Item G1
Revised 3/99
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: February 18, 2004
Division: Manaaement Services
Bulk Item: Yes [8J No 0
Department: Technical Services
AGENDA ITEM WORDING: Approval to award bid and approval of contracts to BellSouth and BellSouth
Financial Services for Maintenance of Existing Northern Telecom Systems and Dedicated Technician,
Upgrades and Additions to existing Northern Telecom SL 1 Systems. This is the approval of two contracts,
one for the Dedicated Technician and one for Leasing of equipment.
ITEM BACKGROUND: At the April 17, 2003, meeting of the Board of County Commissioners, staff was
directed to prepare a RFP for Maintenance and Dedicated Technician of existing systems. Four Bids were
returned, BellSouth submitted the only fully conforming bid with required specifications submitted,
Equipment will be leased by BellSouth Financial Services for a period of five years, At the end of five
years, we will upgrades all equipment and will own all equipment. Contract for Dedicated Technician
expires March 15, 2004,
PREVIOUS RELEVANT BOCC ACTION: Only the Dedicated Technician and Maintenance was
approved by BOCC March 19, 2003.
CONTRACT/AGREEMENT CHANGES
With all provisions of new contract, we will accomplish significant upgrades to equipment.
Accepting Option 2 with BCM (Business Communication Manager) will save us $130,000 per year
when all installation is completed. Dedicated Technician with all maintenance is the same price
as current contract.
STAFF RECOMMENDATION: Approval.
TOTAL COST: $Option 2 with BCM $910,787,
Dedicated Technician $825.445; Total
$1,736.232 (Annual $347,246)
BUDGETED: Yes [8J No 0
Source of Funds: Individual funds; Ad
Valorem primarily
COST TO COUNTY: $1,736.232 for five years.
REVENUE PRODUCING: Yes 0 No [8J AMOUNT PER MONTH
\. :\.o.J.. YEAR_
'i)"V\\'? '\
APPROVED BY: COUNTY A~ OMB/PURCHASING 0 RISK MANAGEMENT 0
DMSION DIRECTOR APPROVAL: ~ tl~
DIVISION DIRECTOR NAME: Sheila A. Barker
DOCUMENTATION: INCLUDED: 0 TO FOLLOW: 0 NOT REQUIRED: 0
AGENDA ITEM #: e I
DISPOSITION:
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: BellSouth Contract #_
Effective Date: 3/18/04
Expiration Date: 3/18/09
Contract Purpose/Description:
Approval to award bid to BellSouth for Maintenance of Existing Nortern Telecom
Systems and Dedicated Technician, Upgrades and Additions to existing Northeren
Telecom SLl Systems
-,
-
.,
Contract Manager: Lisa Druckemiller 5100 Techincal Services! 5B
(Name) (Ext. ) (Department/Stop #)
for BOCC meeting on 2/18/04 Agenda Deadline: 2/03/04
CONTRACT COSTS
Total Dollar Value of Contract: $
Budgeted? Yes[g] No 0
Grant: $
County Match: $
1,736,232. Current Year Portion: $ $96,301.94
Technician
Account Codes: 001-06002-530-460-_
001-06002-530-440-__
- - - -
-------..--
- -
---
ADDITIONAL COSTS
Estimated Ongoing Costs: $347.246.40/yr For: maintenance
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc,)
CONTRACT REVIEW
Changes
Date In Needed
Division Director YesD No
Date Out
Risk Management
County Attorney
Bid Review
This is a recap and justification for the telephone bid recommendation that
will be presented to the Board of County Commissioners on February 18,
2004.
Four vendor's submitted bid proposals for Monroe County' RFP.
1. Conven!ed Networks~ LLC~ doine: business as Aloha Telecom
Their bid proposal was $ 13, 800.00, they gave no specifications on
there proposal for the bid. They aren't accredited by Nortel Networks to
provide complete service on our systems. Vendor's bid not conform to
our bid specifications.
2. Ronco Communications & Electronics
Their bid proposal was $ 14,412.00. Under Monroe County's
contract specifications section 2.01 Ronco states that they will comply with
Lightning Indemnification at all sites with a stipulation that AlC surge
currents be 19,500 Amps with line neutral, line ground and neutral ground
protection modes. C/O, telephone line-surge current, must be 9,000 Amps
per pair. This will be additiQnal cost to Monroe County. They want us to
conform to their specifications and not them meeting our needs, Their
maintenance cost will vary on an annual basis. As proposed, the upgrades
that were submitted did not allow for reduction in our network cost. They
did not include the pricing in there bid for 500 telephone sets we requested.
Vendor's bid not conform to our bid specifications.
3. N extira One
Their bid proposal was $ 20, 527.00. Under Monroe County's
contract specifications Nextira One didn't comply with section 1.01,
insurance indemnification/hold harmless. In Section 2.01 we asked for a
dedicated technician; they do not want to provide a dedicated technician but
would sub contract our work. They cannot guarantee that their technician
will be able to clear trouble. Vendor will not provide lightning
indemnification at all sites. Vendor does not want to comply with our
Attorney's recommendations for inspection of work. As proposed the
upgrades that were submitted, 3 systems would have the capability to change
our channelized Tl trunking to ISDN, PRI trunking. This was one of the
specifications on the RFP. There proposal allowed for minimal reduction in
our network. Vendor's bid not conform to our bid specifications.
4. BellSouth
There bid proposal gave two options, option I was for $ 22,730.68.
Option 2 was $ 28,937.20. Option 2 gives the most flexibility for reduction
in our network cost. This bid includes upgrades to all systems, voice mail
and ups systems. Option 2 utilizes a combination ofTI facilities and frame
relay that the County could use without taxing the computer department with
extra cost in man power and equipment. When option 2 is implemented the
County will have new equipment upgrades at the sites requested and a
savings of $654,460.20 over the 5 year period. This is the best proposal
reviewed and believe will be the best for Monroe County.
BellSouth has given excellent service to Monroe County in the past. The
technician that is assigned to Monroe County now has always been mindful
of cost, and has never charged for overtime. He has also done work for all
the Constitutional Officers when asked at no charge except for equipment.
Miscellaneous equipment for various large and small projects is purchased
from different companies to save Monroe County money. Networking is
done by our technician now with no additional cost from BellSouth except
for the equipment. Spare parts are always available for our systems, and
replacement of sets has been made as needed. BellSouth's proposal was
the only fully conforming bid received. Staff recommends section of
BellSouth. 'e
Lisa Druckemiller
Telecommunications Administrator
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SCHEDULE FOR PURCHASE OF
Dedicated Maintenance Technician
@ BELLSOUTH@
BellSouth Communication Systems, LLC
Customer: Monroe County Board of County Comm.
Customer Number: 37116
51 Number:
Location
Agreement Number:
CPE50416
InstaIlation~ 1200 Truman Ave, Suite 211
Order Number: TBD
City: KeyWest State: FL Zip: 33040
Tcnn:
60 months
Total Price: $13,757.42 mtWy/$825,445.20/ 5
"r~
Customer Reference Number:
(For Information Purposes Only)
Customer hereby purchases Dedicated Technician Services, as set forth in detail below, from BellSouth Communication
Systems, LLC ("BellSouth") under and pursuant to, and this Order modifies and supplements, for purposes of Dedicated
Technician services only, the Master Agreement For Equipment Purchase And/Or Maintenance Service between BellSouth and
Customer ("Agreement"). This Order shall become effective as of the last signature date set fOlih below. Except as specifically
stated below, all terms and conditions of the Agreement remain in full force and effect. BellSouth and Customer hereby agree as
follows:
Customer orders, and by acceptance of this Order BellSouth agrees to provide, Dedicated Technician services consisting of the
following components at the net prices indicated below:
Terms and Provisions
BellSouth agrees to provide Dedicated Technician Services to Customer as stated in the above referenced Order, per the following
terms and conditions:
I.BellSouth will provide Dedicated Technician(s), as stated in the above referenced Order. to work on the Customer's site(s).
BellSouth and Customer agree that the duties of the Dedicated Technician(s) shall be primarily to provide the system
Warranty/Maintenance work and secondarily, with time permitting, to provide incidental labor for moves, adds and
changes.
2.Dedicated Technician(s) will be on Customer site(s) (8) hours per day, five (5) days a week fifty (50) weeks per year,
during the hours of8:00 AM. and 5:00 PM, Monday through Friday excluding holidays observed by BellSouth.
3,BellSouth's Dedicated Technician(s) can perform routine adds, moves, changes, and rearrangements (installation work
defmed as installation work up to this "wired-for" system size (shelf in place)) which does not require engineering
consideration, Parts for rearrangements, changes or moves of telecommunications Equipment are not included. Work
which requires engineering consideration, issuance of Sales/Service Orders, or work outside of the normal scheduled
work hours will be performed by BellSouth and billed to Customer at BellSouth's then current published rate for such
work.
4,Customer must maintain an inventory of typical Equipment, on Customer's premises, necessary to perform the above
mentioned work as part of the Dedicated Technician service plan, Customer must replenish this inventory as needed,
5,BellSouth will provide Maintenance Service, as stated in the Agreement, for all components that comprise Customer's
telecommunications system(s) located at the site(s) as listed in the above referenced Order. Equipment purchased from
BellSouth and installed at the site(s) will be covered during the warranty as stated in the Agreement. After the expiration
of the warranty, the labor to maintain the Equipment will be provided by the Dedicated Technician(s) with all parts
billable at BellSouth's then current rates.
6,BellSouth will insure that the Dedicated Technician is reasonably trained and qualified to make repairs to systems listed
in the above referenced Order or provided by BellSouth at the covered site(s) during the term of the Order.
7.For products, equipment and/or tasks not typically supplied by BellSouth, BellSouth may, upon Customer request,
agree to maintain the same under the following conditions:
a. Customer agrees to provide pertinent test equipment and tools, and bear al! expenses for the training of the
Dedicated Technician(s) on equipment or tasks, including but not limited to, manufacturer training, travel, food,
lodging and replacement of Dedicated Technician(s) during the training period,
b. Custometagrees to provide all replacement parts and other required materials.
c. Customer:agrees to bear the cost of any manufacturer technical support.
8.Any additional work performed by BellSouth beyond the scope of this Order, will be at BellSouth's then current rates
for labor and materials,
9,The Customer shall not employ, or attempt to employ, any of BellSouth's current or former employees with whom
Customer has direct contact in connection with the performance ofthis Order, Customer shall comply with these
conditions through the term of this Order or any renewal thereof and for 12 months thereafter.
PRICING
Dedicated Technician Labor
Number of Technicians
List Price
Total Price for Technician Labor
1
--
$ 124,000.00/per year
_$ 620,000,00/ per 5 years
Dedicated Technician Vehicle
Number of Vehicles
List Price
_1~
$6600,00
Total Price for Vehicles
_$6,600,00
Dedicated Technician - Ports
Number of Ports
3500
Total Price for Ports
$210,000,00_
Dedicated Technician-Peripherals
Total Price for Peripherals
$_ 87,287.40_
Dedicated Technician-Lightning
Total Price for Lightning
$_31,500.00
Total List Price
(Labor, Vehicle, Ports, Parts, Lightning)
Customer Discount
$981,787,20_
_15.92418 %
Net Price to Customer
$_825,445.201 per 5 years or $13,757.42 montly
Pursuant to the terms and conditions of the Agreement referenced above, Customer agrees to purchase and BellSouth Communication Systems, LLC agrees to
rovide Services described in this Order. This Order shall automatically incorporate therein all the terms and conditions of the Agreement, and any and all terms and
onditions on any Customer order forms, purchase orders, or other Customer documents shall be deemed deleted,
In Witness Whereof, the parties have executed this Order by their duly authorized representative, in multiple counterparts, each of which shall be deemed an
riginal.
CUSTOMER
By
BellSouth Communication Systems, LLC
By BellSouth Business Systems, Inc.
Fly
Authorized Signature
Date
Authorized Signature
Date
Name (Type or Print)
Title
Name (Type or Print)
Title
, MONROE COUNTY ATTORNEY
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ATTN: LISA ORUCKEMILLER
1200 TFWMAN AVENUE
2ND FLOOR
I<EV WEST, FL 33040
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Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Master Lease/Purchase Agreement
Lessee
Monroe County Board of County Commissioners
Address
500 Whitehead Street
City
Key West
County
State
FL
TERMS AND CONDITIONS The Reverse side contains Terms and Conditions which are also a
1, LEASE: Lessor shall purchase and lease to Lessee the equipment and associated
items ("Equipment") that shall be described in any Equipment Schedute ("Schedule")
which is executed from time to time by Lessor and Lessee and makes reference to this
Agreement. This Agreement shall te incorporated into each Schedule, When computer
programs and related documentation ("Software") are furnished with the Equipment, and
a non-exclusive license and/or sublicense is granted to Lessee in an agreement
("Supplier Agreemenr') with the suppliers ("Supplier") identified on the Schedule, to the
extent permitted, Lessor grants Lessee a similar non-exclusive sublicense to use the
Software only in conjunction with the Equipment for so long as the Equipment is teased
hereunder. The Equipment and Software include, but are not limited to, all additions,
attachments and accessions thereto:and replacements thereof (collectively, "System"),
Any reference to "Lease" shall mean this Agreement, the Schedule, the Consent of
Supplier, if applicable, the Acceptmce Certificate, Annexes A through D, and any
riders, amendments and addenda thereto, and other documents as may from time to
time be made a part hereof.
As conditions precedent to Lessor's obligation to purchase any Equipment, not later than
the Commitment Date as set forth on the applicable Schedule, (a) Lessee and Lessor
shall execute this Agreement, a Schedule and other documentation contemplated herein
including, but not limited to, Certificates of Resolution, Incumbency and as to Non-
Arbitrage and Essential Use and an Opinion of Counsel in the fonn of Annexes A
through D, respectively, attached hereto and incorporated into each Lease, and (b) there
shall have been no material adverse change in Lessee's financial condition. Upon
Lessor's execution of the Schedule, Lessee assigns to Lessor its rights to receive title
to the Equipment and any non-exclusive sublicense to use the Software as of the date
the System is delivered to the location shown on the applicable Schedule ("Installation
Site") and delegates to Lessor its duty to pay to the Supplier the Price (as defined in
Section 3 below) for the System under the Supplier Agreement, but delegates no other
right, interest or obligation thereunder, all of which are retained by Lessee,
2, TERM: The lease term for each Schedule shall commence on the date of execution
of an Acceptance Certificate pursuant to Section 3 of the Schedule ("Commencement
Date") and, unless earlier terminated as provided for in the Lease, shall continue for the
number of whole months or other Payment Periods set forth in the applicable Schedule
("Term"), commencing on the first day of the month following the Commencement Date
(or commencing on the Commencement Date if such date is the first day of the
month). The Term may be earlier terminated upon: (a) the nonappropriation of funds
pursuant to Section 4 herein, (b) an Event of Loss pursuant to Section 13, or (c) an
Event of Default by Lessee and Lessor's election to terminate pursuant to Section 16.
3. RENT AND PAYMENT: Lessee 91all pay to Lessor the amounts shown in the
applicable Amorlization Annex ("Renr') ,attached to a Schedule except as such Rent may
be adjusted pursuant to this Section and Sections 2 and 8 of a Schedule, plus any
additional amounts due under the Lease. Rent shall consist of a partial repayment of
the Price of the System and interest. Rent shall be paid either at the beginning or at the
end of a Payment Period as indicated on a Schedule. If the Commencement Date is
not the first day of a calendar month (or other Payment Period), Lessee shall pay to
Lessor on demand interim rent prorated daily based on a 360-day year for each day
from and including the Commencement Date to and including the last day of such
month or other Payment Period.
Rent is based upon the Price of the System and acceptance of the System by Lessee
on or before the Commitment Date. "Price" shall mean the actual purchase price of the
System as set forth in the Supplier Agreement and shall exclude all other costs,
including sales or other taxes included in the Supplier Agreement as pari of the purchase
price. If the Price is increased or decreased as a result of a job change order ("JCO"),
the Lessee authorizes Lessor to adjust the Rent and Amortization Annex. If the
Commencement Date occurs after the Commitment Date, and Lessor waives the
condition precedent that the Commencement Date occur on or before the Commitment
Date, Lessor's then-current Lease Rate Factor for similar transactions shall apply and
the Lessee authorizes Lessor to adjust the Rent and Amortization Annex, accordingly, if
required by Lessor.
Contact
Lisa Druckemiller
Telephone Number
Title
Facsimile Number
Master Lease/Purchase Agreement No,
305-295-5100
Zip Code
33040
305-295-5105
7281192
Whenever any payment of Rent or any other amount due under a Lease is not made
within ten (10) days after the date when due, to the extent permitted by applicable law,
Lessee agrees to pay on demand (as a fee to offset Lessor's collection and
administrative expenses), the greater of twenty-five dollars ($25) per month or ten
percent (10%) of each such overdue amount, but not exceeding the lawful maximum, if
any, All payments provided herein shall be payable to Lessor at its address set forth in
Section 18 hereof or such other place as Lessor directs, in writing.
4. NONAPPROPRIATION: This Section is applicable only if the Inclusion of such a
nonappropriation provision is legally req~ired. Lessee's obligations to pay Rent and any
other amounts due for each FIscal Penod (as set forth In the applicable Schedule) is
contingent upon approval of the appropriation of funds by its governing body. In the
event funds are not appropriated for any Fiscal Period equal to amounts due under the
Lease, Lessee may terminate the Lease effective on the first day of such Fiscal
Period, ("Termination Date"), if: (a) Lessee has used due diligence to exhaust all funds
legally available; and (b) Lessor has received written notice from Lessee at least thirty
(30) days before the Termination Date. Upon the occurrence of such nonappropriation,
Lessee shall not be obligated for payment of any Rent for any Fiscal Period for which
funds have not been so appropriated, and Lessee shall deliver the System to Lessor in
accordance with Section 9 of the Schedule. If Lessee terminates a Lease pursuant to
this Section, unless the following would affect the validity of a Lease, for a period of
three hundred sixty (360) d3ys from the effective date of such termination, Lessee will
not purchase, lease, rent, seek appropriations for, .or ~therwise obtain a system serving
the same funcloon as the System; and such an oblIgatIon will survive termination of this
Lease.
5. DELIVERY: All transportation, delivery and installation costs relative to a System
(unless included in the Price) are the sole responsibility of Lessee. Lessee assumes all
risk of loss and damage if the Supplier fails to deliver or delays in the delivery of any
System, or if any System is unsatisfactory for any reason.
6. NON-CANCELABLE NET LEASE: Subject only to the provisions of Section 4 herein
Lessee's obligations under the Lease are absolute and unconditional, and shall not be'
subject to any delay, reduction, setoff, defense, co~nterclaim or recoupment for any
reason Including any faIlure of the System, or any mIsrepresentations of any supplier,
manufacturer, Installer, vendor or dlstnbutor. Lessor IS not responsible for the delivery
installation, maint enance or operation of any System, '
7. WARRANTIES: Lessor and Lessee acknowledge that any third-party warranties, if
a~y, Inure. to the benefit of Lessee. Lessee agrees to pursue any warranty claim
directly against such third party and shall not pursue any such claim against Lessor.
Lessee shall continue to pay Lessor all amounts payable under any Lease under any
and all circumstances.
8. QUIET ENJOYMENT: During the Lease Term, Lessor shall not interfere with Lessee's
quiet enjoyment and use of the System provided that an Event of Default has not
occurred.
9. TAXES AND FEES: Unless Lessee first provides proof of exemption therefrom,
L~ssee shall promptly reImburse Lessor, upon demand, as additional Rent, or shall pay
directly, If so requested by Lessor, all license and registration fees, sales, use,
personal property taxes and all other taxes and charges imposed by any federal, state,
or local governmental or taxing authonty, whether assessed against Lessee or Lessor
relating to the purchase, ownership, leasing, or use of the System or the Rent'
excluding all taxes computed upon the net income of Lessor. '
10, DISCLAIMER OF WARRANTIES AND DAMAGES: LESSEE ACKNOWLEDGES
THAT (a) THE SIZE, DESIGN, CAPACITY OF THE SYSTEM AND THE MANUFACTURER
AND SUPPLIER HAVE BEEN SELECTED BY LESSEE; (b) LESSOR IS NOT A
MANUFACTURER, SUPPLIER, DEALER, DISTRIBUTOR OR INSTALLER OF THE
SYSTEM; tc) NO MANUFACTURER OR SUPPLIER OR ANY OF THEIR
REPRESENTATIVES IS AN AGENT OF LESSOR OR AUTHORIZED TO WAIVE OR
ALTER ANY TERM OR CONDITION OF A LEASE; AND (d) EXCEPT FOR LESSOR'S
WARRANTY OF QUIET ENJOYMENT, LESSOR HAS NOT MADE AND AND DOES NOT
HEREBY MAKE ANY REPRESENTATION, WARRANTY OR COVENANT, WRITTEN OR
Except as otherwise provided in Section 3 of this Agreement and Sections 2, 3, and 8 of a Schedule, any modifications, amendments or
waivers to a Lease shall be effective only if mutually agreed upon in a writing, duly executed by authorized representatives of the
arties.
BSFS Equipment Leasing, A Component of GE Capital Corporation Monroe County Board of County Commissioners
BY
Author/zed Representative
PRINT NAME
TITLE
DATE
SLGMLPA 7/12/99 L:IST ANDARD FORMSlTax Exempt docsILease PurchaselFinal DocslMla2.doc
BY
Authorized Representative
PRINT NAME
TITLE
ORAl, STATUTORY, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER
INCLUDING, WITHOUT LIMITATION, THE DESIGN, QUALITY, CAPACITY, MATERIAL,
WORKMANSHIP, OPERATION, CONDITION, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, HIDDEN OR LATENT DEFECT OF THE SYSTEM OR ANY
PORTION THEREOF, OR AS TO ANY PATENT, COPYRIGHT OR TRADEMARK
INFRINGEMENT, LESSEE LEASES EACH SYSTEM "AS IS, WHERE IS",
LESSOR SHALL HAVE NO LIABILITY TO LESSEE OR ANY THIRD PARTY FOR ANY
SPECIAL, DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF
ANY SORT, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR PERSONAL
INJURY, LOSS OF PROFITS OR SAVINGS, LOSS OF USE, OR ANY OTHER
DAMAGES, WHETHER BASED ON STRICT LIABILITY OR NEGLIGENCE, AND
WHETHER RESULTING FROM USE OF THE SYSTEM OR BREACH OF THE LEASE
OR OTHERWISE, EXCEPT FOR DIRECT, SPECIFIC DAMAGES FOR LESSOR'S
BREACH OF A LEASE OR FOR PERSONAL INJURY OR PROPERTY DAMAGE ONLY
TO THE EXTENT CAUSED BY LESSOR'S GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT,
11, REPRESENTATIONS AND WARRANTIES OF LESSEE: Lessee represents,
covenants and warrants to Lessor that: (a) Lessee is a public body corporate and politic,
duly organized and validly existing, and has the power to execute, deliver and perform
each Lease; (b) the person executing this Agreement and any Schedules and related
documents on behalf of Lessee has been given authority to bind Lessee; (c) this
Agreement and all related documents have been duly authorized and constitute valid,
legal and binding obligations of Lessee, enforceable in accordance with their terms; (d)
there are no actions or proceedings pending or threatened agains t Lessee which, if
adversely determined, will have a material adverse effect on the ability of Lessee to
perform its obligations under a Lease; (e) Lessee qualifies as a state or a political
subdivision of a state within the meaning of Section 103 of the Internal Revenue Code
of 1986, as amended ("Code"); (I) Lessee will not take any action which, or omit to take
any aclion which, would adversely affect the exemption of the interest component of
Rent payments from federal income taxation; (g) Lessee shall file Internal Revenue
Form 803B-G or Fonn B03B-GC, as applicable; and (h) the obligation of Lessee to pay
Rent shall constitute a current expense of Lessee and is not in contravention of any
applicable limitation of indebtedness,
12, INSURANCE: At its expense, Lessee shall keep each System insured against all
risks of loss and damage for an amount equal to the installed replacement cost of the
System, with Lessor named as a loss payee. Lessee shall also maintain
comprehensive general liability insurance, with Lessor named as an additional insured.
All insurance policies shall be with an insurer having a rating of B+ or better by A.M.
Best Company,. Inc., and be in such form, amount and deductibles as are satisfactory
to Lessor. Each such policy must state by endorsement that the insurer shall give
Lessor not less than thirty (30) days prior written notice of any amendment, renewal or
cancellation. Lessee shall, upon request, furnish to Lessor satisfactory evidence that
such insurance coverage is in effect. Lessee may self insure with respect to the
above coverages with Lessor's prior written consent.
13, CASUALTY: If any System, in whole or in part, is lost, stolen, damaged or
destroyed, or is taken in any condemnation or similar proceeding (an "Event of Loss"),
Lessee shall promptly notify Lessor. Lessee shall, at its option (a) immediately place
the affected Equipment and Software in good condition and working order, (b) replace
the affected item with like equipment or software in good condition and transfer clear
title or the sublicense thereto to Lessor, or (c) to the extent permitted by law, pay to
Lessor, within thirty (30) days of the Event of Loss, an amount equal to the Stipulated
Loss Value ("SL V") (as hereinafter defined) for such affected Equipment or Software
plus any other unpaid amounts then due under the Lease. If an Event of Loss occurs
as to part of a System for which the SL V is paid, a prorata amount of Rent shall abate
from the date the SLY payment is received by Lessor. The SLY shall be an amount
equal to sum of (a) all future Rent payments from the last Rent Payment Date to the
end of the Term with each such payment discounted to present value at a simple
interest rate equal to the applicable Lease Rate or if such rate is not permitted by law,
then at the lowest permitted rate; plus (b) as liquidated damages, and not as a penalty,
to the extent permitted by law, one percent (1 %) of the Price of the System, as such
Price may have been amended from time to time,
14 INDEMNITY: To the maximum extent pennitted by applicable law, Lessee shall
indemnify Lessor against, and hold Lessor harmless from, and covenants to defend
Lessor against, any and all losses, claims, liens, encumbrances, suits, damages, and
liabilities (and all costs and ex penses including, without limitation, reasonable attorneys'
fees) related to the Lease including, without limitation, the selection, purchase, delivery,
ownership, condition, use, operation of the System, or violation of the Software
sublicense, or arising by operation of law (excluding the gross negligence or willful
misconduct of Lessor). Lessee shall assume full responsibility for, or at Lessor's sole
option, reimburse Lessor for the defense thereof. This Section shall survive the
termination of the Lease but not longer than the applicable statute of limitations.
The Lease is entered into based upon the assumption that the interest portion of the
Rent will not be includable in Lessor's gross income for federal income tax purposes, If
Lessee causes Lessor's after-tax economic yield to be adversely affected, to the
exlent permitted by law, Lessee shall pay Lessor, on demand, an amount which will
cause Lessor to have the same economic return had such a loss not occurred. The
term "Lessor" shall include any affiliated group for filing consolidated returns.
15, DEFAULT: Any of the following shall constitute an Event of Default: (a) failure by
Lessee to pay any Rent or other amounts payable under a Lease for a period of ten
(10) days or more after Lessee's receipt of written notice thereof; (b) failure by Lessee
to perform any other material term in any Lease or any other agreement of Lessee
given in connection with the Lease, and such failure continues uncured for twenty (20)
days after Lessee's receipt of written notice thereof; (c) the inaccuracy of any material
representation or warranty made by the Lessee in connection with any Lease which
failure or inaccuracy shall continue for a period of thirty days or more; (d) Lessee's
attempt to make a Transfer (as defined in Section 17 herein) without Lessor's prior
written consent; (e) Lessee dissolves or ceases to exist; (I) Lessee becomes insolvent,
makes an assignment for the benefit of creditors, files a voluntary petition or has an
involuntary petition filed or action commenced against it under the United States
Bankruptcy Code or any similar federal or state law; or (g) failure by Lessee to perform
any of its obligations under any other Lease or agreement with Lessor,
16 REMEDIES: If an Event of Default has occurred, Lessor shall have the right to
exercise one or more of the following remedies: (a) terminate and/or declare an Event of
Default under any Lease or other agreement with Lessee; (b) recover from Lessee all
Rent and any and all amounts then due and unpaid; (c) to the extent permitted by
applicable law, recover from Lessee all Rent and other amounts to become due, by
acceleration or otherwise, such amounts described in subsection (c) being present
valued using the lesser of the applicable Lease Rate or such lower rate as may be
permitted under applicable law, with the amounts set forth in subsections (b) and (c)
above being the agreed upon damages ("Lessor's Loss"); (d) charge Lessee interest on
the Lessor's Loss from the date of the Event of Default until paid at the rate of one and
one-half (1-1/2%) percent per month, but in no event more than the maximum rate
permitted by law; (e) demand the Lessee return any System to Lessor in the manner
provided in Section 9 of the Schedule; and (I) take possession of any System wherever
located, with or without demand or notice, or any court order or any process by law.
Upon repossession or return of a System, Lessor shall sell, lease or otherwise dispose
of the System in a commercially reasonable manner, with or without notice and by
public or private bid, and apply the net proceeds thereof, if any, toward Lessor's Loss
but only after deducting all expenses including, without limitation, reasonable attorneys'
fees incurred in enforcement of any remedy. Lessee shall be liable for any deficiency
if the net proceeds available after the permitted deductions are less than Lessor's Loss,
No right or remedy is exclusive of any other provided herein or permitted by law or
equity. All rights and remedies shall be cumulative and may be enforced concurrently
or individually from time to time.
17, ASSIGNMENT: Lessor may, without notice to or the consent of Lessee, sell,
assign, grant a security interest in, or pledge its interest in all or any portion of a
System and/or a Lease and any amounts due or to become due hereunder to any party
("Assignee"), No such assignment shall be effective until Lessee shall have received a
notice identifying the Assignee. Upon receiving notice from Lessor, Lessee shall pay
all Rent and other amounts due to Assignee free from any claim or counterclaim,
defense or other right which Lessee may have against Lessor, Pursuant 10 Section
149(a) of the Code, Lessee hereby appoints Lessor as "Agent' of the Lessee to
maintain a record of any Assignee. Lessor shall be relieved of its future obligations
under the Lease as a result of such assignment if Lessor assigns to Assignee its
interest in the System and Assignee assumes Lessor's future obligations, WITHOUT
LESSOR'S PRIOR WRITTEN CONSENT, LESSEE SHALL NOT ASSIGN, SUBLEASE,
TRANSFER, PLEDGE, MORTGAGE OR OTHERWISE ENCUMBER ("TRANSFER") THE
SYSTEM OR THE LEASE OR ANY OF ITS RIGHTS THEREIN OR PERMIT ANY LEVY,
LIEN OR ENCUMBRANCE THEREON, Any attempted non-consensual Transfer by
Lessee shall be void ab initio, No Transfer shall relieve Lessee of any of its obligations
under the Lease.
18, NOTICES: Notices, demands and other communications shall be in writing and shall
be sent by hand delivery, certified mail (return receipt requesled), or overnight courier
service or facsimile transmission (effective upon transmission) with a copy sent by one
of the foregoing methods, to Lessee at the address or facsimile number stated above
and to Lessor at 1010 Thomas Edison Blvd SW, Cedar Rapids, IA 52404, Attention:
Manager Operations, or facsimile no. (319)-841-632B. Notices shall be effective upon
the earlier of actual receipt or four days after the mailing date. Either party may
substitute another address by such written notice.
19, GOVERNING LAW: EACH LEASE SHALL BE GOVERNED BY THE LAWS OF THE
STATE IN WHICH THE LESSEE IS LOCATED.
20, MISCELLANEOUS: (a) Any failure of Lessor to require strict performance by
Lessee or any waiver by Lessor of any provision of the Lease shall not be construed
as a consent to or waiver of any other breach of the same or of any other provision.
(b) If there is more than one Lessee, the obligations of each Lessee are joint and
several. (c) Lessee agrees to execute and deliver, upon demand, any documents
necessary, in Lessor's easonable discretion, to evidence the intent of the Lease,
and/or to protect Lessor's interest in the System, Lessee agrees to pay the costs of
filing and recording such documentation. (d) Lessee shall deliver to Lessor such
additional financial informat ion as Lessor may reasonably request. (e) If any provision
shall be held to be invalid or unenforceable, the validity and enforceability of the
remaining provisions shall not in any way be affected or impaired. (I) In the event
Lessee fails to payor perform any obligations under the Lease, Lessor may, at its
option, payor perform such obligation. and any payment made or expense incurred by
Lessor in connection therewith sh~1I be due and payable by Lessee upon demand by
Lessor WIth Interest thereon accruong at the maximum rate permitted by law until paid.
(g) Time is of the essence in each Lease and in each of the Lease provisions. (h)
Lessee shall pay Lessor on demand all costs and expenses, including reasonable
attorneys' and collection fees incurred by Lessor in enforcing the terms and conditions
of a Lease or in protecting Lessor's rights and interests in the Lease or the System. (I)
No lease charge, late charge, fee or onterest, as applicable, is intended to exceed the
maximum amounl permitted to be charged or collected by applicable law. If one or
more of such charges exceed such maximum, then such charges will be reduced to the
legally permitted maximum charge and any excess charge will be used to reduce the
Price of the System or refunded. (j) The Lease may be executed by one or more of the
parties on any number of separate counterparts (which may be originals or copies sent
by facsimile transmission) each of which counterparts shall be an original. (k) Each
Lease constitutes the entire agreem ent between Lessor and Lessee with respect to the
subject matter thereof and supersedes all previous writings, and understandings of any
nature whatsoever. No agent, employee, or representative of Lessor has any authority
to bind Lessor to any representation or warranty concerning the System and, unless
such representation or warranty is specifically included in the Lease, it shall not be
enforceable by Lessee against Lessor,
SLGMLPA 7/12/99
LIST ANDARD FORMS\Tax ExefTlll docsILease PurchaselFinal Docs\MIa2.doc
lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Florida Agreement Addendum
lessee
Monroe County Board of County Commissioners
Agreement No./Schedule No.
7281192
Contemporaneously with entering into the Master/Lease Purchase Agreement referenced above, Lessee
and Lessor hereby agree to the following changes to the Agreement:
1. Section 4. NONAPPROPRIA TION: The second sentence of Section 4 of the Agreement is deleted
and the following substituted in lieu thereof:
"A "nonappropriation" is defined as an occurrence in which, notwithstanding Lessee's best
efforts and exhaustion of all available administrative appeals, Lessee is not allotted line item
funds for the payment of Rent hereunder for a Fiscal Period and Lessee has no other funds from
non-ad valorem sources legally available to be allocated to the payment of its obligations under a
Lease. Lessor acknowledges that Rent is payable from sources other than ad valorem taxes."
2. Section 6 of each Schedule. SECURITY INTEREST; TITLE: The third sentence of Section 6 of
each Schedule entered into pursuant to this Agreement is deleted.
BSFS Equipment Leasing, A Component of GE Capital Corporation Monroe County Board of County Commissioners
BY BY
Author/zed Representative Author/zed Representative
PRINT NAME PRINT NAME
TITLE
DATE
TITLE
MONROF COUNTY ATrv6RNEY
4/5/99
C:\Documents and Settings\DNCJHH1l\Desktop\FLA Rider 7281192,doc
Page 1
Board of County Commissioners
RESOLUTION NO.
-2004
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY, FLORIDA CONCERNING THE ACQUISITION OF
COMMUNICATIONS EQUIPMENT AND RELATED SOFTWARE.
WHEREAS, the Board of County Commissioners (Lessee) has determined that a true
and very real need exists for the acquisition of the equipment and associated software
licenses (collectively, "System") described in the Master Lease/Purchase Agreement No.
7281192 with BellSouth Communication Systems, LLC and related Equipment Schedules
thereto, as each may have been amended (collectively "Lease") and as described in the
Installation Site Addenda; and
WHEREAS, the Lessee has taken the necessary steps, including any legal bidding
requirements, if applicable, to arrange for the acquisition of such System; now, therefore
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE
COUNTY, FLORIDA that the terms of the Lease, equipment schedules and addenda,
collectively Agreement No. 7281192, are in the best interest of Lessee for the acquisition of
such System and are approved, and the governing body of Lessee designates and confirms
that the Mayor, Murray Nelson may execute and deliver the Lease and that the Mayor
and/or the County Administrator James L. Roberts may execute any of the related
documents necessary or expedient to the consummation of the transactions contemplated
by the Supplier Agreement and the Lease, together with any amendments thereto, their
execution to be conclusive evidence of Lessee's approval of such amendment(s).
PASSED AND ADOPTED by the Board of County Commissioners of Monroe County,
Florida, at a regular meeting of said Board held on the 18th day of February, 2004.
Mayor Nelson
Mayor Pro Tem Rice
Commissioner McCoy
Commissioner Neugent
Commissioner Spehar
(SEAL)
Attest: DANNY L.KOLHAGE, Clerk
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By
By
Deputy Clerk
Mayor/Chairperson
jresBellSo
Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Certificate of Incumbency
Annex B
Lessee
Monroe County Board of County Commissioners
Agreement NoJSchedule No.
7281192-001, 7281192-002, 7281192-003
The Officer who will execute the lease documents must sign in the body of the Certificate.
The Secretary/Clerk certifying to that signature must complete the remaining information and sign at the bottom of the Certificate.
I, Danny L. Kolhage , do hereby certify that I am the duly elected or appointed, qualified, and acting
Secretary/Clerk of , a body corporate and politic and a political subdivision duly
organized and existing under the laws of the State of Florida ("Lessee"), and I do further certify that the persoll~ whos e
names, titles, and signatures appear below are the duly elected or appointed, cjualified, and acting officers qf Lessee and ho:,j on th"
date of this Certificate the offices set forth opposite their respective names, ana that the signatures appearing opposite their .8spective
names are the genuine signatures of such officers.
Name of Officer
Title of Officer
Signature of Officer
Murray E. Nelson
James L. Roberts
Mayor/Chairman
County Administrator
... .
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the Lessee this
of February ,2004
18th
day
[SEAL]
Secretary/Clerk
Danny L. Kolhage
Print Name
MONROE COUNTY ATTORNEY
ROVED AS TO M:
Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Certificate as to Non-Arbitrage
Annex C
Lessee
Monroe County Board of County Commissioners
Agreement No./Schedule No.
7281192'{)01, 7281192-002, 7281192-003
I, the undersigned officer of the Lessee, being the person duly charged, with others, with responsibility for issuing the
Lessee's obligation in the form of that certain agreement ent itled "Master Lease/Purchase Agreement No, 7281192" and
"Equipment Schedule No. -001,002,003" and other related documents and instruments as each may have been
amended (collectively, "Lease"), HEREBY CERTIFY that:
1, The Lease was executed by the Lessee in order to finance the acquisition of certain equipment ("Equipment") and
software licenses ("Software") described therein (collectively, the "System"),
2, Pursuant to the Lease, the Lessee is entitled to purchase the System in consideration for the obligations of the
Lessee under the Lease, The System will be used in furtherance of the public purposes of the Lessee. The Lessee
does not intend to sell/lease the Equipment or sublicense the Software (or otherwise dispose of the System) during the
term of the Lease, The Lessee will not receive any monies, funds, or other "proceeds" as a result of the Lease.
3, The use of the System is a governmental use as that term is defined in Section )41 of the Internal Revenue Code
of 1986, as amended, and is essential to the proper, efficient and economic functioning of the Lessee. The System will
be used by the Lessee only for the purpose of performing its governmental functions and will not be used in a trade or
business for any private commercia.1 activity.
4. The Lessee expects to make payments under the Lease from its general funds on the basis of annual
appropriations in amounts equal to the required payments under the Lease,
5. Lessee has not established, and will not establish any fund, designated or restricted, to pay principal or interest on
the payments due under the Lease,
6, Lessee's obligations hereunder are not guaranteed by the United States of America or any agency or instrumentally
thereof.
7. Lessee has fully complied with all applicable laws governing open meetings and such public bidding requirements
as may be applicable to the Lease and the acquisition of the System thereunder,
To the best of my knowledge, information and belief, the representations expressed herein are true and correct as of
the date hereof.
IN WITNESS WHEREOF, I have hereunto set my hand on behalf of the Lessee on this
day of
By (signature)
Officer of Lessee
Print Name
Print Title
SUZANNE A, UTTON
SSIST~~';~TTORNEY
O,~~rY ~o~~~E
(305) 294-4641
BOARD OF COUNTY COMMISSIONERS
MAYOR Murray E, Nelson, District 5
Mayor Pro Tem, David p, Rice, District 4
Dixie M, Spehar, District 1
George Neugent, District 2
Charles "Sonny" McCoy, District 3
Office of the County Attorney
PO Box 1026
Key West, FL 33041-1026
305/292-3470 - Phone
305/292-3516 - Fax
February 18, 2004
BSFS Equipment Leasing
10 Riverview Drive
Danbury, CT 06810
Ladies and Gentlemen:
I am counsel to Monroe County Board of County Commissioners ("Lessee"), and, in that
capacity, I have examined that certain Master Lease/Purchase Agreement No,
between Lessee and Lessor, associated Equipment Schedule No. and all
other documents executed and delivered by Lessee in connection therewith (collectively,
"Lease"),
As a result of my examination of the Lease, the proceedings taken by the Lessee to authorize and
execute the Lease, and such other examinations as I deem appropriate, I am of the opinion as
follows:
1. Lessee is a duly created and validly existing political subdivision ofthe State of Florida, and
has the power and authority to enter into the Lease and carry out its obligations thereunder,
2. The execution, delivery, and performance of the Lease by the Lessee has been duly
authorized and constitutes a valid, legal, and binding agreement, enforceable in accordance
with its terms,
3. No approval, consent, withholding of objection or other document is required from any other
governmental authority with respect to the execution and performance by Lessee of the Lease
and the transactions contemplated thereby.
4. The entering into and performance of the Lease will not violate any judgment, order, law or
regulation applicable to Lessee or result in any breach of, or constitute a default under, or
result in the creation of any lien, charge, security interest or other encumbrance upon any
assets of Lessee or on the equipment or software subject to the Lease (other than to Lessor)
pursuant to any instrument to which Lessee is a party or by which it or its assets may be
bound,
5, There are no actions, suits or proceedings pending or, to our knowledge, threatened against
or affecting Lessee in any court or before any governmental commission, board or authority
which, if adversely determined, will have a material adverse effect on the ability of the
Lessee to perform its obligations under the Lease.
6, Lessee is a political subdivision within the meaning of Section 103 of the Internal Revenue
Code of 1986, as amended, and the related regulations and rulings, and that portion of
payments identified in the Lease as interest charges, upon receipt, will not be includable in
Lessor" federal gross income under statutes, regulations, court decisions and rulings existing
on the date of this opinion and, consequently, will be exempt from federal income taxes and
income tax ofthe State of Florida,
Very truly yours,
U::::
Suzanne A. Hutton
Assistant County Attorney
SAH:dct
2
PHASE ONE
Lessor BSFS Equipment Leasing, A Component of GE Capital Corporation Equipment Schedu Ie
Lessee Monroe County Board of County Commissioners
Billing Address I Attention
500 Whitehead Street Lisa Druckemiller
City County State Zip Code
Key West FL 33040
Installation Site City County State Zip Code
See Installation Site Addendum attached hereto and
made a part hereof
Supplier Name Rent is Paid Advance Payment
Bell South Communications $0.00
First Day The Advance Payment shall be
X Last Day of applied to the first and last Rent
Payment Period payment{s).
Agreement No,/Schedule No, Price Lessee's Fiscal Period Lease Rate Factor Rent
7281192-001 $578,655.11 0.01851500
Date of Schedule Term (months) From: (See Amortization
1/29/2004 60 Annex attached
To: Lease Rate hereto)
Commitment Date Payment Period 4.01000000
7/27/2004 ~ Monthly 0 Other
---
TERMS AND CONDITIONS (The Reverse side contains Terms and Conditions which are also a part of thi~ Schedule)
The terms and conditions of the Master LeaselPurchase Agreement by and 3, ACCEPTANCE Lessee agrees to accept the SY":""I1 for purposes of this
between Lessor and Lessee as referenced above are made a part of this Lease by signing the Acceptance Certificate within ten (10) days after the
Schedule, Lessor and Lessee hereby agree to the terms defined above and System has met the acceptance criteria specified in the Supplier Agreement.
further agree as set forth herein, If Lessee f~i1s or ~efuses to sign the Acceptance Certificate within such (1 0)
ten day penod, or If the Lease does not commence by the Commitment Date,
1. ADVANCE PAYMENT: Lessee shall pay to Lessor, upon the execution Lessor may declare Lessee's assignments and Lessor's agreement to pay the
and delivery of this Schedule, the advance payment set forth above Price set forth in Section 1 of the Agreement and Section 2 of this Schedule to
("Advance Payment") in consideration of the Lessor holding funds available to be null and void ab initio and thereupon the Lease shall tenninate, Lessor
purchase the Equipment and obtain the Software and as compensation for shall then have no obligations under the Lease and Lessee shall, within ten
Lessor's review of Lessee's credit and document preparation, Upon Lessor's (10) days of a demand therefore, immediately pay to Lessor all Purchase
acceptance of the Lease, the Advance Payment shall be applied to the Price Payments and all price adjustment(s) under Section 2 herein as well as
payment of Rent as set forth above, Any Advance Payment shall be non- Lessor's out-of-pocket expenses,
refundable if Lessee fails to timely provide all documentation or satisfy all 4. MAINTENANCE, USE, AND OPERATION: At all times during the Term,
conditions required by this Lease, at its sole cost and expense, Lessee shall maintain the System in good repair,
2. PURCHASE PRICE PAYMENTS: Lessee acknowledges that it has condition and working order, ordinary wear and tear excepted, Lessee shall
use the System and all parts thereof for its designated purpose and in
signed and received a copy of the Supplier Agreement. If Lessee is required compliance with all applicable laws as well as keep the System in its
to make payments to Supplier under the Supplier Agreement prior to the possession and control and not pennit such System b be moved from the
Commencement Date ("Purchase Price Payments"), Lessee requests Lessor Installation Site without Lessor's prior written consent.
to pay such payments subject to the following terms and conditions, The Price
will be increased by adding a price adjustment for each Purchase Price 5. PERSONAL PROPERTY: The System is, and shall at all times remain
Payment. Each such price adjustment shall be computed by multiplying the personal property even if the Equipment is affixed or attached to real propertY
Purchase Price Payment paid by Lessor to Supplier by a rate equal to the or any improvements thereon, At Lessor's request, Lessee shall, at no
"Base Lending Rate" from time to time designated by Citibank N.A., NY, NY in charge, promptly affix to the System any tags, decals, or plates furnished by
effect on the date Lessor makes the first Purchase Price Payment plus two Lessor indicating Lessor's interest in the System and Lessee shall not permit
and one-half percent, divided by 360, and multiplied by the actual number of their removal or concealment. At Lessee's expense, Lessee shall (a) at all
days elapsed from the date of the Purchase Price Payment to the times ke,ep the System free ~nd clear of all liens and encumbrances, except
Commencement Date or, if the Lease does not commence, to the date those anslng through the actions of Lessor, and (b) otherwise cooperate to
Lessee refunds the Purchase Price Payments to Lessor in accordance with defend Lessor's interest in the System and to maintain the status of the
Section 3. In no event will all or any price adjustment(s) exceed any limits System and all parts thereof as personal property, If requested by Lessor,
imposed by applicable law, The periodic Rent shall be increased as a result Lessee will, at Lessee's expense, furnish a waiver of any interest in the
of adding to the Price of the System an amount equal to the total price System from any party having an interest in any such real estate or building in
adjustment( s), which the System is located, Lessor may inspect the System and any related
maintenance records at any time during nonnal business hours of Lessee,
A compl ete description of the System is set forth on the Equipment and Software Listing attached hereto and made a part hereof.
BSFS Equipment Leasing Monroe County Board of County Commissioners ~..~
A Component of General Electric Capital Corporation
a: g~ ~
BY BY g5~ )
Authorized Representative Authorized Representative <l:C;
PRINT NAME PRINT NAME >- 1--' ,..,
~~
TITLE DATE: TITLE DATE =>0, Ig
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6. SECURITY INTEREST; TITLE Unless otherwise required by the law,
upon the Commencement Date, legal title to the Equipment shall vest in
Lessee subject to Lessor's rights hereunder; provided that title shall thereafter
immediately and without any action by Lessee revest in Lessor, and Lessee
shall immediately surrender possession of the System to Lessor, upon the
occurrence of an Event of Default. Lessee shall execute any such
instruments as Lessor may request to evidence such transfer. To secure
Lessee's obligations under this Lease, Lessee hereby grants to Lessor a first
priority security interest in Lessee's existing and future right, title and interest
in the Lease and the System, which includes all additions, attachments,
accessions, and leased Modifications and Additions (as defined in Section 7
below) thereto and replacements therefor as well as all proceeds of the
foregoing including, without limitation, insurance proceeds, rents and all sums
due or to become due to Lessee with respect to any of the foregoing, and all
monies received in respect thereof and the Supplier Agreement.
7, MODIFICATIONS; ADDITIONS; ALTERATIONS: After the
Commencement Date of this Lease and without notice to Lessor, Lessee may,
at Lessee's expense, alter or modify any item of Equipment with an upgrade,
accessory or any other equipment which meets the specifications of the
manufacturer of the System for use on or in connection with the System
("Modification") or with Software or other associat~d items or materials which
meet the specifications of the manufacturer of the System and are to be used
on or in connection with the System ("Addition"), Any other modification or
addition ("Alteration") shall be permitted only upon written notice to Lessor
and at Lessee's expense and risk, and any such Alteration shall be removed
and the Equipment restored to its normal, unaltered condition at Lessee's
expense prior to its retum to Lessor. If not rel)1oved upon retum of the
System, any Modification or Addition shall become, without charge, the
property of Lessor free and clear of all encumbrances, Restoration will
include replacement of any parts removed in connection with the installation of
an Alteration, Modification or Addition, Any Equipment or Software installed in
connection with warranty or maintenance service,or I!lanufacturer's upgrades
provided at no charge to Lessee shall be subjectto, thiS Lease,
8. LEASES FOR MODIFICATIONS AND ADDITIONS: During the Term of
this Lease, at Lessee's request, Lessor may ,elect to lease to Lessee
Modifications and Additions ("CSO Equipment") subject to the terms of this
Lease. While the CSO Equipment shall be added to and become a part of
this Lease as of the CSO Commencement Date (as defined below), the CSO
Lease Addendum shall be assigned a separate Schedule number, The lease
for CSO Equipment shall expire at the same time as this Lease, The
applicable Lease Rate Factor shall be Lessor's then-current Lease Rate
Factor for similar transactions based upon the remaining length of the Term,
The rent for CSO Equipment shall be determined by Lessor who shall adjust
the then-current Rent and notify Lessee in writing of such adjustment(s),
which shall be effective as of the first day of the month following the date of
the notice (or the date of the notice if it is the first day of the month) ("CSO
Commencement Date"), Any adjustment notice shall be added to and
become a part of this Lease,
CSO Equipment must be ordered by Lessee from the supplier, On the date
any CSO Equipment is delivered to Lessee, Supplier shal pass title to such
CSO Equipment (other than any Software which shall be licensed and/or
sublicensed) directly to Lessor, Such title shall be good and marketable and
free and dear of any and all liens and encumbrances of any nature
whatsoever except Lessee's interests hereunder, . Lessor shall promptly' pay
to Supplier the appropriate price of the CSO Equipment after the later of (i) the
date the CSO Equipment is installed and functioning, or (ii) Lessor's receipt of
a full and complete listing of the CSO Equipment and the Supplier's invoice,
No interest shall be payable by Lessor to Supplier with respect to such
payment. Lessor's agreement to lease any CSO Equipment is subject to the
condition that the Price payable to Supplier with respect thereto shall not
exceed $100,000,00 or be less than $1,000,00 and is subject to satisfactory
credit review by Lessor of Lessee's credit.
9. RETURN OF SYSTEM: (a) Upon any termination of this Lease pursuant
to the terms hereof prior to the end of the Term or, (b) at Lessor's request
upon the occurrence of an Event of Default, Lessee shall, at its own risK and
sole expense, immediately return the System to Lessor by properly removing,
disassembling and packing it for shipment, loading it on board a carrier
acceptable to Lessor, and shipping the same to a destination in the
continental United States specified by Lessor, freight and insurance prepaid,
The returned System shall be in the same condition and operating order as
existed when received, ordinary wear and tear excepted, If Lessee does not
immediately return the System to Lessor as required herein, Lessee shall pay
to Lessor, upon demand, an amount equal to the then current Rent prorated
on a daily basis for each day from and including the termination or expiration
date of the Lease through and induding the day Lessee ships the System to
Lessor in accordance with this Section, Lessee shall pay to Lessor, upon
written demand, any amount necessary to place the System in good repair,
condition and working order, ordinary wear and tear excepted.
10. PURCHASE OPTION: Provided that there is no Event of Default, or an
event which with notice or lapse of time, or both, could become an Event of
Default, then existing and continuing, upon payment by Lessee of $1,00 at the
end of the Term hereof, Lessor shall transfer, assign, and convey its interest
in all of the Equipment to Lessee, and Lessor shall assign any nonexclusive
sublicense to Lessee to use all of the Software, Lessee also shall be
responsible for the payment of all sales taxes, transfer fees and other similar
charges, if any, which may arise in connection with Lessee's payment of the
purchase price,
Upon satisfaction by Lessee of such purchase conditions, Lessor's sole and
exclusive obligation after payment of the purchase price shall be to deliver to
Lessee any and all right, title and interest it may have in and to such
Equipment, such as Lessor shall have received from the Supplier, warranted
only to be free and dear of all liens, encumbrances, rights, title and interests
of others arising solely out of Lessor's actions, to release Lessor's security
interests in the Equipment and to assign to Lessee a non-exdusive Software
sublicense as described in the Supplier Agreement. Lessor's assignment of
the sublicense is limited to such sublicense as Lessor can assign without
incurring further cost and is subject to all applicable terms and conditions of
the license and/or sublicense set forth in the Supplier Agreement. Lessee
purchases the Equipment and receives the sublicense to use the Software
AS-IS, WHERE-IS, WITH ALL FAULTS AND SUBJECT TO THE SAME
DISCLAIMERS OF WARRANTIES AND DAMAGES AS SET FORTH IN THE
LEASE.
SLGSCHED 71i4l99 C:lDocuments and SettingslDNCJHH1TIDesktoplMonroe County7281192-001,doc
Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Acceptance Certificate
Lessee
Monroe County Board of County Commissioners
Agreement No./Schedule No.
7281192-001
This Acceptance Certificate is made with respect to that Agreement and Schedule referenced above,
Capitalized terms used herein shall have the same meanings assigned to them in the Agreement and the
Schedule.
On behalf of Lessee, I hereby certify that all of the System described in the Schedule to the Agreement has
been delivered to and received by the Lessee. The System has been examined by the Lessee and is in
good operating order and condition and is satisfactory to the Lessee. Therefore, the Lessee irrevocably
accepts the System for all purposes under the Lease as of the following date:
(Inserl Date of Aa;eptance)
Monroe County Board of County Commissioners
BY
Authorized Representative
PRINT NAME
TITLE
DATE
NOTE: When you are ready to accept your System, please sign this form and:
FAX to:
866-640-0117
AND
MAIL to:
10 RiveNiew Drive
Danbury, CT 06810
Attn: Originations
SLG Acceptance Certifcate 6120/99
C:\Documents and SettingSDNCJHH1T\DesktoplAccept Cert 7281192-001 ,doc
Page 1 of 1
BSFS Equipment
Leasing
Lessee: Monroe County Board of County Commissioners
Agreement No.lSchedule No. :
Federal Tax ID Number: 7281192-001
(NOTE: FEDERAL TAX ID NUMBER MUST BE PROVIDED WITH SIGNED DOCUMENTS)
If your taxing jurisdiction requires Lessor to pay sales tax up front, WE WILL ADD THIS
AMOUNT TO YOUR PRICE (as set forth in the Lease) unless you direct us to bill you for the
sales tax bv checkina below:
D Invoice Lessee for upfronfsales tax: do not add to Price.
Please note: If you have elected a $1 Purchase Option, then you are responsible for
promptly reporting and paying personal property taxes.
To insure we bill you correctly, please review the questions below. If the information on your lease
documents is correct, you do not need to complete the blanks, only check the Yes box next to that section.
If the information on the documents is incorrect, please insert the correct information below.
Information on documentation correct?
DYes 0 No
Billing Address:
Billing Contact Name:
Phone Number:
Information on documentation correct? System Installation Address:
DYes 0 No
City:
Zip:
State:
County:
If applicable, enclose a copy of Lessee's Purchase Order.
Purchase Order Number:
Start Date:
Expiration Date:
Please indicate your sales tax status below.
The system is exempt from sales tax.
o
D
No
Yes
If the above answer is no, please sign below and return with the lease documents,
If the above answer is yes, attach the appropriate exemption certificate. (Note: Certificates are
required for all states in which any portion of the System is located.) Executed certificates (or letter,
if a state or local government or agency) must be submitted with signed lease documents,
otherwise we will be required to bill you for applicable taxes,
C:\Documents and Sellings\DNCJHH1T\Desktop\Monroe County 7281192-001.doc SLG 11/1/99
Preparer:
C:IDocuments and SettingslDNCJHH1TIDeskloplMonroe County 7281192-001.doc SLG 11/1/99
Date Prepared
BSFS Equipment Leasing
10 Riverview Drive
Danbury, CT 06810
1-800-681-4709
Subject:
Required Insurance Coverage
Dear Customer:
Under the terms of the Lease referenced above, insurance covering the System is required in the
amounts and specifics as outlined below.
Insurance
Amount
All Risk Property Insurance
Replacement Cost of System
General Liability
Bodily Injury
Property Damage
OR
Combined single limit $2 Million per Occurrence
(for bodily injury and property damage)
$1 Million per Occurrence
$1 Million per Occurrence
Lessor is to be named as Additional Insured and Loss Payee as its interests appear.
Lessor shall be given thirty (30) days written notice of cancellation or any material
change
in coverage.
Please forward this information to your company's carrier as soon as possible. Insurance
certificates
are to be sent to the address reflected below within thirty (30) days of document execution.
BSFS Equipment Leasing, A Component of GE Capital Corporation
4333 Edgewood Road, Suite 400
Cedar Rapids, IA 52499
Thank you for your prompt attention to this matter.
Sincerely,
BSFS Equipment Leasing
110"1 AA' ~__
Lessor BSFS Equipment Leasing, A Component of GE Capital Corporation Amortization Annex
Lessee Monroe County Board of County Commissioners Agreement No.lSchedule No.
7281192-001
Rent Payment Principal Interest
Number Rent Component Component
SEE ATTACHED AMORTIZATION TABLE
If', ^^ "^^
AMORTIZATION SCHEDULE
FOR ACCTG. PURPOSES ONLY.
DOES NOT REPRESENT A BUY OUT, CASUALTY OR TERMINATION VALUE,
CUSTOMER Monroe County Board of County Commissioners Lease # 7281192-001
AMOUNT $578,655.11
RATE 4,22% L.R,F,= ,018515
TERM 60
ADVorARR arr
PAYMENT BEGINNING INTEREST PRINCIPAL TOTAL ENDING
NUMBER BALANCE EXPENSE PAYMENT PAYMENT BALANCE
0 $578,655,11 $0,00 $0,00 $0,00 $578,655,11
1 $578,655,11 $2,033,91 $8,679,89 $10,713,80 $569,975,22
2 $569,975,22 $2,003.40 $8,710.40 $10,713,80 $561,264,81
3 $561,264,81 $1,972.78 $8,741.02 $10,713,80 $552,523,79
4 $552,523,79 $1,942,06 $8,771.74 $10,713,80 $543,752.05
5 $543,752,05 $1,911.22 $8,802,57 $10,713,80 $534,949.48
6 $534,949.48 $1,880,28 $8,833,51 $10,713,80 $526,115,96
7 $526,115,96 $1,849,24 $8,864,56 $10,713,80 $517,251.40
8 $517,251.40 $1,818,08 $8,895,72 $10,713,80 $508,355,68
9 $508,355,68 $1,786,81 $8,926,99 $10,713,80 $499,428,69
10 $499,428,69 $1,755.43 $8,958,37 $10,713,80 $490,470,32
11 $490,470,32 $1,723,95 $8,989,85 $10,713,80 $481,480.47
12 $481,480.47 $1,692,35 $9,021.45 $10,713,80 $472,459,02
13 $472,459,02 $1,660,64 $9,053,16 $10,713,80 $463,405,86
14 $463,405,86 $1,628,82 $9,084,98 $10,713,80 $454,320.87
15 $454,320,87 $1,596,88 $9,116,91 $10,713,80 $445,203,96
16 $445,203,96 $1,564,84 $9,148,96 $10,713,80 $436,055,00
17 $436,055,00 $1,532,68 $9,181.12 $10,713,80 $426,873,88
18 $426,873,88 $1,500.41 $9,213,39 $10,713,80 $417,660,50
19 $417,660,50 $1,468,03 $9,245,77 $10,713,80 $408,414,72
20 $408,414,72 $1,435,53 $9,278,27 $10,713,80 $399,136.46
21 $399,136.46 $1,402,92 $9,310,88 $10,713,80 $389,825,57
22 $389,825.57 $1,370,19 $9,343,61 $10,713,80 $380,481.97
23 $380,481,97 $1,337.35 $9,376.45 $10,713,80 $371,105,52
24 $371,105,52 $1,304,39 $9,409.41 $10,713,80 $361,696,11
25 $361,696,11 $1,271.32 $9,442.48 $10,713,80 $352,253,63
26 $352,253,63 $1,238,13 $9,475,67 $10,713,80 $342,777.96
27 $342,777,96 $1,204,82 $9,508,97 $10,713,80 $333,268,99
28 $333,268,99 $1,171.40 $9,542.40 $10,713,80 $323,726.59
29 $323,726,59 $1,137,86 $9,575,94 $10,713,80 $314,150,65
30 $314,150,65 $1,104,20 $9,609,60 $10,713,80 $304,541.05
31 $304,541.05 $1,070.43 $9,643,37 $10,713,80 $294,897,68
32 $294,897,68 $1,036,53 $9,677.27 $10,713,80 $285,220.41
33 $285,220.41 $1,002.52 $9,711.28 $10,713,80 $275,509,13
34 $275,509,13 $968,38 $9,745.42 $10,713.80 $265,763,71
35 $265,763,71 $934,13 $9,779,67 $10,713,80 $255,984,04
36 $255,984,04 $899,75 $9,814,05 $10,713,80 $246,169,99
37 $246,169,99 $865,26 $9,848,54 $10,713,80 $236,321.45
38 $236,321.45 $830,64 $9,883,16 $10,713,80 $226,438,30
39 $226,438,30 $795,90 $9,917,90 $10,713,80 $216,520.40
40 $216,520.40 $761,04 $9,952,76 $10,713,80 $206,567,65
41 $206,567,65 $726,06 $9,987,74 $10,713,80 $196,579,91
42 $196,579,91 $690,96 $10,022,84 $10,713,80 $186,557,06
CUSTOMER Monroe County Board of County Commissioners Lease # 7281192-001
AMOUNT $578,655.11
RATE 4.22% L.R.F,= ,018515
TERM 60
ADV or ARR arr
PAYMENT BEGINNING INTEREST PRINCIPAL TOTAL ENDING
NUMBER BALANCE EXPENSE PAYMENT PAYMENT BALANCE
43 $186,557,06 $655,73 $10,058,07 $10,713,80 $176,498,99
44 $176,498,99 $620,37 $10,093.43 $10,713,80 $166,405.57
45 $166,405.57 $584,90 $10,128,90 $10,713,80 $156,276,66
46 $156,276,66 $549,29 $10,164,51 $10,713,80 $146,112,16
47 $146,112,16 $513,57 $10,200,23 $10,713,80 $135,911.92
48 $135,911.92 $477.71 $10,236,08 $10,713,80 $125,675,84
49 $125,675,84 $441. 74 $10,272.06 $10,713,80 $115,403.78
50 $115,403,78 $405,63 $10,308,17 $10,713,80 $105,095.61
51 $105,095,61 $369.40 $10,344.40 $10,713,80 $94,751.21
52 $94,751.21 $333,04 $10,380,76 $10,713,80 $84,370.45
53 $84,370.45 $296.55 $10,417,25 $10,713,80 $73,953,20
54 $73,953.20 $259,94 $10,453,86 $10,713,80 $63,499,34
55 $63,499,34 $223,19 $10,490,61 $10,713,80 $53,008,73
56 $53,008,73 $186.32 $10,527.48 $10,713,80 $42,481.25
57 $42,481,25 $149,32 $10,564.48 $10,713,80 $31,916,77
58 $31,916,77 $112,18 $10,601.62 $10,713,80 $21,315,15
59 $21,315,15 $74,92 $10,638,88 $10,713,80 $10,676,27
60 $10,676,27 $37,53 $10,676,27 $10,713,80 ($0,00)
TOTALS $64,172.80 $578,655,11 $642,827,91
LESSEE INITIALS:
DATE:
Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Installation Site Addendum
Lessee
Monroe County Board of County Commissioners
Agreement NoJSchedule No,
7281192-001
Contemporaneously with entering into the Schedule to the Master Lease/Purchase Agreement referenced
above, Lessor and Lessee agree that the System described on the Schedule will be located at the following
Installation Sites as of the Commencement Date:
Street City County/Province State/Country Zip Code
500 Whitehead Street Key West FL 33040
1200 Truman Ave Key West FL 33040
1315 Whitehead Street Key West FL 33040
99198 Overseas Highway Key Largo FL 33037
101485 Overseas Highway Key Largo FL 33037
3583 South Roosevelt Key West FL 33040
700 Fleming Street Key West FL 33040
Equipment located at 500 Whitehead Street, Key West, FL 33040 =
Equipment located at 1200 Truman Ave, Key West, FL 33040 =
Equipment located at 1315 Whitehead Street, Key West, FL 33040 =
Equipment located at 99198 Overseas Highway, Key Largo, FL 33037 =
Equipment located at 101485 Overseas Highway, Key Largo, FL 33037 =
Equipment located at 3583 South Roosevelt, Key West, FL 33040 =
Equipment located at 700 Fleming Street, Key West. FL 33040 =
$474,040,27
$ 47,851.87
$ 11.311,62
$ 9,385,02
$ 8,817.16
$ 15,431.34
$ 11,817,83
BSFS Equipment Leasing
A Component of General Electric CapItal Corporation
Monroe County Board of County Commissioners
BY
BY
Authorized Representative
Authorized Representative
PRINT NAME
TITLE
DATE
PRINT NAME
TITLE
DATE
@ Telecom Financial Services Legal Staff
C:IDocuments and SettingslDNCJHH1nOesktoplMonroe County 7281192-001,doc
Form 8038.G
Information Return for Tax-Exempt Governmental Obligations
~ Under Internal Revenue Code section 149(e)
~ See separate Instructions,
Caution: If the issue price is under $100,000, use Form B03B-GC,
If Amended Return, check here ~ 0
2 Issu~r's employer identification number
OMS No. 1545-0720
(Rev, November 2000)
3
Issuer's name
Monroe County Board of County Commissioners
Number and street (or P,Q, box if mail is not delivered to street address)
500 Whitehead Street
City, town, or post office, state, and ZIP code
Key West, FL 33040
Name of issue
7281192-001
8 CUSIP number
Room/suite
4 Report number
5
6 Date of issue
7
9
10 Telephone number of officer or legal representative
( 305 ) 295-5'100
Iicable box(es) and enter the issue rice) See instructions and attach schedule
11 t.
12
13~
14
15
16
17
18
Name and title of officer or legal representative whom the IRS may call for more information
Lisa Oruckemiller
e of Issue (check a
o
o
o
o
o
o
o
GZI Other. Describe ~
If obligations are TANs or RANs, check box ~ 0 If obligations are BANs, check box ~ 0
If obli ations are in the form of a lease or installment sale, check box ~ III
Descri tion of Obli ations, Com lete for the entire issue for which this form is bein
Education
Health and hospital
Transportation ,
Public safety,
Environment (including sewage bonds)
Housing ,
Utilities
578,655,11
(d) Weighted
average maturity
(c) Stated redemption
price at maturity
(e) Yield
(b) Issue price
ears
6.45 %
nfa 5
underwriters' discount)
22
23
24
25
26
27
28
29
30
nfa $ 578,655.11 $
Uses of Proceeds of Bond Issue (includin
Proceeds used for accrued interest ,
Issue price of entire issue (enter amount from line 21, column (b))
Proceeds used for bond issuance costs (including underwriters' discount)
Proceeds used for credit enhancement ,
Proceeds allocated to reasonably required reserve or replacement fund
Proceeds used to currently refund prior issues
Proceeds used to advance refund prior issues
Total (add lines 24 through 28) .
Nonrefundin roceeds of the issue (subtract line 29 from line 23 and enter amount here) .
Descri tion of Refunded Bonds (Com lete this art onl for refundin bonds,)
Enter the remaining weighted average maturity of the bonds to be currently refunded ~
Enter the remaining weighted average maturity of the bonds to be advance refunded ~
Enter the last date on which the refunded bonds will be called ~
Enter the date(s) the refunded bonds were issued ~
Miscellaneous
years
years
nfa
nfa
nfa
nfa
24
25
26
27
28
nfa
nfa
nfa
nfa
31
32
33
34
35 Enter the amount of the state volume cap allocated to the issue under section 141 (b)(5) nfa
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions) nfa
b Enter the final maturity date of the guaranteed investment contract ~
37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a
b If this issue is a loan made from the proceeds of another tax-exempt issue, check box ~ 0 and enter the name of the
issuer ~ and the date of the issue ~
38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(lIl) (small issuer exception), check box ~ 0
39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box ~ 0
40 If the issuer has identified a hed e, check box ~ 0
Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge
and belief, they are true, correct. and complete.
Sign
Here
~ Signature of issuer's authorized representative
Date
~ Type or print name and title
For Paperwork Reduction Act Notice, see page 2 of the Instructions.
*
Form 8038-G (Rev. 11-2000)
Cat. No. 637735
JAN 29 2004 19:16 FR ----
203 749 4517 TO 4710
P. 01/08
Equipment & Software Listing
7281192-001
Equivment loca~ @ 1315 Whitehead Street, Key West, FL 33040
Quantity DescrlpUon
BlUme" CommunicJltion Manager
1 BCM 3.0 BCM 200 Digital MCDN
2 BCM 4 x 16 Stationffmnk
1 VOlP SW - 12 Trunk Authorization
1 MCDNlQSig Networking Software Authorization
TelephollU
17 Install & Reprogl'am Existing Norstar Telephone
ACC8&601'ie, and Power Supplies
1 UninterrUpted Power Supply ON6QO A
Training and DocumentDtian
2 Customer Training (l hour)
Wiring
17 Reused Wiring
WaTJ"tUJty
1 One Year Enhanced Warranty wi,th Lightning Protection
Equipment located @ 99198 Overseas Highway, Key Largo. FL 33031
Quantity DescriptioD
Business Communication Manager
1 BCM 3.0 BCM ?OO
1 BCM 4 x. 16 StationITrunk
1 VOIP SW - 8 Trunk Authorization
1 MCDN/QSig - Networking Software Authorization
Telepho"fJ8
9 Install & Reprogram Existing Norstar Telephone
At:cessorkR tlM Powe, Supplies
1 Uninterrupted Power Supply ON600 A
W'uing
9 Reused Wiring
Training a"d Documentation
2 Customer Training (1 hour)
Warranty
1 One Year Enhanced WllITaIlty with Lightning Protection
Lessee acknowledges that the foregoing accurately describes the Equipment subjectto
this Lease.
Signamre of Lessee
Dale:
Page
l
of €I
(Toral Pages)
JAN 29 2004 19:16 FR ----
203 749 4517 TO 4710
P.02/08
Equipment &- Software Listing
7281192..001
~uipment located @ 101485 Overseas Highway, Key Largo, FL 33037
Quantity Description
Business Communication Manag.r
1 RCM 3.0 RCM 200 Digital MCDN Station
1 BCM 4 x 16 Station/Trunk
1 VOlP SW - 4 Trunk Authorization
1 MCDN/QSig Networking Software Authorization
Telephones
3 Install & Reprogram Existing Norstar Telephone
AccesllorWs tmd Power Supplies
1 Uninterrupted Power Supply ON600 A
1 Wall Mount Kit
Training and Docume"tQtion
2 Customer Training (l hour)
Wiring
3 Reused Wiring
Wammty
1 One Year Enhanced Warranty with Lightning Protection
Equipment located @ 3583 South Roosevelt, Key West, FL 33040
Quantity Deseription
Busu.ts$ COl7URunication Manager
1 HCM 3.0 HCM 200 Digital MCDN Station
1 BCM 4 x 16 Swiontrrunk
1 VOIP SW - 4 Trunk Authorization
1 MCDN/QSig Networking Software Authorization
TelephoMs
S Install & Reprogram Existing Norstar Telephone
Accessoriej and Pow,r Supplies
1 Uninterropted Power Supply ON600 A
1 Wall Mount Kit
Training ami Documentation
2 Customer Training (1 hour)
Wiring
5 Reused Wiring
Warranty
1 One Year Enhanced Wmanty with lightning Protection
p~ 2 of- S
JAN 29 2004 19:16 FR ----
203 749 4517 TO 4710
P.03/08
Equipment & Software Listing
7281192.oot
1
,
i
Equipment located @ 700 Fleming Street, Key West, FL 33040
Quantity DescrIption
BUlUuIl Communication ManagBT
1 BCM 3.0 BCM 200
1 BCM 4 x 16 Stationfrnmk.
1 VOlP SW - 8 Trunk Authorization
1 MCDNlQSig Networking Software Authorization
TelqhoMs
14 Install &. Reprogram Existing Norstar Telephone
AccessmW' GIIIl Power Sup,Uss
1 UnintenUpted power Supply ON600 A
Wiring . .
14 Reused Wiring
Training Gild Documentation
2 Customer Training (1 hour)
Wtu'I'DIIty
1 One Year Enhanced Wammty with Lightning Protection
Equipment located @ 500 Whitehead Streett Key West, FL 33040
Quantity Description
1 SUCCESSION 1000M MULTI GROUP BASE f1KG
(AC)
4 · XCT CONFERENCE PACK (OPT 51-S1C)
2 . FIlLER PANEL
2 . CPP PROCESSOR WI256MB MEMORY
· QUAD SOl PADDLE BOARD
2 . CLOCK CONTROLLER
2 . Cl.OCK TO FIJI CABLE 5,5FT .aFT
4 . CORE NETWORK POWER SUPPLY N:,
2 . DUAL ETHERNET AOAPTER RJ45 FOR 110
PANEL
2 · PEOESTAl ASSEMBLY AC
2 . OPTICAL CABLE MANAGEMENT CARD OCMe
2 . CP PII ETHERNET TO ETHERNET CABLE (8.5
FT) ,
4 . FIBER JUNCTOR INTERFACE CARD FIJI
2 . TOP CAP AC
pCL~ ; &f ~
JAN 29 2004 19:16 FR
203 749 4517 TO 4710
1 .
2 · SVS1'EM MONITOR
2 · MOOULE. CPCI COREJNETWORK (CN) N:.
2 * CARD. CPCI SysTEM IJT1UiY
4 · PANa. CPCl CARD SLOT FILER
2 * CPCl CORE NeTWORK INTERFACE CARD
4 · $-PORT EXTENDER VINTAGE F
2 · cP PII TO I/O PANEl.. ETHERNET CABlE (48
INCH)
3 * SOl pOLBRD TO 110 CABLE
2 · CPU INTERFACE CABLE 5 FT.
4 * PERIPHERAL SIGNALING CARD
1 . SYS MONITOR TO 501 PDLBRD BOARD
CABLE (34 IN,)
2 . CPCI MUI.. TI-MEOIA DISK UNIT
1 · SYS MONITOR 1NT'ER.CPU CBl CPU CABLE
(30 IN,)
. FIBER NETWORK CLOCK.cL.OCI< SYNCH CA6LE
6FT
1 · 2 PT SOl VO TO OTElDCE
5 · CPU TO NETWORK CABLE
2 . ,CPU TO NETWORK CABLE
. COLUMN SPACER KIT 2151N.
2 · CNI TO 3PE CABLE. ( 8 FT)
2 · CNI TO 3PE. CABLE. (6 FT,)
2 . N~RK MODULE I!IJC
4 * AJI TO FWI FIBER RING CABLE 6FTI2M
e . MOOUL.E SIDE COVER
. SYS MON SERlAL LINK CABLE
2 · CP PII TO 110 PANR DeE CABLE 48 INCH
2 · CP PI! TO 110 PANEL OTE CABLE 48 INCH
1 · FIJI TO FIJI SYNCH CABLE
, . SVS MONITOR TO NDF CABLE ('00 FT.)
1 SUCCESSION 1000M MULTI GROUP SYSTEM
SOFTWARE
57- BARS - BASIC ALTERNATE ROUTE SEl.ECTION
70
104
2
8 PREMIUM NETWORK SERVICes ANALOG USER
ISM
8 PREMIUM NETWORK SERVICES DIGITAl USER
ISM
B PREMIUM NETWORK SERVICES IP USER
EXTENSlOIIll51V1
, PREMIUM NETWORK SERVICeS ACO AGENTS
USER ISM
RINGING GENERATOR MC
FilLER PNL.RING GENERATOR
30
2
~* ,+~
P.04/08
-
.1
JAN 29 2004 19:16 FR ----
203 749 4517 TO 4710
P.05/08
-
Equipment & Software Listing
'12811~1
3 MOOI.A.E-INTEWGeNT Pe(AC)
3 .. PERIPHERAL EQUIP. PIS At
3 · CONTROUER CARD4 LOOP
3 · INTELL PE MODULE - N:.
1 GROUND LRE - N:.
DOWNLOAOABLE OCHI FOR COP
DUAl. PORT Dl1/PRI PACKAGE
2 · OTIIPR\lIJO TO MOF CABLE 50 FT
1 · DUAL PORT DTVPRl (DDP) CARD
1 · MER.1 TRUNKTIRCABLE8FT
CORD 9.9 FT. NA POWER. NEIM, 12fNAC 13A
721P pEER H,323 TRUNK ISM
1 DIGITAL UNE CARD (11C)
2 SUCCESSION MEDIA CARD 32 PORT lP UNE 3.1
VOICE GATSVAV
2 · SUCcessiON IP LINE 3,11 VOICE GATEWAY
NTP co ROM
2 · PC MAlNT. CAa\..E
2 · 'fG EM<: SHIELDING KIT
2 · II'lTEGRATED ITG 2-0 UO PANS. MOUNTING
cONNECTOR
2 . SHIELOEO 50 PIN KEY TeLEPHONE TO CB9
SERIAL + "\WIN ETHERNET AD
COP TO ClOCK CBL 14 FT
3 COP TO CLOCK CABLE (7 rn
1 NETWORK TO CONTROLLER CBI..
NETWORK TO cONTROlLER cat
NETWO~ TO CONTROll.ER CBL
12 T1 CARRIER. UN!< CABLE KIT 32 FT
2 suPERLOOP NETWORK CARD
4 CARRIER REMOTE LOCAl.. PKG.
MOOEM KIT
2 MODULE SIDE COVER
2 COLUMN SPACER KIT 2.751N.
~1- s ()f f,
203 749 4517 TO 4710
P.06/08
JAN 29 2004 19:17 FR ----
G
2
2
1
1
1
1
"
1
2
1
1
1
,
18
3
3
3
6
14
512
140
100
8
1
12
1
12
250
250
-
1
.
~
Equipment & Software Listing
7281192.001
PANa. CPCI CARD SLOT FIu:R
2 PT SDII10 TO DTEJOCE
CNl TO 3PE CABLE (6 FT,)
pROGRAMMING CHARGES
NartllI PBX RamOte MorWn'lg Pac;kage
. PCMCIA COMPACT' FLASH 64MB
. AlJAFT'ER seRIAl.. PTR 19.21< use W/f!JffX>>7
KXP.3123
* PANASONIC KXP3123 PRINTCR
. MMfoPT 11 DEe TERM PKGe.vr52OCABL.E.FIF
GNOR BNOR & DOC
· 15' RS232 MIM CABLE SEE 084380 2!!
CABLE
· pAPER PIN FEED eo COL 8,5X11
· CABLE CONNECTOR (16' MIM (MALEJMAL.E)
16 FEET
. ADAPTER
. reLTRONICS SITE EVENT BUFFER
. M2OO8i'IF DISPlAY SeT. GRAY STANDARD
SEt'
OIGtTAL UNE cARD (OLC)
DUAL. PORT OllJPRI PACKAGE
. MER,' TRUNK TIR CABLE 8FT
. DUAL PORT OTIIPRI (DOP) CARD
. DTlIPRI/IIO TO MOF CABLE 50 FT
ANALOG \..1NE CARD WIMSG WAITING
REUSED WRING CHARGES
TRAVEl. AND LODGING
OVERTIME CUTOVER
CPE PROJECT MANAGEMENT 1* hour
ONEAC 3.3-5,QKVA BATTeRY CABINET Wf1
STRING
ONEAC SOOOVA/3400wATT.6-S0 PLUG OOUBLE
BATTERY (20@12V/17AHl
T.1/OSL CPE PROTECTOR
AOTRAN SMART 16 SHELF 2ND GEN AC POWER
ADTRAN RACK MOUNT T1 ESF CSU UNrr FOR
SMAJiT 18 SHELF
MERIDIAN M3904 PROFESSIONAL. RELEASE 3,
CHARCOAL
MERIDIAN M3903 ENHANCED RELEASE 3,
CHARCOAl
I
1
'{
,
~~ (p of-!J
JAN 29 2004 19:17 FR ----
203 749 4517 TO 4710
P.07/08
-
Equipment & Software LIsting
'7281192-001
,
1
1
1
1
1
MUlTJoPURPOSE SERIAL DATA \.INK (NSOL)
MM 10 CALl.PllOT MlGRAllON PKG
CAJ,.l.PILOT FAX CAPMSllITY-a) \JSERS
UM TO CA1.1.PlLOT MIG BONUS 2D DESKTOP
LICENSES
CAU.PILOT EXTERNAL MODEM KIT
. CBl lISSY, SHlaoEO MODEM CABLE wmt
FCAArrE
· HJW PERIPH. 56KBPS EXTERNAL MODEM
L
!
\
,
1
1 10 BASE T HUB SYMPOSIUM
1 POWERCOR.Q.NEMA$-15PTOIEC3:20,6FT,125
VOLT. lOA
MM TO CAl..I.PIlOT RTU TRANFER ORDER CODE
CAU.PlLOT NEW SYSTEM ORDER CODE::
CALLPlt.OT 2.0 TOWER BASe SYS FOR SUCC
(RAlD,TAPE & 96 MPUS)
CALLPILOT 2.0 FOR M11NTEGRATlON 'SN
. MM 2 FL SRVC VOICE PRTSTO ClPLT:2 VOICE
CHNLS.140 MLBX MIG
1 2 F~ CHANNELS
2 FAX CHANNELS
MM TO CALLPlLOT N'TWRKG MIG
1 MM TO CAllPlLOT NMS MIG
30 INSTALl. COMMON EQUIPMENT 112 HOUR
PREMIUM (QT)
16 INSTALL MISC EQUIPMENT' .112 HOUR
3 CPE PROJECT MANAGEMeNT .per I'lour
~7 rif8,
JAN 29 2004 19:17 FR ----
203 749 4517 TO 4710
I
Eqwpmmt&Sonw~L~ting
72811n-OOl
Equipment Located @ 1200 Truman A vet Key West, FL 33040
Quantity Description
2 CARRIER REMOTE FLOOR PKG, NC
2 . MMI CABLE KlT'(32 FT)
2 * REMOTE PERIPHERAL EQUIPMENT GUIDE
2 * REMOTE PERIPHERAL EQUIPMENT. GUIDE
2 . REMOTE MAINTENANCE CABLE
2 · REMOTE CARRIER/AlARM CSL
4 · MODULE SIDE COVER
2 · PERIPHERAl.. EQUIP. PIS AC
2 · INTELL. PE MOCUlE - AC
2 . ReMOTE CARRIER INTERFACE CARD
1 RINGING GENERATOR NC
1 FIlLER PN\.-RING GENERATOR
1 PEOESTALIT'OP CAP PKG. AC N.:.
1 . SySTEM MONITOR
1
1
1
· TOP eN' AC
* PEDESTAL BLOWER UNIT N:; PREVIOUS#
NT8052AA
. SYS MeN SERIAL UNK CABLE
1 · poWER OlSTRU6UT10N UNIT AC
1 . PEDES'fAL-AC
OVERHEAD CABLE TRAY KJT
uNIVERSAL TRUNK CARD
T1 CARAlER LINK CABLE KIT 32 FT
pOWER FAIL TRANSFER UNIT
1
6
8
SYS MONITOR TO MDF CABLE STIRT UPGR INC
MERIDIAN 1
AUX. ALARM cABLE (48 F1)
POWER SUPPLY. .48V DC 1 PER 6 PWR FAIL
TRANSFER
UPS 0N2200XA-SNTK
BATT', PACKONxBC411
2 T.1/DSL CP~ PROTEGTOR
8
2
2 ADTRAN T1 ESF csU ACE WI POWER. SUPPLY
32 pR.OTECTOR C0I2500 ANALOG GAP
7 DIGITAL l-INE CARD (OLe)
5 ANALOG UNE CARD WIMSG WAITING
192 REUSED WIRING CHARGES
pd-1f-.8 'rff- 8
P.08/08
\
!
** TOTAL PAGE,08 **
PHASE TWO
Lessor BSFS Equipment Leasing, A Component of GE Capital Corporation Equipment Schedule
Lessee Monroe County Board of County Commissioners
Billing Address I Attention
. 500 Whitehead Street Lisa Druckemiller
.City County State Zip Code
Key West FL 33040
Installation Site City County State Zip Code
See Installation Site Addendum attached hereto and
made a part hereof
Supplier Name Rent is Paid Advance Payment
Bell South Communications $0,00
First Day The Advance Payment shall be
X Last Day of applied to the first and last Rent
Pavment Period payment(s),
Agreement No,/Schedule No, Price Lessee's Fiscal Period Lease Rate Factor Rent
7281192-002 $71,023.19 0.01851500
Date of Schedule Term (months) From: (See Amortization
1/29/2004 60 Annex attached
To: Lease Rate hereto)
Commitment Date Payment Period 4.01000000
7/27/2004 ~ Monthly 0 Other
TERMS AND CONDITIONS (The Reverse side contains Terms and Conditions which are also a part of this Schedule)
The terms and conditions of the Master Lease/Purchase Agreement by and 3. ACCEPTANCE Lessee agrees to accept the System for purposes of this
between Lessor and Lessee as referenced above are made a part of this Lease by signing the Acceptance Certificate within ten (10) days after the
Schedule, Lessor and Lessee hereby agree to the terms defined above and System has met the acceptance criteria specified in the Supplier Agreement.
further agree as set forth herein, If Lessee fails or refuses to sign the Acceptance Certificate within such (10)
ten day period, or if the Lease does not commence by the Commitment Date,
1. ADVANCE PAYMENT: Lessee shall pay to Lessor, upon the execution Lessor may declare Lessee's assignments and Lessor's agreement to pay the
and delivery of this Schedule, the advance payment set forth above Price set forth in Section 1 of the Agreement and Section 2 of this Schedule to
("Advance Payment") in consideration of the Lessor holding funds available to be null and void ab initio and thereupon the Lease shall terminate, Lessor
purchase the Equipment and obtain the Software and as compensation for shall then have no obligations under the Lease and Lessee shall, within ten
Lessor's review of Lessee's credit and document preparation, Upon Lessor's (10) days of a demand therefore, immediately pay to Lessor all Purchase
acceptance of the Lease, the Advance Payment shall be applied to the Price Payments and all price adjustment(s) under Section 2 herein as well as
payment of Rent as set forth above, Any Advance Payment shall be non- Lessor's out-of-pocket expenses,
refundable if Lessee fails to timely provide all documentation or satisfy all 4. MAINTENANCE, USE, AND OPERATION: At all times during the Term,
conditions required by this Lease, at its sole cost and expense, Lessee shall maintain the System in good repair,
2. PURCHASE PRICE PAYMENTS: Lessee acknowledges that it has condition and working order, ordinary wear and tear excepted, Lessee shall
use the System and all parts thereof for its designated purpose and in
signed and received a copy of the Supplier Agreement. If Lessee is required compliance with all applicable laws as well as keep the System in its
to make payments to Supplier under the Supplier Agreement prior to the possession and control and not permit such System to be moved from the
Commencement Date ("Purchase Price Payments"), Lessee requests Lessor Installation Site without Lessor's prior written consent.
to pay such payments subject to the following terms and conditions. The Price
will be increased by adding a price adjustment for each Purchase Price 5. PERSONAL PROPERTY: The System is, and shall at all times remain,
Payment. Each such price adjustment shall be computed by multiplying the personal property even if the Equipment is affixed or attached to real property
Purchase Price Payment paid by Lessor to Supplier by a rate equal to the or any improvements thereon, At Lessor's request, Lessee shall, at no
"Base Lending Rate" from time to time designated by Citibank N,A" NY, NY in charge, promptly affix to the System any tags, decals, or plates furnished by
effect on the date Lessor makes the first Purchase Price Payment plus two Lessor indicating Lessor's interest in the System and Lessee shall not permit
and one-haf percent, divided by 360, and multiplied by the actual number of their removal or concealment. At Lessee's expense, Lessee shall (a) at all
days elapsed from the date of the Purchase Price Payment to the times keep the System free and clear of all liens and encumbrances, except
Commencement Date or, if the Lease does not commence, to the date those arising through the actions of Lessor, and (b) otherwise cooperate to
Lessee refunds the Purchase Price Payments to Lessor in accordance with defend Lessor's interest in the System and to maintain the status of the
Section 3, In no event will all or any price adjustment(s) exceed any limits System and all parts thereof as personal property, If requested by Lessor,
imposed by applicable law, The periodic Rent shall be increased as a result Lessee will, at Lessee's expense, furnish a waiver of any interest in the
of adding to the Price of the System an amount equal to the total price System from any party having an interest in any such real estate or building in
adjustment(s), which the System is located, Lessor may inspect the System and any related
maintenance records at any time during normal business hours of Lessee.
A complete description of the System is set farih on the Equipment and Software Listing attached hereto and made a pari hereof. W ~
BSFS Equipment Leasing Monroe County Board of County Commissioners ~ Z
A Component of General Electric Capital Corporation 6' ~
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6. SECURITY INTEREST; TITLE Unless otherwise required by the law,
upon the Commencement Date, legal title to the Equipment shall vest in
Lessee subject to Lessor's rights hereunder; provided that title shall thereafter
immediately and without any action by Lessee revest in Lessor, and Lessee
shall immediately surrender possession of the System to Lessor, upon the
occurrence of an Event of Default. Lessee shall execute any such
instruments as Lessor may request to evidence such transfer, To secure
Lessee's obligations under this Lease, Lessee hereby grants to Lessor a first
priority security interest in Lessee's existing and future right, title and interest
in the Lease and the System, which includes all additions, attachments,
accessions, and leased Modifications and Additions (as defined in Section 7
below) thereto and replacements therefor as well as all proceeds of the
foregoing including, without limitation, insurance proceeds, rents and all sums
due or to become due to Lessee with respect to any of the foregoing, and all
monies received in respect thereof and the Supplier Agreement.
7. MODIFICATIONS; ADDITIONS; ALTERATIONS: After the
Commencement Date of this Lease and without notice to Lessor, Lessee may,
at Lessee's expense, alter or modify any item of Equipment with an upgrade,
accessory or any other equipment which meets the specifications of the
manufacturer of the System for use on or in connection with the System
("Modification") or with Software or other associated items or materials which
meet the specifications of the manufacturer of the System and are to be used
on or in connection with the System ("Addition"), Any other modification or
addition ("Alteration") shall be permitted only upon written notice to Lessor
and at Lessee's expense and risk, and any such Alteration shall be removed
and the Equipment restored to its normal, unaltered condition at Lessee's
expense prior to its retum to Lessor, If not removed upon retum of the
System, any Modification or Addition shall become, without charge, the
property of Lessor free and clear of all encumbrances, Restoration will
include replacement of any parts removed in connection with the installation of
an Alteration, Modification or Addition, Any Equipment or Software installed in
connection with warranty or maintenance service or manufacturer's upgrades
provided at no charge to Lessee shall be subject to this Lease,
8, LEASES FOR MODIFICATIONS AND ADDITIONS: During the Term of
this Lease, at Lessee's request, Lessor may elect to lease to Lessee
Modifications and Additions ("CSO Equipment") subject to the terms of this
Lease, While the CSO Equipment shall be added to and become a part of
this Lease as of the CSO Commencement Date (as defined below), the CSO
Lease Addendum shall be assigned a separate Schedule number, The lease
for CSO Equipment shall expire at the same time as this Lease, The
applicable Lease Rate Factor shall be lessor's then-current Lease Rate
Factor for similar transactions based upon the remaining length of the Term,
The rent for CSO Equipment shall be determined by Lessor who shall adjust
the then-<:urrent Rent and notify Lessee in writing of such adjustment(s),
which shall be effective as of the first day of the month following the date of
the notice (or the date of the notice if it is the first day of the month) ("CSO
Commencement Date"), Any adjustment notice shall be added to and
become a part of this Lease.
CSO Equipment must be ordered by Lessee from the Supplier, On the date
any CSO Equipment is delivered to Lessee, Supplier shall pass title to such
CSO Equipment (other than an'i Software which shall be licensed and/or
sublicensed) directly to Lessor, Such title shall be good and marketable and
free and dear of any and all liens and encumbrances of any nature
whatsoever except Lessee's interests hereunder, Lessor shall promptly' pay
to Supplier the appropriate price of the CSO Equipment after the later d ti) the
date the CSO Equipment is installed and functioning, or (ii) Lessor's receipt of
a full and complete listing of the CSO Equipment and the Supplier's invoice,
No interest shall be payable by Lessor to Supplier with respect to such
payment. Lesser's agreement to lease any CSO Equipment is subject to the
condition that the Pnce payable to Supplier with respect thereto shall not
exceed $100,000,00 or be less than $1,000,00 and is subject to satisfactory
credit review by Lessor of Lessee's credit.
9. RETURN OF SYSTEM: (a) Upon any termination of this Lease pursuant
to the terms hereof prior to the end of the Term or, (b) at Lessor's request
upon the occurrence of an Event of Default, Lessee shall, at its own risk and
sole expense, immediately retum the System to Lessor by properly removing,
disassembling and packing it for shipment, loading it on board a carrier
acceptable to Lessor, ana shipping the same to a destination in the
continental United States specified by Lessor, freight and insurance prepaid,
The retumed System shall be in the same condition and operating order as
existed when received, ordinary wear and tear excepted, If Lessee does not
immediately return the System to Lessor as required herein, Lessee shall pay
to Lessor, upon demand, an amount equal to the then current Rent prorated
on a daily basis for each day from and including the termination or expiration
date of the Lease through and including the day Lessee ships the System to
Lessor in accordance with this Section. Les see shall pay to Lessor, upon
written demand, any amount necessary to place the System in good repair,
condition and working order, ordinary wear and tear excepted,
10, PURCHASE OPTION: Provided that there is no Event of Default, or an
event which with rotice or lapse of time, or both, could become an Event of
Default, then existing and continuing, upon payment by Lessee of $1,00 at the
end of the Term hereof, Lessor shall transfer, assign, and convey its interest
in all of the Equipment to Lessee, and Lessor shall assign any nonexdusive
sublicense to Lessee to use all of the Software, Lessee also shall be
responsible for the payment of all sales taxes, transfer fees and other similar
charges, if any, which may arise in connection with Lessee's payment of the
purchase price,
Upon satisfaction by Lessee of such purchase conditions, Lessor's sole and
exclusive obligation after payment of the purchase price shall be to deliver to
Lessee any and all right, title and interest it may have in and to such
Equiprrent, such as Lessor shall have received from the Supplier, warranted
only to be free and clear of all liens, encumbrances, rights, title and interests
of others arising solely out of Lessor's actions, to release Lessor's security
interests in the Equipment and to assign to Lessee a non-exclusive Software
sublicense as desaibed in the Supplier Agreement. Lessor's assignment of
the sublicense is limited to such sublicense as Lessor can assign without
incurring further cost and is subject to all applicable 1erms and conditions of
the license and/or sublicense set forth in the Supplier Agreement. Lessee
purchases the Equipment and receives the sublicense to use the Software
AS-IS, WHERE-IS, WITH ALL FAULTS AND SUBJECT TO THE SAME
DISCLAIMERS OF WARRANTIES AND DAMAGES AS SET FORTH IN THE
LEASE,
SLGSCHED 7/14199 C:\Documents andSellingsIDNCJHH1T\Desktop\Monroe County7281192-003.doc
Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Acceptance Certificate
Lessee
Monroe County Board of County Commissioners
Agreement No,/Schedule No.
7281192-002
This Acceptance Certificate is made with respect to that Agreement and Schedule referenced above.
Capitalized terms used herein shall have the same meanings assigned to them in the Agreement and the
Schedule.
On behalf of Lessee, I hereby certify that all of the System described in the Schedule to the Agreement has
been delivered to and received by the Lessee. The System has been examined by the Lessee and is in
good operating order and condition and is satisfactory to the Lessee. Therefore, the Lessee irrevocably
accepts the System for all purposes under the Lease as of the following date:
(Insett Date of Acceptance)
Monroe County Board of County Commissioners
BY
Authorized Representative
PRINT NAME
TITLE
DATE
NOTE: When you are ready to accept your System, please sign this form and:
FAX to:
866-640-0117
AND
MAIL to:
10 Riverview Drive
Danbury, CT 06810
Attn: Originations
SLG Acceptance Certifcate 6120199
C:\Documents and Setting9DNCJHH1T\Desktop\Accept Cert 7281192-002.doc
Page 1 of 1
BSFS Equipment
Leasing
Lessee: Monroe County Board of County Commissioners
Agreement No.lSchedule No. :
Federal Tax ID Number: 7281192-002
(NOTE: FEDERAL TAX ID NUMBER MUST BE PROVIDED WITH SIGNED DOCUMENTS)
If your taxing jurisdiction requires Lessor to pay sales tax up front, WE WILL ADD THIS
AMOUNT TO YOUR PRICE (as set forth in the Lease) unless you direct us to bill you for the
sales tax bv checkina below:
o Invoice Lessee for upfront sales tax: do not add to Price.
Please note: If you have elected a $1 Purchase Option, then you are responsible for
promptly reporting and paying personal property taxes.
To insure we bill you correctly, please review the questions below. If the information on your lease
documents is correct, you do not need to complete the blanks, only check the Yes box next to that section,
If the information on the documents is incorrect, please insert the correct information below.
Information on documentation correct?
DYes 0 No
Billing Address:
Billing Contact Name:
Phone Number:
Information on documentation correct?
DYes 0 No
System Installation Address:
City:
Zip:
State:
County:
If applicable, enclose a copy of Lessee's Purchase Order.
Purchase Order Number:
Start Date:
Expiration Date:
Please indicate your sales tax status below.
The system is exempt from sales tax.
D
o
No
Yes
If the above answer is no, please sign below and return with the lease documents.
If the above answer is yes, attach the appropriate exemption certificate. (Note: Certificates are
required for all states in which any portion of the System is located,) Executed certificates (or letter,
if a state or local government or agency) must be submitted with signed lease documents,
otherwise we will be required to bill you for applicable taxes.
C:IDocuments and SettingslDNCJHH1TIDesktoplMonroe County 7281192-003.doc SLG 11/1/99
Preparer:
Date Prepared
C:IDocuments and Settin9slDNCJHH1T\DesktoplMonroe County 7281192-003.doc SLG 11/1/99
BSFS Equipment Leasing
10 Riverview Drive
Danbury, CT 06810
1-800-681-4709
Subject:
Required Insurance Coverage
Dear Customer:
Under the terms of the Lease referenced above, insurance covering the System is required in the
amounts and specifics as outlined below.
Insurance
Amount
All Risk Property Insurance
Replacement Cost of System
General Liability
Bodily Injury
Property Damage
OR
Combined single limit $2 Million per Occurrence
(for bodily injury and property damage)
$1 Million per Occurrence
$1 Million per Occurrence
Lessor is to be named as Additional Insured and Loss Payee as its interests appear.
Lessor shall be given thirty (30) days written notice of cancellation or any material
change
in coverage.
Please forward this information to your company's carrier as soon as possible. Insurance
certificates
are to be sent to the address reflected below within thirty (30) days of document execution.
BSFS Equipment Leasing
4333 Edgewood Road, Suite 400
Cedar Rapids, IA 52499
Thank you for your prompt attention to this matter,
Sincerely,
BSFS Equipment Leasing
/)/)'1 .Inn
Lessor BSFS Equipment Leasing, A Component of GE Capital Corporation Amortization Annex
Lessee Monroe County Board of County Commissioners Agreement NoJSche dule No.
7281192-002
Rent Payment Principal Interest
Number Rent Component Component
SEE ATTACHED AMORTIZATION TABLE
~M
AMORTIZATION SCHEDULE
FOR ACCTG. PURPOSES ONLY,
DOES NOT REPRESENT A BUY OUT, CASUALTY OR TERMINATION VALUE.
CUSTOMER Monroe County Board of County Commissioners Lease # 7281192-002
AMOUNT $71,023,19
RATE 4,22% L.R.F,= ,018515
TERM 60
ADV or ARR arr
PAYMENT BEGINNING INTEREST PRINCIPAL TOTAL ENDING
NUMBER BALANCE EXPENSE PAYMENT PAYMENT BALANCE
0 $71,023,19 $0.00 $0,00 $0,00 $71,023,19
1 $71,023,19 $249,64 $1,065,36 $1,314,99 $69,957,83
2 $69,957,83 $245,89 $1,069,10 $1,314,99 $68,888,73
3 $68,888.73 $242,14 $1,072,86 $1,314,99 $67,815,87
4 $67,815,87 $238.36 $1,076,63 $1,314,99 $66,739,25
5 $66,739,25 $234.58 $1,080.41 $1,314,99 $65,658,83
6 $65,658,83 $230.78 $1,084.21 $1,314,99 $64,574.62
7 $64,574,62 $226,97 $1,088,02 $1,314,99 $63,486,60
8 $63,486,60 $223,15 $1,091.85 $1,314.99 $62,394,75
9 $62,394,75 $219.31 $1,095,68 $1,314,99 $61,299,07
10 $61,299,07 $215.46 $1,099.54 $1,314,99 $60,199,53
11 $60,199,53 $211.59 $1,103.40 $1,314,99 $59,096,13
12 $59,096,13 $207,72 $1,107,28 $1,314.99 $57,988,85
13 $57,988,85 $203,82 $1,111.17 $1,314,99 $56,877.68
14 $56,877.68 $199,92 $1,115,08 $1,314.99 $55,762,61
15 $55,762,61 $196,00 $1,119,00 $1,314,99 $54,643.61
16 $54,643,61 $192,07 $1,122,93 $1,314,99 $53,520,68
17 $53,520,68 $188,12 $1,126,88 $1,314,99 $52,393,81
18 $52,393,81 $184,16 $1,130,84 $1,314,99 $51,262,97
19 $51,262,97 $180,18 $1,134,81 $1,314,99 $50,128,16
20 $50,128,16 $176,19 $1,138,80 $1,314,99 $48,989,36
21 $48,989,36 $172.19 $1,142,80 $1,314,99 $47,846,56
22 $47,846,56 $168.18 $1,146,82 $1,314,99 $46,699,74
23 $46,699,74 $164,14 $1,150,85 $1,314,99 $45,548,89
24 $45,548,89 $160,10 $1,154,90 $1,314,99 $44,393,99
25 $44,393,99 $156,04 $1,158,95 $1,314,99 $43,235,04
26 $43,235,04 $151.97 $1,163,03 $1,314,99 $42,072.01
27 $42,072.01 $147,88 $1,167,12 $1,314,99 $40,904,89
28 $40,904,89 $143,78 $1,171.22 $1,314.99 $39,733,68
29 $39,733,68 $139,66 $1,175,34 $1,314,99 $38,558,34
30 $38,558,34 $135.53 $1,179.47 $1,314,99 $37,378,88
31 $37,378,88 $131.38 $1,183,61 $1,314,99 $36,195,26
32 $36,195,26 $127,22 $1,187,77 $1,314,99 $35,007.49
33 $35,007.49 $123,05 $1,191.95 $1,314,99 $33,815,54
34 $33,815,54 $118,86 $1,196,14 $1,314,99 $32,619.41
35 $32,619.41 $114,65 $1,200,34 $1,314,99 $31,419.07
36 $31,419,07 $110.43 $1,204,56 $1,314,99 $30,214.51
37 $30,214,51 $106,20 $1,208,79 $1,314,99 $29,005,71
38 $29,005,71 $101.95 $1,213,04 $1,314,99 $27,792,67
39 $27,792,67 $97,69 $1,217.31 $1,314,99 $26,575,36
40 $26,575,36 $93.41 $1,221.59 $1,314,99 $25,353,78
41 $25,353,78 , $89.12 $1,225,88 $1,314,99 $24,127,90
42 $24,127,90 $84,81 $1,230,19 $1,314,99 $22,897,71
CUSTOMER Monroe County Board of County Commissioners Lease # 7281192-002
AMOUNT $71,023.19
RATE 4,22% L.R,F.= ,018515
TERM 60
ADV or ARR arr
PAYMENT BEGINNING INTEREST PRINCIP AL TOTAL ENDING
NUMBER BALANCE EXPENSE PAYMENT PAYMENT BALANCE
43 $22,897,71 $80.48 $1,234,51 $1,314,99 $21,663,20
44 $21,663,20 $76,14 $1,238,85 $1,314,99 $20,424,35
45 $20,424,35 $71.79 $1,243,21 $1,314,99 $19,181.14
46 $19,181.14 $67.42 $1,247.57 $1,314,99 $17,933,57
47 $17,933.57 $63,03 $1,251.96 $1,314,99 $16,681.61
48 $16,681.61 $58,63 $1,256.36 $1,314,99 $15,425,25
49 $15,425,25 $54,22 $1,260,78 $1,314,99 $14,164.47
50 $14,164.47 $49,79 $1,265,21 $1,314.99 $12,899,26
51 $12,899,26 $45,34 $1,269,65 $1,314,99 $11,629,61
52 $11,629,61 $40,88 $1,274,12 $1,314,99 $10,355.49
53 $10,355.49 $36.40 $1,278,60 $1,314,99 $9,076,90
54 $9,076,90 $31.90 $1,283,09 $1,314,99 $7,793.81
55 $7,793,81 $27.39 $1,287,60 $1,314,99 $6,506,21
56 $6,506.21 $22,87 $1,292,13 $1,314,99 $5,214.08
57 $5,214,08 $18.33 $1,296.67 $1,314,99 $3,917.41
58 $3,917.41 $13,77 $1,301.23 $1,314.99 $2,616,19
59 $2,616.19 . $9,20 $1,305,80 $1,314,99 $1,310.39
60 $1,310,39 $4,61 $1,310.39 $1,314,99 ($0,00)
TOTALS $7,876.42 $71,023,19 $78,899,61
LESSEE INITIALS:
DATE:
Lessor
BSFS Equipment Leasing I A Component of GE Capital Corporation
Installation Site Addendum
Lessee
Monroe County Board of County Commissioners
Agreement No.lSchedule No,
7281192-002
Contemporaneously with entering into the Schedule to the Master Lease/Purchase Agreement referenced
above, Lessor and Lessee agree that the System described on the Schedule will be located at the following
Installation Sites as of the Commencement Date:
Street
490 63rd Street Ocean
4695 Overseas Highway
3101 Overseas Highway
186 Key Heights Drive
8924 Overseas Highway
City
Marathon
Marathon
Marathon
Plantation Key
Plantation Key
County/Province
State/Cou ntry
FL
FL
FL
FL
FL
Zip Code
33050
33050
33050
33037
33037
Equipment located at 490 6~ Street Ocean, Marathon, FL 33050 =
Equipment located at 4695 Overseas Highway, Key West, FL 33050 =
Equipment located at 3101 Overseas Highway, Key West, FL 33050 =
Equipment located at 186 Key Heights Drive, Plantation Key, FL 33037 =
Equipment located at 8924 Overseas Highway, Plantation Key, FL 33037 =
$24,855.74
$17,494.19
$ 9,478,18
$ 9,437,66
$ 9,757.42
BSFS Equipment Leasing
A Component of General Electric Capital Corporation
Monroe County Board of County Commissioners
BY
BY
Authorized Representative
Authorized Represenllllive
PRINT NAME
TITLE
DATE
PRINT tAME
TITLE
DATE
@ Telecom Financial Services Legal Staff
C;\Documenls and Seltings\DNCJHH1T\Desktop\Monroe County 7281192-003,doc
SLG 11/1199
SUZANNE A, HUTTON
ASSISTANT k:OUNJY ATTORNEY
Dale "2 /,., ~ /Ad
Form 8038-GC
Information Return for Small Tax-Exempt
Governmental Bond Issues, Leases, and Installment Sales
~ Under Internal Revenue Code section 149(e)
OMB No. 1545-0720
(Rev. November 2000)
Caution: If the issue price of the issue is $100,000 or more, use Form B03B-G,
Check box if Amended Return ~ 0
2 Issuer's employer identification number
3
Issuer's name
Monroe County Board of County Commissioners
Number and street (or P,O, box if mail is not delivered to street address)
500 whitehead Street
4 City, town, or post office, state, and ZIP code
Key West, Fl 33040
8a Issue price of obligation(s) (see instructions) .
b Issue date (single issue) or calendar year (consolidated) (see instructions) ~ ,- - - - - - - - - - - -" - - - --
9 Amount of the reported obligation(s) on line 8a:
a Used to refund prior issue(s) ,
b Representing a loan from the proceeds of another tax-exempt obligation (e,g" bond bank) 9b
10 If the issuer has designated any issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check this box
11 If any obligation is in the form of a lease or installment sale, check this box,
12 If the issuer has elected to a a enalt in lieu of arbitra e rebate, check this box
6
Room/suite
5 Report number
7 Telephone number of officer or legal representative
( 305 ) 295-5100
III or on a consolidated basis 0 '
71,023.19
nfa
nfa
~D
~Ill
~D
Sign
Here
Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge
and belief, they are true, correct. and complete.
~ Issuer's authorized representative
General Instructions
Section references are to the Internal
Revenue Code unless otherwise noted,
Purpose of Form
Form 8038-GC is used by the issuers of
tax-exempt governmental obligations to
provide the IRS with the information required
by section 149(e) and to monitor the
requirements of sections 141 through 150.
Who Must File
Issuers of tax-exempt governmental
obligations with issue prices of less than
$100,000 must file Form 8038-GC.
Issuers of a tax-exempt governmental
obligation with an issue price of $100,000 or
more must file Form 8038-G, Information
Return for Tax-Exempt Governmental
Obligations.
Filing a separate return, Issuers have the
option to file a separate Form 8038-GC for
any tax-exempt governmental obligation with
an issue price of less than $100,000,
An issuer of a tax-exempt bond used to
finance construction expenditures must file a
separate Form 8038-GC for each issue to
give notice to the I RS that an election was
made to pay a penalty in lieu of arbitrage
rebate (see the line 12 instructions).
Filing a consolidated return. For all
tax-exempt governmental obligations with
issue prices of less than $100,000 that are
not reported on a separate Forrn 8038-GC,
an issuer must file a consolidated information
return including all such issues issued within
the calendar year,
Date
Thus, an issuer may file a separate Form
8038-GC for each of a number of small
issues and report the remainder of small
issues issued during the calendar year on one
consolidated Form 8038-GC, However, a
separate Form 8038-GC must be filed to give
the IRS notice of the election to pay a penalty
in lieu of arbitrage rebate,
When To File
To file a separate return, file Form 8038-GC
on or before the 15th day of the second
calendar month after the close of the
calendar quarter in which the issue is issued,
To file a consolidated return, file Form
8038-GC on or before February 15th of the
calendar year following the year in which the
issue is issued,
Late filing. An issuer may be granted an
extension of time to file Form 8038-GC under
Section 3 of Rev, Proc. 88-10, 1988-1 C,B,
635, if it is determined that the failure to file
on time is not due to willful neglect. Type or
print at the top of the forrn, 'This Statement
Is Submitted in Accordance with Rev, Proc.
88-10," Attach to the Form 8038-GC a letter
briefly stating why the form was not
submitted to the IRS on time. Also indicate
whether the obligation in question is under
examination by the IRS, Do not submit copies
of any bond documents, leases, or installment
sale documents, See Where To File below,
Where To File
File Form 8038-GC, and any attachments,
with the Internal Revenue Service Center,
Ogden, UT 84201,
~ Type or print name and title
Other Forms That May Be Required
For rebating arbitrage (or paying a penalty in
lieu of arbitrage rebate) to the Federal
government. use Form 8038-T, Arbitrage
Rebate and Penalty in Lieu of Arbitrage
Rebate, For private activity bonds, use Form
8038, Information Return for Tax-Exempt
Private Activity Bond Issues,
Rounding to Whole Dollars
You may show the money items on this
return as whole-dollar amounts. To do so,
drop any amount less than 50 cents and
increase any amount from 50 to 99 cents to
the next higher dollar.
Definitions
Obligations. This refers to a single
tax-exempt governmental obligation if Form
8038-GC is used for separate reporting or to
multiple tax-exempt governmental obligations
if the form is used for consolidated reporting,
Tax-exempt obligation, This is a bond,
installment purchase agreement. or financial
lease, on which the interest is excluded from
income under section 103.
Tax-exempt governmental obligation. A
tax-exempt obligation that is not a private
activity bond (see below) is a tax-exempt
governmental obligation, This includes a bond
issued by a qualified volunteer fire
department under section 150(e),
Private activity bond. This includes an
obligation issued as part of an issue in which;
. More than 10% of the proceeds are to be
used for any private activity business use,
and
Cat. No. 64108B
Form 8038-GC (Rev, 11-2000)
Form B03B-GC (Rev. 11-2000)
Page 2
. More than 10% of the payment of principal
or interest of the issue is either (a) secured
by an interest in property to be used for a
private business use (or payments for such
property) or (b) to be derived from payments
for property (or borrowed money) used for a
private business use.
It also includes a bond, the proceeds of
which (a) are to be used to make or finance
loans (other than loans described in section
141 (c)(2)) to persons other than governmental
units and (b) exceeds the lesser of 5% of the
proceeds or $5 million,
Issue, Generally, obligations are treated as
part of the same issue only if they are issued
by the same issuer, on the same date, and as
part of a single transaction, or a series of
related transactions, However, obligations
issued during the same calendar year (a)
under a loan agreement under which amounts
are to be advanced periodically (a
"draw-down loan") or (b) with a term not
exceeding 270 days, may be treated as part
of the same issue if the obligations are
equally and ratably secured under a single
indenture or loan agreement and are issued
under a common financing arrangement (e,g"
under the same official statement periodically
updated to reflect changing factual
circumstances). Also, for obligations issued
under a draw-down loan that meets the
requirements of the preceding sentence,
obligations issued during different calendar
years may be treated as part of the same
issue if all of the amounts to be advanced
under the draw-down loan are reasonably
expected to be advanced within 3 years of
the date of issue of the first obligation,
Likewise, obligations (other than private
activity bonds) issued under a single
agreement that is in the form of a lease or
installment sale may be treated as part of the
same issue if all of the property covered by
that agreement is reasonably expected to be
delivered within 3 years of the date of issue
of the first obligation.
Arbitrage rebate. Generally, interest on a
state or local bond is not tax exempt unless
the issuer of the bond rebates to the United
States arbitrage profits earned from investing
proceeds of the bond in higher yielding
nonpurpose investments, See section 148(1),
Construction issue. This is an issue of
tax-exempt bonds that meets both of the
following conditions;
1. At least 75% of the available
construction proceeds of the issue are to be
used for construction expenditures with
respect to property to be owned by a
governmental unit or a 501 (c)(3) organization,
and
2. All of the bonds that are part of the issue
are qualified 501 (c)(3) bonds, bonds that are
not private activity bonds, or private activity
bonds issued to finance property to be
owned by a governmental unit or a 501 (c)(3)
organization,
In lieu of rebating any arbitrage that may
be owed to the United States, the issuer of a
construction issue may make an irrevocable
election to pay a penalty. The penalty is equal
to 1'12% of the amount of construction
proceeds that do not meet certain spending
requirements. See section 148(1)(4)(C) and the
Instructions for Form 8038-T.
Specific Instructions
In general, a Form 8038-GC must be
completed on the basis of available
information and reasonable expectations as
of the date the issue is issued. However,
forms that are filed on a consolidated basis
may be completed on the basis of information
readily available to the issuer at the close of
the calendar year to which the form relates,
supplemented by estimates made in good
faith,
Part I-Reporting Authority
Amended return. If this is an amended Form
8038-GC, check the amended return box.
Complete Part I and only those lines of Form
8038-GC that are being amended, Do not
amend estimated amounts previously
reported once the actual amounts are
determined, (See the Part II instructions
below.)
Line 1. The issuer's name is the name of the
entity issuing the obligations, not the name of
the entity receiving the benefit of the
financing. In the case of a lease or installment
sale, the issuer is the lessee or purchaser.
Line 2. An issuer that does not have an
employer identification number (EIN) should
apply for one on Form 55-4, Application for
Employer Identification Number. This form
may be obtained at Social Security
Administration offices or by calling
1-800- TAX-FORM. If the EIN has not been
received by the due date for Form 8038-GC,
write "Applied for" in the space for the EIN.
Line 5. After the preprinted 5, enter two
self-designated numbers, Number reports
consecutively during any calendar year (e,g"
534, 535, etc,),
Part II-Description of
Obligations
Line Sa. The issue price of obligations is
generally determined under Regulations
section 1.148-1 (b), Thus, when issued for
cash, the issue price is the price at which a
substantial amount of the obligations are sold
to the public. To determine the issue price of
an obligation issued for property, see
sections 1273 and 1274 and the related
regulations,
Line Sb, For a single issue, enter the date of
issue, generally the date on which the issuer
physically exchanges the bonds that are part
of the issue for the underwriter's (or other
purchaser's) funds; for a lease or installment
sa Ie, enter the date interest starts to accrue,
For issues reported on a consolidated basis,
enter the calendar year during which the
obligations were issued,
*
Lines 9a and 9b. For line 9a, enter the
amount of the proceeds that will be used to
pay principal, interest, or call premium on any
other issue of bonds, including proceeds that
will be used to fund an escrow account for
this purpose, Both line 9a and 9b may apply
to a particular obligation, For example, report
on line 9a and 9b obligations used to refund
prior issues which represent loans from the
proceeds of another tax-exempt obligation,
Line 11, Check this box if property other than
cash is exchanged for the obligation, e.g"
acquiring a police car, a fire truck, or
telephone equipment through a series of
monthly payments, (This type of obligation is
sometimes referred to as a "municipal lease, ")
Also check this box if real property is directly
acqUired In exchange for an obligation to
make periodic payments of interest and
principal. Do not check this box if the
proceeds of the obligation are received in the
form of cash, even if the term "lease" is used
in the title of the issue,
Line 12. Check this box if the issue is a
construction issue and an irrevocable election
to pay a penalty in lieu of arbitrage rebate
has been made on or before the date the
b?nds were issued, The penalty is payable
With a Form B03B-T for each 6-month period
after the date the bonds are issued. Do not
make any payment of penalty in lieu of rebate
with Form B03B-GC, See Rev, Proc, 92-22,
1992-1 C.B, 736, for rules regarding the
"election document."
Paperwork Reduction Act Notice
We ask for the information on this form to
carry out the Internal Revenue laws of the
United States, You are required to give us the
information. We need it to ensure that you are
complying with these laws.
You are not required to provide the
information requested on a form that is
subject to the Paperwork Reduction Act
unless the form displays a valid OMB control
numb~r. Boo~s or records relating to a form
or I~S instructions must be retained as long as
their contents may become material in the
administration of any Internal Revenue law,
Generally, tax returns and return information
are confidential, as required by section 6103,
The time needed to complete and file this
form varies depending on individual
circumstances, The estimated average time
IS;
Learning about the
law or the form
1 hr., 58 min,
,3 hr., 3 min,
Preparing the form
Copying. assembling. and
sending the form to the IRS ,16 min,
If you have comments concerning the
accuracy of these time estimates or
suggestions for making this form simpler, we
would be happy to hear from you, You can
write to the Tax Forms Committee, Western
Area Distribution Center, Rancho Cordova,
CA 95743-0001. Do not send the form to this
address, Instead, see Where To File on
page 1.
JAN 30 2004 10:38 FR ----
203 749 4517 TO 4710
P.01/03
Equipment & Software Listing
7281192..001
Equipment located @ 4695 Overseas Highway, Marathon, FL 33050
Qiumtlty Deserlptlon
lJugineBl Communication Manager
1 BeM 3.5 on BCM 400 Platform with 2 LAN Interfaces
1 BCM 4 x 16 StationfI'runk
1 BCM 32+ Digital Station Media Bay Module
1 VOIP SW - 12 Trunk Authorization
1 MCDN/QSig - Networking Software Authorization
Telephones
33 Install & Reprogram Existing Norstar Telephone
AccesstJf'itts aM Power Supplies
1 UninterrUpted Power Supply ON600 A
Trainillg and Docununtlllion
4 Customer Training (1 hoUl')
Wiring
33 Reused Wiring
WI.P7'tUrty , .
1 One Year Enhanced Warranty with Lightning Protection
Equipment Located @ 3101 Overseas Highway; Marathon, FL 33050
Quantily Desuiption
B~i"e" Communicalio" Maneger
1 BCM 3.0 BCM 200
2 BCM 4 x 16 StationlI'ronk
1 VOIP SW -16 Trunk Authorization
1 MCDN/QSig - Networking Software Authorization
T,'ephones
17 Install & Reprogram Existing Norstar Telephone
AccINsonn and Power Supplies
1 Uninterrupted Power Supply ON600 A
Training and Documentation
2 Customer Training (1 hour)
Wiring
17 Reused WIring
Warnmty
One Year Enhaticed Wananty with Lightning Protection
Lessee acknowledged that the foregoing accurately describes the Equipment subject to this Lease.
SigDlllllft:: of Lessee
Dall:
Pflge
,
of 3
(Total Pages)
JAN 30 2004 10:38 FR ----
203 749 4517 TO 4710
P,02/03
Equipment located @ 186 Key Heights Drive, Plantation Kefct FL 33070
Quutity Description.
Buainm Comm"lIicoJion MtllUJger
BCM 3.5 on BCM 400 Platform with 2 LAN Interfaces
BCM 4 x 16 SEationITrunk
VOlP SW - 16 Trunk Authorization
MCDN/QSig Networking Software Authorization
rellJpholNlf
Install &. Reprogram Existing Norstar Telephone
AccesroM mul PDwer S"pplies
Uninterrupted Power Supply ON600 A
Trainlng lUUI Docu1lUlnllJtiDn
CUstomer Training (1 hour)
Wiring
Reused Wiring
W4l7'tW1
One Year Enhanced WlUTallty with Lightning ProteCtion
1
2-
1
1
Equipment & Software Listing
7281192-00 1-
I
'j
I
23
1
4
23
1
~uipment located @ 8924 Overseas Highway, Pl8!,ltation Key, FL 33070
Qu8Qdty DescriptloD
BainelS Comm""ication Manor.r
1 BCM 3.0 BCM 200 Digital MCDN Station Bundle
1 BeM 4 x 16 Stationltrunk
1 VOW SW - 4 Trunk Authorization
1 MCDN/QSig Networking Software Authorization
Telephone.
4 Install & Reprogram Existing Norstar Telephone
Acces5tJrifS and Power Supplies
1 Uninterrupted Power Supply ON600 A
Training and Documentlltio"
2 Customer Training (1 hour)
Wiring
4 Reused Wiring
Wa"anty
1 One Year Enhanced Wan-aoty with Lightning Protection
Equipment located @ 490 63rcl Street Ocean~ Marathon, FL 33050
Quantity Desuiption
1 R.EMOTE CARRIER INTERFACE CARD
1 MMI CABLE KIT (32 FT)
1 REMOTE CARRlERlAl..ARM CBL
1 REMOTE MAINTENANCE CABLE
PCL'if- ;2.
of-3
JAN 30 2004 10:39 FR ---- 203 749 4517 TO 4710
T L T
Equipment & Software Listing
7281193-OQ~
20
176
,
1
1
2
2
2.
1
2
REMOTE SERVICES PRODUCTS GUIDE
REMOTE PERIPHERAL. EO GUIDE
DIGITAl.. UNE CARD (DLC)
ANALOG UNE CARD WIMSG WNTlNG
T1 CARRIER UNK CABLE KIT 32 FT
POWER FAIL TRANSFER UNIT
SYS MONITOR TO MCF CABLE STJRT uPGR INC
MERIDIAN 1
AUX. ALARM CABLE (48 FT)
POWER SUPPLY, -4tN DC 1 PER 6 PWR FAIL
TRANSFER
TRAVEl AND LOCGlNG
REUSED V\llRlNG CHARGES
1
.2 PROTECTOR COI2500 ANALOO 6AP
2 ADTRAN T1 ESF CSU ACE WI POWER SuPPLY
2 cPE PROJECT MANAGEMENT -per hour
75 OVERTIME CUTOVER
, INTEU.. Pi MODULE - AC
.'+dCVf 3
~+ 3
P.03/03
1
** TOTAL PAGE.03 **
PHASE THREE
Lessor BSFS Equipment Leasing, A Component of GE Capital Corporation Equipment Schedule
Lessee Monroe County Board of County Commissioners
Billing Address I Attention
500 Whitehead Street Lisa Druckemiller
City County State Zip Code
Key West FL 33040
Installation Site City County State Zip Code
See Installation Site Addendum attached hereto and
made a part hereof
Supplier Name Rent is Paid Advance Payment
Bell South Communications $0.00
First Day The Advance Payment shall be
X Last Day of applied to the first and last Rent
Pavment Period payment(s).
Agreement No.lSchedule No, Price Lessee's Fiscal Period Lease Rate Factor Rent
7281192-003 $261,109.22 0.01851500
Datil of Schedule Term (months) From: (See Amortization
1/29/2004 60 Annex attached
To: Lease Rate hereto)
Commitment Date Payment Period 4,01000000
7/27/2004 ~ Monthly 0 Other
TERMS AND CONDITIONS (The Reverse side contains Terms and Conditions which are also a part of this Schedule)
The terms and conditions of the Master Lease/Purchase Agreement by and 3. ACCEPTANCE Lessee agrees to accept the System for purposes of this
between Lessor and Lessee as referenced above are made a part of this Lease by signing tlle Acceptance Certificate within ten (10) days after the
Schedule, Lessor and Lessee hereby agree to the terms defined above and System has met the acceptance criteria specified in the Supplier Agreement.
further agree as set forth herein, If Lessee fails or refuses to sign the Acceptance Certificate within such (10)
ten day period, or if the Lease does not commence by the Commitment Date,
1. ADVANCE PAYMENT: Lessee shall pay to Lessor, upon the execution Lessor may declare Lessee's assignments and Lessor's agreement to pay the
and delivery of this Schedule, the advance payment set forth above Price set forth in Section 1 of the Agreement and Section 2 of this Schedule to
("Advance Payment") in consideration of the Lessor holding funds available to be null and void ab initio and thereupon the Lease shall terminate, Lessor
purchase the Equipment and obtain the Software and as compensation for shall then have no obligations under the Lease and Lessee shall, within ten
Lessor's review of Lessee's credit and document preparation, Upon Lessor's (10) days of a demand therefore, immediately pay to Lessor all Purchase
acceptance of the Lease, the Advance Payment shall be applied to the Price Payments and all price adjustment(s) under Section 2 herein as well as
payment of Rent as set forth above, Any Advance Payment shall be non- Lessor's out-of-pocket expenses,
refundable if Lessee fails to timely provide all documentation or satisfy all 4. MAINTENANCE, USE, AND OPERATION: At all times during the Term,
conditions required by this Lease, at its sole cost and expense, Lessee shall maintain the System in good repair
2, PURCHASE PRICE PAYMENTS: Lessee acknowledges that it has condition and working order, ordinary wear and tear excepted. Lessee shali
use the System and all parts thereof for its designated purpose and in
signed and received a copy of the Supplier Agreement. If Lessee is required compliance with all applicable laws as well as keep the System in its
to make payments to Supplier under the Supplier Agreement prior to the possession and control and not permit such System b be moved from the
Commencement Date ("Purchase Price Payments"), Lessee requests Lessor Installation Site without Lessor's prior written consent.
to pay such payments subject to the following terms and conditions. The Price
will be increased by adding a price adjustment for each Purchase Price 5. PERSONAL PROPERTY: The System is, and shall at all times remain
Payment. Each such price adjustment shall be computed by multiplying the personal property even if the Equipment is affixed or attached to real propertY
Purchase Price Payment paid by Lessor to Supplier by a rate equal to the or any improvements thereon, At Lessor's request, Lessee shall, at no
"Base Lending Rate" from time to time designated by Citibank NA, NY, NY in charge, promptly affix to the System any tags, decals, or plates fumished by
effect on the date Lessor makes the first Purchase Price Payment plus two Lessor indicating Lessor's interest in the System and Lessee shall not permit
and one-half percent, divided by 360, and multiplied by the actual number of their removal or concealment. At Lessee's expense, Lessee shall (a) at all
days elapsed from the date of the Purchase Price Payment to the times keep the System free and clear of all liens and encumbrances, except
Commencement Date or, if the Lease does not commence, to the date those arising through the actions of Lessor, and (b) otherwise cooperate to
Lessee refunds the Purchase Price Payments to Lessor in accordance with defend Lessor's interest in the System and to maintain the status of the
Section 3, In no event will all or any price adjustment(s) exceed any limits System and all parts thereof as personal property, If requested by Lessor,
imposed by applicable law, The periodic Rent shall be increased as a result Lessee will, at Lessee's expense, furnish a waiver of any interest in the
of adding to the Price of the System an amount equal to the total price System from any party having an interest in any such real estate or building in
adjustment( s), which the System is located, Lessor may inspect the System and any relate!
maintenance records at any time during normal business hours of Lessee:
A complete description of the System is set forth on the Equipment and Software Listing attached hereto and made a part hereofr \.'(
BSFS Equipment Leasing Monroe County Board of County Commissioners ~~ ~
A Component of General Electric Capital Corporation ~~ I>
BY BY
>-1- ~
Authorized Representative Authorized Representative 2<
PRINT NAME PRINT NAME =>0 ~
Ow
TITLE DATE: TITLE DATE ~ ,
~n~
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6. SECURITY INTEREST; TITLE Unless otherwise required by the law,
upon the Commencement Date, legal title to the Equipment shall vest in
Lessee subject to Lessor's rights hereunder; provided that title shall thereafter
immediately and without any action by Lessee revest in Lessor, and Lessee
shall immediately surrender possession of the System to Lessor, upon the
occurrence of an Event of Default. Lessee shall execute any such
instruments as Lessor may request to evidence such transfer. To secure
Lessee's obligations under this Lease, Lessee hereby grants to Lessor a first
priority security interest in Lessee's existing and future right, title and interest
in the Lease and the System, which includes all additions, attachments,
accessions, and leased Modifications and Additions (as defined in Section 7
below) thereto and replacements therefor as well as all proceeds of the
foregoing including, without limitation, insurance proceeds, rents and all sums
due or to become due to Lessee with respect to any of the foregoing, and all
monies received in respect thereof and the Supplier Agreement.
7. MODIFICATIONS; ADDITIONS; ALTERATIONS: After the
Commencement Date of this Lease and without notice to Lessor, Lessee may,
at Lessee's expense, alter or modify any item of Equipment with an upgrade,
accessory or any other equipment which meets the specifications of the
manufacturer of the System for use on or in connection with the System
("Modification") or with Software or other associated items or materials which
meet the specifications of the manufacturer of the System and are to be used
on or in connection with the System ("Addition"), Any other modification or
addition ("Alteration") shall be permitted only upon written notice to Lessor
and at Lessee's expense and risk, and any such Alteration shall be removed
and the Equipment restored to its normal, unaltered condition at Lessee's
expense prior to its retum to Lessor, If not removed upon retum of the
System, any Modification or Addition shall become, without charge. the
property of Lessor free and clear of all encumbrances, Restoration will
include replacement of any parts removed in connection with the installation of
an Alteration, Modification or Addition. Any Equipment or Software installed in
connection with warranty or maintenance service or manufacturer's upgrades
provided at no charge to Lessee shall be subject to this Lease,
8, LEASES FOR MOOIFICATlONS AND ADDITIONS: During the Term of
this Lease, at Lessee's request, Lessor may elect to lease to Lessee
Modifications and Additions ("CSO Equipment") subject to the terms of this
Lease, While the CSO Equipment shall be added to and become a part of
this Lease as of the CSO Commencement Date (as defined below), the CSO
Lease Addendum shall be assigned a separate Schedule number, The lease
for CSO Equipment shall expire at the same time as this Lease, The
applicable Lease Rate Factor shall be Lessor's then-current Lease Rate
Factor for similar transactions based upon the remaining length of the Term,
The rent for CSO Equipment shall be determined by Lessor who shall adjust
the then-<:urrent Rent and notify Lessee in writing of such adjustment(s),
which shall be effective as of the first day of the month following the date of
the notice (or the date of the notice if it is the first day of the month) ("CSO
Commencement Date"), Any adjustment notice shall be added to and
become a part of this Lease,
CSO Equipment must be ordered by Lessee from the Supplier, On the date
any CSO Equipment is delivered to Lessee, Supplier shall pass title to such
CSO Equipment (other than an~ Software which shall be licensed and/or
sublicensed) directly to Lessor. &.Ich title shall be good and marketable and
free and dear of any and all liens and encumbrances of any nature
whatsoever except Lessee's interests hereunder. Lessor shall promptlll pay
to Supplier the appropriate price of the CSO Equipment after the later of (I) the
date the CSO Equipment is installed and functioning, or (ii) Lessor's receipt of
a full and complete listing of the CSO Equipment and the Supplier's inv<lice,
No interest shall be payable by Lessor to Supplier with respect to such
payment. Lessor's agreement to lease any CSO Equipment is subject to the
condition that the Pnce payable to Supplier with respect thereto shall not
exceed $100,000.00 or be less than $1,000,00 and is subject to satisfactory
credit review by Lessor of Lessee's credit.
9. RETURN OF SYSTEM: (a) Upon any termination of this Lease pursuant
to the terms hereof prior to the end of the Term or, (b) at Lessor's request
upon the occurrence of an Event of Default, Lessee sliall, at its own risK and
sole expense, immediately return the System to Lessor by properly removing,
disassembling and packing it for shipment, loading it on board a carrier
acceptable to Lessor, ana shipping the same to a destination in the
continental United States specified by Lessor, freight and insurance prepaid,
The returned System shall be in the same condition and operating order as
existed when received, ordinary wear and tear excepted, If lessee aoes not
immediately return the System to Lessor as required herein, Lessee shall pay
to Lessor, upon demand, an amount equal to the then current Rent prorated
on a daily basis for each day from and including the termination or expiration
date of the Lease through and including the day Lessee ships the System to
Lessor in accordance with this Section, Lessee shall pay to Lessor, upon
written demand, any amount necessary to place the System in good repair,
condition and working order, ordinary wear and tear excepted.
10. PURCHASE OPTION: Provided that there is no Event of Default, or an
event which with notice or lapse of time, or both, could become an Event of
Default, then existing and continuing, upon payment by Lessee of $1,00 at the
end of the Term hereof, Lessor shall transfer, assign, and convey its interest
in all of the Equipment to Lessee, and Lessor shall assign any nonexclusive
sublicense to Lessee to use all of the Software, Lessee also shall be
responsible for the payment of all sales taxes, transfer fees and other similar
charges, if any, which may arise in connection with Lessee's payment of the
purchase price,
Upon satisfaction by Lessee of such purchase conditions, Lessor's sole and
exclusive obligation after payment of the purchase price shall be to deliver to
Lessee any and all right, title and interest it may have in and to such
Equipment, such as Lessor shall have received from the Supplier, warranted
only to be free and clear of all liens, encumbrances, rights, title and interests
of others arising solely out of Lessor's actions, to release Lessor's security
interests in the Equipment and to assign to Lessee a non-exclusive Software
sublicense as described in the Supplier Agreement. Lessor's assignment of
the sublicense is limited to such sublicense as Lessor can assign without
incurring further cost and is subject to all applicable terms and conditions of
the license and/or sublicense set forth in the Supplier Agreement. Lessee
purchases the Equipment and receives the sublicense to use the Software
AS-IS, WHERE-IS, WITH ALL FAULTS AND SUBJECT TO THE SAME
DISCLAIMERS OF WARRANTIES AND DAMAGES AS SET FORTH IN THE
LEASE.
SLGSCHED 7/14/99 C:\Documents and SettingsIDNCJHH1TIDesktoplMonroe County7281192-002.doc
Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Acceptance Certificate
Lessee
Monroe County Board of County Commissioners
Agreement NO./Schedule No,
7281192-003
This Acceptance Certificate is made with respect to that Agreement and Schedule referenced above.
Capitalized terms used herein shall have the same meanings assigned to them in the Agreement and the
Schedule.
On behalf of Lessee, I hereby certify that all of the System described in the Schedule to the Agreement has
been delivered to and received by the Lessee, The System has been examined by the Lessee and is in
good operating order and condition and is satisfactory to the Lessee, Therefore, the Lessee irrevocably
accepts the System for all purposes under the Lease as of the following date:
(Insert Date of Acceptance)
Monroe County Board of County Commissioners
BY
Authorized Repl8Sentatlve
PRINT NAME
TITLE
DATE
NOTE: When you are ready to accept your System, please sign this form and:
FAX to:
866-640-0117
AND
MAIL to:
10 Riverview Drive
Danbury, CT 06810
Attn: Originations
SLG Acceptance Certifcate 6120/99
C:\Documents and Setting9DNCJHH1T\Desktop\Accept Celt 7281192-003.doc
Page 1 of 1
BSFS Equipment
Leasing
Lessee: Monroe County Board of County Commissioners
Agreement No.lSchedule No. :
Federal Tax ID Number: 7281192-003
(NOTE: FEDERAL TAX ID NUMBER MUST BE PROVIDED WITH SIGNED DOCUMENTS)
If your taxing jurisdiction requires Lessor to pay sales tax up front, WE WILL ADD THIS
AMOUNT TO YOUR PRICE (as set forth in the Lease) unless you direct us to bill you for the
sales tax bv checkina below:
o Invoice Lessee for upfront sales tax: do not add to Price,
Please note: If you have elected a $1 Purchase Option, then you are responsible for
promptly reporting and paying personal property taxes.
To insure we bill you correctly, please review the questions below. If the information on your lease
documents is correct, you do not need to complete the blanks, only check the Yes box next to that section.
If the information on the documents is incorrect, please insert the correct information below.
Information on documentation correct?
DYes D No
Billing Address:
Billing Contact Name:
Phone Number:
Information on documentation correct?
DYes D No
System Installation Address:
City:
Zip:
State:
County:
If applicable, enclose a copy of Lessee's Purchase Order.
Purchase Order Number:
Start Date:
Expiration Date:
Please indicate your sales tax status below.
The system is exempt from sales tax.
o
o
No
Yes
If the above answer is no, please sign below and return with the lease documents.
If the above answer is yes, attach the appropriate exemption certificate, (Note: Certificates are
required for all states in which any portion of the System is located.) Executed certificates (or letter,
if a state or local government or agency) must be submitted with signed lease documents,
otherwise we will be required to bill you for applicable taxes.
C;\Documents and Settings\DNCJHH1T\Desktop\Monroe County 7281192-002.doc SLG 11/1/99
Pre parer:
Date Prepared
C:\Documents and Settings\DNCJHH1T\Desktop\Monroe County 7281192-002.doc SLG 11/1199
BSFS Equipment Leasing
10 Riverview Drive
Danbury, CT 06810
1-800-681-4709
Subject:
Required Insurance Coverage
Dear Customer:
Under the terms of the Lease referenced above, insurance covering the System is required in the
amounts and specifics as outlined below.
Insurance
Amount
All Risk Property Insurance
Replacement Cost of System
General Liability
Bodily Injury
Property Damage
OR
Combined single limit
(for bodily injury and property damage)
$1 Million per Occurrence
$1 Million per Occurrence
$2 Million per Occurrence
Lessor is to be named as Additional Insured and Loss Payee as its interests appear.
Lessor shall be given thirty (30) days written notice of cancellation or any material
change
in coverage.
Please forward this information to your company's carrier as soon as possible. Insurance
certificates
are to be sent to the address reflected below within thirty (30) days of document execution.
BSFS Equipment Leasing
4333 Edgewood Road, Suite 400
Cedar Rapids, IA 52499
Thank you for your prompt attention to this matter.
Sincerely,
BSFS Equipment Leasing
--~..~- .
Lessor BSFS Equipment Leasing, A Component of GE Capital Corporation Amortization Annex
Lessee Monroe County Board of County Commissioners Agreement No./Schedule No.
7281192-003
Rent Payment Principal Interest
Number Rent Component Component
SEE ATTACHED AMORTIZATION TABLE
l{'.'~ _~n<.M
AMORTIZATION SCHEDULE
FOR ACCTG. PURPOSES ONLY.
DOES NOT REPRESENT A BUY OUT, CASUALTY OR TERMINATION VALUE.
CUSTOMER Monroe County Board of County Commissioners Lease # 7281192-003
AMOUNT $261,109,22
RATE 4,22% L.R.F,= .018515
TERM 60
ADV or ARR arr
PAYMENT BEGINNING INTEREST PRINCIPAL TOTAL ENDING
NUMBER BALANCE EXPENSE PAYMENT PAYMENT BALANCE
0 $261,109,22 $0,00 $0,00 $0,00 $261,109,22
1 $261,109,22 $917,77 $3,916,67 $4,834.44 $257,192,55
2 $257,192.55 $904,00 $3,930.44 $4,834.44 $253,262,12
3 $253,262,12 $890,19 $3,944,25 $4,834.44 $249,317,87
4 $249,317,87 $876.32 $3,958,11 $4,834.44 $245,359,75
5 $245,359,75 $862.41 $3,972.03 $4,834.44 $241,387,72
6 $241,387,72 $848.45 $3,985,99 $4,834.44 $237,401.74
7 $237,401.74 $834,44 $4,000,00 $4,834,44 $233,401.74
8 $233,401.74 $820,38 $4,014,06 $4,834,44 $229,387,68
9 $229,387,68 $806.27 $4,028,17 $4,834.44 $225,359,52
10 $225,359,52 $792,11 $4,042,32 $4,834,44 $221,317,19
11 $221,317,19 $777.90 $4,056,53 $4,834.44 $217,260,66
12 $217,260,66 $763,65 $4,070,79 $4,834.44 $213,189.87
13 $213,189,87 $749,34 $4,085,10 $4,834.44 $209,104,77
14 $209,104,77 $734,98 $4,099.46 $4,834.44 $205,005,31
15 $205,005,31 $720,57 $4,113,87 $4,834.44 $200,891.44
16 $200,891.44 $706,11 $4,128,33 $4,834.44 $196,763.11
17 $196,763,11 $691.60 $4,142,84 $4,834.44 $192,620.28
18 $192,620.28 $677.04 $4,157.40 $4,834,44 $188,462,88
19 $188,462,88 $662,42 $4,172.01 $4,834,44 $184,290,86
20 $184,290,86 $647,76 $4,186,68 $4,834.44 $180,104,19
21 $180,104,19 $633,05 $4,201.39 $4,834.44 $175,902,80
22 $175,902,80 $618,28 $4,216,16 $4,834.44 $171,686,64
23 $171,686,64 $603.46 $4,230,98 $4,834.44 $167,455,66
24 $167,455,66 $588.59 $4,245,85 $4,834,44 $163,209,81
25 $163,209,81 $573,66 $4,260,77 $4,834.44 $158,949,03
26 $158,949,03 $558,69 $4,275,75 $4,834.44 $154,673,28
27 $154,673,28 $543,66 $4,290,78 $4,834.44 $150,382,50
28 $150,382,50 $528.58 $4,305,86 $4,834.44 $146,076,64
29 $146,076,64 $513.44 $4,320,99 $4,834.44 $141,755,65
30 $141,755,65 $498,25 $4,336,18 $4,834.44 $137,419.47
31 $137,419.47 $483,01 $4,351.42 $4,834.44 $133,068,04
32 $133,068,04 $467,72 $4,366,72 $4,834.44 $128,701.32
33 $128,701.32 $452,37 $4,382,07 $4,834.44 $124,319,26
34 $124,319,26 $436,97 $4,397.47 $4,834.44 $11 9,921.79
35 $119,921.79 $421.51 $4,412,93 $4,834.44 $115,508,86
36 $115,508,86 $406,00 $4,428.44 $4,834.44 $111,080.42
37 $111,080.42 $390.43 $4,444,00 $4,834.44 $106,636.42
38 $106,636.42 $374,81 $4,459,62 $4,834.44 $102,176,80
39 $102,176,80 $359,14 $4,475,30 $4,834.44 $97,701.50
40 $97,701.50 $343.41 $4,491.03 $4,834.44 $93,210.47
41 $93,210.47 $327,62 $4,506,81 $4,834.44 $88,703,66
42 $88,703,66 $311.78 $4,522'.65 $4,834.44 $84,181.01
CUSTOMER Monroe County Board of County Commissioners Lease # 7281192-003
AMOUNT $261,109.22
RATE 4.22% L.R.F,= ,018515
TERM 60
ADVorARR arr
PAYMENT BEGINNING INTEREST PRINCIPAL TOTAL ENDING
NUMBER BALANCE EXPENSE PAYMENT PAYMENT BALANCE
43 $84,181.01 $295,89 $4,538.55 $4,834.44 $79,642.46
44 $79,642.46 $279,93 $4,554.50 $4,834.44 $75,087.95
45 $75,087,95 $263,93 $4,570,51 $4,834.44 $70,517.44
46 $70,517,44 $247,86 $4,586.58 $4,834.44 $65,930,86
47 $65,930.86 $231.74 $4,602,70 $4,834.44 $61,328,17
48 $61,328,17 $215.56 $4,618.88 $4,834.44 $56,709.29
49 $56,709,29 $199.33 $4,635,11 $4,834.44 $52,074,18
50 $52,074,18 $183,03 $4,651.40 $4,834.44 $47,422,78
51 $47,422,78 $166,69 $4,667,75 $4,834.44 $42,755,03
52 $42,755,03 $150.28 $4,684,16 $4,834,44 $38,070,87
53 $38,070,87 $133,81 $4,700.62 $4,834.44 $33,370.24
54 $33,370,24 $117,29 $4,717,14 $4,834.44 $28,653,10
55 $28,653,10 $100,71 $4,733,72 $4,834,44 $23,919,37
56 $23,919,37 $84,07 $4,750,36 $4,834.44 $19,169.01
57 $19,169,01 $67,38 $4,767,06 $4,834,44 $14,401.95
58 $14,401.95 $50.62 $4,783.82 $4,834.44 $9,618.13
59 $9,618,13 $33,81 $4,800.63 $4,834.44 $4,817,50
60 $4,817,50 $16,93 $4,817.50 $4,834.44 ($0,00)
TOTALS $28,956,96 $261,109,22 $290,066,18
LESSEE INITIALS:
DATE:
Lessor
BSFS Equipment Leasing, A Component of GE Capital Corporation
Lessee
Monroe County Board of County Commissioners
Installation Site Addendum
Agreement NoJSchedule No.
7281192-003
Contemporaneously with entering into the Schedule to the Master Lease/Purchase Agreement referenced
above, Lessor and Lessee agree that the System described on the Schedule will be located at the following
Installation Sites as of the Commencement Date:
Street
1100 Simonton Street
2798 Overseas Highway
88800 Overseas Highway
524 Eaton Street
3117 Overseas Highway
10600 Aviation Blvd
3251 Overseas Highway
City
Key West
Marathon
Plantation Key
Key West
Marathon
Marathon
Marathon
County/Province
Equipment located at 1100 Simonton Street, Key West, FL 33040=
Equipment located at 2798 Overseas Highway, Marathon, FL 33050 =
Equipment located at 88800 Overseas Highway, Plantation Key, FL 33070 =
Equipment located at 524 Eaton Street, Key West, FL 33040 =
Equipment located at 3117 Overseas Highway, Marathon, FL 33050 =
Equipment located at 10600 Aviation Blvd, Marathon, FL 33050 =
Equipment located at 3251 Overseas Highway, Marathon, FL 33050 =
State/Country
FL
FL
FL
FL
FL
FL
FL
Zip Code
33040
33050
33070
33040
33050
33050
33050
$49,449.30
$85,362.31
$59,029.63
$20,997,98
$16,179.95
$20,611.87
$ 9,478.18
BSFS Equipment Leasing
A Component of General Electric Capital Corporation
Monroe County Board of County Commissioners
BY
BY
Authorized Representative
PRINT NAME
TITLE
PRINT NAME
TITLE
DATE
Authorized Representative
M INKI'.... t' lllN I Y AI I ..._,
SLG 11/1/99
DATE
@ Telecom FInancial Services Legal Staff
C:\Documents and Settings\DNCJHH1T\Desktop\Monroe County 7281192-OO2.doc
3
Issuer's name
Monroe County Board of County Commissioners
Number and street (or P,Q. box if mail is not delivered to street address)
500 Whitehead Street
Information Return for Tax-Exempt Governmental Obligations
~ Under Internal Revenue Code section 149(e)
~ See separate Instructions.
Caution: If the issue price is under $100,000, use Form B03B-GC.
If Amended Return, check here ~ 0
2 Issu~r's employer identification number
OMS No, 1545-0720
Form B038-G
(Rev. November 2000)
Room/suite
4 Report number
5 City, town, or post office, state, and ZIP code
Key West, FL 33040
7 Name of issue
7281192-003
6 Date of issue
8 CUSIP number
Education
Health and hospital
Transportation ,
Public safety,
Environment (including sewage bonds)
Housing ,
Utilities
10 Telephone number of officer or legal representative
( 305 ) 295-5100
licable box(es) and enter the issue rice) See instructions and attach schedule
11
12
13
14
15
16
17
18
261,109.22
9
Name and title of officer or legal representative whom the IRS may call for more information
Lisa Oruckemiller
e of Issue (check a
(cl Stated redemption
price at maturity
(dl Weighted
average maturity
(el Yield
nfa $ 261,109,22 $ nfa 5 ears
Uses of Proceeds of Bond Issue (includin underwriters' discount)
22 Proceeds used for accrued interest ,
23 Issue price of entire issue (enter amount from line 21, column (b))
24 Proceeds used for bond issuance' costs (including underwriters' discount) 24
25 Proceeds used for credit enhancement . 25
26 Proceeds allocated to reasonably required reserve or replacement fund 26
27 Proceeds used to currently refund prior issues 27
28 Proceeds used to advance refund prior issues 28
29 Total (add lines 24 through 28) ,
30 Nonrefundin roceeds of the issue (subtract line 29 from line 23 and enter amount here) ,
Descri tion of Refunded Bonds (Com lete this art onl for refundin bonds,)
31 Enter the remaining weighted average maturity of the bonds to be currently refunded ~
32 Enter the remaining weighted average maturity of the bonds to be advance refunded ~
33 Enter the last date on which the refunded bonds will be called ~
34 Enter the date(s) the refunded bonds were issued ~
Miscellaneous
35 Enter the amount of the state volume cap allocated to the issue under section 141 (b)(5) nfa
36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (see instructions) nfa
b Enter the final maturity date of the guaranteed investment contract ~
37 Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a
b If this issue is a loan made from the proceeds of another tax-exempt issue, check box ~ 0 and enter the name of the
issuer ~ and the date of the issue ~
38 If the issuer has designated the issue under section 265(b)(3)(B)(i)(lll) (small issuer exception), check box ~ 0
39 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box ~ 0
40 If the issuer has identified a hed e, check box ~ 0
Under penalties of pedury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge
and beiief, they are true, correct. and complete.
6,45 %
nfa
nfa
nfa
nfa
nfa
nfa
nfa
nfa
years
years
Sign
Here
~ Signature of issuer's authorized representative
Date
~ Type or print name and title
Cat. No, 637735 Form 8038-G (Rev, 11-2000)
For Paperwork Reduction Act Notice, see page 2 of the Instructions,
@
JAN 30 2004 10:40 FR ----
203 749 4517 TO 4710
P,01/06
Equipment & Software Listing
7281192-000:3
E'1uiFment located @ 524 Eaton Street. Key West. FL 33040
Quantity DescriptiOn
Busin,ss Communicmlon Mtm4ger
1 BCM 3-5 on BCM 400 Platform with 2 LAN Interfaces
2 BCM 4 x 16 StationITmnk
1 VOIP SW Authorization - 8 Tronk Authorization
1 MCDN/QSig Networking Software Authorization
Telephones
21 Install & Reprogram Existing Norstar Telephone
Accessorie. and Power Supplies
1 Uninterrupted Power Supply ON600 A
Training and Documentation
4 Custo1IlCl'Training (1 hour)
Wiring
21 Reused Wiring
WammIy
1 One Year Enhanced Warranty with Lightning Protection
"1n
Equipment located @ 3117 Overseas Hi~wa~. Marathon, FL 33050
Quantity Desc:ription
BusiM.tI Communication Manager
1 BCM 3.0 BCM 200
1 BCM 4 x 16 StationITronk
1 VOlP SW - 4 Tnmk Authorization
1 MCDN/QSig Networking Software Authorization
Telephone,
4 Install &: Reprogram Existing Norstar Telephone
Accessories and Power Supplies
1 Uninterrupted Power Supply ON600 A
Wiring
4 Reused Wiring
Training and Documentation
2 Customer Training (1 hour)
Warranty
1 One Year Enhanced WilITanty with Lightning Protection
Lessee acknowledges that the foregoing accurately describes the equipment subject to
this Lease.
Signature of Lessee
pa.ge ---1- of (p
Dn~
(Total Pages)
JRN 30 2004 10:40 FR ----
203 749 4517 TO 4710
P.02/06
Equipment & So~ware Listing
7281192.ooJ
~~pment lOCated @ 10600 Aviation Blvd, Marathon. FL 33050
Quantity DescriptIOn
Business Communieation MtlMg8r
1 BCM 3.0 BCM 200 Digital MCDN Station
1 BCM 4 x 16 Stationffrunk
1 VOIP SW .: 4 Trunk Authorization
1 MCDN/QSig Networking Software Authorization
Telephoft,Ii
5 Install & Reprogram Ex:isting Norsw.rTelephone
Accessoriea tmd POWtJT Supplies
1 Unintcn:opted Power Supply ON600 A
1 Wall Mount Kit
TI'tJining and Documentation
2 Customer, Training (1 hour)
W'uing
5 Reused Wiring
Warrant,
1 One Year Enhanced Warranty with Lightning Protection
Equipment located @ 3251 Overseas Highway. Marathon, FL 33050
Quantity Description
BusinBss Communication Manager
I BCM 3.0 BCM 200 Digital MCDN Station
1 BCM 4 x 16 StationITmnk
1 VOlP SW - 4 Trunk Authorization
1 MCDN/QSig Networking Software Authorization
Telephon.,
7 Install & Reprogram Existing Norstar Telephone
AcceS80,ws and Power Supplies
1 Uninterrupted Power Supply ON600 A
1 Wall Mount Kit
Training p1Ul Documentation
2 Customer Training (1 hour)
Wiring
7 Reused Wiring
Warranty
1 One Year Enhanced Warranty with lightning Protection
~ ;l o+b
203 749 4517 TO 4710
P.03/06
JRN 30 2004 10:40 FR ----
rrnvr
1
Equipment & Software Listing
7181192-003
EcJuipment located!,} 100 Simonton Stree~ Key West~ FL 33040
Quantity Desc:ription
2
2
2
2
2
2
4
2
2
2
1
1
1
1
1
1
1
1
1
1
2
G
2
1
2
1
16
a
304
2
1
1
2
32
CARRIER REMOTE FLOOR PKG. NC
6 MMI CABLE KIT (32 PT)
. REMOTe: PERIPHERAL EQUIPMENT GUIDE
6 REMOTE peRIPHERAL. EQUIPMENT GUIDE
. REMOTE MAINTENANCE CABLE
. REMOTE CARRIERlAI..ARM CBL
. MODULE SIDE COvER
. PERIPHERAL EQUIP. PIS AC
6 INTaL PE MODULE - AC
6 REMOTE CARRIER INTERFACE CARD
RINGING GENERATOR NC
FILLER PNl...RING GENERATOR
PEDESTAIJI'OP CAP PKG. AC AC
. SYSTEM MONITOR
· TOP CAP N;
. PEDESTAL BL.OWER uNIT Ari PREVIOUSI'
NT8D52AA
· SYS MON SERIAl LINK CABlE
. POWER DISTRUBUTlON UNIT AC
. PEOESTAl-AC
DIGITAL UNE CARD (OLe)
UNIVERSAL TRUNK CARD
T1 CARRIER LINK CABLE l<lT 32 FT
POWER FAIl- TRANSFER UNIT
SYS MONITOR TO MOF CABLE ST/RT UPGR INC
MERIDIAN 1
"ux. ALARM CABLE (48 FT)
AUX. ALARM CABLE (48 Flj
DIGITAL UNE CARD (OLC)
ANALOG UNE CARD W/MSG WAITING
REUSED WIRING CHARGES
ADTRAN T1 ESF CSU ACE WI POWER SUPPL. Y
UPS ON22QOXA-$NTK
BATT. PACK ONXBC-417
~1mSLCPEPROTECTOR
PROTECfOR co12oo0 ANALOG SAP
~3 (Jr6
JRN 30 2004 10:41 FR ----
203 749 4517 TO 4710
P.04/06
..w r
J
Equipment & Software Listing
72811':z.oo.~
I
i
1
I
1
I
~uipment located @ 2798 Overseas Hi~wa)'; Marathon. FL 33050
QllaDtity ])esaipta.n
1 DlGrrAL UNE CARD (OlC)
3 ANALOG UNE CARD WIMSG WAITING
1 DUAL PORT OTll?R1 PACKAGE
2 .. OT1JPRlI\fO TO MOF CABLE 50 FT
1 .. DUAL PORT DT1/PRI (OOP) CARD
· MER.1 ;rRUNK TIR CABLE 8FT
1 DOWNLOADABLE OCHl FOR COP
SUCCESSION MEDIA CARD 32 PORT IP UNE 3.1
VOICE GATeWAY
.. INTEGRATED ITG 2.0 110 PANEl. MOUNTING
CONNECTOR
.. PC MAINT. CABLE
2
2
568
6
1
. SUCCESSION IP UNE 3.11 VOICE GATF2NAY
NTP CD ROM
. ITG EMC SHIELDING KlT
· SHIELDED 50 PIN KEY TELEPHONE TO CB9
SERlAL+TWlN ETHERNET AD
IP-TRUNK 32 PORT PACKAGE (SUCCESSION 3.0
SYSTEMS)
. 0 CHIP TO SOl CARD ASSY CABLE
.. MSOL DCHIINTERFACE CABLE (6 FT)
.. INTEGRATED ITG 2.0 110 PANEl MOUNTING
CONNECTOR
.. PRE.PROGRAMMED o.SIG O-CHANNEL
INTERFACE PCMCIA CARD
. rTG EMC SHIELOING,KIT
.. SHIElDED 50 PIN KEY TElEPHONE TO 089
SERIAL+TWlN ETHERNET AD
.. IP TRUNK 3.0 NTP CD ROM MUL TIUNGUAL
.. 4 PORT SOl CABLE
.. PC MAINT. CABLE
. MERIDIAN ITG 2.0 INTRA-CABINET CABt.E 1 FT
32MB DRAM SIMM UPGRADE KIT
OOP TO CLOCK CABLE (7' FT)
SOFTWARE UPGRADE EXISTING TO CURRENT
UKE OR LIKE PER USER
8 ADVANCED NETWORK SERVICES ANALOG
USER ISM
8 ADVANCED NETWORK SERVICES DIGITAL USER
ISM
8 ITO ISDN TRUNK ISM
ONEAC 3300VA/2200WATT,L6-30 PLUG DOUBLE
BA1TERY(2O@12V/17AH)
PBX MOVE TO PlANTATION
1
3
3
3
3
3
3
3
3
3
a
3
2
12
40
~4-8+(P
JAN 30 2004 10:41 FR ----
203 749 4517 TO 4710
P.05/06
1
'~ Equipment & Software Listing
7%81192-00.:1
, DIGITAL UNECARD (DLCl
3 ANALOG UNE CARD WIMSG WAITING
100 OVERTIMEClJTOVER
20 TRAva~ WOOING
128 '. " REUSED WIRING CHARGES
5 ADTRAN 11 ESF csu ~E WI POWERSUPPL Y
5 T-11DSL CPE PROTECTOR
Equipment located @ 88800 Overseas Highway; Plantation KeYt FL 33070
Quantity Desuiption'
4 ANALOG LINE CARD WIMSG WAITING
1 ANALOG UNE CARD WIMSG WAITING
1 IP- TRUNK 32 pORT PACKAGE (SUCCESSION 3.0
SYSTEMS)
1 . MERIDIAN ITG 2.0 INTRA-CABINET' CABLE 1 FT
, · PC MAlNT. CABLE
, · 4 pORT SOl CABLE
1 · 0 CHIP TO 501 CARD ASSY CABLE '
1 · SHIELDED 50 PIN KEY' TeLEPHONE TO 0El9
SERIAI.+ lWIN ETHERNET MJ
1 · ITG.EMC SHIELDING KIT
· PRE.pROGRAMMED Q.SIG O-CHANNa
INTERFACE PCMCIA CARD
1 · INTEGRATED ITG 2.0110 PANEL MOUNTING
coNNECTOR
· MSOL DCHIINTERFACE CABLE (6 FT)
· IP TRUNK 3.0 NIP CD ROM MUI.- TlLINGUAL
$DI1DCH CARD
400 SOFTWARE UPGRADE EXISTING TO ClIRRENT
UKE OR LIKE PI!R usER
7 8 PREMIUM NETWO~ SERVICES ANALOG USER
ISM
2 B PREMIUM NETWORK SERVICES DIGITAL USER
ISM
4 8 ITG ISDN TRUNK ISM
SUCCE$$lON 1000M & OPTION 11C
PRE.fJROGRAMMED PCMCIA CARD 3.0
1 OPTION 11C 48MB SOFTWARE DAUGHTERBOARD
(BlANK)
DIGITAL UNE CARD (OLe)
DIGrrAL LINE CARD (oLC)
oPTION 11C EXPANSION CABINET AC
CORO 9.9 FT. NA POWER. NaM, 125VAC 1:lA
~ S f)f
to
JRN 30 2004 10:41 FR ----
203 749 4517 TO 4710
P.06/06
~
;
!
I
Equipment & Software Listing
7281192-003
1 OPTION 11c.30 FOOT expANSION KIT
1 .. CABLE-.33FT PLASTIC FIBER (11Ei11C)
1 .. GROUND BAR
1 · EXPANSION cAB. CAaLE KIT
1 . F1BE~ RECEIVER CARD (30 FT)
2 ADTRAN T1 ESF CSU ACE WI POWER SUPPLY ,
1 BATT. PACK ONXBC-417
1 'ZItNA FLOOR Mr. WIEXTENDEO RUN TlME
128 REUSED WIRING C~Ges
20 HOMACO FRAME
20 TRAVEl. ANO LODGING
Il6 OVERTIME CUToveR LABOR
2 T-1JDSL CPE PROTECTOR
2 CPE PROJECt' MANAGEMENT -per tuJr
INSIDEDBJ\IERYS\JC.NORTEl
~ {p erP-b
** TOTAL PRGE.06 **
-."\.'
nexhraOne.
February 18,2004
Monroe County Staff
Board of County Commissioners
Monroe County Board meeting
Key Largo, Florida
Re: Review of NextiraOne's bid response.
NextiraOne would like to take this opportunity to thank the Monroe County staff and the
Board of County Commissioners for allowing us to bid on the telecommunications
upgrade and support contract. NextiraOne respects the decision by staff to choose Bell
South.
However, we would like to clarify the review of our bid for the record. In the public
record review, there were a number of points about our bid that we would like to discuss
with you today.
The first point of review is that we did comply with Section 1.01. We did respond that
we could not comply with this broad statement of indemnification as written. We offered
alternative indemnification that is common for this type of contract. Also, the chosen
vendor has not complied with this indemnification. You are signing contracts that do not
refer to the RFP as being part of the contract and therefore, the legal language in these
contracts may directly conflict with this request for indemnification. Please refer to our
response to the bid.
The second point of review is our compliance with section 2.01. In the published review
of our bid it states that we do not want to supply a dedicated technician. This was not our
response. Our response was that "WE COMPLY" and that we reserve the right to utilize
direct employees and/or subcontractors. This simply means that at certain times during
the contract, vacations, high workload, etc., that would possibly use subcontractors and
we were identifying that fact to the county. Please refer to our response to the bid.
The third point was that we could not guarantee our technician could clear troubles. In
fact, our response was that we could not agree to the penalty clauses and that we wanted
the opportunity to further discuss and negotiate those terms. Again, if you read the actual
contract that you are signing, I believe that you will find that the chosen vendor is not
agreeing to those terms as written in the RFP and the RFP is not part of their contracts.
Please refer to our bid response.
The fourth point was that NextiraOne was not willing to provide lightning protection. In
fact, our response was that we would provide this protection as an option. Our reasoning
for responding this way was that we received information from the county staff that you
had only one occurrence of lightning damage in 15 years with an associated cost of
$15,000. Furthermore, we asked the county staff how the county handled lightning
protection on other mission critical equipment. The answer was that you are self-insured.
(}.I
..t.~
nexhraOne.
With these two pieces of information, we decided that the best financial solution for the
county was for us to propose this as an option or help the county secure this protection
from an insurance carrier. If the history of lightning damage continues over the next 15
years, you will be paying the chosen vendo~. over 15 years to cover a $15,000
liability. Please refer to our bid response and 0 E~ecutive Summary.
jq ~ u.oU
The fifth point was that we did not agree to your attorney's inspection of work
requirement. Our response was that we comply with clarification. To this point, we
asked to further clarify and negotiate the terms of this requirement. Please refer to our
bid response.
The sixth point was that NextiraOne did not supply PRI capability for all of the PBX's.
Our response in the bid was "WE Comply" and our parts lists confirm that we supplied
PRI capability on each PBX.
The last point was that we supplied minimal reduction in network costs and savings. We
supplied the identical solution to the chosen vendor. As a matter of fact, our dedicated
technician cost was proposed at $2,200 per month less than the chosen vendor or
$132,000 less than the chosen vendor over the course of the contract. Also, since our
proposed phase 1 and phase 2 components were identical to the chosen vendor, than our
proposed reduction in network costs is actually much higher than the chosen vendor
because our proposed costs were lower. The confusion is probably a result of us showing
the true ROI in our response. In our response we took into consideration the cost of the
equipment when showing any cost savings. It appears that the chosen vendor is showing
the network savings without offsetting the cost of the equipment that will provide the
network reduction. Overall our identical bid was @ $4,000 less per month than the
chosen vendor or $240,000 over the course of the contract. Therefore, if you accept the
savings calculation advertised by the chosen vendor ($654,460/5 yrs), then you can add
$240,000 to that cost and that would be the cost savings with NextiraOne, $894,460. As
you can see from the table below, NextiraOne has shown true savings over the course of
the contract while Bell South shows an increase in your costs over the course of the
contract.
NextiraOne Bell South
Identical Solution, monthly cost $25,963/mo. $28,937/mo.
Network Savings $654,460 $654,460
Additional Savings $132,000 $0.00
Total Savings $786,460 $654,460
Cost of Equipment ($777,870) ($910,787)
Net Savings (5 years) $8,590 ($256,327)
Annual Savings beginning
Year 6 and ongoing $157,291 $130,891
..;.....
nexhraOne ·
Again, we respect your decision to choose Bell South, our point here is that we would
like the public record to reflect an accurate picture ofNextiraOne's response.
Sincerely,
Bryan May
NextiraOne, LLC
Major Account Manager
PH 561-798-5353
CELL 561-866-3127
Brvan.may@nextiraone.com