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TOTAL IMAGE MANAGEMENT SM
<br />SLG
<br />Agreement No.
<br />Equipment MFG Model & Description Serial Number Accessories
<br />TASKalfa 5052ci _ _ _ DP -7110. AK -7100. PH -7A.
<br />PF -7110. DF -7120
<br />See attached schedule for additional Equipment /Accessories
<br />Binirlg Address: 411 N. Ruby Street #4; Ellensburg, WA 98.926
<br />Equipment Location: 411 N. Ruby Street EIJenSbWW_ WA �
<br />QJ
<br />•• • •
<br />Term: 60 (months) Minimum Monthly Payment: $587-33 (plus applicable taxes)
<br />United Business Machines Excess Per Image Billing Preference (monthly if not checked)
<br />of Washington, Inc. W] Monthly Quarterly Semi -Annually annually Document Fee: $75.00 (included on first invoice)
<br />11050118 th Place NE Supplier Fuel/Freight Fee: $0-00 per month (Not to exceed $75.00 per month)
<br />Kirkland, WA 98033 The following additional payments are due on the date this Agreement is signed by you:
<br />Advance Payment: $ 0.00 (plus applicable taxes) Applied to: First 0 Last
<br />Image Type Minimum Number of Images Excess Per Image Charge
<br />8la&/White 3,500 1 .010
<br />Color 3.600 1 .06
<br />YOU HAVE SELECTED THE EQUIPMENT. THE SUPPLIER AND ITS REPRESENTATIVES ARE NOT AGENTS OF ANY ASSIGNEE OF OWNER AND ARE NOT AUTHORIZED TO MODIFY THE TERMS OF THIS AGREEMENT. YOU ARE
<br />AWARE OF THE NAME OF THE MANUFACTURER OF EACH ITEM OF EQUIPMENT AND YOU WILL CONTACT EACH MANUFACTURER FOR A DESCRIPTION OF YOUR WARRANTY RIGHTS. WE MAKE NO WARRANTIES TO YOU,
<br />EXPRESS OR IMPLIED, AS TO THE MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY OR OTHERWISE. WE PROVIDE THE EQUIPMENT TO YOU ASHS. YOU AGREE TO USE THE EQUIPMENT ONLY IN
<br />THE LAWFUL CONDUCT OF YOUR BUSINESS, AND NOT FOR PERSONAL, HOUSEHOLD OR FAMILY PURPOSES. WE SHALL NOT BE LIABLE FOR CONSEQUENTIAL OR SPECIAL DAMAGES. WE MAKE NO REPRESENTATION OR
<br />WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE LEGAL, TAX OR ACCOUNTING TREATMENT OF THIS AGREEMENT AND YOU ACKNOWLEDGE THAT WE ARE AN INDEPENDENT CONTRACTOR AND
<br />NOT A FIDUCIARY OF CUSTOMER. YOU WILL OBTAIN YOUR OWN LEGAL, TAX AND ACCOUNTING ADVICE RELATED TO THIS AGREEMENT AND WILL MAKE YOUR OWN DETERMINATION OF THE PROPER AGREEMENT TERM
<br />FOR ACCOUNTING PURPOSES. EXCEPT TO THE EXTENT PROVIDED IN SECTION 2, YOUR PAYMENT OBLIGATIONS ARE ABSOLUTE AND UNCONDITIONAL AND ARE NOT SUBJECT TO CANCELLATION, REDUCTION OR
<br />SETOFF FOR ANY REASON WHATSOEVER. BOTH PARTIES AGREE TO WAIVE ALL RIGHTS TO A JURY TRIAL. THIS AGREEMENT SHALL BE DEEMED FULLY EXECUTED AND PERFORMED IN THE STATE OF CUSTOMER'S
<br />PRINCIPAL PLACE OF BUSINESS AND SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH SUCH LAWS. YOU HEREBY IRREVOCABLY SUBMIT GENERALLY AND UNCONDITIONALLY TO THE JURISDICTION OF
<br />ANY SUCH COURT SO ELECTED BY THE OWNER OR ITS ASSIGNEE IN RELATION TO SUCH MATTERS. TO HELP THE GOVERNMENT FIGHT THE FUNDING OF TERRORISM AND MONEY LAUNDERING ACTIVITIES, FEDERAL
<br />LAW REQUIRES ALL FINANCIAL INSTITUTIONS TO OBTAIN, VERIFY AND RECORD INFORMATION THAT IDENTIFIES EACH PERSON WHO OPENS AN ACCOUNT. WHAT THIS MEANS TO YOU: WHEN YOU OPEN AN ACCOUNT,
<br />WE WILL ASK FOR YOUR NAME, ADDRESS AND OTHER INFORMATION THAT WILL ALLOW US TO IDENTIFY YOU. WE MAY ALSO ASK TO SEE IDENTIFYING DOCUMENTS. BY SIGNING THIS AGREEMENT, YOU
<br />ACKNOWLEDGE RECEIPT OF PAGES 1 AND 2 OF THIS AGREEMENT AND AGREE TO THE TERMS OF PAGES 1 AND 2. ORAL AGREEMENTS OR COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO FORBEAR FROM
<br />ENFORCING REPAYMENT OF A DEBT INCLUDING PROMISES TO EXTEND OR RENEW SUCH DEBT ARE NOT ENFORCEABLE. TO PROTECT YOU AND US FROM MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS
<br />WE REACH COVERING SUCH MATTERS ARE CONTAINED IN THIS WRITING, WHICH IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN WRITING TO
<br />MODIFY IT.
<br />TERMS AND CONDITIONS
<br />...!.:d L:1 i Commencement of this Agreement and acceptance of the Equipment shall occur upon delivery of the Equipment to you ('Commencement Date'. To the extent that the Equipment includes intangible
<br />property or associated services such as periodic software licenses and prepaid database subscription rights, such intangible property shall be referred to as "Software'. You understand and agree that we have no right, title or interest In the
<br />Software and you will comply throughout the Term of this Agreement with any license and/or other agreement ('Software License's entered into with the supplier of the Software ("Software Supplierl. You are responsible for entering into any
<br />Software License with the Software Supplier no later than the Commencement Date of this Agreement. You agree to inspect the Equipment upon delivery and verify by telephone or in writing such Information as we may require. The Equipment
<br />is accepted by you under this Agreement unless you notify us within three (3) days of delivery that you do not accept the Equipment and specify the defect or malfunction. In that event, we will replace the defective gem of Equipment or cancel
<br />this Agreement and you will assume all our rights under any purchase order or agreement entered into by us to buy the Equipment. If you signed a purchase order or similar agreement for the purchase of the Equipment, by signing this
<br />Agreement you assign to us all of your rights, but none of your obligations under ft. All attachments, accessories, replacements, replacement parts, substitutions, additions and repairs to the Equipment shall form part of the Equipment under this
<br />Agreement.
<br />2. IMAGE CHARGES. Each month during the Term of this Agreement, you agree to rang to us the Minimum Monthly Payment ("Minimum Payment") and all other sums when due and payable at the address we provide to you from time to
<br />time. In ratum for the Minimum Payment, you are entitled to produce the Minimum Number of Images for each applicable Image Type each month. You agree that you will remit payments to us in the form of company checks (or personal
<br />checks In the case of sole proprietorships), direct debit or wires only. You also agree cash and cash equivalents are not acceptable forms of payment for this Agreement and that you will not remit such forms of payment to us. Payment in any
<br />other form may delay processing or be returned to you. Furthermore, only you or your authorized agent as approved by us will remit payments to us. Minimum Payments will include any freight, delivery, installation and other expenses we
<br />finance on your behalf at your request. You also agree to pay us the applicable Excess Per Image Charge (plus applicable taxes) for each metered Image that exceeds the applicable Minimum Number of Images. We may estimate the number
<br />of images produced if you do not provide us with meter readings within seven (7) days of request. We will adjust the estimated charge for excess images upon receipt of actual meter readings. Notwithstanding any adjustments, you will never
<br />pay us less than the Minimum Payment. You agree that after the first twelve (12) months of the Term (or arty extension or renewal) of this Agreement, and at the end of each following twelve (12) month period thereafter, the Minimum
<br />Payments and Excess Per Image Charges may be increased by an amount equal to the lesser of: (a) up to 150/6 of the Minimum Payments and Excess Per Image Charges in effect at the end of the prior twelve (12) mordh period; or (b) the
<br />maximum percentage permitted by applicable law. At our option, you will: (a) provide us by telephone or facsimile the actual meter readings when requested by us; (b) provide us (or our agent) access to the Equipment to obtain meter readings;
<br />or (c) allow us (or our agent) to attach an automatic meter reading device to the Equipment. We may audit any automatic meter reading device periodically. Minimum Payments are due whether or not you receive an invoice. If you have a
<br />dispute with the Supplier regarding the Equipment or any service, repair or maintenance of the Equipment (including without limitation, any Equipment designated "Service Only7, you shall continua to pay us all Minimum Payments and Excess
<br />Per Image Charges without deduction or withholding of any amounts. You authorize us to adjust the Minimum Payments by not more than 15% to reflect any reconfiguration of the Equipment or adjustments to reflect applicable sales taxes or
<br />the cost of the Equipment by the manufacturer and/or Supplier..
<br />NON -APPROPRIATION OF FUNDS, You intend to remit to us all Minimum Payments and other payments for the full Term if funds are legally available. In the event you are not granted an appropriation of funds at any time during the Term for
<br />the Equipment or for equipment which is functionally similar to the Equipment and operating funds are not otherwise available to you to pay Minimum Payments and other payments due and to become due under this Agreement, and there is
<br />no other legal procedure or available funds by m with which payment can be made to us, and the non-approptiatlon did not msuft from an act or omission by you, you shall have the right to return the Equipment in accordance with Section 11
<br />of this Agreement and terminate this Agreement on the last day of the fiscal period for which appropriations were received without penalty or expense to you, except as to the portion of the Minimum Payments for which funds shall have been
<br />appropriated and budgeted. At least thirty (30) days prior to the end of your fiscal period, your chief executive officer (or legal counsel) shall certify in writing that: (a) funds have not been appropriated for the fiscal period; (b) such non -
<br />appropriation did not msuft from any act or failure to act by you; and (c) you have exhausted all funds legally available to pay Minimum Payments. H you terminate this Agreement because of a non -appropriation of funds, you may not purchase,
<br />lease or rent, during the subsequent fiscal period, equipment performing the same functions as, or functions taking the place of, those performed by the Equipment provided, however, that these restrictions shall not be applicable if orto the
<br />extent that the application of these restrictions would affect the validity of this Agreement. This Section 2 shall not permit you to terminate this Agreement in order to acquire any other Equipment or to allocate funds directly or indirectly to
<br />perform essentially the application for which the Equipment is intended.
<br />3. OTHER CHARGES. You agree to: (a) pay an assessments, taxes and charges governmentally Imposed upon Owner's purchase, ownership, possession, leasing, renting, operation, control or use and pay all premiums and other costs of
<br />insuring the Equipment; (b) reimburse us for all costs and expenses incurred in enforcing this Agreement; and (c) pay all other costs and expenses for which you are obligated under this Agreement. NOTWITHSTANDING THE FACT THAT
<br />YOU MAY BE EXEMPT FROM THE PAYMENT OF PERSONAL PROPERTY TAXES, you acknowledge that as the owner of the Equipment. we may be required to pay property taxes, and you agree, at our discretion, to either. (1) reimburse
<br />United Business Machines of Washington, Inc.I KITTITAS, COUNTY OF
<br />(Customer Full Legal Name)
<br />By: X
<br />Name:
<br />Title:
<br />Page 1 of 2
<br />Date:
<br />By: X
<br />Name:
<br />Date:
<br />Title:
<br />Federal Tax ID:
<br />United Business SLG 1872(c) mtm 08111
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