed Items and payment to CSA (by you or by the Leasing Company) of the purchase price for the Listed Items. The Buy-Out Reimbursement will be paid for the sole purpose of reimbursement of early termination charges or fees and associated expenses payable for (a) early termination of the lease of the Trade-in or Return Equipment or for other equipment being replaced by the Listed Items under the Agreement, (b) refinancing the lease of other equipment or (c) preparation of the site for installation of Listed Items. You acknowledge and agree that CSA’s financial obligation is limited to the Buy-Out Reimbursement amount, and that you are responsible for any other obligations, including any charges which are not covered by the Buy-Out Reimbursement. 2. If Trade-in Equipment or Return to Leasing Company is selected: You hereby authorize CSA to pick up the Trade-in or Return Equipment listed above. You agree to pay CSA’s removal charges if, on the date specified above, the Trade-in or Return Equipment is unavailable for pickup and removal through no fault of CSA. Trade-in Equipment shall be conveyed to CSA, and (a) you represent that CSA will receive good and marketable title to each unit of Trade-in Equipment, free and clear of any and all liens and leasehold interests, (b) you warrant that the Trade-In Equipment will be delivered to CSA (unless specified above that the trade-in is on an “As Is” basis) in good working condition, reasonable wear and tear excepted, and (c) you shall make the Trade-In Equipment available for pickup by CSA on the relevant date specified above. If you breach or fail to comply with any of the foregoing, CSA may, without limiting its other remedies under applicable law, return the Trade-In Equipment to you (at your expense both for the return and the original pickup) and rescind, or require you to refund to CSA, promptly upon receipt of CSA’s invoice, the full amount of any trade-in credit reflected in the Agreement (which amount shall equal the fair market value of such Trade-In Equipment, as determined by CSA). Return Equipment shall be shipped to the Leasing Company specified above, and CSA’s sole obligation is to use commercially reasonable efforts to pick-up and remove the Return Equipment and to arrange, on your behalf and at CSA’s expense and risk (but only to the extent of obvious damage in transit), for the shipment of the Return Equipment to the Leasing Company. 3.DATA. You acknowledge that the hard drive(s) on the Equipment, including attached devices, may retain images, content or other data that you may store for purposes of normal operation of the Equipment (“Data”). You acknowledge that CSA is not storing Data on behalf of you and that exposure or access to the Data by CSA, if any, is purely incidental to the services performed by CSA. Neither CSA nor any of their affiliates has an obligation to erase or overwrite Data upon Your return of the Equipment to CSA or any leasing company. You are solely responsible for: (i) your compliance with applicable law and legal requirements pertaining to data privacy, storage, security, retention and protection; and (ii) all decisions related to erasing or overwriting Data. The terms of this section shall solely govern as to Data, notwithstanding that any provisions of this Agreement or any separate confidentiality or data security or other agreement now or hereafter entered into between you and CSA could be construed to apply to Data. THIS ADDENDUM SHALL BECOME EFFECTIVE AT THE SAME TIME AS THE AGREEMENT BECOME EFFECTIVE IN ACCORDANCE WITH THE TERMS THEREOF. EXCEPT AS SUPPLEMENTED HEREBY THE AGREEMENT SHALL REMAIN UNCHANGED AND IN FULL FORCE AND EFFECT. Customer’s Authorized Signature _______________________________________________________________________________________________________________ Printed Name _________________________________________________ Title ___________________________________________ Date _______________________ Customer (“You”): Customer Account: Buy-out Reimbursement Company: $ ____________ to be paid under the circumstances described in Section 1 below. Payable to: You Canon Financial Services, Inc. Address: City: County: State: Zip: Phone #: Reason for check issuance: ______________________________________ Email: Lease Upgrade or Buy-out Acknowledgement If this transaction includes a lease upgrade or buy-out to be paid upon delivery and acceptance of the Equipment listed on the Agreement, select one of the following: Not Applicable You will return the equipment to the leasing company according to the terms and conditions of your lease agreement. CSA will return the equipment to the leasing company per Section 2 below. You will retain the equipment. If so, will the equipment remain under a CSA Maintenance Agreement? Yes If yes, under an Existing Contract or New Contract No CSA will pick up the equipment for Trade In. List the leasing company and lease number associated with any lease upgrade or buy-out. Leasing Company Name Lease Number LEASE UPGRADE, TRADE-IN, RETURN OR BUY-OUT REIMBURSEMENT ADDENDUM TO AGREEMENT # _________ (the “AGREEMENT”) Page____ of ____ S0891676.01 1 CITY OF RANCHO PALOS VERDES 30940 HAWTHORNE BLVD RANCHO PALOS VERDES LOS ANGELES CA 90275-5391 310.514.5311 lbuchwald@rpvca.gov 4 4 4 4 4 TRD 5561B003 IRADVC5235 JWH01068 658064 30940 HAWTHORNE BLVD RANCHO PALOS VERDES CA 90275-5391 TRD 5561B003 IRADVC5235 JWH02981 450746 30940 HAWTHORNE BLVD RANCHO PALOS VERDES CA 90275-5391 TRD 5775B002 IRADVC7260 ULK02659 748896 30940 HAWTHORNE BLVD RANCHO PALOS VERDES CA 90275-5391 TRD 5774B002 IRADVC7270 LVX03139 989215 30940 HAWTHORNE BLVD RANCHO PALOS VERDES CA 90275-5391 2 0 X X X X Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov Same Same NA NA B-1 SLS-004F March 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Salesperson __________________________ Order Date: _____ / _____ / ______ Customer (“you”): Company: Contact: Address: Phone: Fax: City: State: Zip: E-Mail: PLEASE PRINT Equipment, Supplies and Licenses of Application Software with listed third party support contracts and Ship To locations and contracts: Return Code Item Code Description Serial # Meter Reading Equipment location, if different than above Contact Name & Phone Email Alt. Pick- Up Date Return Codes: Trade-In:TRD Return to CFS:R-CFS Return to CSA:R-CSA ADDENDUM TO ADD ADDITIONAL EQUIPMENT TO THE LEASE UPGRADE, TRADE-IN, RETURN OR BUY-OUT REIMBURSEMENT ADDENDUM TO ACQUISITION AGREEMENT #_________ (the “Agreement”) 1 0 S0891676.01 Mark Leestma 11 28 2018 CITY OF RANCHO PALOS VERDES LUKASZ BUCHWALD 30940 HAWTHORNE BLVD 310.514.5311 RANCHO PALOS VERDES CA 90275-5391 TRD 5774B002 IRADVC7270 LVX03143 1499222 30940 HAWTHORNE BLVD RANCHO PALOS VERDES CA 90275- 5391 B-2 SER-023N October 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Salesperson __________________________ Order Date: _____ / _____ / ______ Customer (“you”):Customer Account:Equipment Location:Customer Account: Company:Company: Address:Address: City:County:City:County: State:Zip:Phone #:State:Zip:Phone #: Contact:Fax #:Contact:Fax #: Email:For each unit of Equipment listed, you shall indicate specific contact and location (if different than above) in the table below or in any Addendum to this Agreement. M aintenance B illingEntity P O Requ ired M eterRead C ollection Options B ase C harge:CSA Canon Financial Services, Inc. (“CFS”)Yes No PO# ________________ imageWARE Remote unless noted in table below* W = myCSA websiteP erImage C harge:CSA Canon Financial Services, Inc. (“CFS”) B ase C harge B illingC ycle InitialTerm C overage P lan Monthly Quarterly Other __________________ Months (min. 12) If adding the Equipment below to existing Per Unit Fleet Aggregate an Aggregate, provide either a contract # or serial # under Aggregate.____________ Excess P erImage* C harge B illingC ycle P rice P lan C onsu mables Inclu sive TonerFu lfillmentM ethod Monthly Quarterly Other ___________Standard Fixed Toner Other ___________ Customer order unless noted for Equipment below** Subject to the terms and conditions of this Agreement, CSA agrees to service the Equipment listed below or in any Addendum(s) to this Agreement at the charges stated herein or therein. For newly installed Equipment, the Start Date is provided in Paragraph 1 of the Additional Terms and Conditions. The Start Date for previously in place Equipment is ____/____/___. *Each Image is equal to 1 printed page except for Océ brand Wide Format products in which case each Image is equal to one (1) square foot. Model Serial #Start Meter B & W C olor Covered Images per unit or Fleet included in Base Charge All aggregate images should be listed per unit. B & W C olor L ongS heet Per Image Charge in excess of Covered Images B & W C olor L ongS heet Base Charge per unit or Fleet Corporate Advantage Yes/No Alt Meter Method* Contact:Phone #:Fax #:Email: Location:Auto Toner Fulfillment:**(Requires imageWare Remote) Contact:Phone #: Fax #:Email: Location:Auto Toner Fulfillment:**(Requires imageWare Remote) Contact:Phone #:Fax #:Email: Location:Auto Toner Fulfillment:**(Requires imageWare Remote) Contact:Phone #:Fax #:Email: Location:Auto Toner Fulfillment:**(Requires imageWare Remote) Subtotal from Supplemental Addendum C US TOM ER S A TIS FA C TION P OL IC Y If you are not satisfied with the performance of your Canon or Océ brand product, upon your written request, CSA in its sole discretion will repair or replace the product with a like unit with equivalent capabilities. Prior to replacement, CSA shall have had the opportunity to return the product to good working order in accordance with the terms of this agreement. This policy shall apply for 3 years from the date of installation or for the initial term of any CFS Lease, if longer, provided you are not in default of this Agreement and such maintenance services have not been canceled or terminated. Subtotal Tax Total BY YOUR SIGNATURE BELOW, YOU AGREE TO PURCHASE THE MAINTENANCE SERVICES SPECIFIED ABOVE. YOU ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT, CONSISTING OF 2 PAGES INCLUDING THIS FACE PAGE. THE ADDITIONAL TERMS AND CONDITIONS ON PAGE 2 HEREOF AND IN ANY ADDENDUM(S) HERETO, ARE INCORPORATED AND MADE A PART OF THIS AGREEMENT. Customer’s Authorized Signature _______________________________________________________________________________________________________________ Printed Name ______________________________________________________ Title _____________________________________ Date ________________________ M A INTENA NC E A GREEM ENT *NationalIP A * Related Acquisition Agreement # ________ S0891676.01 Mark Leestma 11 28 2018 CITY OF RANCHO PALOS VERDES CITY OF RANCHO PALOS VERDES 30940 HAWTHORNE BLVD Please View Below RANCHO PALOS VERDES LOS ANGELES CA 90275-5391 310.514.5311 310.514.5311 LUKASZ BUCHWALD LUKASZ BUCHWALD lbuchwald@rpvca.gov 4 4 4 4 36 4 4 4 4 IRADVC5535IV2 0.00750 0.04200 $0.00 No LUKASZ BUCHWALD 310.514.5311 lbuchwald@rpvca.gov 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDES, CA 90275-5391 IRADVC5535IV2 0.00750 0.04200 $0.00 No LUKASZ BUCHWALD 310.514.5311 lbuchwald@rpvca.gov 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDES, CA 90275-5391 IRADVC5535IV2 0.00750 0.04200 $0.00 No LUKASZ BUCHWALD 310.514.5311 lbuchwald@rpvca.gov 30940 HAWTHORNE BLVD RANCHO PALOS VERDES, CA 90275-5391 IRADVC7570IV2 0.00650 0.04100 $0.00 No LUKASZ BUCHWALD 310.514.5311 lbuchwald@rpvca.gov 30940 HAWTHORNE BLVD RANCHO PALOS VERDES, CA 90275-5391 $0.00 SER-023N October 2018 CSA C-1 SER-023N October 2018 CSA Page 2 This transaction shall be governed in all respects by the Ts&Cs of contract # FI-R-0251-18 dated 10-1-2018 between CSA and DuPage County and any Ts&Cs which conflict with or vary from the contract terms shall be deemed null and void. A DDITIONA L TERM S A ND C ONDITIONS These are the additional terms and conditions referred to on the face page to which they are attached (such face page, and any addendum(s) hereto, collectively with these terms and conditions, the “Agreement”). 1. TERM . Maintenance under this Agreement shall start on the date (the “Start Date”) of installation for newly installed equipment (inclusive of standard embedded Canon brand software) (the “Equipment”) covered under toner inclusive service. For all other newly installed Equipment, the Start Date shall be at the end of the relevant Equipment warranty or 90 days from installation, whichever comes first. The Start Date is stated on the face page for all previously in place Equipment. (a) The initial term specified on the face page shall renew for successive 12 month period unless either party gives written notice of non-renewal at least 30 days prior to the expiration of the then-current term. The renewal charges shall be reflected on the invoice for the first billing cycle of the renewal period. You shall have the right to terminate the renewal contract with 30 days advance written notice to CSA. 2. C H A RGES .Base charges shall be billed in advance and per image charges, shall be billed in arrears. For Equipment designated as Corporate Advantage, the meter shall record a quantity of 2 images for any image produced on media wider than 8½”. Invoices shall be due and payable within 30 days of the invoice date unless otherwise stated on the invoice. Applicable taxes shall be added to the charges. If payments are late, (i) you shall pay the actual and reasonable costs and expenses of collection incurred by CSA, including the maximum attorney’s fees permitted by law and (ii) CSA may charge you and you agree to pay, a late charge equal to five percent (5%) of the amount due for each billing period or portion of a billing period such payment is delayed or $10 as reasonable collection fees, not to exceed the maximum amount permitted by law. If the Standard Price Plan is selected on the face side, during the initial term, the charges specified on the face page are subject to an annual increase up to 10% (as determined by CSA in its sole discretion) either (i) on each anniversary of the start date or (ii) once in each calendar year if you have selected the Aggregate Coverage Plan. Fixed Price Plans shall not increase during the initial term. If you have selected CFS on the face page as the billing entity, your maintenance charges will appear on your periodic lease invoice along with standard lease charges. CFS will remit your payment of maintenance charges to CSA upon receipt. (a) Consumables Inclusive service includes replenishment of consumables specified on the face page for exclusive use with the Equipment. CSA may terminate this Agreement if you use the consumables in a different manner. In the event your toner usage exceeds by more than 10% the published manufacturer specifications for conventional office image coverage, as determined by CSA, CSA may invoice you for such excess usage. You may purchase additional toner from CSA if required during the term. You shall bear all risk of loss, theft or damage to unused consumables, which shall remain CSA’s property and shall be returned promptly upon termination of this Agreement. (b) If you have selected the Fleet or Aggregate Coverage Plan, the Base Charge and the Covered Images shall apply to all of the Equipment on the Schedule unless otherwise indicated. If specified on the face page that the Listed Items are being added to an existing Fleet Coverage Plan under a previous agreement between you and CSA, (i) the fleet shall include the listed items under the previous agreement, and all other agreements for which the add to existing fleet option was selected, and (ii) the maintenance term for all Listed Items under this Agreement shall be the same as the maintenance term for all listed items under all such previous agreements. (c) If specified on the face page that the Listed Items are being added to an existing Aggregate Coverage Plan under a previous agreement between you and CSA, the Covered Images shall apply to all of the Equipment on the schedule, unless otherwise indicated, plus the listed items under the previous agreement(s), and all other agreements for which the add to existing Aggregate Coverage Plan was selected, on an aggregated basis, for so long as the maintenance term for all such listed items continues. (d) Unless otherwise indicated on the face page, you authorize CSA to use networked features of the Equipment including imageWARE Remote to receive software updates, activate features/new licenses and/or transmit use and service data accumulated by the Equipment over your network by means of an HTTPS protocol and to store, analyze and use such data for purposes related to servicing the Equipment and product improvement. (e) You agree to provide meter readings to CSA, if applicable, in accordance with the meter read option selected and CSA’s normal procedures.If you selected the myCSA website, you, your employees or agents shall complete CSA’s registration process governing access to and use of such website, and you agree to be bound by, and comply with its Terms of Use. CSA may change your meter read options from time to time upon 60 days notice. If CSA does not receive timely meter readings from you, you agree to pay invoices that reflect CSA’s estimates of meter readings. CSA reserves the right to verify the accuracy of any meter readings from time to time, and to invoice you for any shortfall in the invoice for the next periodic billing cycle. 3. C OVERED S ERVIC E.CSA shall provide all routine preventive maintenance and emergency service necessary to keep the Equipment in good working order in accordance with this Agreement and CSA’s normal practice. Such service shall be performed during CSA’s local regular business hours (8:30 A.M. to 5:00 P.M. Monday through Friday, except holidays). (a) You shall afford CSA reasonable and safe access to the Equipment to perform on-site service. CSA may terminate its maintenance obligations as to any Equipment if you relocate it to a site outside CSA’s service territory. If, in CSA’s opinion, any Equipment cannot be maintained in good working order through CSA’s routine maintenance services, CSA may, at its option, (i) substitute comparable Equipment or (ii) cancel any balance of the term of this Agreement as to such Equipment and refund the unearned portion of any prepaid charges hereunder. Parts or Equipment replaced or removed by CSA in connection with maintenance services hereunder shall become the property of CSA and you disclaim any interest therein. (b) CSA shall make available to you from time to time upgrades and bug fixes for the software licensed as part of the Equipment (“Embedded Software”), but: (i) only if such upgrades and bug fixes are provided to CSA by the developers of such Embedded Software, (ii) availability of upgrades and bug fixes may be at additional charge, and (iii) installation of such upgrades and bug fixes by CSA if requested by you shall be at additional charge. You are not required to use CSA for installation of any upgrades and bug fixes, but if installation is done by anyone other than CSA, CSA shall have no responsibility for any performance or other issues that may result from such installation. CSA shall also use reasonable efforts to provide Level 1 support for the Embedded Software. Level 1 support consists of (i) providing help-line telephone assistance in operating the Embedded Software and identifying service problems and attempting to troubleshoot any such problems in the Embedded Software; (ii) escalating operating problems to the available developer of the Embedded Software as needed to rectify such problems, including facilitating contact between you and the developer of the Embedded Software as necessary;and (iii) maintaining a log of such problems to assist in tracking the same. Embedded Software as used herein does not include separately-priced application software supplied by CSA to you under any separate acquisition agreement, and support therefor shall be solely governed by the provisions thereof. 4. NON-C OVERED S ERVIC E.The following services, and any other work beyond the scope of this Agreement, shall be invoiced in accordance with CSA’s then current labor, parts and supply charges: (a) replacement of any consumable supply item not provided as part of toner inclusive service identified on the face page, including, without limitation, paper, toner, ink, waste containers, fuser oil , staples, other media, print heads and puncher dies; (b) repairs necessitated by factors other than normal use including, without limitation, any willful act, negligence, abuse or misuse of the Equipment; the use of parts, supplies or software which are not supplied by CSA and which cause abnormally frequent service calls or service problems; service performed by personnel other than CSA personnel; accident; use of the Equipment with non-compatible hardware or software components; electrical power malfunction or heating, cooling or humidity ambient conditions; (c) de-installation, re-installation or relocation of Equipment; (d) repairs to or realignment of Equipment, and related training, necessitated by changes you made to your system configuration or network environment; (e) work which you request to be performed outside of CSA’s regular business hours; or (f) repair of any network/system connection device, except when listed on face page. 5. DA TA .You acknowledge that the hard drive(s) on the Equipment, including attached devices, may retain images, content or other data that you may store for purposes of normal operation of the Equipment (“Data”). You acknowledge that CSA is not storing Data on behalf of you and that exposure or access to the Data by CSA, if any, is purely incidental to the services performed by CSA. Neither CSA nor any of their affiliates has an obligation to erase or overwrite Data upon your return of the Equipment to CSA or any leasing company. You are solely responsible for: (i) your compliance with applicable law and legal requirements pertaining to data privacy, storage, security, retention and protection; and (ii) all decisions related to erasing or overwriting Data. Without limiting the foregoing, you should, (a) enable the Hard Disk Drive (HDD) data erase functionality that is a standard feature on certain Equipment and/or (b) prior to return or other disposition of the Equipment, utilize HDD (or comparable) formatting function (which may be referred to as “Initialized All Data/Settings” function) if found on the Equipment to perform a one pass overwrite of Data or, if you have higher security requirements, you may purchase from CSA at current rates an available option for the Equipment, which may include (x) an HDD Data Encryption Kit option which disguises information before it is written to the hard drive using encryption algorithms, (y) a HDD Data Erase Kit that can perform up to a 3-pass overwrite of Data (for Equipment not containing data erase functionality as a standard feature), or (z) a replacement hard drive (in which case you should properly destroy the replaced hard drive). The terms of this Section 5 shall solely govern as to Data, notwithstanding that any provisions of this Agreement or any separate confidentiality or data security or other agreement now or hereafter entered into between you and CSA could be construed to apply to Data. 6. EXC L US ION OFW A RRA NTIES A ND L IM ITA TION OFL IA B IL ITY.CSA EXPRESSLY DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE RELATING TO THE USE OR PERFORMANCE OF THE EQUIPMENT AND SOFTWARE OR ANY METER READ COLLECTION METHOD PROVIDED BY CSA. YOU EXPRESSLY ACKNOWLEDGE THAT THE FURNISHING OF MAINTENANCE SERVICE UNDER THIS AGREEMENT DOES NOT ASSURE UNINTERRUPTED OPERATION AND USE OF THE EQUIPMENT, SOFTWARE OR METER COLLECTION METHODS. CSA SHALL NOT BE LIABLE FOR INJURY OR DAMAGE EXCEPT TO THE EXTENT CAUSED BY CSA’S NEGLIGENCE OR WILLFUL MISCONDUCT. CSA SHALL NOT BE LIABLE FOR EXPENDITURES FOR SUBSTITUTE EQUIPMENT OR SERVICES, LOSS OF REVENUE OR PROFIT, LOSS, CORRUPTION OR RELEASE OF DATA, FAILURE TO REALIZE SAVINGS OR OTHER BENEFITS, STORAGE CHARGES OR INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED AND EVEN IF CSA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 7 . DEFA UL T.You shall be in default of this Agreement if you fail to perform any of your obligations under this Agreement, including making prompt undisputed payments when due. CSA may withhold service under this Agreement in whole or in part until any delinquent payment is received by CSA. CSA may terminate this Agreement in whole or in part upon your default with thirty (30) days notice to you, unless such default is cured by you within the thirty (30) day period. If an overdue payment is disputed in good faith within thirty (30) days after the due date thereof, you shall pay all undisputed amounts and promptly make a good faith effort to resolve such dispute with CSA. In the event of your default, CSA may, without limiting its other rights and remedies available under applicable law and this Agreement, require you to pay all charges then due but unpaid, including any applicable late charges, plus an early termination fee equal to three (3) times the average monthly billing to date and any excess toner charges per Section 2(b). You agree that such charges are reasonable liquidated damages for loss of bargain and not a penalty. 8 . GOVERNING L A W .THIS AGREEMENT AND ALL CLAIMS, DISPUTES AND CAUSES OF ACTION RELATING THERETO, WHETHER SOUNDING IN CONTRACT, TORT OR STATUTE, SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. YOU CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE OF ANY STATE OR FEDERAL COURT LOCATED WITHIN THE CITY OF NEW YORK UPON SERVICE OF PROCESS MADE IN ACCORDANCE WITH THE APPLICABLE STATUTES AND RULES OF THE STATE OF NEW YORK OR THE UNITED STATES. ANY AND ALL SUITS YOU COMMENCEAGAINST CSA, WHETHER OR NOT ARISING UNDER THIS AGREEMENT, SHALL BE BROUGHT ONLY IN THE STATE OR FEDERAL COURTS LOCATED WITHIN THE CITY OF NEW YORK. YOU HEREBY WAIVE OBJECTIONS AS TO VENUE AND CONVENIENCE OF FORUM. ANY SUIT, OTHER THAN ONE SEEKING PAYMENT OF AMOUNTS DUE HEREUNDER, SHALL BE COMMENCED, IF AT ALL, WITHIN ONE (1) YEAR OF THE DATE THAT THE CLAIM ACCRUES. THE PARTIES IRREVOCABLY WAIVE ANY RIGHT TO A JURY TRIAL IN ANY SUIT BETWEEN THEM. 9. ENTIRE A GREEM ENT.This Agreement shall be binding upon your signature and upon the installation of the Equipment by CSA or commencement of the covered services if this Agreement is for renewal of a prior maintenance agreement or for equipment previously installed. This Agreement constitutes the entire agreement between the parties with respect to the furnishing of maintenance service for the Equipment, superseding all previous proposals and agreements, oral or written. All provisions of this Agreement including Section 5, which by their nature can be construed to survive the expiration or termination of the Agreement shall so survive. Any purchase order utilized by you shall be for your administrative convenience only, and any terms therein which conflict with, vary from or supplement the provisions of this Agreement shall be deemed null and void. No representation or statement not contained on the original of this Agreement shall be binding upon CSA as a warranty or otherwise, nor shall this Agreement be modified or amended except by a writing signed by both you and a designated representative of CSA. If a court finds any provision of this Agreement (or part thereof) to be unenforceable, the remaining provisions of this Agreement shall remain in full force and effect. This Agreement shall not be assignable by you without CSA’s prior written consent, and any attempted assignment without such consent shall be void. You expressly disclaim having relied upon any representation or statement concerning the capability, condition, operation, performance or specifications of the Equipment and Software, except to the extent set forth on the original of this Agreement. You agree that CSA may accept an electronic image of this Agreement as an original, and that electronic copies of your signature will be treated as an original for all purposes. #___________S0891676.01 C-2 SER-023A September 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Salesperson __________________________ Order Date: _____ / _____ / ______ Customer (“you”): Customer Account: Company: For each unit of Equipment listed below, specify contact and Equipment location in the relevant spaces allotted for each unit of Equipment. Address: City: County: Meter Read Collection Options imageWARE Remote unless noted in table below* W = myCSA website State: Zip: Phone #: Contact: Fax #: Email: Model Serial # Start Meter B & W Color Covered Images per unit or Fleet included in Base Charge All aggregate images should be listed per unit. B & W Color Long Sheet Per Image Charge in excess of Covered Images B & W Color Long Sheet Base Charge per unit or Fleet Corporate Advantage Yes/No Alt Meter Method* Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Contact: Phone #: Fax #: Email: Location: Auto Toner Fulfillment: **(Requires imageWare Remote) Carry forward to Face side of Agreement Subtotal MAINTENANCE AGREEMENT EQUIPMENT ADDENDUM This document is to be utilized to supplement a new Maintenance Agreement with additional lines for Equipment. Mark Leestma 11 28 2018 CITY OF RANCHO PALOS VERDES 30940 HAWTHORNE BLVD RANCHO PALOS VERDES LOS ANGELES CA 90275-5391 310.514.5311 LUKASZ BUCHWALD lbuchwald@rpvca.gov IRADVC7570IV2 0.00650 0.04100 $0.00 No LUKASZ BUCHWALD 310.514.5311 lbuchwald@rpvca.gov 30940 HAWTHORNE BLVD RANCHO PALOS VERDES, CA 90275-5391 IRADVC7570IV2 0.00650 0.04100 $0.00 No LUKASZ BUCHWALD 310.514.5311 lbuchwald@rpvca.gov 30940 HAWTHORNE BLVD RANCHO PALOS VERDES, CA 90275-5391 $0.00 SER-023B September 2018 CSA C-3 SLS-004N October 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Salesperson __________________________ Order Date: _____ / _____ / ______ Customer (“you”): Customer Account: Ship To: Customer Account: Company: Company: Address: Address: City: County: City: County: State: Zip: Phone #: State: Zip: Phone #: Contact: Fax #: Contact: Fax #: Email: Email: Lease or Purchase: You agree to lease the items listed below or in any addendum(s) to this Agreement from the Leasing Company identified below, at the fixed periodic lease payments indicated below or in any addendum(s) to this Agreement and for the fixed term specified in the lease agreement between you and the Leasing Company. Delivery to you of the items specified is contingent on you signing a lease agreement with the Leasing Company. Canon Financial Services, Inc. Other (Name of Leasing Company):__________________________ You agree to purchase the items listed below or in any addendum(s) to this Agreement, for the purchase price specified. The “bill to” for the items listed is the Leasing Company or you, depending on which box is checked above. PLEASE PRINT Equipment, Supplies and Licenses of Application Software with listed third party support contracts: Item Code Product Description Qty Unit Price Periodic Lease Payment or Purchase Price This transaction shall be governed in all respects by the Terms and conditions of contract # FI-R-0251-18 dated 10-1-2018 between Canon Solutions America, Inc. and DuPage County and any terms and conditions which conflict with or vary from the contract terms shall be deemed null and void. Payment Terms Other Requirements Subtotal from Supplemental Addendum Check with Order Check # ________________ Net 30 Lease Other ______________ Credit Card: Requires submission of secure credit card authorization form. P.O. Required P.O. # ____________ Tax Exempt (Attach Certificate) Customer Declines Equipment Maintenance Subtotal Delivery/Install Sales Tax Total Deposit Balance Due Shipping Instructions Customer Delivery Information Customer IT Contact Information Ship Via: _____________________ Hours of Operation ______________ Number of Steps ______________ Elevator Yes No Loading Dock Yes No Name ______________________________ Email _________________________ Phone ___________________ Earliest Date for Delivery: _____ /______ /______ Special Delivery/Installation Instruction ___________________________________ ___________________________________________________________________ This individual may be contacted for network connectivity. Name __________________________ Phone __________________________ Email __________________________ BY YOUR SIGNATURE BELOW, YOU AGREE TO LEASE OR PURCHASE, AS SPECIFIED ABOVE, THE ITEMS LISTED ABOVE OR IN ANY ADDENDUM(S) TO THIS AGREEMENT. YOU ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT, CONSISTING OF TWO PAGES INCLUDING THIS FACE PAGE. THE ADDITIONAL TERMS AND CONDITIONS ON PAGE 2 HEREOF AND IN ANY ADDENDUM(S) HERETO ARE INCORPORATED AND MADE PART OF THIS AGREEMENT. Customer’s Authorized Signature ______________________________________________________________________________________________________________ Printed Name _______________________________________________________ Title _______________________________________ Date _____________________ ACQUISITION AGREEMENT LEASE OR PURCHASE *National IPA* #________ S0891676.01 Mark Leestma 11 28 2018 1622770 CITY OF RANCHO PALOS VERDES CITY OF RANCHO PALOS VERDES 30940 HAWTHORNE BLVD Please See Addendum RANCHO PALOS VERDES LOS ANGELES CA 90275-5391 310.514.5311 Lukasz Buchwald Please See Addendum lbuchwald@rpvca.gov 4 4 Please See Addendum 2,005.43 2,005.43 0.00 4 0.00 LUKASZ BUCHWALD lbuchwald@rpvca.gov 9-5 310.514.5311 12 7 2018 LUKASZ BUCHWALD 310.514.5311 lbuchwald@rpvca.gov $ $ Included Applicable X D-1 SLS-004N October 2018 CSA Page 2 This transaction shall be governed in all respects by the Ts&Cs of contract # FI-R-0251-18 dated 10-1-2018 between CSA and DuPage County and any Ts&Cs which conflict with or vary from the contract terms shall be deemed null and void. ADDITIONAL TERMS AND CONDITIONS These are the additional terms and conditions referred to on the face page to which they are attached. Such face page and addendum(s), collectively with these terms and conditions, the “Agreement.” 1. LEASE OR PURCHASE PRICE AND PAYMENT. You agree to lease or purchase the units of equipment and supplies (the “Equipment”) and licenses of application software with separate support contracts (the “Listed Software” and, together with the Equipment, the “Listed Items”), in each case as indicated on the face page hereof or in any addendum(s) hereto. (a) If purchasing the Listed Items, the total purchase price specified in the Agreement, including sales taxes and delivery/installation charges, is due and payable in accordance with the payment terms of this Agreement. (b) If leasing the Listed Items, CSA shall sell the Listed Items to the Leasing Company subject in all respects to the warranty limitations and disclaimers and limitations of liability in this Agreement. You shall enter into a lease agreement with the Leasing Company providing, in addition to such terms and conditions as the Leasing Company shall require, for fixed periodic lease payments indicated herein over a fixed lease term as specified in the lease agreement. Delivery/installation charges, if separately itemized in this Agreement, are due and payable in accordance with the payment terms of this Agreement. You are responsible for payment of sales or use taxes on monthly rentals if applicable, even if not specified in this Agreement. (c) In addition to the amounts shown in this Agreement, you shall pay CSA’s rates for any special rigging for delivery and installation when CSA notifies you of in advance, subject to your approval. (d) CSA will, at no additional charge, install all Equipment in accordance with its normal practices and requirements. Maintenance and any other post-installation support of Equipment is not covered by this Agreement, and will only be provided by CSA if a separate maintenance agreement is entered into and to the extent provided therein. (e) Installation/Implementation of Listed Software may be at an additional charge except to the extent included as a Listed Item, and may be conditioned on your agreement to a separate statement of work or other document covering the scope and schedule of installation/implementation, configuration options, responsibilities of each party, and other matters, which shall solely govern as to the matters covered therein. Additional charges may apply for work beyond the initial scope described in such separate document. (f) Support for Listed Software is provided directly by the respective developers thereof and as set forth in each developer’s applicable separate support contract, and is not provided by CSA under this Agreement except as expressly provided herein. Support for Listed Software may require separate purchase by you of a support contract, unless included under this Agreement as a Listed Item. The terms of support contracts for Listed Software are available from the developers, or will be provided to you by CSA upon request. Notwithstanding any provision in the support contract to the contrary, it shall automatically renew on an annual basis, subject to a price increase after the initial term. (g) CSA shall make available to you from time to time upgrades and bug fixes for the Listed Software, but: (i) only if such upgrades and bug fixes are provided to CSA by the developers of such Listed Software, (ii) availability of upgrades and bug fixes may be at additional charge, and (iii) installation of such upgrades and bug fixes by CSA if requested by you shall be at additional charge. You are not required to use CSA for installation of either Listed Software or for any upgrades and bug fixes, but if installation is done by anyone other than CSA, CSA shall have no responsibility for any performance or other issues that may result from such installation. CSA shall also use reasonable efforts to provide Level 1 support for the Listed Software for so long as a CSA maintenance agreement for the related Equipment remains in effect, except that for certain Listed Software, Level 1 support shall be provided only if and so long as a separate software support contract for such Listed Software from the developer thereof is in effect. Level 1 support consists of (i) providing help-line telephone assistance in operating the Listed Software and identifying service problems and attempting to troubleshoot any such problems in the Listed Software; (ii) escalating operating problems to the available developer of the Listed Software as needed to rectify such problems, including facilitating contact between you and the developer of the Listed Software as necessary; and (iii) maintaining a log of such problems to assist in tracking the same. (h) If you acquired Uniflow, an authorized CSA representative may receive a print usage report for business reviews. (i) CSA reserves the right to withhold shipment of the Listed Items (i) until you make full payment of the total price specified in this Agreement or if CSA revokes any credit extended to you because of your failure to pay any amounts when due or for any other reason affecting your creditworthiness, or (ii) until you enter into a lease agreement with the Leasing Company and the Leasing Company commits to full payment of the purchase price agreed to between CSA and the Leasing Company. If at any time prior to shipment, CSA discovers any mistake in pricing or Equipment configuration for any Listed Item(s), CSA reserves the right to notify you of the mistake in writing, and such notification will constitute the non- acceptance of this Agreement by it with respect to such Listed Items without liability. 2. LIMITED WARRANTY. All Canon and Océ brand Equipment is provided with a manufacturer’s end user limited warranty from Canon USA, Inc. CSA is an authorized Canon service dealer and provides warranty service under the Canon USA limited warranties. All other Listed Items are provided subject to such end user warranties and license terms as are provided by the manufacturer or developer as packaged or otherwise provided with the Listed Items. CSA shall upon your request provide to you copies of all such end user warranties and license. SUCH W ARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES REGARDING MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, RELATING TO THE USE OR PERFORMANCE OF THE LISTED ITEMS, AND ALL SUCH OTHER WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED. YOU EXPRESSLY ACKNOWLEDGE THAT SUCH WARRANTIES DO NOT ASSURE UNINTERRUPTED OPERATION AND USE OF THE LISTED ITEMS. 3. DATA. You acknowledge that the hard drive(s) on the Equipment, including attached devices, may retain images, content or other data that you may store for purposes of normal operation of the Equipment (“Data”). You acknowledge that CSA is not storing Data on your behalf and that exposure or access to the Data by CSA, if any, is purely incidental to the services performed by CSA. Neither CSA nor any of their affiliates has an obligation to erase or overwrite Data upon your return of the Equipment to CSA or any leasing company. You are solely responsible for: (i) your compliance with applicable law and legal requirements pertaining to data privacy, storage, security, retention and protection; and (ii) all decisions related to erasing or overwriting Data. Without limiting the foregoing, you should, (a) enable the Hard Disk Drive (HDD) data erase functionality that is a standard feature on certain Equipment and/or (b) prior to return or other disposition of the Equipment, utilize the HDD (or comparable) formatting function (which may be referred to as “Initialized All Data/Settings” function) if found on the Equipment to perform a one pass overwrite of Data or, if you have higher security requirements, you may purchase from CSA at current rates an appropriate option for the Equipment, which may include (x) an HDD Data Encryption Kit option which disguises information before it is written to the hard drive using encryption algorithms, (y) a HDD Data Erase Kit that can perform up to a 3-pass overwrite of Data (for Equipment not containing data erase functionality as a standard feature), or (z) a replacement hard drive (in which case you should properly destroy the replaced hard drive). The terms of this Section 3 shall solely govern as to Data, notwithstanding that any provisions of this Agreement or any separate confidentiality or data security or other agreement now or hereafter entered into between you and CSA could be construed to apply to Data. 4. SECURITY; LATE PAYMENT. As security for the payment of all amounts due to CSA, you hereby grant to CSA a security interest in the Listed Items. To the extent permitted by applicable law, you hereby authorize CSA to file with the appropriate governmental authorities any and all financing statements necessary to evidence or perfect CSA’s security interest in the Listed Items. Without limiting any of CSA’s right and remedies under applicable law, if payments are late, you shall pay the actual and reasonable costs and expenses of collection incurred by CSA, including the maximum attorney’s fees permitted by law and CSA may charge you and you agree to pay, a late charge equal to the higher of five percent (5%) of the amount due or $10 as reasonable collection fees, not to exceed the maximum amount permitted by law. 5. WARRANTY OF BUSINESS PURPOSE. You represent and warrant that that the Listed Items will not be used for personal, family or household purposes. 6. LIMITATION OF LIABILITY. CSA SHALL NOT BE LIABLE FOR INJURY OR DAMAGE EXCEPT TO THE EXTENT CAUSED BY CSA’S NEGLIGENCE OR WILLFUL MISCONDUCT. CSA SHALL NOT BE LIABLE FOR EXPENDITURES FOR SUBSTITUTE EQUIPMENT, LOSS OF REVENUE OR PROFIT, LOSS, CORRUPTION OR RELEASE OF DATA, FAILURE TO REALIZE SAVINGS OR OTHER BENEFITS, STORAGE CHARGES OR INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED AND EVEN IF CSA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 7. CHOICE OF LAW AND FORUM. THIS AGREEMENT AND ALL CLAIMS, DISPUTES AND CAUSES OF ACTION RELATING THERETO, WHETHER SOUNDING IN CONTRACT, TORT OR STATUTE, SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK. YOU CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE OF ANY STATE OR FEDERAL COURT LOCATED WITHIN THE CITY OF NEW YORK UPON SERVICE OF PROCESS MADE IN ACCORDANCE WITH THE APPLICABLE STATUTES AND RULES OF THE STATE OF NEW YORK OR THE UNITED STATES. ANY AND ALL SUITS YOU COMMENCE AGAINST CSA, WHETHER OR NOT ARISING UNDER THIS AGREEMENT, SHALL BE BROUGHT ONLY IN THE STATE OR FEDERAL COURTS LOCATED WITHIN THE CITY OF NEW YORK. YOU HEREBY WAIVE OBJECTIONS AS TO VENUE AND CONVENIENCE OF FORUM. ANY SUIT, OTHER THAN ONE SEEKING PAYMENT OF AMOUNTS DUE HEREUNDER, SHALL BE COMMENCED, IF AT ALL, WITHIN ONE (1) YEAR OF THE DATE THAT THE CLAIM ACCRUES. THE PARTIES IRREVOCABLY WAIVE ANY RIGHT TO A JURY TRIAL IN ANY SUIT BETWEEN THEM. 8. GENERAL. This Agreement shall be binding on you upon your signature and on CSA upon the delivery of any of the Listed Items. All provisions of this Agreement including Section 3, which by their nature can be construed to survive the expiration or termination of the Agreement shall so survive. This Agreement, together with any related CSA credit application, constitutes the entire agreement between the parties with respect to the furnishing of the Listed Items, superseding all previous proposals and agreements, oral or written. No lease agreement entered into between you and the Leasing Company with respect to any Listed Items shall be binding on CSA in any respect or affect your rights or CSA’s obligations hereunder. Any purchase order utilized by you shall be for your administrative convenience only, and any terms therein which conflict with, vary from or supplement the provisions of this Agreement shall be deemed null and void. No representation or statement not contained on the original of this Agreement shall be binding upon CSA as a warranty or otherwise, nor shall this Agreement be modified or amended except by a writing signed by you and a designated representative of CSA. If a court finds any provision of this Agreement (or part thereof) to be unenforceable, the remaining provisions of this Agreement shall remain in full force and effect. This Agreement shall not be assignable by you without CSA’s prior written consent, and any attempted assignment without such consent, which shall not be unreasonably withheld, shall be void; except that you may, as described above, assign to your leasing company your right to acquire the Listed Items and your warranty rights hereunder, but your other rights hereunder, are not assignable to the leasing company and such assignment shall not relieve you of any of your obligations hereunder. You expressly disclaim having relied upon any representation or statement concerning the capability, condition, operation, performance or specifications of the Listed Items, except to the extent set forth on the original of this Agreement. You agree that CSA may accept an electronic image of this Agreement as an original, and that electronic copies of your signature will be treated as an original for all purposes. #________ S0891676.01 D-2 SLS-004A March 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Salesperson __________________________ Order Date: _____ / _____ / ______ Customer (“you”): Company: Contact: Address: Phone: Fax: City: State: Zip: E-Mail: PLEASE PRINT Equipment, Supplies and Licenses of Application Software with listed third party support contracts and Ship To locations and contacts: Item Code Product Description Qty Unit Price Periodic Payment/ Purchase Price Ship To location (if different than above) Elev. (y/n) # of Step Load Dock (y/n) Contact Name & Phone Number E-Mail Carry forward to Face side of Agreement Subtotal ADDENDUM TO ADD ADDITIONAL EQUIPMENT TO ACQUISITION AGREEMENT #_________ (the “Agreement”) S0891676.01 Mark Leestma 11 28 2018 CITY OF RANCHO PALOS VERDES Lukasz Buchwald 30940 HAWTHORNE BLVD 310.514.5311 RANCHO PALOS VERDES CA 90275-5391 lbuchwald@rpvca.gov 0605C039 IMAGERUNNER ADVANCE C5535I II 1 2,005.43 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM 90275-5391 N 0 N 310.514.5311 Lukasz Buchwald RANCHO PALOS VERDESCA lbuchwald@rpvca.gov 0609C002 CASSETTE FEEDING UNIT-AM1 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 1348V957 CONVENIENCE STAPLER- A1 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0615C002 INNER FINISHER-H1 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0166C007 SUPER G3 FAX BOARD- AS2 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 1972V064 ESP NEXT GEN PCS POWER FILTER (120V/15A) XG-PCS-15D 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 2368V120 MID VOLUME CONNECTIVITY 30+PPM UP TO 79PPM 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 3088V679 INSTALL PAK C5535I & C5540I 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov IntSupplies Pre-install supplies installed in machine 1 Included 30940 HAWTHORNE BLVD - 2ND FL, MAILROOM RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0605C039 IMAGERUNNER ADVANCE C5535I II 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0609C002 CASSETTE FEEDING UNIT-AM1 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 1348V957 CONVENIENCE STAPLER- A1 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0615C002 INNER FINISHER-H1 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0166C007 SUPER G3 FAX BOARD- AS2 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov D-3 SLS-004A March 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Salesperson __________________________ Order Date: _____ / _____ / ______ Customer (“you”): Company: Contact: Address: Phone: Fax: City: State: Zip: E-Mail: PLEASE PRINT Equipment, Supplies and Licenses of Application Software with listed third party support contracts and Ship To locations and contacts: Item Code Product Description Qty Unit Price Periodic Payment/ Purchase Price Ship To location (if different than above) Elev. (y/n) # of Step Load Dock (y/n) Contact Name & Phone Number E-Mail Carry forward to Face side of Agreement Subtotal ADDENDUM TO ADD ADDITIONAL EQUIPMENT TO ACQUISITION AGREEMENT #_________ (the “Agreement”) S0891676.01 Mark Leestma 11 28 2018 CITY OF RANCHO PALOS VERDES Lukasz Buchwald 30940 HAWTHORNE BLVD 310.514.5311 RANCHO PALOS VERDES CA 90275-5391 lbuchwald@rpvca.gov 1972V064 ESP NEXT GEN PCS POWER FILTER (120V/15A) XG-PCS-15D 1 Included 30940 HAWTHORNE BLVD 90275-5391 N 0 N 310.514.5311 Lukasz Buchwald RANCHO PALOS VERDESCA lbuchwald@rpvca.gov 2368V120 MID VOLUME CONNECTIVITY 30+PPM UP TO 79PPM 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 3088V679 INSTALL PAK C5535I & C5540I 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov IntSupplies Pre-install supplies installed in machine 1 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 1190C018 IMAGERUNNER ADVANCE C7570I II 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0169C003 UPRIGHT CONTROL PANEL-E3 (Not Compatible w/ The 8595i And 8505i models) 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 1348V957 CONVENIENCE STAPLER- A1 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0124C003 STAPLE FINISHER-V2 (CANNOT BE USED W/ iR ADV 8505i/8595i) 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0126C001 2/3 HOLE PUNCHER UNIT- A1 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 3133V962 INSTALL PAK C7565I/C7570I/C7580I 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 2368V120 MID VOLUME CONNECTIVITY 30+PPM UP TO 79PPM 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov IntSupplies Pre-install supplies installed in machine 3 Included 30940 HAWTHORNE BLVD RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0605C039 IMAGERUNNER ADVANCE C5535I II 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0609C002 CASSETTE FEEDING UNIT-AM1 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov D-4 SLS-004A March 2018 CSA Canon Solutions America, Inc. (“CSA”) One Canon Park, Melville, NY 11747 (800) 613-2228 Salesperson __________________________ Order Date: _____ / _____ / ______ Customer (“you”): Company: Contact: Address: Phone: Fax: City: State: Zip: E-Mail: PLEASE PRINT Equipment, Supplies and Licenses of Application Software with listed third party support contracts and Ship To locations and contacts: Item Code Product Description Qty Unit Price Periodic Payment/ Purchase Price Ship To location (if different than above) Elev. (y/n) # of Step Load Dock (y/n) Contact Name & Phone Number E-Mail Carry forward to Face side of Agreement Subtotal ADDENDUM TO ADD ADDITIONAL EQUIPMENT TO ACQUISITION AGREEMENT #_________ (the “Agreement”) S0891676.01 Mark Leestma 11 28 2018 CITY OF RANCHO PALOS VERDES Lukasz Buchwald 30940 HAWTHORNE BLVD 310.514.5311 RANCHO PALOS VERDES CA 90275-5391 lbuchwald@rpvca.gov 1348V957 CONVENIENCE STAPLER- A1 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE 90275-5391 N 0 N 310.514.5311 Lukasz Buchwald RANCHO PALOS VERDESCA lbuchwald@rpvca.gov 0615C002 INNER FINISHER-H1 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 0166C007 SUPER G3 FAX BOARD- AS2 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 1972V064 ESP NEXT GEN PCS POWER FILTER (120V/15A) XG-PCS-15D 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 2368V120 MID VOLUME CONNECTIVITY 30+PPM UP TO 79PPM 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov 3088V679 INSTALL PAK C5535I & C5540I 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov IntSupplies Pre-install supplies installed in machine 1 Included 31501 PALOS VERDES DRIVE, WEST - OFFICE RANCHO PALOS VERDESCA90275-5391 N 0 N Lukasz Buchwald 310.514.5311 lbuchwald@rpvca.gov D-5  Cost Analysis City of Rancho Palos Verdes 11/1/2018 #Location New      Canon  Model Serial # Lease  Expiration  Date Lease Pmt Projected  Avg. Monthly  Volume Monthly Maint.  Base Fee       (Billed Qtrly) Copies Included  (Billed Qtrly) Proposed  Overage Rate Average Monthly  Usage Overage  Cost 1 Mailroom 2nd fl IRA C5535i II TBD 3 years 203.48$       2,934 0 0 0.0075$             22.01$                 Color 4,360 0 0 0.042$                183.12$                2 Comm Dev Bldg IRA C3325i QTW1####NA Owned 3,650 00 0.0075$              27.38$                  Color 1,955 0 0 0.0420$              82.11$                  3 Public Works ‐  1st FL IRA C7570i II TBD 3 years 448.00$       8,826 00 0.0065$              57.37$                  Color 8,314 0 0 $0.041 340.87$                4 Entrance Wkrm, 2nd FL IRA C7570i II TBD 3 years 448.00$       21,204 00 0.0065$              137.83$                Color 15,889 0 0 $0.041 651.45$                5 Comm Dev Bldg IRA C7570i II TBD 3 years 498.99$       14,465 00 0.0065$              94.02$                  Color 7,836 0 0 $0.041 321.28$                6 31501 PV Drive W IRA C5535i II TBD 3  years 203.48$       2,860 0 0 $0.0075 21.45$                  Color 5,588 0 0 0.0420$              234.70$                7 Hawthorne Bl IRA C3325i JWH0####NA Owned 1,452 0 0 0.0075$              10.89$                  5,588 0 0 0.0420$              234.70$                8 Public Works (Net New) IRA C5535i II TBD 3  years 203.48$       3,000 0 0 $0.0075 22.50$                 (Estimated)Color 2000 0 0 0.0420$              84.00$                 TOTALS 2,005.43$    2,525.66$            NEW Total Monthly Lease Cost 2,005.43$     NEW Total Estimated Monthly Service & Maint Cost 2,525.66$     Current Montly Average Amount for Service and Maintenance $3,750 Total Monthly Estimated Increase 781.09$        Plus Applicable Taxes Trade‐In's included. Shipping Cost for Equipment Removal included. Canon Government/Education Quotation per  National IPA Co‐operative Piggy Back Agreement # F1‐R‐0251‐18 Dated 10‐1‐18. Benefits: National IPA "piggy back"contract ‐  avoids process, time and effort for an RFP.   Terms & Conditions and Pricing already Gov't approved. Lower Operating Maintenance Cost (includes adding new unit for Public Works) Simplified Maintenance Billing ‐ From Monthly invoices to Quarterly invoices plus no more base fees. Enhanced Security ‐ New technology models come standard with document protection security. Single Source Leasing through Canon Financial Svcs., Inc. E-1