Item C38
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: April 20, 2005
Division:
Management Services
Bulk Item: Yes ~
No
Department: Technical Services
AGENDA ITEM WORDING: Approval of Lease for 4 years with Sands of the Keys for an
Image Runner 3570.
ITEM BACKGROUND: This contract will be replacing our existing Xerox machine that expires
April 2005. There will be a savings in Technical assistance time and maintenance that will offset
the cost per copy difference with Xerox. In addition Canon only charges per printed copy.
PREVIOUS RELEVANT BOCC ACTION: Approval
CONTRACT/AGREEMENT CHANGES: n/a
STAFF RECOMMENDATIONS: Approval
TOT AL COST $24.096.00/4 years
BUDGETED: X
Yes
No
COST TO COUNTY: $24.096.00
REVENUE PRODUCING: Yes No X
AMOUNT PER MONTH_ Year --------
APPROVED BY: County Atty
OMB/PurchasingX_ pagerncntX_
~
Tfiomas Willi
DIVISION DIRECTOR APPROVAL:
DOCUMENTATION:
Included ~ To Follow_
Not Required
DISPOSITION:
AGENDA ITEM #
Revised 2/27/0 I
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Sands of the Keys Contract
Effective Date: April 20,2005
Expiration Date: April 16, 2009
Contract Purpose/Description:
Approval of lease for .ft years with Sands of the Keys for a canon image runner.
Contract Manager: Lisa Druckemiller 5100 Technical Services/5B
(Name) (Ext.) (Department/Stop #)
for BOCC meeting on 4/20/05 Agenda Deadline: 4/05/05
CONTRACT COSTS
Total Dollar Value of Contract: $ 24,096.00
Budgeted? Yes[g] No 0 Account Codes:
Grant: $
County Match: $
Current Year Portion: $ 3514.00
001-06002-530-440-_
ADDITIONAL COSTS
Estimated Ongoing Costs: $6,024.00/yr For: Lease of Canon image runner 3570
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Division Director YesD
Changes
Date Out
Jlz1/06
Date In
Risk Management
YesD No0
O.M.B./Purchasing
County Attorney
Comments:
OMB Form Revised 2/27/0 I Mep #2
Canon
Canon Financial Services, Inc.
Addendum to Agreement
WHEREAS, Canon Financial Services, Inc, ("CFS") and Monroe County of
("Customer") have determined that it is for their mutual benefit to enter into this Addendum ("Addendum") to the
Lease Agreement (whether designated a Lease, Rental Agreement, Master Lease, or otherwise) ("Agreement").
NOW, THEREFORE, for good and valuable consideration, intending to be legally bound, the parties hereto
hereby agree as follows:
It is expressly agreed by the parties that this Addendum is supplemental to the Agreement and that the provisions
thereof, unless specifically modified herein, shall remain in full force and effect and shall apply to this Addendum
as though they were expressly set forth herein.
In the event of any conflict or inconsistency between the provisions of this Addendum and any provisions of the
Agreement, the provisions of this Addendum shall in all respect govern and control.
The terms and conditions paragraph(s) in the Agreement are changed as follows:
32. Governing Law; Venue; Waiver of Jury Trial: Delete this paragraph in its entirety and replace with
"This Agreement has been executed by CFS in, and shall for all purposes be deemed a contract entered
into in, the state of Florida. The rights of the parties under this agreement shall be governed by the laws
of the state of Florida without reference to conflict of law principles. Any action between customer and
CFS shall be brought in any state or federal court located in the county of Monroe, Florida, or at CFS'
sole option, in the state where the customer or the equipment is located. Customer, by its execution and
delivery hereof, and CFS by its acceptance hereof, hereby waives any right to a jury trial in any such
proceedings."
Customer agrees that CFS may accept a facsimile copy of this Addendum as an original, and that facsimile
copies of Customer's signature will be treated as an original and will be admissable as evidence. THIS
ADDENDUM SHALL BE EFFECTIVE WHEN IT HAS BEEN SIGNED BY CUSTOMER AND ANY GUARANTORS
AND ACCEPTED BY CFS.
GUARANTOR(S)
By:
Printed Name:
CUSTOMER
By:
Printed Name:
By:
Printed Name:
Title:
CANON FINANCIAL SERVICES, INC.
By:
Title:
Date:
By:
Printed Name:
Title:
CFS-1003 (08/03)
Canon
Canon Financial Services, Inc. ("CFS")
REMITTANCE ADDRESS: PO Box 4004
Carol Stream, Illinois 60197-4004 (800) 220-0200
MUNICIPAL lEASE AGREEMENT
CFS.1045 (04/03)
AGREEMENT
NUMBER
CUSTOMER (FULL LEGAL NAME)
Monroe County
DBA
("Customer")
BILLING ADDRESS
CITY
COUNTY
STATE
ZIP
EOUIPMENT ADDRESS
CITY
COUNTY
STATE
ZIP
Quantity
EQUIPMENT INFORMATION
Serial Number Make/Model/Description
iR3570
NUMBER AND AMOUNT OF PAYMENTS
No. of Pmts. Total Pa ment'
48
402.00
Term in months:
Payment Frequency:
[K] Monthly Quarterly 0 Other: . ... m .......~.....~~..
THIS AGREEMENT IS EFFECTIVE ONLY UPON SIGNING BY BOTH PARTIES. THIS AGREEMENT IS NON-CANCELABLE BY CUSTOMER
EXCEPT AS DESCRIBED IN THE FISCAL FUNDING PROVISION HEREIN. CUSTOMER REPRESENTS THAT ALL ACTION REQUIRED TO
AUTHORIZE THE EXECUTION OF THIS AGREEMENT ON BEHALF OF THE CUSTOMER BY THE FOLLOWING SIGNA TORIES HAS BEEN TAKEN.
ACCEPTED AUTHORIZED CUSTOMER SIGNATURE
48
* Plus Applicable Taxes
CANON FINANCIAL SERVICES, INC. By: X Title:
By: Printed Name:
Title: By: X
Title:
Date: Printed Name:
To: Canon Financial Services, Inc. ("CFS") ACCEPTANCE CERTIFICATE
The Customer certifies that (a) the Equipment referred to in the above Agreement has been received, (b) installation has been completed, (c) the Equipment
has been examined by Customer and is in good operating order and condition and is, in all respects, satisfactory to the Customer, and (d) the Equipment is irrevocably accepted by the Customer for all purposes
under the Agreement Accordingly, Customer hereby authorizes billing under this Agreement
Signature: X Printed Name:
Title (if anYk Date:
TERMS AND CONDITIONS
1. AGREEMENT: CFS leases to Customer, a m~_~.. [state name or political subdivision or agency] of _.......~..~~...__[State name] with its chief executive office at
, and Customer leases from CFS, with its place of business at 158 Gaither Drive, Suite 200, Mount
Laurel, New Jersey 08054, all the equipment described above, together with all replacement parts and substitutions for and additions to all such equipment (the "Equipment"), upon the terms and conditions set forth
in this Lease Agreement ("Agreement"). The amount of each Payment is based on the suppliers best estimate of the cost of the Equipment Such Payments will be adjusted upward or downward if the actual total
cost of the Equipment including any sales or use tax, is more or less than the estimate and, in that event, Customer authorizes CFS to adjust such Payments by up to fifteen percent (15%).
2. AGREEMENT PAYMENTS: Customer agrees to pay in advance to CFS, during the term of this Agreement, (a) the Payments specified under "Number and Amount of Payments" above, and (b) such other
amounts permitted hereunder as invoiced by CFS ("Payments") and (c) on Schedule 1 attached hereto. Such Payments are comprised of the principal and interest thereon.
3. APPLICATION OF PAYMENTS: All Payments received by CFS from Customer under this Agreement will be applied to amounts due and payable hereunder chronologically, based on the date of CFS's charge
shown on the invoice for each such amount and among amounfs having the same date in such order as CFS, in its discretion, may determine.
4. TERM OF AGREEMENT: The term of this Agreement shall commence on the date the Equipment is delivered 10 Customer, provided Customer executes CFS's Acceptance Certificate or otherwise accepts the
Equipment as specified in this Agreement The term of this Agreement shall end, unless sooner lerminated by CFS after an event of default or under the Fiscal Funding provision, when all amounts required to be paid
by Customer under this Agreement have been paid as provided. Except as set forth herein, Customer has no right to return the Equipment to CFS.
5. NO CFS WARRANTIES: CUSTOMER ACKNOWLEDGES THAT CFS IS NOT A MANUFACTURER, DEALER, OR SUPPLIER OF THE EQUIPMENT. CUSTOMER AGREES THAT THE EQUIPMENT IS LEASED
"AS IS" AND is OF A SIZE, DESiGN AND CAPACITY SELECTED BY CUSTOMER CFS HAS MADE NO REPRESENTATiON OR WARRANTY WiTH RESPECT TO THE SUITABILITY OR DURABILITY OF THE
EQUIPMENT, THE ABSENCE OF ANY CLAIM OF iNFRINGEMENT OR THE LIKE, OR ANY OTHER REPRESENTATION OR WARRANTY, EXPRESS OR IMPliED, WITH RESPECT TO THE EQUIPMENT
INCLUDING, WITHOUT LIMITATION, THE IMPliED WARRANTiES OF MERCHANTABiliTY AND FITNESS FOR A PARTICULAR PURPOSE. Any warranty with respect to the Equipment made by the supplier,
dealer, or manufacturer is separate from, and is not a part of, this Agreement and shall be for the benefit of CFS, Customer, and CFS's purchaser or assignee, if any. So long as Customer is not in breach or default
of this Agreement, CFS assigns to Customer, soleiy for the purposes of making and prosecuting any such claim, the rights if any, which CFS may have against the suppiier, dealer, or manufacturer for breach of
warranty or other representation respecting any item of Equipment CUSTOMER ACKNOWLEDGES AND AGREES THAT NEITHER THE SUPPliER NOR ANY DEALER IS AUTHORIZED TO WAIVE OR AL TER
ANY TERM OF THIS AGREEMENT, OR MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THIS AGREEMENT OR THE EQUIPMENT ON BEHALF OF CFS.
6, FISCAL FUNDING: The Customer warrants that it has funds available to pay Payments payable pursuant to this Agreement until the end of its current appropriation period and warrants that it presently intends to
make Payments in each appropriation period from now until the end of this Agreement The officer of the Customer responsible for preparation of Customer's annual budget shall request from its legislative body or
funding authority funds to be paid to CFS under this Agreement if notwithstanding the making in good faith of such request in accordance with appropriate procedures and with the exercise of reasonable care and
diligence, such legislative body or funding authority does not appropriate funds to be paid to CFS for the Equipment, Customer may, upon the exhaustion of the funding authorized for the then current appropriation
period, return the Equipment to CFS, at Customer's expense and in accordance with this Agreement, and thereupon, Customer shall be released of its obligation to make Payments to CFS due thereafter, provided:
(1) the Equipment is returned to CFS as provided for in the Agreement; (2) the above described notice states the failure of the legislative body or funding authority to appropriate the necessary funds as the reason for
cancellation; and (3) such notice is accompanied by payment of all amounts then due to CFS under this Agreement In the event Customer retums the Equipment pursuant to the terms of this Agreement, CFS shall
retain all sums paid by Customer. if the provisions of this paragraph are utilized by Customer, Customer agrees not to purchase, lease, or rent any other functionally simitar equipment for the balance of the scheduled
term of this Agreement following Customer's exercise of its termination rights herein. This paragraph will not be construed so as to permit the Customer to terminate the Agreement in order to acquire any other
equipment or obtain funds directly or indirectly to perform essentially the same application for which the Equipment is intended.
7. ACCEPTANCE; DELIVERY: Customer's execution of the Acceptance Certificate, or Customer's provision to CFS of other written confirmation of its acceptance of the Equipment, shall conclusively establish that
the Equipment has been delivered to and accepted by Customer for all purposes of this Agreement and Customer may not for any reason revoke that acceptance; however, if Customer has not, within ten (10) days
after delivery of the Equipment, deiivered to CFS written notice of any non-acceptance of the Equipment, specifying the reasons therefore and specifically referencing this Agreement, Customer shall be deemed to
have irrevocably accepted the Equipment CFS is the lessor and Customer is the lessee of the Equipment under this Agreement As between CFS and Customer only, this Agreement shall supersede any Customer
purChase order. Customer agrees to waive any right of specific performance of this Agreement and to hold CFS harmiess from damages iffor any reason the Equipment is not delivered as ordered, if the Equipment
is unsatisfactory or if CFS does not execute this Agreement Customer agrees that any delay in delivery of the Equipment shall not affect the validity of this Agreement
8. LOCATION; LIENS; NAMES; OFFICES: Customer shall not move the Equipment from the location specified herein except with the prior written consent of CFS. Customer agrees that it will keep the Equipment
Iree and ciear of all claims and liens other than those created as a result of this Agreement Customer's legai name (as set forth in its constituent documents filed with the appropriate governmental office or agency)
is set forth herein. Upon request, Customer will deliver to CFS certified constituent documents. The chief executive office of Customer is located at the address set forth herein. Customer will not change its name or
the location of its chief executive office unless CFS has been given at least 30 days prior written notice thereof and Customer has executed and delivered to CFS such financing statements and other instruments
required or appropriate.
CFS.1045 (04/03)
SEE REVERSE SIDE FOR ADDITIONAL TERMS AND CONDITIONS.
INITIAl
9, USE; FINANCING STATEMENTS; Customer shall comply with all laws or regulations relating to Ihe use or maintenance of the Equipment Customer shall put the Equipment only to the use contemplated by the
manutacturer of such Equipment Customer authorizes CFS (and any third party filing service designated by CFS) to execute and file, (a) financing statements evidencing the interest of CFS in the Equipment, (b)
continuation statements in respect thereof, and (c) amendments (including forms containing a broader description of the Equipment than the description set forth herein) and Customer irrevocably waives any right to
notice thereof.
10, INDEMNITY: Customer agrees to reimburse CFS for and to defend CFS against any claim for losses or injury caused by the Equipment This Section shall survive termination of this Agreement
11, MAINTENANCE; ALTERATIONS: Customer will keep and maintain the Equipment in good working order and shall, at Customer's expense, supply and install all replacement parts and accessories when required to
maintain the Equipment in good working condition. Customer shall not, without the prior written consent of CFS, make any changes or substitutions to the Equipment Any and all replacement parts, accessories,
authorized changes and/or substitutions tor the Equipment shall become part of the Equipment and subject to the terms of this Agreement
12, TAXES; OTHER FEES AND CHARGES: CUSTOMER SHAtL PAY AND DISCHARGE WHEN DUE ALL LICENSE AND REGISTRATION FEES, ASSESSMENTS, SALES, USE, PROPERTY AND OTHER TAXES,
AND OTHER EXPENSES AND CHARGES, together with any applicable penalties, interest, now or at any time imposed upon any item of the Equipment the Payments payable under this Agreement, or Customer's
performance or non-performance of its obligations hereunder, whether payable by or assessed to CFS or Customer, tf Customer fails to pay any fees, assessments, taxes, expenses, or charges as required by the
Agreement, CFS shall have the right but not the obligation to pay those fees, assessments, taxes, expenses, or charges. It such payments are made by CFS, Customer shaH promptly reimburse CFS, upon demand, for
all such payments made plus administration fees and costs, if any. Customer acknowledges that where required by law, CFS will file any notices and pay personal property taxes levied on the Equipment Customer shall
reimburse CFS for the expense of personal property taxes as estimated and invoiced by CFS and pay CFS a processing fee not to exceed S50 per year per item ot Equipment wh~h is subject to such tax. Customer
agrees that CFS has not, and will not, render tax advice to Customer and that the payment of such taxes is an adminislrative act ON THE DATE OF THE FIRST SCHEDULED PAYMENT AND THE DATE OF THE
FIRST SCHEDULED PAYMENT AFTER THE ADDITION OF ANY EQUIPMENT, CUSTOMER SHALL PAY TO CFS AN ADMINISTRATIVE FEE, IN THE AMOUNT OF $50, TO REIMBURSE CFS FOR ITS
ADMINISTRATIVE AND RECORDING COSTS.
13. INSURANCE: Customer, at its sole cost and expense, shall obtain. maintain and pay for (a) insurance against the loss, theft, or damage to the Equipment for the full replacement value thereof, and (b) comprehensive
public liability and property damage insurance. All such insurance shall provide for a deductible not exceeding S5,000 and be in form and amount. and with companies satisfactory to CFS. Each insurer providing such
insurance shall name CFS as edditional insured and loss payee and provide CFS thirty (30) days written notice before the policy in question shall be materially altered or canceled. Customer shall pay the premiums for
such insurance, shall be responsible for all deductible portions thereof, and shall deliver certificates or other evidence of insurance to CFS. The proceeds of such insurance, at the option of CFS, shall be applied to (a)
replace or repair the Equipment, or (b) pay CFS the "Remaining Lease Balance." For purposes of this Agreement, the 'Remaining Lease Balance" shall be the sum of: (i) all amounts then owed by Customer to CFS
under this Agreement; (Ii) the present value of all remaining Payments for the full term of this Agreement; plus (iii) any applicable taxes, expenses, charges and fees. For purposes of determining present value under this
Agreement, Payments shall be discounted at 6% per year. Customer hereby appoints CFS as Customer's attorney-in-fact to make claim for, receive payment of, and execute and endorse all documents, checks, or drafts
for any loss or damage under any such insurance policy. If within ten (10) days after CFS's request, Customer fails to deliver satisfactory evidence of such insurance to CFS, then CFS shall have the right, but not the
duty, to obtain insurance with respect to the Equipment satisfactory to CFS, at the expense of the Customer. Customer hereby agrees that CFS shall be entitled to retain any fees earned by it in connection with any
insurance obtained under this Agreement For as long as neither Customer nor CFS has obtained such insurance, Customer shall pay to CFS, upon demand, an amount equal to 5% of the Payment for each billing
period.
14. LOSS DAMAGE: Customer assumes and shall bear the entire risk of loss, theft of, or damage to the Equipment from any cause whatsoever, effective upon delivery to Customer. No such loss, theft or damage shall
relieve Customer of any obligation under this Agreement In the event of damage to any item of Equipment, Customer shall immediately repair such damage at Customer's expense. If any item of Equipment is iosl,
stolen, or damaged beyond repair, Customer, at the option of CFS, will (a) replace the same with like equipment in a condition acceptable to CFS and convey clear title to such equipment to CFS (such equipment will
become "Equipment" subject to the terms of this Agreement), or (b) pay CFS the Remaining Lease Baiance. Upon CFS's receipt of the Remaining Lease Balance, Customer shall be entitled to whatever interest CFS
may have in such item of Equipment, in its then condition and location, without warranties of any kind.
15. DEFAULT: Any of the foilowing events or conditions shall constitute an Event of Default under this Agreement: (a) if Customer defaults in the payment when due of any indebtedness of Customer to CFS, whether or
not arising from this Agreement, without notice or demand by CFS; (b) if Customer or any Guarantor ceases doing business as a going concern; (c) if Customer or any Guarantor becomes insolvent or makes an
assignment for the benefit of creditors; (d) if a petition or proceeding is filed by or against Customer or any Guarantor under any bankruptcy or insolvency iaw; (e) if a receiver, trustee, conservator, or liquidator is
appointed for Customer, any Guarantor, or any of Customer's property; (Q if any statement, representation or warranty made by Customer or any Guarantor to CFS is incorrect in any material respect; or (g) if Customer or
any Guarantor defaults under any loan or credit agreement; or (h) if Customer or any Guarantor who is a natural person dies.
16. REMEDIES: Upon the happening of anyone or more Events of Default, CFS shall have the right to exercise anyone or all of the following remedies (which shall be cumulative), simultaneously, or serially, and in any
order: (a) to declare all unpaid Payments and other amounts due and payable under this Agreement with CFS retaining title to the Equipment; (b) to terminate any and all agreements with Customer; (c) with or without
notice, demand or legal process, to retake possession of any or all of the Equipment (and Customer authorizes and empowers CFS to enter upon the premises wherever the Equipment may be found) and (i) retain such
Equipment and all Payments and other sums paid under this Agreement, (Ii) re-lease the Equipment and recover from Customer the amount by which the Remaining Lease Balance exceeds the value attributed to the
Equipment by CFS for purposes of calculating the payments under the new agreement, or (iii) sell the Equipment and recover from Customer the amount by which the Remaining Lease Batance exceeds the net amount
received by CFS from such sale; or (d) to pursue any other remedy permitted at law or in equity. CFS (i) may dispose of the Equipment in its then present condition or following such preparation and processing as CFS
deems commercially reasonable; (ii) shall have no duty to prepare or process the Equipment prior to sale; (iii) may disclaim warranties of title, possession, quiet enjoyment and the like; and (iv) may comply with any
applicable state or federal law requirements in connection with a disposition of the Equipment and none of the foregoing actions shall be deemed to adversely affect the commercial reasonableness of the disposition of
the Equipment In the event the Equipment is not available for sale, the Customer shall be liable for the Remaining Lease Balance and any other amounts due under this Agreement If the proceeds of the sale or
re-Ieasing of the Equipment are not sufficient to pay the balance of any Payments owed by Customer during its then-current appropriation period, CFS may take any other remedy available at law or in equity to require
Customer to pay such Payments and perform any of its other obligations under this Agreement
17. LATE CHARGES; EXPENSES OF ENFORCEMENT, If Customer fails to pay any sum to be paid by Customer to CFS under this Agreement on or before the applicable due date, Customer shall pay CFS, upon
demand, an amount equai to ten percent (10%) ) of each such delayed Payment or ten dollars ($10.00) whichever is greater for each billing period or portion of a billing period such Payment is delayed to the extent
permitted by law. The amounts specified above shall be paid as liquidated damages and as compensation for CFS's internal operating expenses incurred in connection with such iate payment In addition, Customer shall
reimburse CFS for all of its out-of-pocket costs and expenses incurred in exercising any of its rights or remedies under this Agreement or in enforcing any of the terms or provisions of this Agreement, including, without
iimitation, reasonable attorney's fees and expenses and fees and expenses of collection agencies, whether or not suit is brought If CFS should bring court action, Customer and CFS agree that attorney's fees equal to
twenty-five percent (25%) of the amount sought by CFS shall be deemed reasonable for purposes of this Agreement.
18. ASSIGNMENT: CUSTOMER SHALL NOT ASSIGN OR PLEDGE THIS AGREEMENT IN WHOLE OR IN PART, NOR SHALL CUSTOMER SUBLET OR LEND ANY ITEM OF EQUIPMENT WITHOUT THE PRiOR
WRITTEN CONSENT OF CFS. CFS may pledge or transfer this Agreement Customer agrees that if CFS transfers this Agreement, the new owner will have the same rights and benefits that CFS has now and will not
have to perform any of CFS's obligations. Customer agrees that the rights of the new owner will not be subject to any claims, defenses, or set-offs that Customer may have against CFS, inciuding, without limitation,
claims, defenses, or set-offs arising out of service obligations, if any, under this Agreement If Customer is given notice of any such transfer, Customer agrees, if so directed therein, to pay directly to the new owner all or
any part of the amounts payable hereunder.
19. RETURN: Unless Customer purchases the Equipment as provided in this Agreement, Customer shall, at the termination of this Agreement, return the Equipment at its sole cost and expense in good operating
condition, ordinary wear and tear resulting from proper use excepted, to a iocation specified by CFS. If for any reason Customer shall fail to return the Equipment to CFS as provided in this Agreement by the last day of
the applicable term, Customer shall pay to CFS upon demand one billing period's Payment for each billing period or portion thereof that such delivery is delayed.
20. WARRANTY OF BUSINESS PURPOSE: Customer represents and warrants that the Equipment will not be used for personal, family, or household purposes.
21, PERSONAL PROPERTY: The Equipment shall remain personal property regardiess of whether it becomes affixed to real property or permanently rests upon any real property or any improvement to real property.
22. MAXIMUM INTEREST; RECHARACTERIZED AGREEMENT: No Payment is intended to exceed the maximum amount of time price differential or interest, as applicabie, permitted to be charged or collected by
applicable laws, and any such excess Payment will be applied to payments due under this Agreement, in inverse order of maturity, and thereafter shall be refunded. If this Agreement is recharacterized as a conditional
sale or loan, Customer hereby grants to CFS, its successors and assigns security interest in the Equipment to secure payment and performance of Customer's obligations under Ihis Agreement
23. UCC . ARTICLE 2A: CUSTOMER ACKNOWLEDGES AND AGREES THAT THIS AGREEMENT IS INTENDED AS A "FINANCE LEASE" AS THAT TERM IS DEFINED IN ARTICLE 2A OF THE UNIFORM
COMMERCIAL CODE AND THAT CFS IS ENTITLED TO ALL BENEFITS, PRIVILEGES, AND PROTECTIONS OF A LESSOR UNDER A FINANCE LEASE.
24, WAtVER OF OFFSET. This Agreement is a net lease. If the Equipment is not properiy installed, does not operate as represented or warranled, or is unsatisfactory for any reason, Customer shall make such claim
solely against the supplier, dealer, or manufaclurer. Customer waives any and all existing and future claims and offsets against any Payments or other charges due under this Agreement, and unconditionally agrees to
pay such Payments and other charges, regardless of any offset or claim which may be asserted by Customer or on its behalf.
25, NOTICES: All notices required or permitted under this Agreement shall be sufficient if delivered personally, sent via facsimile, or mailed to such party at the address set forth in this Agreement, or at such other
address as such party may designate in writing from time to time. Any notice from CFS to Customer shall be effective three days after it has been deposited in the mail, duly addressed. All notices to CFS from Customer
shall be effective after it has been received via U.S. Mail, express delivery, or facsimiie machine.
26. AUTHORITY AND AUTHORtZATION: Customer represents and agrees that (a) Customer is a state or a political subdivision or agency of a state; (b) that entering into and performance of Ihe Agreement is
authorized under Customer's state laws and Constilution and does not violate or contradict any judgment, law, order, or regulation, or cause any default under any agreement to which Customer is party; and (c) Customer
has complied with any bidding requirements and, where necessary, has properly presented this Agreement for approval and adoption as a valid obligation on Customer's part. Upon request, Customer agrees to provide
CFS with an opinion of counsel as to clauses (a) through (c) above, an incumbency certiHcate, and other documents that CFS may request, with all such documents being in a form satisfactory to CFS.
27. F ACSIMILE ACCEPTANCE: Customer agrees that CFS may accept a facsimile copy of this Agreement or any Acceptance Certificate as an original, and that facsimile copies of Customer's signature will be treated
as an original and will be admissible as evidence of this Agreement or any other document delivered by facsimile.
28. NON-WAIVER: No waiver of any of Customer's obligations, conditions or covenants shall be effective unless contained in a writing signed DY CFS. Faiiure to exercise any remedy which CFS may have shall nol
constitute a waiver of any obligation with respect to which Customer is in default
29, MISCELLANEOUS: If there should be more than one party executing this Agreement as Customer, ail obligations to be performed DY Customer shall be the joint and several liability of all such parties. The
Customer's representations, warranties, and covenants under this Agreement shall survive the delivery and return of the Equipment Any provision of this Agreement which may be determined by competent authority to
be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extenl of such prohibition or unenforceability without invalidating the remaining provisions of this Agreement No such
prohibition or unenforceability in any jurisdiction shall invalidate or render unenforceabie such provision in any other jurisdiction.
30. GOVERNMENT USE: Customer agrees that (a) Customer will comply with all information reporting requirements of the Internal Revenue Code of 1986, as amended, including but not limited to the execution and
delivery to CFS of information reporiing statements requested by CFS, (b) Customer will not do, cause to be done, or fail to do any act if such act will cause the interest portion of the Payments to be or to become subject
to Federal income taxation, and (c) the use of the Equipment is essential for Customer's proper, efficient and economic operation, Customer witt be the only entity to use the Equipment during the term of Ihis Agreement
and Customer will use the Equipment only for Customer's governmental purposes. Upon request, Customer agrees to provide CFS with an essential use letter in a form satisfactory to CFS as to clause (c) above.
31. GOVERNING LAW; VENUE; WAIVER OF JURY TRIAL: THIS AGREEMENT HAS BEEN EXECUTED BY CFS IN, AND SHALL FOR ALL PURPOSES BE DEEMED A CONTRACT ENTERED INTO IN, THE STATE
OF NEW JERSEY THE RIGHTS OF THE PARTIES UNDER THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW JERSEY WiTHOUT REFERENCE TO CONFLICT OF LAW
PRINCIPLES. ANY ACTION BETWEEN CUSTOMER AND CFS SHALL BE BROUGHT IN ANY STATE OR FEDERAL COURT LOCATED IN THE COUNTY OF CAMDEN OR BURLINGTON, NEW JERSEY, OR AT
CFS' SOLE OPTiON, IN THE STATE WHERE THE CUSTOMER OR THE EQUIPMENT IS LOCATED. CUSTOMER, BY ITS EXECUTION AND DELIVERY HEREOF, IRREVOCABL Y WAIVES OBJECTIONS TO THE
JURISDICTION OF SUCH COURTS AND OBJECTIONS TO VENUE AND CONVENIENCE OF FORUM. CUSTOMER, BY ITS EXECUTION AND DELIVERY HEREOF, AND CFS BY ITS ACCEPTANCE HEREOF,
HEREBY WAIVES ANY RiGHT TO A JURY TRIAL IN ANY SUCH PROCEEDINGS
CFS.1045 (04/03)
INITIAL
Technical Services
Memo
Date: February 22nd, 2005
To: Tom Willi
County Administrator
Monroe County SOCC, Florida
From: Jim Van Tassel
Dir - Technical Services
Monroe County SOCC, Florida
Subj: Request for Copier / Scanner / Printer Lease Renewal
This memo's intent is to present an Approval Request to change the make and model of our existing equipment
(Xerox) to a Cannon Image Runner 3570. The need for the department to have a copier has already been justified in
past years and that need still exists. The current Xerox lease will expire in March of 2005.
This request in particular, pertains to our desire to acquire, install, test and evaluate a model that is brand new on the
market and has not as yet been approved on the government approved (GSA) equipment list, but is currently in that
process and should be approved within a few months.
Should this model prove to be all that we expect it to be, it would then become a model that is a recommended
standard for Monroe County.
Signed and Approval Requested
2-22-00; 12: loPM;MONHOi::. CO. t!::.CH ~VC~
;30.'::)2:900100
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A cost-effective solution.
\'i~g~RlJNNER?;51n48iilOnlh']e~,4Q21'ij~ per month this configuration
provides your department with the herein described copy/fax/scan and print
solution,
Maintenance Supply agreement includes all parts, labor and supplies except paper and staples
at a cost of ,0195 per ,copy, -'
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SHI Order Confirmation
Page 10ft
Roth-Cee
From: WebMaster@solutions.shi.com
Sent: Friday, February 18, 2005 11 :45 AM
To: ROTH-CEE@MONROECOUNTY-Fl.GOV
of customer P.O. 00002003
Order
Sent From Software House Intemalional
Somerset, NJ Office: 1-800-527..6389
_.shi.com
Order Date:
211812005
SKI Order #;
VJ95K
PO #:
00002003
Ship To:
MONROE COUNTY BOCC
MC OOVT TECHNICAL SERVICES
1200 TRUMAN AVE. STE 211
GEE ROTH 1"0#00002003
KEYWEST,Fl33040
Ship Via:
AIRBORNE 2ND DAY 5:00PM
SHI Part # Mfg. Part #
Descl"lption
Qty
Unit Price
Extended
Y361438
E85-02839
WINOOWS PRO WI SP2
Version; XP I OS; Windows XI" I CDRom
MFR: MICROSOFT WORlDWIDE FUlFIU.I\IIEN I language; Englisb, US
$20.25
$20.25
Total; $20.25
* This is not an invoice '"
Returns must be made within 30 days of receipt of order. ane must be accompanied by an RMA number.
. Thank you lOr your orner .
. Please refer to the SKI order number aoove for all order inquiries'
We want to hear from you. If you have any comments regarding the service that yell have received from SHI, please Email our Director of Quality al
Quality Diredor@!Shi.oom
2/18/2005
2-2.2-0.0; 12: 16PM;MONHOf:: CO. It:..CH SVC~
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Canon KNOW HOW"
2-:2..2-0b;12:1E:H...:>M;MONHOi::. co. !!;:.CH -SVC:S
ror the to discuss your document
the Caron solution. The proposed Canon
meet and/or exceed each
In summary, thank you
needs and
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excellent customer value.
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Sands of the Keys 11 firm dedicated to
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In Canon's create
#3 worldwide you an excellent
further enhances your return on mvestment.
Sands is committed to
Thank you ror your time and
excellent and
and ror the
to
term.
you with
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