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AGENDA REPORT 2015 0701 CCSA REG ITEM 10R
ITEM 10.R. CITY OF MOORPARK,CALIFORNIA City Council Meeting of 9-I-doy5 MOORPARK CITY COUNCIL ACTION: 494.4.,..,,.e ft oertil AGENDA REPORT "'" worm BY: . TO: Honorable City Council �¢ FROM: Atanas Beltchev, Information Systems Manager D DATE: June 24, 2015 (CC Meeting of 7/01/15) SUBJECT: Consider Lease Agreement with Toshiba Business Solutions, Inc. (TBS) for Six Color Copy Machines and One Black and White Copy Machine BACKGROUND & DISCUSSION The City currently uses seven (7) copy machines of various models from two different vendors - Toshiba Business Solutions and Konica-Minolta at various City facilities that are proposed to be replaced (and not including the Library copy machines). One Toshiba black and white copy machine was leased in April 2007 on a 36-month lease term and month-to-month term thereafter. Two Color Toshiba copiers were leased in year 2009 on a 36-month lease term and month-to-month term thereafter. All four Konica-Minolta copy machines were leased in April 2012 (three color copiers and one black and white) with no options to automatically extend the term of the Lease Agreement, which has now ended. For sustained reliability, improved quality and managed fiscal impact, the 36-month lease term is considered optimal. All current copy machines are beyond their standard lease term and need to be upgraded. Single vendor and unified units are recommended for improved technical support and easier management. For the proposed seven new copy machines, only one will be limited to black and white copies (the Building and Safety public counter copy machine). Information Systems staff conducted research and contacted both current vendors with requests for upgraded copy machine options. Quotes were received and evaluated by staff, and the Toshiba Lease Agreement offers the best pricing for the City. Maintenance services are included. FISCAL IMPACT The adopted Fiscal Year 2015/16 budget includes sufficient funds to cover the estimated cost of approximately $44,000.00 for the initial 12-month period. No additional appropriation is required at this time. Staff will budget appropriate funds for 628 Honorable City Council July 1, 2015, Regular Meeting Page 2 each subsequent fiscal year for the term of the lease agreement. The lease agreement includes a price per month for each copy machine along with a price per copy (with different pricing for black and white versus color copies and different costs for different machines). Since the exact number of copies per year per machine is not known, the total annual cost to the City for the copy machines can only be estimated based on prior usage. The total estimated cost for the 36-month lease is approximately $112,000.00, which represents estimated savings of $20,000.00 for the term of the Agreement in comparison to the pricing of the current copy machines. STAFF RECOMMENDATION Approve Lease Agreement with Toshiba Business Solutions, Inc. and authorize the City Manager to sign the Agreement subject to final language approval by the City Manager. Attachment 1: Toshiba Business Solutions - Quotations Attachment 2: Lease Agreement 629 ATTACHMENT 1 TOSHIBA BUSINESS SOLUTIONS California/Nevada Proposal Prepared for: City of Moorpark 457 Specifcations and required features 45 copies/minute black only inner stapling finisher 2500 sheet letter sized paper deck Print and scan dimensions (H x W x D) =42" x 30" x 30" CURRENT MONTHLY EXPENSE $ TOSHIBA e-Studio 457 Proposed Recommendation 36 mo. lease 60 mo. Lease --- Toshiba e-Studio 457 copier $ 195.00 $ 138.00 45 cpm black Reversing Document Feeder Stapling Finisher 3700 sheet capacity from 3 drawers with stand Network Print & Scan Full coverage service plan (all parts, labor& supplies) Black copies bill monthly @ $.0075 PROPOSED MONTHLY EXPENSE NET MONTHLY CHANGE Delivery& Installation included Zero down to start new program 630 TOSHIBA BUSINESS SOLUTIONS_ California/Nevada Proposal Prepared for: City of Moorpark 6560ct Specifcations and required features 65 copies/minute color and black Stapling Finisher Hole Punch Print and scan CURRENT MONTHLY EXPENSE $ TOSHIBA e-Studio 6560CT Proposed Recommendation 36 mo. lease 60 mo. Lease Toshiba e-Studio 6560CT copier $ 260.00 $ 175.00 65 cpm black and color Reversing Document Feeder Stapling Finisher Hole punch 3700 sheet capacity from 3 drawers with stand Network Print& Scan Full coverage service plan (all parts, labor& supplies) Black copies bill monthly @ $.0065 color copies bill montly @ $.0365 PROPOSED MONTHLY EXPENSE NET MONTHLY CHANGE Delivery& Installation included Zero down to start new program 631 1111. t, 7 S . _ Jilt .� ,! 'ST1 g4.Y' II > Color MFP > Up to 65 PPM Color • -- > Up to 75 PPM B&W > Med/Large Workgroup > Copy, Print, Scan, Fax >Secure MFP ' > EPEAT Registered* • 0110 0110 1 .1111..E yy J• ` ,. 1111 a_ ..1111 ., , 1..'; 1...;;i1 . fir} i ,'.:1 El 1111 ! lin- Pr r.r ...:'YI �.� 1111 1111 . -_ 1;'' JU 1111. ._ •A3vY :i! - { 9+f+ - 1111 ._ Y !t5 ny ! 7 _ i ,.;;;;,...;,,,:-.4t 1111 1111 1111 s 'r''i,''' - '-'4'g4 ' -; 1111 T h•,,. ,. 1111 .�1111._ - 11_11. ,. ) - 1..71111. " _ 1111;.1111. 1111 x� 1111. 1111. 1111 F* r?.�"^'-.47A" c`Mge„y' '"H'' '--• =f!i.. f ,y. r sruDio�5560c/6560c/6570c Alm 6 3 2 'e'STUDIO6560c/6570c only r'sruDio 5560c/6560c/6570c TOSHIBA Leading Innovation>>> ��—n - >Color MFP cd-rainir >Up to 65 PPM Color >Up to 75 PPM B&W I1I >Med/Large Workgroup JJ >Copy,Print,Scan,Fax i.: j + t Jam ! >Secure MFP4-4 ; .75 ;. ' >EPEAT Registered* Specifications _ E-Filing Specifications Copying Process 4-Drum Electrostatic Photographic Operation Method Color Touch Screen Control Panel or Client PC Transfer System with Internal Transfer Belt Number of Boxes 1 Public Box,200 Private User Boxes Copying Type 4-Beam Color Laser(8 bit) Capacity of Boxes 100 Folders Per Box,400 Documents Per Folder Copy/Print Resolution 600 x 600 dpV1200 x 1200 dpi 200 Pages Per Document Copy/Print Speed e-STUDIO5560c-55 PPM Color/55 PPM B&W e-STUDIO6560c-65 PPM Color/65 PPM B&W Security(Standard) •• e-STUDIO6570c-65 PPM Color/75 PPM B&W — - Warm-Up Time Approx.180 Seconds Data Encryption 256 Bit AES First Copy Out Time e-STUDIO5560c-6.5 Seconds Color/5.3 Seconds B&W HDD Overwrite Meets Department of Defense(DODstandard 5220.22M e-STUDIO6560c-6.5 Seconds Color/5.3 Seconds B&W Authentication LDAP,SMTP,Windows Server Domain e-STUDI06570c-6.5 Seconds Color/4.6 Seconds B&W (Options)O Duty Cycle 225K/250K/275K Copies ( P ) Multiple Copying Up to 9999 Copies Additional Paper Options Acceptable Paper Size Cassette:ST-R to 12"x 18"(17 lb Bond-140 lb Index) Large Capacity Feeder(LCF):2,500-Sheet Drawer,Letter MP2501 and Weight Bypass:ST-R to 13"x 19" (17 lb Bond-110 lb Cover) ST-R to 12"x 4T Banner(17 lb Bond-110 lb Cover) Finishing Options LCF:LT(17 lb Bond-140 lb Index) Multi-Position Finisher Stationary Tray:250-Sheets MJ1103 Memory Page+Main Memory:2GB Finishing Tray:3,000-Sheets HO:320GB FIPS 140-2 SED Staple Capacity:50 Sheets Reduction/Enlargement 25%to 400% Saddle-Stitch Finisher Stationary Tray:250-Sheets MJ1104 Bypass 100-Sheet Bypass(17 lb Bond-110 lb Cover) Finishing Tray:3,000-Sheets Control Panel 10.4"Color Super SVGA Tiltable LCD Touch Panel Staple Capacity:50 Sheets Paper Supply Up to 6,000-Sheet Input.Capacity(Tandem Version+LCF) Saddle Tray Stitcher:Up to 50 Sets 4 Drawer Version:4 x 540-Sheet Cassettes(2,160 Sheets) Side Exit Tray KA6570 Tandem Version:2 x 540-Sheet Casettes+2,320-Sheet LCF Hole Punch Unit(for MJ1103/MJ1104)2-or 3-Hole Punch Capability MJ6102 100-Sheet Bypass Optional 1 x 2,500 Sheet LCF Connectivity/Security Options Duplex Standard Automatic Duplex Unit EFI Controller (17 lb Bond-140 lb Index) Fax Board D127ONXF Dimensions Approx.38.6'x 27.5"x 60" x D x H) GD1270NXF APP (W 2nd Line Fax GD1260F Weight Approx.573 lb Wireless LAN Adapter GN1060 CMYK Toner Yield CMY:29.5K,K:77.4K Wireless Antenna GN3010 Power Supply 120 V,20 Amps IP SEC Enabler GP1080 Power Consumption Maximum 22 kW Meta Scan Enabler for e-CONNECT GS1010 Advanced Scanning GB1280T Print Specifications Harness Kit for Coin Controller G01200 PDL Support PCL6&PostScript 3 — Operating Systems Netware 6.x,Windows XP,Windows Server 2003,2008, Vista,Citrix MetaFrame,Macintosh,Linux.UNIX Protocol Support IPX/SPX,TCP/IP,V4N6 Dual Stack,Ethertalk,AppleTalk PAP, " 6' Wic ' © L illa al NetBIOS Over TCP/IP,LPR/LPD,IPP,SMB,SNMP, ENERGY - e' Cann... res F :i ' a...+"n i t d Mac i i.,.,r Netware,Port 9100 Drivers Windows 2000,Server 2003/2008/2012,Windows 7,8, Vista,XP,Macintosh OS 10.4/10.5/10.6/10.7/10.8/10.9) UNIX,AS400 via Data&Port 9100,SAP R/3 Connectivity 10/100/1000BaseTX Ethernet,802.11b/g/n Wireless LAN,USB Corporate Office 9740 Irvine Blvd.,Irvine,CA 92618-1631 Device Management TopAccess Tel:949-462-6000 Certification Windows(XP,Vista,7,2003,2008)(WHOL)Novell East Coast 959 Route 46 East,5th Floor,Parsippany,NJ 07054 Tel:973-316-2700 Scan Specifications Midwest 8770 W.Bryn Mawr Ave„Suite 700,Chicago,IL 60631 Tel:773-380-6000 Scan Resolution Up to 600 dpi South 2037 Bakers Mill Rd.,Dacula,GA 30019 Scan Speed Up to 77 SPM Color/77 SPM B&W File Format TIFF,PDF,JPEG,XPS Tel:678-546-9385 West Coast 9740 Irvine Blvd.,Irvine,CA 92618 Facsimile Specifications Tel:949-462-6000 -- -- Web Site www.business.toshiba.com Compatibility Super G3 Data Compression MH/MR/MMR/JBIG Designs and Specifications subject to change without notice.For best results and reliable Transmission Speed Approx.3 Seconds Per Page performance,always use supplies manufacturer or designated by Toshiba.Not all options and Fax Modem Speed 33.6 Kbps accessories may be available at the time of product launch.Please contact a local Authorized Fax Memory 500 MB Transmission,200 MB Reception(HDD) Toshiba Dealership for availability.Toner yields are estimates based on 6%coverage,letter-size Memory Transmission 100 Jobs,1,000 Destinations Max. page.Driver and connectivity feature support varies by client/network operating system. 400 Destinations/Job ©2014 Toshiba America Business Solutions,Inc. Electronic Imaging Division Scan Speed .7 Seconds Per Page,Maximum 50 SPM Inv.Code:22247 5560c/6560c/6570c Spec Sheet 6K PG 3/t4 633 'e-STUDIO6560c/6570c only. TOSHIBA ATTACHMENT 2 SLG FMV Equipment Lease Agreement#_ EQUIPMENT Equipment MFG Model &Description Serial Number Accessories see attached schedule See attached schedule for additional Equipment/Accessories Billing Address: Equipment Location: SUPPLIER TRANSACTION TERMS Purchase Option: Fair Market Value Toshiba Business Solutions Lease Payment$1755.00 (plus applicable taxes) Term: 36 (months) 9740 Irvine Blvd Billing Period: Monthly ElQuarterly 0 Semi-Annually QAnnually(Monthly if not checked) Irvine, CA The following additional payments are due on the date this Lease is signed by you: Advance Payment:$ 0 (plus applicable taxes)Applied to: OFirst DLast Document Fee:$75.00(included on first invoice) YOU HAVE SELECTED THE EQUIPMENT.THE SUPPLIER AND ITS REPRESENTATIVES ARE NOT AGENTS OF ANY ASSIGNEE OF LESSOR AND ARE NOT AUTHORIZED TO MODIFY THE TERMS OF THIS LEASE.YOU ARE 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,EXPRESS OR IMPLIED,AS TO THE MERCHANTABILITY.FITNESS FOR A PARTICULAR PURPOSE,SUITABILITY OR OTHERWISE. WE PROVIDE THE EQUIPMENT TO YOU AS-IS.YOU AGREE TO USE THE EQUIPMENT ONLY IN 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 WARRANTY OF ANY KIND,EXPRESS OR IMPLIED,WITH RESPECT TO THE LEGAL,TAX OR ACCOUNTING TREATMENT OF THIS LEASE AND YOU ACKNOWLEDGE THAT WE ARE AN INDEPENDENT CONTRACTOR AND NOT A FIDUCIARY OF LESSEE.YOU WILL OBTAIN YOUR OWN LEGAL,TAX AND ACCOUNTING ADVICE RELATED TO THIS LEASE AND WILL MAKE YOUR OWN DETERMINATION OF THE PROPER LEASE TERM FOR ACCOUNTING PURPOSES. EXCEPT AS PROVIDED IN SECTION 2,YOUR PAYMENT OBLIGATIONS APE ABSOLUTE AND UNCONDITIONAL AND ARE NOT SUBJECT TO CANCELLATION,REDUCTION OR SETOFF FOR ANY REASON WHATSOEVER BOTH PARTIES AGREE TO WAIVE ALL RIGHTS TO A JURY TRIAL.THIS LEASE SHALL BE DEEMED FULLY EXECUTED AND PERFORMED IN THE STATE OF LESSEE'S PRINCIPAL PLACE OF BUSINESS AND SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH SUCH LAWS. TO HELP THE GOVERNMENT FIGHT THE FUNDING OF TERRORISM AND MONEY LAUNDERING ACTIVITIES,FEDERAL 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,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 LEASE,YOU ACKNOWLEDGE RECEIPT OF PAGES 1 AND 2 OF THIS LEASE,AND AGREE TO THE TERMS ON PAGES 1 AND 2.ORAL AGREEMENTS OR COMMITMENTS TO LOAN MONEY,EXTEND CREDIT OR TO FORBEAR FROM 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 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 MODIFY IT TERMS AND CONDITIONS 1. COMMENCEMENT OF LEASE. Commencement of This Lease and acceptance of the Equipment shall occur upon delivery of the Equipment to you("Commencement Date").To the extent that the Equipment includes intangible property or associated services such as periodic software licenses and prepaid database subscnplion nghts,such intangible property shall be referred to as"Software".You understand and agree that we have no right,title or interest in the Software and you will comply throughout the Term of this Lease with any license and/or other agreement("Software License")entered into with the supplier of the Software("Software Supplier").You are responsible for entenng into any Software License with the Software Supplier no later than the Commencement Date of this Lease.You agree to inspect the Equipment upon delivery and verify by telephone or in writing such information as we may require.If you signed a purchase order or similar agreement for the purchase of the Equipment,by signing this Lease you assign to us all of your nghts,but none of your obligations under it.All attachments,accessories,replacements,replacement parts,substitutions,additions and repairs to the Equipment shall form part of the Equipment under this Lease. 2. LEASE PAYMENTS. You agree to remit to us the Lease Payment and all other sums when due and payable each Billing Period at the address we provide to you from time to time.You agree that you will remit payments to us in the form of company checks(or personal 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 Lease and that you will not remit such forms of payment to us.Payment in any 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.Lease Payments will include any freight,delivery,installation and other expenses we finance on your behalf at your request.Lease Payments am due whether or not you receive an invoice. You authorize us to adjust the Lease Payments by not more than 15%to reflect any recontigurallon of the Equipment or adjustments to reflect applicable sales taxes or the cost of the Equipment by the manufacturer and/or Supplier. NON-APPROPRIATION OF FUNDS.You intend to remil t0 us all Lease Payments and other payments for the full Term it funds are legally available.in the event you are not granted an appropriation of funds at any time during the Term for the Equipment or for equipment which is functionally similar to the Equipment and operating funds are not otherwise available to you to pay Lease Payments and other payments due and to become due under this Lease,and there is no other legal procedure or available funds by or with which payment can be made to us,and the non-appropriation did not result from an act or omission by you,you shall have the right to return the Equipment in accordance with Section 11 of this Lease and terminate this Lease 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 Lease Payments for which funds shall have been appropnated and budgeted.At least thirty(30)days prior to the end of your fiscal period,your chief executive officer(or legal counsel)shell certify in writing that(a)funds have not been appropriated for the fiscal period;(b)such non-appropriation did not result from any act or failure to act by you;and(c)you have exhausted at funds legally available to pay Lease Payments.if you terminate this Lease because of a non-appropriation of funds,you may not purchase,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 or to the extent that the application of these restrictions would affect the validity of this Lease.This Section 2 shall not permit you to terminate this Lease in order to acquire any other Equipment or to allocate funds directly or indirectly to perform essentially the application for which the Equipment is intended. 3. LEASE CHARGFS. You agree to:(a)pay all costs and expenses associated with the use,maintenance.servicing,repair or replacement of the Equipment:(b)pay all fees,assessments,taxes and charges governmentally imposed upon Lessor's purchase,ownership,possession,leasing,renting,operation,control or use of the Equipment and pay all premiums and other costs of insuring the Equipment;(c) reimburse us for all costs and expenses incurred in enforcing this Lease;and(d)pay all other costs and expenses for which you are obligated under this Lease((a)through(d)collectively referred to as"Lease Charges").NOTWITHSTANDING THE FACT THAT 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 personal property taxes,and you agree,at our discretion,to either.(1)reimburse uS for all personal properly and Other similar taxes and governmental charges associated with the ownership,possession or use of the Equipment when billed by the lunsdidions;Or(2)remit to us each Billing Penod our estimate of the prorated equivalent of such taxes and govemmental charges.In the event that the Billing Penod Continued on Page 2 LESSOR ("We", "Us") LESSEE ("You") Toshiba Financial Services City of Moorpark (Lessee Full Legal Name) By:X By:X - Name: Name: Title: Title: Date: Date: Federal Tax ID: Page 1 oft IFS SLG 200(c)FMV mire Mut'1 sums includes a separately staled estimate of personal property and other similar taxes,you acknowledge and agree trial such amount represents our estimate of such taxes(nal will be payable with respect Ic the Equipment during the TemaAscompensation for our internal and external costs in the administration of taxes related to each unit of Equipment,you agree to pay us a'fax Administrative Foe"equal to$12 per unit of Equipment per year during the Term,not to exceed the maximum permitted by applicable law. The Tax Administrative Fee,at our sole discretion,may be Increased by an amount not exceeding t0'% hereof ler each subsequent year of the Term to reflect our increased cost 01 administration and we whl notify you of any such increase by Indicating such increased amount in Me relevant Invoice or in such other manner as we may deem appropriate.We may take on your behalf any action required under this Lease whicn you fail to take,and upon receipt of Our invoice you will promptly pay our costs(including insurance premiums and other payments to affiliates),plus reasonable processing fees.Restrictive endorsements on checks Apr none Io us will not reduce your obligations to us.We may charge you a return check or non- sufficient funds charge of$25 for any check winch is returned by the hank for any reason(not to exceed the maximum amount permitted by law). 4. LATE CHARGES. For any payment when is not received whin three(3)days of its due data.you agree to pay a tale charge not to exceed the higher of 10%of the amount due or$35(not to exceed!rib maximum amount permitted by law)as reasonablecoax:ten costs. 5. OWNERSHIP USE MAINTENANCE AND REPAIR. We own the Equipment and you have the right to use the Equipment under the terms of Ph Lease.If this Lease is deersL'e to be a securest transaction. you grant us a first pnonty security interest in the Equipment to secure all of your obligations under this Lease.We hereby assign to you all our sghts under any manufacturer and/or supplier wananLes,s0 long as you am not in default hereunder.You clue keep the Egurpmeet free of hens.You may not remove tee Equipment from the address indicated on page 1 Of tills I without fast°blaming our approval You agree to:(a)keep the Equipment in your exclusive control and possession (0)use Inc Equipment in onformity with all insurance requirements.manufacturer's Inslmctinnu and manuals.(c)keep the G women! repaired and maintained in good working order and as required by the manufactum(s warranty,certification and standard full service maintenance corileiCt:and(d)give us reasonable neer,to inspect Inc Equipment and Its maintenance and other records. 6. INDEMNITY. You are responsible for all losses,damages,claims.nfnngemenl claims.injures and attorneys'fees and costs.including,without limitation,those incurred in connection with reseandrng to subpoenas.third party or otherwise("Claims"),incurred or asseded by any person,in any manner relating to the Equipment, morticing its use,condition or possession.You agree to defend and indemnity us against all Claims.although we reserve the right to control Ire defense and to select or approve defense counsel.This indemnity continues beyond the termination of tins Lease for acts or omissions which occurred during the Term of this Lease.You also agree that this Lease has been entered into on the assumption that we em the owner of the Equipment for U.S.federal income lax purposes and will be entitled Ie certain U S.federal Income tax benefits available to the owner of the Equipment.You agree to indemnity us fpr trio loss of any U.S federal income lax benefits reaultmg from the failure of any essumplluna m MD Lease to be correct or caused by your acts or omissions inconsistent with such assumption or this Lease.In the event of any such loss,we may increase the Lease Payments and other amounts due to offset any such adverse effect. 7. LOSS OR DAMAGE. If any item of Equipment is IOst,stolen or damaged you will at your option and cost,either(a)repair the item or replace the Item will]a eomparaole item reasonably acceptable to us',or (b)pay us the sum of(I)all past due and current Lease Payments and Leash Charges;(n)the present value of all remermng Lease Payments and Lease Charges for the effected ilern(s)of Equipment,discounted at the rate 0f 6%per annum(or the lowest rate permitted by law,whichever a higher):and(rill the Far Market Value of the effected item(s)of Equipment We will then transfer to you all our right,title and interest in the effected ilem(s)of Equipment ASIS AND WHERE-IS,WITHOUT ANY WARRANTY AS TO CONDITION, TITLE OR VALUE. insurance proceeds shall be applied toward repair, replacement at payment hereunder,as applicable.In this Lease,"Fair Market Value"of the Equipment means its fair market value at the end of the Term,assuming good order and condition(except for ordinary wear end leer from normal use),as estimated by us.No such loss or damage shall relieve you of your payment obligations hereunder. 8. (NSI IRANCF. You agree,at your cost,to:(a)keep the Equipment insured against all risks of physical less or damage for its full replacement value.nemnlg uses loss payee,and(0)maintain public liability insurance,covering personal injury and Equipment damage for not mess than$300,000 per occurrence.naming uses additional insured.Ine policy must be issued by an insurance canter acceptable to us,must provide us with not less Nan 15 days'pnorwnnen notice of cancellation.non-renewal or amendment,and must provide deductible amounts acceptable to usIf you do not provide acceptable insurance.we nave the ages but no obligation to obtain insurance cayenne our nterest(ado only Our Interest)in the Equipment for the Lease Tern and any renewals.Any insurance we obtain will not Insure you against third party Or liability claims and may be cancelled at any time.In the event that we elect to obtain such insurance.you writ be amoral to pay us an additional amount each Biking Period for the cost of such insurance and do administrative fee.Ine cost of which insurance and administrative foe may be more than the cost to obtain your Wan insurance and on which we may make a pr0111. 9. DEFAULT. You will be in default under this Lease if:(a)you fail to renal to us any payment wham ten(10)days of the due date or breach any other obligation under this I.ease,IC)a cebtion is tiled by or against you or any guarantor under any bankruptcy or insolvency law,(C)any representation made by you is false or Misleading in any matenal respect:(d)you become insolvent,are liquidated or dishivel, merge,transfer a materiel portion of your ownership interest or assets,stop doing business.or assign ngnts or property for the benefit of creditors.or(e)you default under any other agreement wart us or our assignees. 10. REMEDIES If you default.we may do one or more of the following (a)recover from you,AS LIQUIDA IED DAMAGES FOR LOSS OF BARGAIN AND NOT AS A PENALTY,the sum of:(p all past due and curenl Lease Payments and Lease Charges,he Inc present value of all remaining Lease Payments and Lease Charges,discounted at the rate of 0%per annum(or Me lowest rate permitted by law,whichever is higher):and(iii)the Fair Market Value of the Equipment,(b)declare any other agreements between usm default:(c)require you to return all of the Equipment in the manner outlined in Section 11,or take possession of the Equipment in which case we shall rtot'be held responsible for any losses directly or indirectly arising out of,or by reason Of the presence and/or use of any and al,propnrtery Information residing on or within the Equipment,and to lease or sell the Equipment or any portion thereat.and to apply the proceeds,less reasonable selling and administrative expenses,to the anlounl5 due hereunder,(d) charge you interest on all amounts due us from the due date ants paid al tie rate of 1-1/2%per month,but in no event more than the lawful maximum rate:and(e)charge you for expenses induced xi Cervidion with the enforcement of oar remedies including,without limitation,repossession.repair and collection costs,attorneys fees and court costs-These retmedres are Cumulative,are in addition to any Ober remedies provided for by taw,and may be exercised concurrently or separately.Any failure Or delay by us to exercise any right shall not operate as a warier o1 any other right or future right. 11. END OF TERM OPTIONS-RETURN OF EQUIPMENT. Al the end of the Term and upon 30 days prior mattes notice to us,you shell either(a)return of.but not less than all,of the Equipment.or(a) purchase elk.but not less than all,of the Equipment AS-IS AND WHERE-,S,WITHOUT ANY WARRANTY AS TO CONDITION,TITLE OR VALUE,for the Fair Market Value,plus applicable sales and other taxes.If you do not provide us with such written notice and either return all of the Equipment or purchase all of Ne Equipment al the end of the Term,then this Lease will automatically renew on a month-In-month basis and all of the provisions of this Lease shall continue to apply,including,without limitation,your obligations to remit Lease Payments, Lease Charges and other charges,until al;of the Equipment rs eitnur returned to us(either because we demand return of the Equipment or you decide to return the Equipment)or purchased by you for the applicable Fair Market Value,Bus applicable sal s and other luxes,In accordance with the to ms hereof if you are in default(or a non-aporopnatmen of limos occurs).or you be not purchase Ine Equipment al inc end of the Term(or the Renewal tern),you shah(1)return.ill of tie Equipment,freight and insurance prepaid at your cost and Fsk,to wherever we indicate in the continental United Slates,wills all manuals and logs,in goal order and Conattion(except for ordinary wear and tear from normal use),packed per the shipping company's specifications:and(2)securely remove alt data Porn any and alt disk drives or magnetic media prior to reumrng the Equipment(and you are solely responsible fa selecting an apprepnate removal standar)that meets your business needs and complies with applicable laws).You will pay us for any less Id value resulting from the failure to maintain the Equipment in accordance with the Lease or for damages Incurred in shipping and handling. 12. ASSIGNMENT. You may not assign or dispose of any netts or Obligations under this Lease or sublease the Equip:herr without our prior written consent.We may,without notifying you.(a)assign all or any portion of;Ns Lease or our interest in the Eddipment,and(d)release information we have about you and this I ease to the manufacturer,Supplier or any prospective Investor,participant or purchaser of this Lease.If we do make an assignment under subsection 12(a)above.our assignee will nave all of our nails under this Lease,but none of our obligations.You agree not to assert against our assignee claims. offsets or defenses you may have against us. 13. MISCELLANEOUS. Notices must be In wming and will be deemed given five(5)days after mailing to your(or our)business address.You represent that:(a)you are the entity indicated in this Lease:(o)any documents required to be delivered in connection wth this Lease(collectively,the"Documents')have been duly aulhor'ed by you in accordance with all applicable laws,roles,ordinances and regulations:(c) the Documents are valid,legal,binding agreements,enforceable with their terms and the person(s)signing Inc Documents have the eu;homy to do so,are acting with the full authorization of your governing body, and hold the Offices indicated below thmr signatures:(0)the Equipment is essential to the Immediate performance of a governmental or proprietary function by you within the scope of your authority and shall be used dunng the TWIT only by you to perform such function;(e)you intend to use the Equipment for the enure Term and shalt take al;necessary action to include in your annual budget any funds required to fulfill your obligations each 6scaf penal during the Term;(9 you have complied fully with all applicable law governing open meetings,public bidding and appmpnations,required in connection with this Lease and the debt under applicable slate law;(g)your obligations to remit Lease Payments Constitutes a current expense end not a debt under applicable slate law;(i)this Lease is binding en you and your nuccussos and assigns;and(i)all financial information you have provided is true and a reasonable representation o;your financial condition.This Lease.(i)constitutes the entire agfeentent Of tire WNes with respect to lien subleCt matter thereof: (ii)supersedes alt other wntirgs,communication, understandings,agreements,purchase orders,solicitation documents(including,milieu(Limitation,any request for proposal and responses thereto and other related documents(together,the'aid Documents'))and other representations,express Or implied ("Prior Understandings"),and may not be contradicted or amended by Prior Understandings:and(Iii)may be amended or modified only by written documents duly authorized,executed and delivered by the parties. This Lease s binding on you and your successors and assigns You authorize us.our agent,or our assignee to.(a)Oblarn credit reports and make credit inquires:(b)lurnrsn your information,including credit appltcatlnn,payment history and account information,to credit reponng agencies and our assignees,potential purchasers or investors and panes hawed an economic interest In tills Lease or the Equipment.including,without limitation,the sailer.Supplier or any manufacturer of rte Equipment;and(c)you irrevocably grant us inc power to prepare, sign on your behalf(if appticao;o),and file.electronically or otherwise Uniform Commercial Code(UCC")financing statements and any amendments thereto or continuation hereof relating to the Equipment.and contesting any other information required Dy too applicable UCC.Any claim you have against us must be made within Iwo(2)years alter nm event which caused it If a Court fines any arovision of this Lease to oe unerdorceaote,all otner terms shall rernam in effect and enlorceaple you authorize us to insert or corer,:missing information on Ihrs Lease,including your proper legal name,sena?numbers and any older information describing tine Equipment.II you so request,and we permit the early termination o1 this Lease,you agree to pay a fee for such pnvllege.THE PARTIES INTEND THIS TO BE A'FINANCE LEASE'UNDER ARTICLE 2A OF THE UCC.YOU WAIVE ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY ARTICLE 2A OF THE UCC.YOU FURTHER HEREBY ACKNOWLEDGE AND AGREE THAT WE AND/OR SUPPLIER MAY MAKE A PROFIT ON ANY AND ALL FEES REFERENCED HEREIN AND,IN SO DOING WAIVE ANY AND ALL CLAIM WHICH YOU MAY HAVE FOR UNJUST ENRICHMENT.We may receive compensation from the manufacturer arid/or Supplier of the Equipment in Order 10 enable us to reduce the cost of this Lease below what we MNerw?s°would charge.II we received such compensation.the reduction In the cost of this Lease is reflected in the Lease Payment. 10. Ft FCTRONIC TRANSMISSION OF DOCUMENTATION. This Lease may be executed in counterpane.The executed counterpart which has our anginal signature and/or is in our possession shall constitute chattel paper as that been is defined in the UCC and shall constitute the anginal agreement for all purposes,including.without limitation:(i)any nearing,trial or proceeding wlln respect to this Lease:and kr)any determination as to which version of this Lease constitutes the single true original item of chattel paper under UCC.If you sign and transmit this Lease to us by facsimile or Other electronic transmission,the transmitted copy shall be binding upon the panes.You agree that the facsimile or other similar electronic transmission of this Lease manually signed by us,when attached to the facsimile Or ether electronic copy signed by you,shall constitute the anginal agreement for all purposes The parties further agree that.Mr purposes of executing Ihrs Lease,and subject to our prior approval and at our sole discretion:(a)a document signed and tansmitted by facsimile or Other electronic transmission shall Mr treated as an onginal document(D)the signature o1 any party on such document shall be considered as an original signature:(c)the document transmuted shall have the same effect as a counterpart thereof containing anginal signature:and(d)al our request,you.who executed oris Lease and tranemltlod its signature by fa6lmile or other electronic transmission shall provide Me counterpart of this Lease containing your original manual srgnalme to us.No pony may raise as a defense to the enforcement of this Lease that a facsimile en other electronic transmisson was used to transmit any signature of a pony to this Lease. '] Page 2 o/2 TES SLG 2001c)FMV rovay& TOSHIBA SCHEDULE "A" TOSHIBA BUSINESS SOLUTIONS APPLICATION NUMBFR ACkFI MI Nr NUMLILR I his Schedule A's to be attached to and become part of the item description for the agreement dated by and between the undersigned and TOSHIBA FINANCIAL SERVICES. CUSTOMER INSTALLATION LOCATION (Separate lease schedules must be completed for each equipment location) Legal Company Name: City of Moorpark Department Name- Street Address/P.O.Box. 799 Moorpark Ave Bldg I Room/Suite. City Moorpark Si. CA Zip. 93021 Contact Name. Phone Number 805-517-6231 Fax Number: ITEM DESCRIPTION 1. Toshiba 6560CT/MJ1103 Finisher/ MJ6102 2. Toshiba 6560CT/MJ1103 Finisher/MJ6102 3. Toshiba 6560CT/MJ1103 Finisher/MJ6102 4. Toshiba 6560CT/MJ1103 Finisher/MJ6102 5. Toshiba 6560CT/MJ1103 Finisher/MJ6102 6. Toshiba 6560CT/MJ1103 Finisher/ MJ6102 7. Toshiba 457/MR3028 RADF /MJ1032N inner finisher/ KD1026 LCT 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. 20. 21. 22. 23. 24. This Schedule"A"is hereby verified as correct by the undersigned,who acknowledges receipt of a copy. CUSTOMER ACCEPTANCE You hereby acknowledge and agree that your electronic signature below shall constitute an enforceable and original signature for all purposes. Peat eaee: ( Tile: Dale TFS SCHEDULE",6 110 T O S H I BA AIMS MAINTENANCE CONTRACT BUSINESS SOLUTIONS MA-1 . 0 .0 Sales Representative: Jeff Morrow 6/19/2015 Customer agrees to purchase and Toshiba Business Solutions agrees to provide parts,labor,ink,toner,and toner collection containers(the"Maintenance Services') for the equipment listed below in accordance with the terms and conditions of this contract. The Maintenance Services exclude paper,staples and all other parts and services listed under the Exclusion section on page two of the contract. A Connectivity&Security Options Agreement must be attached and executed for Network Integration Support. CUSTOMER INFORMATION Customer Name: City of Moorpark Bill to Number Billing Address: 799 Moorpark Ave __ _ Phone#: _ 805-517-6231 Ext 7Fax s: _ Address 2: Contact: Atanas Beltchev 'Customer PO 5. Cay: Moorpark State CA Zip 93021 email: abeltchev@morrparkca.gov INVOICE/METER COLLECTION INFORMATION Meter Collection: Automated Meter Read Electronic Invoicing Yes Invoice Location: Customer Address Term: 36 Months SEE ATTACHED MAINTENANCE CONTRACT SCHEDULE FOR DEVICE DETAILS TRANSACTION TERMS(Consolidated Minimums Per Pool) es6560Ct(6) Black Prints Monthly 0.0065 Monthly Color Prints Monthly 0.0365 Monthly es457 Black Prints Monthly 0.0075 Monthly Total Minimum Payment $ - DECLINATION Customer is declining maintenance on the equipment listed above Printed Name: Signature Title: Date: SPECIAL INSTRUCTIONS ACCEPTANCE THE TERMS AND CONDITIONS HEREOF ARE PART OF THIS SERVICE AGREEMENT. BY SIGNING THIS CONTRACT,THE CUSTOMER ACKNOWLEDGES THAT THEY HAVE READ AND UNDERSTAND THESE TERMS. Customer agrees to pay the Minimum Payment per transaction terms,plus any Excess Per Unit Charges for the term of this Contract. When this Contract is signed by Customer and TBS, it shall constitute a binding contract and is non-cancelable. This Contract will begin on the date signed by TBS below. You hereby acknowledge and agree that your electronic signature below shall constitute an enforceable and original signature for all purposes. Customer: City of Moorpark Toshiba Business Solutions Prir>t !f Printed Name: Stere: Signature: TNe: lir Title: Effective Date: 1 of 2 AIMS 61- -14 TERMS AND CONDITIONS(CONTINUED) 1.ACCEPTANCE.This Contract shall not be effective unless signed by the a lhortzed TBS representative(Effective Date)within 30 days horn the Customer's signing of files Contract. 2.Tem. This Contract wit remain in face for months Iron the Effective Date(Renewal Date)and will then be automatically renewed for annual penod(s)unless either party provides notice of termination nal less than thirty(30)days prior to the Renewal Date.For each piece of equipment under this Contract there will be a Start Dale&Start Meter.Service for each piece of equipment will be provided from the Start Dale&Start Meter until Els Contract is terminated or the equipment is withdrawn from the service.Customer may withdraw individual equipment by providing thirty(30)day written nonce peer to the Renewal Date.Customer Is responsible for all remaining Minimum Payments if Customer is in default a if equipment Is withdrawn prior to Renewal Dalo, 3.SERVICE AVAILABILITY.TBS will provide service during TBS's normal service hours white the equipment is located within TES's designated service area Service outside TES's designated area it available and accepted by TBS is subject to a Trip Charge,which shall be based on reasonable travel expense for TBS's personnel.It is the responsibility of the Customer to notify TITS prior to relocating equipment. The service to keep the equipment in or restore the equipment to good working order includes Emergency Service Calls and Peoodlc Maintenance(PM's).PM's may be performed doting the course of an Emergency Service Call and aa based upon the specific needs of the individual equipment as determined by TBS.Maintenance will include lubncaoon,adjustments and replacement of maintenance parts deemed necessary by TBS.Maintenance pats will normally be either new or equivalent to new in performance when installed in the equipment.Maintenance pans will be furnished on an exchange basis and the replaced parts become the property of TBS.Service provided under this Contract does nal assure the uninterrupted operation of the equipment. If the Customer requests service to be performed a a lime outede TBS's normal service hours,there will be no additonal charge for maintenance parts,however,the service,if available.wig be furnished al TBS's applicable hourly rates and terms then in effect.Nothing heron shag be construed to require TBS to provide service outside its normal service hours and TBS hereby reserves the right to accept or reject such requests. In the event there is a substanbal increase in the cost of hrel.Customer agrees to pay a fuel surcharge.'Substantial'shall be defined as a 10%a more change over a six month paned in the average national fuel cost as reported by the United Stales Energy Information Administration.If there is a substantial decline in the cost of fuel,the fuel surcharge,it applied by TBS pursuant to this provision,may be decreased accordingly.The benchmark wit be the national average fuel cost as reported by the United Slates Energy Information Administration on the Effective Date of this Agreement, 4.NETWORK INTEGRATION SUPPORT.Support of print controllers and print/scan enablers that penned the integration of the device onto a Customers network is covered under the tarms of a properly executed Connectivity&Security Options Agreement The Connectivity&Security Options Agreement is an amendment to this contract and must be attached and/or on file for this optional service support. 5.INVOICING-LATE CHARGES.The first Minimum Payment is due upon receipt of an invoice.Thereafter,Minimum Payments will be due on the same date each month during the Term of this Contract whether or not Customer receives an invoice.Customers obligation to pay the Minimum Payment is unconditional and is not subject to any reduction,set-off,defense,or counterclaim for any reason whatsoever.Excess pick Charge.if applicable,will be invoiced based on the biting period selected on the lace of this centrad. If any pal of a payment is not made by the Customer when due,Customer agrees to pay TBS a tale Charge of the higher of$25 or Iwo percent(2%)of each such late payment.but not more than permitted by law.Customer agrees to pay TBS the Late Charge not later than one(1)month following the dale of the original Minimum Payment. 6.USAGE.In return for the Minimum Payment,Customer is entitled to use the Minimum Number of Units each billing period.If Customer uses more than the Minimum Number or Units in any billing pence.Customer welll pay an additional amount equal to the number of metered Units exceeding he agreed Minimum Included Units times the Excess Charge as shown on the face of this Contract.In no event shall the Customer be entitled to any refund or rebate of the Minimum Payment if motored units result in less than the Minimum Number of Units in any billing period. Your Toshiba system will come with Iwo-way communication enabled.TBS wit provide updates.system back ups,and meter collection automatically.Please advise if you do not wish to have this feature enabled.TBS may estimate the number of units used if requested Meter Readings are not received before a new billing period begins TBS will adjust the estimated charge for Excess Units upon receipt of actual Meter Readings.NoMllhstandirg any adjustment,the Customer will never pay less than the Minimum Payment.Customer will provide meter readings via an automated websito.TBS may charge a fee to recover the cost of meter collections if meters are not submitted though the automated websilo. Upon the first Renewal Date and each subsequent Renewal Date thereafter,TBS reserves the right to increase the Minimum Payment aid/or Excess Unit Charge by the greater of either(i)fifteen(15%)percent or(i)the thencurent cost per unit for that model. 7.CONSUMABLE SUPPLIES. TBS agrees to furnish consumable supplies(ink,toner and toner collation containers)for the Tenn of the Contract,except as excluded in section 11 below.Customer is responsible for asthma supplies to assure ample erne for dehvery.TBS may charge you a supply freight fee to cower as crest of shipping supplies to you.TBS will determine the number of supplies to be shipped based on the Minimum Number of Units and Excess Units metered.If TBS determines that the Customer has used more than fifteen percent(15%)supplies than normal for the number of metered units,based on yields published by the manufacturer.Customer agrees to pay TBS's customary charges for at excess supplies. Al supplies delivered as part of this Contract remain the properly of TBS until and unless they we consumed by the equipment in the performance of this Contract.Any supplies not consumed as specified and not surrendered to TBS upon expirabon or termination of this Contract will be invoiced to the Customer at TBS's then current prices.Customer agrees to provide insurance coverage for supplies in case of loss under any circumstances.Notwithstanding the foregoing,the risk of loss of the consumable supplies shag be transferred from TBS to Customer it such consumable supplies we stored at Customers facility. 6.TAXES.In addition to the charges duo under this Contract,the Customer agrees to pay amounts equal to any lazes resulting horn this Contract,or any activities hereunder,exdueve of taxes based upon net income. 9.INSTALLATION AND ACCESS TO EQUIPMENT.Customer agrees to provide adequate space,environment and appropriate electrical requirements including,if required,a dedicated 120 vol or 220 vatelecaical line,as published in the Operator and Service Manuals for the operation and maintenance of the equipment.If TBS has installed a power filter/serge protector on the equipment,it must at all limes remain continuously instated.If h is removed Customer agneas to purchase a replacement horn TBS immediately.TBS shall have full aid tree access to the equipment to proves service thereon. If persons other than TBS representatives instal conversions,feature additions,accessories a perform service on equipment arid as a result lather repair by TBS is required,such repairs that be made at TBS's applicable Time and Material rates and terms then in effect.If such additional repair is required,TBS may immediately vnthaaw the equipment horn this Contract. 10.KEY OPERATOR•END-USER TRAINING.Customer agrees to designate a Key Operator for training on he use,applications and features of the equipment.The Key Operator will be responsible for normal Key Operator activities as detailed in the Operators Manual and fa training additional end-users.If the Key Operator assignment changes Customer agrees to designate a new Key Operator immediately.TBS agrees to provide training for the designated Key Operator and to provide Initial training for end users on the use,applications and features of the equipment.Additional training requested by Customer after thirty(30)days from Installation will he at TBS normal hourly rates. 11.EXCLUSIONS.Service under this Contract does not include: (a)Fumishirg paper,staples.replacement pent heads,batteries,ribbons,media,periodic maintenance on thermal printers or any of the following: (b)Service of equipment if moved outside of TBS's designated service area, (c)Repair of damage or increase in service lime caused by accident,misuse,negligence.abuse a disaster: (d)Service of accessories,attachments or dick antro devices other than those of the same manufacturer as the equipment. (e)Panting or refinishing of the equipment; (f Making specification changes; (g)overhaul;when TBS determines an overhaul is necessary because normal repair and parts replacement cannot keep the equipment in satisfactory operating condition,TBS will submit a cost estimate to Customer and TBS will not commence work until Customer has approved cost; (h)Perfarning key operator functions as described in the operator manual; (I)Moving equipment,repair of damage on increase in service time cased by the use of the equipment for other than the ordinary use for which designed; a)Repair Of damage caused by electncal surges or lightning strikes,if equipment is connected to a TBS supplied power filter/surge protector repairs will be included; (k)Repair of damage or increase in service time caused by failure to continually provide a sellable installation environment as defined by the manufacturer,with alt the facilities prescribed by TBS inducting,but not limned to adequate space. eleoniral power,err conditioning a hcenidiry control. (I)Raper of equipment that has been designated as obsolete by the manufacturer and genuine OEM parts are no longer available. (m)Repair of damage or increase of service time caused by Customer's use of media outside the specifications as described in the operator manual. 12.INDEMNITY AND DISCLAIMER TBS shall not be responsible for any injuries,damages,penalties,gains or losses including legal expenses incurred by Customer or any other person caused by he installation,selection,ownership, possession,maintenance.condition or use of the Equipment.Customer agrees to reimburse TBS for aid to defend TBS against any dams for such losses,damages,penalties,dares,injuries or expenses.This indemnity shall continue even after this Contract has expired. IN NO EVENT WILL TBS BE LIABLE FOR LOST PROFITS,CONSEQUENTIAL,EXPECTANCY OR INDIRECT DAMAGES EVEN IF TBS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ' EXECPT AS OTHERWISE SET FORTH HEREIN,TBS DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES,INCLUDING BUT NOT LIMITED TO,THE IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,REPRESENTATION OR WARRANTY ARISING OUT OF USAGE AND TRADE,COURSE OR DEALING OR COURSE OR PERFORMANCE EXCEPT AS PROVIDED HEREIN,THE PARTS AND SERVICES ARE PROVIDED"ASIS.' 13.GENERAL Subject 10 the terns of the following paragraph,TBS may modify the terms and conditions of duo Conked effective on the Renewal Date by providing the Customer with poor mitten notice. My such modification wit apply unless the Customer withdraws the equipment affected by such modification horn this Contract.Otherwise this Contract can only be modified by a written agreement duly signed by parsons authorized to sign contracts on behalf of the Customer and of TBS.Vanance horn the lams and conditions of this Contract in any Customer order or other written modification will bed no effect. The Customer represents Nat the Customer is the owner of the equipment oder this Contract,or,it not the owner,is the lessee or renter of the equipment.Customer will execute a maintenance agreement for the equipment with a Toshiba authorized dealer or Customer wit waive certain rights under Toshiba's manufacturer's warranty. This Contract is no assignable,its right,duties and obligations may not be assigned or transferred by the Customer without the prior written consort of TBS.My attempt to assign or transfer any of the rights,duties or obligations of this Contract Wheel such consent is void. TBS's service provided outside the scope of this Contract will be furnished at TBS's applicable lime and material rates and terms then in effect. TBS is not responsible for/allure to render service due to causes beyond its control. This Contract will be governed by the laws of the state where the Customer executed this Contract.If either party fails to comply with the Corns and conditions of this Contract,the nontaoaching party shall notify the breaching party in writing using certified mal 10 the address on the face of this Contract The breaching party shall have thirty(30)days to cure any breach of this Contract prior to the non-breaching party takes the legal action.No action,regadtess of form,arising out o1 the Contract may be brought by either party mare than ane year after the cause of action has arisen,or,in the case al non-payment more than Iwo years from the dale of the last payment. 2of2 AIMS 61343-1/1 TOSHIBA REMOVAL REPORT BUSINESS SOLUTIONS RR-1 .0.0 Sales Representative. Jeff Morrow This document must be completed and signed by both the customer and a Toshiba Business Solutions(TBS)representative prior to any removal and disposition of equipment from the customers premises. Removals associated with the sale of equipment by TBS must reference this form on the Sales Order. REMOVE EQUIPMENT FROM • Customer Name: City of Moorpark Contact Atanas Beltchev Address: 799 Moorpark Ave Phones 805-517-6231 En Fax cap: Moo ark State CA zip 93021 .Mail: abeltchev@morrparkca. ov V10322 Toshiba es6520CT CTG911046 7475348002 GE 799 Moorpark V10282 Toshiba es6520CT CTE910852 500-0209273 US8 799 Moorpark 36268 Toshiba es452 CIC728175 7509432001 GE 799 Moorpark • • Special Instructions: REASON FOR REMOVAL O CUSTOMER OWNED TRADE-IN The customer representative signed below attests that the above equipment is owned by the customer and is free and clear of any liens or encumbrances. Upon completion of the associated sale,the title and ownership of this equipment is transferred to TBS. OO LEASE RETURN -- (Lease Buy-Out/Trade-Up to be Returned to the Leasing Company) 0 To be paid by TBS to the Leasing Company. ❑ To be paid by TBS to the Customer,who will pay the Leasing Company. Amount: ❑ To be paid by the Customer directly to the Leasing Company. Q LEASE TRADE-IN — (Lease Buy-Out/Trade-Up to TBS:Traded into TBS) ❑ To be paid by TBS to the Leasing Company. ❑ To be paid by TBS to the Customer,who will pay the Leasing Company. Amount: ❑ To be paid by the Customer directly to the Leasing Company. The customer representative signed below acknowledges that said equipment is leased from the above named Leasing Company and that the remittance and disposition,as indicated above,of said equipment and its condition will fulfill its contractual obligations under the lease. If not,the customer assumes any remaining liability with the Leasing Company. The customers terms of shipment to the Leasing Company are F 0 B destination(i.e.the Leasing Company). If the equipment cannot be returned until the end of the lease term,the customer must notify the Leasing Company in writing in accordance to the terms of the agreement prior to the end of the lease term. it is the responsibility of the customer to return the equipment as specified by the leasing company. Failure to follow this disposition process will result in an automatic renewal of the lease agreement as specified in the original lease terms. O INSPECT/REPAIR/REFURBISH AND RETURN TO CUSTOMER The customer representative signed below acknowledges that this above equipment is being removed at their request by TBS. A written estimate and authorization by the customer for required inspection and repairs must be signed separately by the customer and a TBS representative Upon completion of the agreed work,the equipment will be returned to the customer by TBS. 0 OTHER —_ ACCEPTANCE Customer City of Moorpark Toshiba Business Solutions CANV Printed Name' - Signature _ Date Signature! Sales Rep Jeff Morrow Tito: Ifs: Delivery Rep' AUTOMATED METER READ PROGRAM OPTIONS TOSHIBA BUSINESS AM -100 SOLUTIONS 6/19/2015 Sales Representative Jeff Morrow CUSTOMER INFORMATION Customer Name: City of Moorpark Customer Contact: Atanas Beltchev Billing Address: 799 Moorpark Ave Phone u 805-517-6231 Ext Customer PO#: Suite n - At•n• I 805-517-6231 city: Moorpark State: CA zip 93021 ; i• abeltch-vCimoor•arkta..ov METER COLLECTION CHOICES: What is Toshiba's Automated Meter Read Program (AMR)? As part of your service contract with TBS,you are Let your required to report usage data for all your printers,copiers,and multifunction devices. With manual reporting,you must go printers and to each device,record the serial numbers and meter readings,and submit this information via email,fax or phone. copiers do Toshiba's AMR program is a software solution that automatically gathers usage data for each device and sends it securely the reporting to TBS at scheduled intervals. The result is more accurate and timely reporting,fewer billing errors,and less busy work for for you. you. How much does Toshiba AMR cost me? Nothing. Ever. What information does AMR gather? • ....a . IThe automated meter reading system captures only the information required for billing purposes;Machine model,Serial number,and usage information. Is the transmission secure? Yes. Data is completely secure. Additionally,none of your file data is ever collected,just usage information. Toshiba Business Solutions IT Team will work with you to set up equipment meter collections in the priority listed below: 1 Automated Meter Read(AMR) TBS provides free the AMR software at installation that will automatically pull meter information and input into TBS billing system. There is no manual entry by either the end user or TBS for this option and is the most economical and efficient process. Equipment MUST be connected to the your network. More details and FAQ on this option are included above. 2 Self Reporting Assets(SRA) This requires the Toshiba device to be set up at installation to email meters to TBS once a month automatically. Emails from the Toshiba device are sent to TBS billing department where we manually enter in the meter readings. (Must have Scan to Email set up) 3 Meters Online(MOL) An automatic meter request is sent to the End User directly from the TBS billing system. End User collects the meter readings and goes to httpa/meters toslnba corn and enters the meters online manually. All meters submitted via online are electronically imported into the TBS billing with no manual entry or interaction by TBS. ELECTRONIC INVOICING CHOICE: Toshiba is committed to the environment through its worldwide green initiatives. One of the primary goals of Toshiba's green initiatives is environmental management through corporate social responsibility. One of TBS's Eco-Innovation initiatives is to convert to electronic invoicing whenever possible. Converting to electronic invoicing will enable TBS to decrease its consumption of environmental resources tremendously Please select if you will accept Electronic Invoices when possible: DYes EiNo eCOstyl� Email Attachment and Web: DYes ONo �eco' Entail Ams for invoice notifications: CUSTOMER ACCEPTANCE: Print Name: Signature: T+fe Date: Pagb14SI i CONNECTIVITY OPTIONS AGREEMENT TOSHIBA BUSINESS SOLUTIONS CA.1 ■ 0 ■ 0 Sales Representative: Jeff Morrow 6/19/2015 CUSTOMER INFORMATION • • Customer Name: City of Moorpark CustomerContact Atanas Beltchev Billing Address: 799 Moorpark Ave Phone u 805-517-6231 Ext. Customer PO# Address 2 IT contact Atanas Beltchev !Irfl+ow*. 805-517-6231 City: Moorpark State: CA Zip: 93021 : abeltchev@moorparkca.gov CONNECTIVITY OPTIONS(Check All That Apply) f OPTION A: Remote Network Administrator Integration and Training FREE($300 Value) Includes basic device configuration,print driver installation on up to three workstations and administrator training. Additional Professional Services will be billed at published TBS Professional Services rates. Includes Remote Orientation of an Administrator to controller on their network,installation of 3 workstations for printing,scanning,and PC faxing. Connection Project not to exceed 2 hours. Any additional time required beyond 2 hours will be billed at current Professional Services Rates. If less than 2 hours is required,no time is banked for future use. Includes installation of Re- Rite on client server,configuration of 6 advanced scanning workflows;Word,Excel,Text Searchable PDF,PDF Form,Slim PDF,Secure PDF. Workflows include one Advanced Scanning Template Group,6 Templates,and 4 Re-Rite workflows,all delivered to a common output folder. One hour of MFP Training-No more than 5 users per session-Training covers basic copier functions, printing,and scanning. ❑ OPTION B: Custom Network Integration-Variable I Additional Charges Qty Unit Description •Base Device Configuration-Setup of Network Protocols on Device _ 'Device •Print Driver Installation _ Workstation •PC Fax Driver Installation Workstation •Print Driver and PC Fax Driver on same Workstation Workstation •Scan to Copier Controller Scanning Template •Scan to Network Folder Scanning Template •Scan to Email-Initial Setup of communication to local SMTP server Initial Setup -Additional Setup per Scanning Template Scanning Template -Off-site SMTP Server _ Hour Until Co_pletion -Additional Setup per Scanning Template Scanning Template • •Incoming Fax Routing to Copier Controller Fax Destination •Incoming Fax Routing to Network Folder Location Fax Destination •Incoming Fax Routing to Email-Initial Setup of SMTP Server Initial Setup Communication to a Local SMTP Server -Additional Setup per Destination _ Destination -Off-site SMTP Server - Hour Until Completion -Additional Setup per Destination Destination •User Code Enforcement 10 User Codes •Copier Configuration Backup and Restore Backup/Restore Event Total Connectivity Fee $ - Note: Any Additional Connectivity Services performed not specified above will be billed at a rate of: $ 150.00 Per Hour. Connectivity support may be completed remotely or on-site at the discretion of TBS. Support covers initial installation only. CUSTOMER ACCEPTANCE You hereby acknowledge and agree that your electronic signature above shall constitute an enforceable and original signature for all purposes. By signing this agreement,the customer acknowledges that he/she has read and understood the statement of work and terms and conditions of this agreement. Print Name: Si rt2hae:X File Data DECLINATION ❑ Customer certifies that they have read the statement of work and that they have decided to decline all assistance from TBS regarding the installation of their copier/printer.TBS is under no obligation and has no liability concerning any aspect of the installation process. Print Name: (Signature:X ITitle: I Date: TBS ACCEPTANCE Print Name: Signature:X Title: Date: 1 of 641 STATEMENT OF WORK This Statement of Work for Connectivity&Security Options outlines the services and deliverables for the planned implementation.This Statement of Work is intended to detail the obligations of Toshiba Business Solutions(TBS)and the Customer. Option B: Covers the selected work only. Additional Professional Services fees apply for any additional work at the current TBS Professional Services rates. Base Device Configuration Includes: 1. Verify proper network settings,i.e.,print queue configuration,TCP/IP address,etc. 2. Connect base unit to customer's network via customer supplied/installed cabling. 3. Perforin color calibration on base unit and RIP device. Print Driver Installation Includes: 1. Install print drivers onto designated workstations(up to three—Option A or as specified in Option B.) 2. Confirm print capabilities via standard print driver test page. Administrator Training Includes: 1. Training on base unit,print driver and RIP software. 2. Orientation of the administrator to the print controller on the network. While Toshiba print drivers are compatible with most common office applications,TBS does not provide training on specific printing applications. The following are the assumptions on which this Statement of Work is based,If any of these assumptions either change or are incorrect,changes to the Statement of Work may be required,which may result in changes to the Connectivity Services fee.Please review this section to make sure these assumptions are correct. 1. Client is responsible for ensuring that all applications and data are successfully backed up prior to TBS beginning work.TBS is not responsible for any lost information. 2. Building environmental conditions are within equipment specifications for airflow,temperature,humidity,and electrical quality. 3. Cabling and WAN Data Communication Lines are properly installed and tested.TBS is not responsible for any improper cabling or issues involving telecommunications lines.All troubleshooting and corrective action will be billed outside of this SOW on a time and materials basis. 4. TBS is not responsible for any conflicts with existing hardware that is no longer supported by the manufacturer. 5. TBS is only responsible for integration tasks outlined in this Statement of Work. Any work outside of this SOW will be handled through a Change Order Request Process,which may require additional billable time and materials.Customer will be informed before any out of scope work is performed. 6. Customer will provide systems personnel for the project familiar with all aspects of Customer's enterprise configuration—security,remote access, domain structure,WAN/LAN connectivity, applications used for this particular project—to work in conjunction with TBS on this implementation.Additionally,a desktop technician may be required to perform client-side duties. 7. All software being utilized is registered and authentic. 8. Equipment is connected to a dedicated power source per product specifications furnished by TBS. 9. All network addresses,print queue names and printer names,etc.are available upon request. TERMS AND CONDITIONS The following Terms and Conditions are an amendment to the TBS Maintenance contract. In the event that the Customer has declined a Maintenance contract,the following Terms and Conditions do not apply to this agreement. Toshiba products and software are warranted to be compatible with hardware and operating systems listed on product specification sheet at time of installation. TBS does not guarantee compatibility with future operating systems or hardware. Inclusions—Hardware: Service calls,replacement parts for connected devices that allow the equipment to interface with PC's and networks,e.g.printer interface cards,NIC cards,print controllers, print/scan enablers or any other items that enhance the functionality of these products. Diagnosis of device failures will be limited to confirmation of print capabilities with a laptop computer connected via a crossover cable using a standard print driver test page. Inclusions—Software: Service calls required as a result of the failure of Toshiba software. Upgrades to Toshiba software are included. Service Availability: Service calls performed during normal business hours,Monday through Friday,8:00am to 5:00pm,excluding company holidays. Exclusions: 1. Electrical work external to the equipment. 2. Charges to install or improve telephone lines. 3. Charges to improve electrical service and/or network lines. 4. Network wiring to improve or connect the hardware to a computer or network. 5. Service necessitated as a result of malfunction of equipment when unauthorized parts,attachments,or conflicting software is used with the equipment. 6. Service necessitated as a result of alterations,malfunctioning computer or network hardware and/or operating systems. In such event,TBS reserves the right to terminate the maintenance contract if it is determined that such changes,alterations or malfunctions make it impractical to continue to service the equipment. 7. Reinstallation of drivers and/or installation of connected devices due to changes in computer and/or network operating systems,system configuration,addition/upgrades to application software or malfunction of devices. 8. Reinstallation/service required due to the relocation of equipment. Excluded services will be invoiced to the Customer at TBS's normal hourly labor rate then in effect for Digital Systems Integration Services. 2of2 642