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HomeMy WebLinkAboutLEAF Lease Agreement=/AhadaS _ REPROGRAPHIC "Your Digital Copy Professionals" Thank You Name(s Michael Flory & Steph Mifflin Phone: 509-933-8222 Sold To: Kittitas County Community Development Deliver to: Same 411 N. Ruby Street Acct #: PO #: Sales ReD/#: Rvan Wood Shin Date: Quantit Item # Description Serial # Unit Price 1 A79KOl1 BH -0558 55ppm. BIW & Color 1 A9HF013 PC -415 Lg. Capacity Tray 3 1 A87GWY1 FS -536 50 Sheet Stapling Finisher $.0068 B/W & $.046 Color _Monthly 1 A87JWY2 RU -513 Relay Unit 1 3ETW11 PK -520 2/3 Hole Punch Unit Total $11,800.00 EPA Contract 16KA9326-AEPA-IFB 017-B 0 Month Fair Market Value Lease Option Total $212.99 Warranty: Covered Under Extended Maintenance Maintenance Contract: Average Monthly Volume 5,000 B/W 1,000 Color Service Manager Aooroval: Base Charge Copy Allowance Charge Per Copy _Overages _X_ All Copies Billing Annual Quarterly _X NA NA $.0068 B/W & $.046 Color _Monthly Special Instructions: Contract covers all parts, labor, toner and staples. Rates locked for up to 5 years. 5% Increase year 6. Key Operator Meter E -Mail: Fax #:509-962-7682 Terms: 60 Month FMV Lease Customer Signature: X LEAF LEASE AGREEMENT 1720A Crete Street, Moberly, MO 65270 Phone: 800-662-3759, Fax: 800.426.2626 LESSEE LEGAL NAME: Tu ID#: I Teiephone No: Kittitas County of dba Community Development Services 916001349 15099338222 Billing Address: Equipment Location (ifother then Billing Address): 411 N Ruby Street, Ellensburg, WA 98926-6300 411 N Ruby Street, Ellensburg, WA 98926-6300 EQUIPMENT DESCRIPTION: (indicate quantity, new or used and include make, model, serial # and all attachments— see below and/or attached Schedule A) Unit Quantity Description ofFquipinw, Leased Make and Type Model Number Serial Number 1 BH C558 Copier System BASE TERM IN MONTHS TOTAL NUMBER OF LEASE PAYMENTS END OF LEASE PURCHASE OPTION _X_ Fair market value, plus hoes (a) Advance Payment: $0.00 (b) Security Deposit: $0.00 C0 fl @ $212.99 (plus taxes) 10% of Equipment cost, plus taxes _ $1.00, plus taxes (c) Documentation Fee: $95.00 (FMV unless another option is selected. You may not exercise a purchase option if you are in default. If you exercise a purchase option we will convey all of our right, title and interest in such Equipment to you on an ASIS WHERE IS without Total due a+ b + c =: S95.00 warranty.) "If more than one lease payment is required as an Advance Payment, the balance will be applied to lease payments in inverse order, starting with the last lease payment. Your obligation to pay all amounts and perform all other obligations is non -cancellable, absolute, unconditional and not subject to abatement, setoff or defense. TERMS AND CONDITIONS In this agreement ("Lease"), "we," "our" and "us" refers to LEAF Capital Funding, LLC as Lessor and "you" and "your" refer te the Lessee. You agree to lease the Equipment upon the following terns and conditions: 1. LEASE PAYMENTS AND TERM: The Lease is enforceable on you upon your execution. The term of the Lease shall commence on the date the Equipment is delivered to you ("Lease Commencement Date"). The first Lease Payment shall be due on the data we specify in the month following the Lease Commencement Date as set forth in our invoice, and the remaining Leese Payments will be due on the same day of each subsequent month (each, a "Payment Date') until paid in full. The Dace Term shall commence on the date one month prim to the first Payment Date. We may charge you a portion of one Lean Payment for the period from the Lease Commencement Date until the first day of the Base Term ("Interim Rent"). The Interim Rent shall be due as invoiced. We may adjust the Lease Payments up to 15% if the actual costs are different than the estimate mad to calculate the Lane Payments. 2. DELIVERY, ACCEPTANCE, USE AND REPAIR: You are responsible for Equipment delivery and installation. You unconditionally accept the Equipment upon the earlier of (a) your oral or written acceptance of the Equipment, in (b) 10 days after delivery of the Equipment You authorize us to fill in the Lease Commencement Date, serial numbers and other information. You will not move the Equipment from the above location without our written consent and are responsible for maintaining the Equipment in good repair. We are not responsible for Equipment or vendor failures. 3. INDEMNIFICATION: You agree to indemnity, defend and hold us hamrlms from and against any losses, damages, penalties, claims and suits, including attorneys' fees and expenses related to the ordering, manufacture, installation, ownership, condition, use, lease, possession, delivery or remm of Equipment. 4. LEASE EXPIRATION, RENEWAL: Unless you notify us at least 90 days prior to the expiration of he Lease of your election to return or purchase the Equipment, this Lease will renew on a month-to-month basis at the same monthly Lease Payment until you either exercise the purchase option or provide us with at least 90 days notice and return the Equipment. If you return he Equipment, (i) it must be m the location we designate and you are responsible for all return costs and we may charge a Restocking Fee equal to one Lease Payment, and (ii) you most securely remove all dam from any and all disk drives or magnetic media prior to returning he Equipment (and you are solely responsible for selecting an appropriate removal standard that meets you business needs and complies with applicable laws). You will pay us for any loss in value resulting from failure in maintain he Equipment in accordance with his Lease or for damages incurred in shipping and handling. If you exercise a purchase option we will convey all of our interest in such Equipment to you on an AS -IS WHERE IS basis without representation or warranty. S. LATE FEES AND CHARGES: If any amount is not paid within three (3) days of when due, you agree to pay us a lam charge equal to the lesser of 10% of he amount past due or the maximum legal amount. Amounts which are not paid within 30 days of when due shall accrue interest at 1.5% par month (u if less, he maximum legal rate) until paid. You agree to pay $25 for each pay by phone and $35 for each returned payment. 6. NO WARRANTY: We do not manufacture he Equipment and you have selected the Equipment and the supplier. WE MAKE NO EXPRESS OR IMPLIED WARRANTIES, INCLUDING THOSE OF MERCHANTABILITY OR FITNESS FOR A PURPOSE AND ARE NOT RESPONSIBLE FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. 7. INSURANCE, RISK OF LOSS: You bear all risk of loss or damage to the Equipment from its order until it is returned in he required condition in purchased by you ("Risk Period"). During the Risk Period you will maintain property and liability insurance on the Equipment acceptable to us, naming us less payee and additional insured. If you do not Services provide us with proof of such insurance, we may secure insurance on the Equipment to cover our interests (and only our interests). If we obtain such insurance, you will pay us an additional amount for the cost of such insurance and an administrative fee, the cast of which may be more than the cost to obtain you own insurance and on which we may make a profit. & OWNERSHIP AND TAXES: We own the Equipment (excluding licensed software). If you are deemed to own it, you grant us a security interest in the Equipment. You authorize us in file UCC financing statements to confirm our interest. You will pay, when due, all razes, fines and penalties relating to the purchase, use, leasing and/or ownership of the Equipment. If we pay any hoes, (including property tax), fees or penalties on you behalf, you will pay us the amount we paid plus an administrative fee. You agree to pay us the documentation fee specified above or if not so specified, the greater of either $125 or 0.5% of the Equipment cost. If we require an Equipment site inspection, or you request administrative services, you agree to reimburse our cosu. 9. DEFAULT: If you or any Summon do not pay us any amount within ten (10) days of its due date, or breach any terms of this Lease, any guaranty or any license relating to the Equipment, you will be in default If you default, we may require you to do any combination of the following: (a) immediately pay all amounts than due, plus the present value of the remaining Leese Payments, Interim Rent and residual value of the Equipment, as determined by us, discounted at an annual rate of 3%; (b) return all of the Equipment; (c) allow us to repossess the Equipment; or (d) use any and all remedies available to us under applicable law. If you default you agree to pay the cost of repossession and our attorney's fees and costs. In addition to all other chargm and as mimbursement for expenses incurred and not as a penalty, we may require you to reimburse us for the phone calls, letters, and any additional expense incurred in the collection or servicing of his Lane for you. If we take possession of the Equipment, we may sell or otherwise dispose of it with or without notice, at a public or private sale, and apply the net proceeds (after we have deducted all costs related to the sale or disposition of the Equipment) to the amounts that you owe us. You agree that if notice of sale is required by law, 10 days' notice shall constitute reasonable notice. You remain responsible for any amounts that are due after we have applied such net proceeds. We may apply any security deposits to you obligations and if you do not default, the balance will be refunded without interest. 10. ASSIGNMENT. You have no right to sell or assign the Equipment or Lease. We may sell or assign our rights in the Lease and/or Equipment and the new owner will have all our rights but will not be subject to any claim or defense you have against us. 11. ARTICLE 2A: You agree this Lane is a "finance lease" as defined in Article 2A of the Uniform Commercial Code. You waive all rights and remedies conferred upon a lessee by Article 2A (508.522) of the UCC. You have received a copy of the Supply Contract or been informed of the identity of the Supplier and you may have rights under the Supply Contrast and may contact the Supplier for a description of those rights. /2. CREDIT INFORMATION: You authorize us or any of our affiliates to obtain credit bureau reports, and make other credit inquiries that we deem necessary. 13. CHOICE OF LAW. THIS LEASE WILL BE GOVERNED BY PENNSYLVANIA LAW. YOU CONSENT TO JURISDICTION IN THE STATE OR FEDERAL COURTS IN PENNSYLVANIA AND WAIVE ANY RIGHT TO A TRIAL BY JURY. 14. MISCELLANEOUS: This Lease is the parties' entire agreement and can be amended only in writing signed by both panics. This Lease may be executed in counterparts (manually or by electronic means) and, when transmitted to us shall be binding upon you for all purposes. This Leese is not binding on us until we sign it You agree net to mise as a defense to the enforcement of this Lane that it was executed or transmitted to us by electronic means. You will use the Equipment only for business purposes and not for personal, family or household use. E -Mail Address: Title: Date: PL"UNAL GUARAN IY: Undersigned guarantees that Lessee will make all payments and perform all other obligations under the Lease when due. Undersigned agrees that this is a Stationary of payment and not of collection, and that we can proceed directly against undersigned without firs t proceeding against lessee or the Equipment. Undersigned also waives all suretyship defenses and notification if the Lessee is in default and consents to any extensions or modifications granted to Lessee. Undersigned will pay us all expanses (including attomrys' fees) we incur in enforcing our rights against undersigned or Lessee. If more than one person signs this guaranty, each agrees that his/her liability is joint and several. Undersigned authorizes us and our affiliates to obtain credit bureau reports and make inquiries regarding undersigned's personal credit You consent to jurisdiction in the State or Federal courts in Pennsylvania and expressly waive any right to a trial by jury. SIGNED X Print Name: E -Mail Address: OLEAF SCHEDULE A TO LEASE AGREEMENT (EQUIPMENT DESCRIPTION) Lease Application No.: 411550 l]NT I Equipment Description I New/Used Make I Model Serial Number Location: 411 N Ruby Street, Ellensburg, WA 98926-6300 1 BH C558 Copier System New LESSEE: Kittitas County of dba Community Development Services BY: PRINT NAME: TITLE: 7_V7:1 LEAF CAPITAL FUNDING, LLC BY: PRINT NAME: — TITLE: — DATE: OLEAF State and Local Government Addendum Reference: Application No. 411550 This State and Local Government Addendum (this "Addendum") is made part of the Agreement related to the above referenced application number ("Agreement") between LEAF Capital Funding, LLC ("we" "us" and "burs") and Kittitas County of dba Community Development Services ("4u" and "your"). Capitalized terms used but not defined will have the meaning given to them in the Agreement. If there is any conflict between the terms of this Addendum and the terms of the Agreement, the terms of this Addendum will control and prevail. The parties hereby agree as follows: 1. Fundina Intent. You reasonably believe that funds can be obtained sufficient to make all Payments set forth in the Agreement and any other amounts owed during the term of the Agreement. You agree that your chief executive or administrative officer (or your administrative office that has the responsibility of preparing the budget submitted to your governing body, as applicable) will provide for funding for such payments in your annual budget request submitted to your governing body. You covenant that you will do all things lawfully within your power to obtain, maintain and properly request and pursue funds from which the Payments may be made, including making provisions for such payments to the extent necessary in each budget submitted for the purpose of obtaining funding, using your best efforts to have such portion of the budget approved and exhausting all available administrative reviews and appeals in the event such portion of the budget is not approved. If your governing body chooses not to appropriate funds for such payments, you agree that your governing body will evidence such nonappropriation by omitting funds for such payments due during the applicable fiscal period from the budget that it adopts. You and we agree that your obligation to make payments under the Agreement will be your current expense and will not be interpreted to be a debt in violation of applicable law or constitutional limitations or requirements. Nothing contained in the Agreement will be interpreted as a pledge of your general tax revenues, funds or moneys. 2. Nonaoorooriation of Funds. If (a) sufficient funds are not appropriated and budgeted by your governing body in any fiscal period for Payments set forth in the Agreement or any other amounts owed to us and (b) you have exhausted all funds legally available for such payments due under the Agreement (together, a"Non- Appropriation Event"), then you will give us not less than ninety (90) days written notice (a "Termination Notice") and the Agreement will terminate as of the last day of your fiscal period for which funds for such payments are available ('Termination Date"). Such termination is without any expense or penalty, except for the portions of such payments and those expenses associated with your return of the Equipment in accordance with the Agreement for which funds have been budgeted or appropriated or are otherwise legally available. You agree that, to the extent permitted by law, you will not terminate the Agreement if any funds are appropriated by you or to you for the acquisition or use of equipment or services performing functions similar to the Equipment during your fiscal period in which such termination would occur. You shall (i) on or before the Termination Date, return the Equipment in accordance with the return requirements set forth in the Agreement, (ii) provide in the Termination Notice a certification of a responsible official that a Non -Appropriation Event has occurred, (iii) deliver to us, upon our request, an opinion of your counsel (addressed to us) verifying that the Non -Appropriation Event as set forth in the Termination Notice has occurred, and (iv) pay us all sums payable to us under the Agreement up to and including the Termination Date. You acknowledge and agree that, in the event of the termination of the Agreement and the return of the Equipment as provided for herein, you shall have no interest whatsoever in the Equipment or proceeds thereof and we shall be entitled to retain for our own account the proceeds resulting from any disposition or re- leasing of the Equipment along with any advance rentals, security deposits or other sums previously paid by you pursuant to the terms of the Agreement. 3. Authority and Authorization. You represent and agree that: (a) you are a state or a political subdivision or agency of a state; (b) the entering into and performance of the Agreement is authorized under your state laws and Constitution and does not violate or contradict any judgment, law, order, or regulation, or cause any default under any agreement to which you are party; (c) you have complied with all bidding requirements and, where necessary, have properly presented the Agreement for approval and adoption as a valid obligation on your part; and (d) you have sufficient appropriated funds or other moneys available to pay all amounts due under the Agreement for your current fiscal period. Upon our request, you agree to provide us with an opinion of counsel as to clauses (a) through (d) above, an incumbency certificate, and other documents that we request, with all such documents being in a form satisfactory to us. 4. Government Use. You agree that (a) you 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 us of information statements requested by us, and (b) the use of the Equipment is essential for your proper, efficient and economic operation, you will be the only entity to use the Equipment during the term of the Agreement and you will use the Equipment only for your governmental purposes. Upon our request you will provide us with an essential use letter in a form satisfactory to us as to clause (b) above. 5. Insurance. You agree to provide and maintain at your own expense (a) property insurance against the loss, theft, destruction of, or damage to, the Equipment for its full replacement value, naming us as loss payee, and (b) public liability and third party property insurance, naming us as an additional insured. You will give us certificates or other evidence of such insurance on the Equipment at such times as we request. All insurance obtained from a third party insurer will be in a form, amount and with companies acceptable to us, and will provide that we will be given 30 days' advance notice of any cancellation or material change of such insurance. If you do not provide us with proof of such insurance, we may secure insurance on the Equipment to cover our interests (and only our interests). If we obtain such insurance, you will pay us an additional amount for the cost of such insurance and an administrative fee, the cost of which may be more than the cost to obtain your own insurance and on which we may make a profit. 6. Indemnification. With respect to any claims, actions, or suits that are made against us as a result of your actions, omissions, negligence or willful misconduct ("Claims'), to the extent permitted by law, you agree to reimburse us for, and if we request, defend us against, any such Claims. 7. Choice of Law. Regardless of any conflicting provision in the Agreement, THE AGREEMENT WILL BE GOVERNED BY THE LAWS OF THE STATE IN WHICH YOU ARE LOCATED. 8. This Addendum supplements and amends the Agreement only to the extent and in the manner set forth, and in all other respects, the Agreement will remain in full force and effect. IN WITNESS WHEREOF the parties hereto, by their authorized signatories, have executed this Addendum at the date set forth below their respective signatures. CUSTOMER: Kittitas County of dba Community Development Services LEAF CAPITAL FUNDING, LLC By: By: Print Name: Print Name: Title: Title: Date: Date: