HomeMy WebLinkAboutCONTROLLER COPIER For Correspondence Only:
Wells Fargo Vendor
Financial Services,LLC
PO Box 9115
Ricoh USA Program provided by Macon GA 31210
Wells Fargo Vendor Financial Services, LLC Customer Service:
Telephone 1-800-595-1011
Aug 11, 2016
MIKE MOORE
JEFFERSONVILLE CITY OF
500 QUARTERMASTER CT RM 300
JEFFERSONVILLE, IN 47130 3672
RE: Account Number: 1382572-1028909ML
Dear Valued Customer:
Thank you for your recent agreement with Ricoh USA, Inc. Under the Ricoh USA Program, your
transaction has been financed by Wells Fargo Vendor Financial Services, LLC ("WFVFS").
This packet contains copies of your executed documents which were assigned to WFVFS by Ricoh.
Please review the enclosed documents and notify us immediately should you feel there is any
discrepancy in the documents or should you have any other concerns.
We are happy to assist you with any questions regarding your account and we are committed to
providing the highest quality of customer service possible. For your convenience your account
number is referenced in this letter and should be used when calling about your account. For
account assistance, please call Customer Service at 1-800-595-1011. Our customer service
representatives are available 8:00 AM to 5:30 PM EST, Monday through Friday to assist you.
Did you know we now offer online account management? View your account history, make
payments online, and Go Green with our invoice E-Delivery program. Call Customer Service or
visit www.getmyaccounts.com to get started today!
Sincerely,
Customer Service
Wells Fargo Vendor
Financial Services, LLC
Enclosures
For Correspondence Only:
Wells Fargo Vendor
Financial Services, LLC
PO Box 9115
Ricoh USA Program provided by Macon GA 31210
Wells Fargo Vendor Financial Services, LLC Customer Service:
Telephone 1-800-595-1011
Customer Name: 3EFFERSONVILLE CITY OF
Account Number: 1382572-1028909ML
Description Date
Agreement Dates: Term Begin Date 8/8/2016
First Payment Due Date 8/8/2016
Initial Term End Date 6/7/2018
Payment Remit Payments as follows:
Address: WELLS FARGO VENDOR FINANCIAL SERVICES, LLC
PO BOX 740541
ATLANTA,
GA, 30374 054141
W-9 Fed TAX PAYER 42-1074725
ID NUMBER: Please access MyAccounts (www.getmyaccounts.com) for a copy of
the W-9 form.
Equipment Make and model number can be found on copy of attached executed agreement.
Description: Please access MyAccounts (www.getmyaccounts.com) for equipment serial numbers(s).
Property Property Taxes are assessed based on the equipment location on the tax assessment
Taxes: date and determined by your county or state. Each county or state determines its own
tax assessment date.
Customer In the event of any discrepancies contact Customer Service immediately at
Service: 1-800-595-1011.
Please note that this notice is subject in all respects to the terms and conditions of your agreement and
does not constitute an amendment or any other change to any of the terms or conditions of such
agreement. To the extent of any conflict between the contents of this notice and the terms or
conditions of such agreement, the terms and conditions of such agreement shall control.
NOTICE: The information contained in this letter and any attachments ("this letter") may contain
confidential information for the sole use of the intended recipient(s). Any unauthorized use, disclosure,
viewing, copying, alteration, dissemination or distribution of, or reliance on this letter is strictly
prohibited. If you have received this letter in error, or you are not an authorized recipient, please notify
the sender immediately, delete all copies from your e-mail system and destroy any printed copies.
1�O H Ricoh USA,Inc.
70 Valley Stroarn Parkway
Master Lease Agreement Malvern,PA 19355
Number:
CUSTOMER INFORMATION
IF amc 3EFFERSONVtLLE CITY OF
WaMss 500 QUARTERMASTER CT RM 300
City Zip Coetact Telephone Number
JEF'F£ItSOWVII. IN 47130-3672 o i ulnnm (812)285-6425
FLT m Number 3S-6001067 Facsimile Number E-mail Address
Nor/well Sauof ectin ,1M1rmber harivaaa(q}ciryolj4fLoet
414,xregUrM r tela ar,C LACAL UOVtMnW1A eoaun
This Master Lease Agreement("Lease Agreement")has been written in clear,easy to understand English.When we use the words"you" "your"or"Customer"in this
Lease Agreement,we mean you,our customer,as indicated above.When we use the words"we" "us"or"our"in this Lease Agreement,we mean Ricoh USA,Inc
("Ricoh")or,if we assign this Lease Agreement or any Schedules executed in accordance with this Lease Agreement,Pursuant to Section 13 below,the Assignee(as
damned below).Our corporate office is located at 70 Valley Stream Parkway,Malvern,PA 19355,
1.Agreement. We agree to lease or rent, d specified in any oquipment schedule agree that cash and cash equivalents are not acceptable forms of payment for this Lease
executed by you and us and incorporating the terms of this Lease Agreement by Agreement or any Schedule and that you will not snit such forms of payment to us.
reference(a"Schedule'!,to you,and you agree to lease or rent,as applicable,from us, Payment in any other form may delay processing or be returned to you. Purthermom,
subject to the terms of this Lease Agreement and such Schedule,the personal and only you or your authorixod agent as approved by us will remit payments to us.
intangible property described in such Schedule.The personal and intangible Property
described on a Schedule (together with all attachments, replacements, parts, 4.Product Location;Use and Repair.You will keep and use the Product only at the
substitutions, additions, repairs, and accessories incorporated in or affixed to the Product Location shown in the applicable Schodulo,You will not move the
property and any license or subscription rights associated with the property)will be Product from the location specified in the applicable Schedule or make any alterations,
collectively referred to as"Product."The manufacturer of the tangible Product shall be additions or replacements to the Product without our prior written consent, which
referred to as the "Manufacturer." To the extent the Product includes intangible consent will not be unreasonably withheld.At your own cost and expense,you will keep
property or associated services such as periodic software licenses and prepaid date base the Product eligible for any Manufacturer's certification as to maintenance and in
subscription rights,such intangible property shall be referred to as the"Software" compliance with applicable laws and in good condition,except for ordinary wear and
tear.You shall engage Ricoh,its subsidiaries or affiliates,or an independent third Party
2.Schedules;Delivery and Acceptance.Each Schedule that incorporates this Lease (the"Servicer'l to provide maintenance and support services pursuant to a separate
Agreement shall be governed by the terms and conditions of this Lease Agreement,as agreement for such purpose("Maintenance Agrerment'7. All alterations,additions or
well as by the terms and conditions set forth in such tndividual Schedule. Each replacements will become part of the Product and our property at no cost or expense to
Schedule shall constitute a complete agreement separate and distinct from this Lease us We may inspect the Product at any reasonable time.
Agreement and any other Schedule.In the event of a conflict between the terms of this
Lease Agreement and any Schedule, the terms of such Schedule shall govern and 5.Taxes and Fees.In addition to the payments under this Lease Agreement,you agree
control,but only with respect to the Product subject to such Schedule, The termination to pay all taxes, assessments, fees and charges governmentally imposed upon our
of this lease Agreement will not affect any Schedule executed prior to the effective date urcham ownership,
of such termination.%ben you receive the Product,you agree to inspect it to determine P P• Peon, leasing, renting, operation, control r use io the
it is in good working order. Scheduled Payments (as specified in the applicable Product )we aro required o file and pay property tax,you agree,at our r discretion,s to
Schedule will be on the Product delivery and giver. (a) reimburse ss for all personal property and other similar taxes and
gm cry acceptance date("Effective Date'. governmental charges associated with the ownership,Possession or we of the Product
You agree to sign and return to us a delivery and acceptance certificate(which,at our
request,may be done eloaronically)within duet(3)business days after any Product is when bided by thejurisdictions;tax or snit to us each billing period vett estimate of the
installed. pro-rated equivalent of such taxes and goveremental charges.In the event that the billing
period sums include a separately stated estimate of personal property and over similar
3. Term; Payments. The first scheduled Payment(as specified in the applicable taxes,you acknowledge and agree that such amount represents our estimate of such taxes
Schedule)("Payment')will be due on the Effective Date or such later date as we may that will be payable with respect to the Product during the term of the applicable
designate.The remaining Payments will be due on the same day of each subsequent Schedule.As compensation for our internal and external costa in the administration of
month,unless otherwise specified on the applicable Schedule.If any Payment a over taxes related to each unit of Product,you agree to pay us a"Property Tax Administrative
amount payable under any Schedule is not received within ten(10)days of its due data, Fee"in an amount not to exceed the greater of 10%of the invoiced property tax amount
you will pay to us,in addition to that Payment,a one-time late charge of 5%of the or$10 each time such tax is invoiced during the tam of the applicable Schedule,not to
overdue Payment(but in no event greater than the maximum amount allowed by exceed the maximum amount permitted by applicable law. The Property Tax
applicable law).You also agree to pay all shipping and delivery toss associated with Administrative Fee,at our sole discretion,may be increased by an amount not exceeding
the ownership or use of the Product,which amounts may be included in your Payment I0r/a thereof for each subsequent year during the term of the applicable Schedule to
or billed separately. You agree to pay$25.00 for each check returned for insuffncimt reflect our increased cost of administration and we will notify you of any such increase
funds or for any other reason.You also agree that,except as set forth in Section 18 by indicating such inereaaed amount in the relevant invoice or in mob other roamer as
below,THIS 15 AN UNCONDITIONAL,NON-CANCELABLE AGREEMENT FOR we may deem appropriate. Hwa are required to pay upfront sales or use tax and you opt
THE MINIMUM TERM INDICATED ON ANY SCHEDULE TO TFUS LEASE to pay such tax over the term of the lease and not as a lump sum at lease inception,then
AGREEMENT.All Payments to us are"net"and unconditional and are not subject to you agree to pay us a"Sales Tax Administrative Foe"equal to 3.5%of the total tax due
see off defense,counterclaim or reduction for any reason. You agree that you will per year. Sales and use tax,if applicable,will be charged until a valid sales and use tax
remit payments to us in the form of company checks(or Personal checks in the case of exemption certificate is provided to w.
sole proprietorships),direct debit or wires only. You also
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6.Warranties.We transfer to you,without recourse,for the term of each Schedule,any the Software("Software Supplier').You are responsible for entering into any Software
written warranties made by the Manufacturer or Software Supplier (as defined in License with the Software Supplier no later than the Effective Date.
Section 10 of this Lease Agreement) with respect to the Product leased or rented 11.Default.Each of the following is a"Default'under this Lease Agreement and all
pursuant to such Schedule.YOU ACKNOWLEDGE THAT YOU HAVE SELECTED Schedules:(a)you fail to pay any Payment or any other amount within thirty(30)days of
THE PRODUCT BASED ON YOUR OWN JUDGMENT AND YOU HEREBY its Clue date,(b)any representation or warranty made by you in this Lease Agreement is
AFFIRMATIVELY DISCLABv1 RELIANCE ON ANY ORAL REPRESENTATION felae or incorrect and/or you do not perform any of your other obligations under this
CONCERNING THE PRODUCT MADE TO YOU.However, if you enter into a lease Agreement or any Schedule and/or under any other agreement with us or with any
Maintenance Agreement with Servicer with respect to any Product,no provision,clause of our affiliates and this failure continues for thirty(30)days after we have notified you
Or paragraph of this I-ease Agreement shall alter,restrict,diminish or waive the rights, of it,(c)a petition is filed by or against you or any guarantor under any bankruptcy or
remedies or benefits that you may have against Servicer under such Maintenance insolvency law or a trustee,receiver or liquidator is appointed for you,any guarantor or
Agreement.WE MAKE NO WARRANTY,EXPRESS OR D5=,AS TO ANY any substantial part of your assets,(d)you or any guarantor makes an assignment for the
MATTER WHATSOEVER,INCLUDING,BUT NOT LWrED TO,THE DOLLED benefit of creditors,(e)any guarantor dies,stops doing business as a going doncem or
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR trtuufers all or substantially all of such guarantor's assets,or(f)you stop doing business
PURPOSE. AS TO US AND OUR ASSIGNEE, YOU LEASE OR RENT THE as a going concern or transfer all or substantially all of your assets.
PRODUCT"AS-IS."The only warranties,express or implied,made to you are the 12.Remedies,Ifs Default occurs,we may do one or more of the following:(a)we may
warranties(if any)made by the Manufacturer and/or Servicer to you in any documents, cancel or terminate this Lease Agreement and/or any or all Schedule,and/or any or all
other than this Lease Agreement,executed by and between the Manufacturer and/or other agreements that we have entered into with you; (b)we may require you to
Servicer and you.YOU AGREE THAT,NOTWTT'HSTANDING ANYTHING TO THE immediately pay to as,as compensation for loss of our bargain and not u a penalty,a
CONTRARY,WE ARE NOT RESPONSIBLE FOR,AND YOU WILL NOT MAKE sum equal to:(i)all past due Payments and all Other amounts then due and payable under
ANY CLAIM AGAINST US FOR, ANY CONSEQUENTIAL, SPECIAL, OR
this Lease Agreement or any Schedule;and(ii)the present value of all unpaid Payments
INDIRECT DAMAGES. for the remainder of the term of aeon Schedule plus the present value of our anticipated
7.Loss or Damage.You are responsible for any theft of,destruction of,or damage to value of the Product at the end of the initial term of any Schedule(or any renewal of such
the Product(collectively,"Loss')from any cause at all,whether or act insured,from Schedule),each discounted at a rate equal to 3%per year to the date of default,and we
the time of Product delivery to you until it is delivered to us at the end of the term of the may charge you interest on all amounts duo us from the dart of default until paid at the
Schedule.You are required to melee all Payments even u them is a Loss.You must rate of 1.5%per month,but in no event more than the maximum rale permitted by
notify the
in writing immediately i of any Lau.Then,u our option,you will either(a) applicable law.We
repay the Product so that it is in good condition and working order,eligible for any agree to apply the net proceeds(as Specified below is this Barron)of
Manufacturer's certification, any disposition of the Product to the amounts that you owe us;(c)we may require you to
(b)pay us the a age an rpedfied is$.bora 12 below,or deliver the Product to us as set forth in Section 14;(d)we or our representative may
(c)replace the Product with equipment e.tike age and capacity p oro Ricoh. peacefully repossess the Product without court order and you will not make any claims
>k Iademairy,Liability and laauraace.(a)7d the extent not prohibited by applicable
law,you agree to indemnify us,defend us and hold us harmless from all claims arising against h for damages or trespass or any other reason: rt we may exercise any and all
out of the death or bodily injury of any person or the damage,loss or destruction of any other rights or remedies available di a lender,secured party or Iesiet under the Uniform
tangible property caused or to the Prods ex Commercial Code(l w or In including,without immediately
those set fain in Article use by et.except to the nxtmt caused by our groes of the UCC,and at law o In equity,(f)we may immexnatety terminate your right to use
negligence or willlW misconduct.(b)You agree to maintain insurance to cover the The Software including the disabling(on-site or by remote communication) of any
Product for all types of loss,including,without limitation,theft,in an amount not less Software; (g) we may demand the immediate return and obtain possession of the
than the fa replacement value and you will name us as an additional insured and loss
payee on your insurance policy. In addition,you agree to maintain comprehensive Software and lien to
the Software ata public or private sale; o er may caws the
public liability insurance,which,upon our request,shall be in an amount acceptable to Software Supplier a terminate the Software wemae,support and ocher services snow
us and shall name us as an additional insured.Such insurance will provide that we will of Software License,and/or terms
at our option,coo may sell,release,pt otherwise dispose
be given thirty(30)days advance notice of any cancellation.Upon our request,you of the Product under stop tams end conditions as maybe acceptable a i t our
agree to provide us with evidence of such insurance in a form reasonably satisfactory to including You age a to pay all of our costs re sed to the
our rights against you,
us. If you fail to maintain such insurance or to provide us with evidence of such including reasonable attorneys'fees,and a8 costs/dated n the sale or disposition of frac
insurance,we may(but are not obligated to)obtain insurance in such amounts and Product including,without limitation,incidental damages ecpended in the repossession,
against such risks as we deem necessary to protect our interest in the Product. Such repair,preparation, and advertisement for sale or lease or other disposition of the
insurance obtained by us will not insure you against any claim,liability or loss related Product.If we take possession of the Product(or any Software,if applicable),we may
to your interest in the Product and may be cancelled by us at any lima. You agree to sell or otherwise dispose of it with or without notice,at a public or private disposition,
pay us an additional amount each month to reimburse us for the insurance premium and and to apply the net proceeds(after we have deducted all costs,including reasonable
an administrative fee,on which we or our affiliates may cam a pTofSt. In the event of attorneys'fees)to the amounts that you owe us. You agree that,if notice of sale is
loss or damage to the Product, you agree to remain responsible for the Payment required by law,to be given,five(5)days notice shall constitute reasonable notice.You
obligations under this Lease Agreement until the Payment obligations are fully satisfied, will remain responsible for any deficiency that is due after we have applied any such set
9.Title;Recording.We are the owner of and will hold title to the Product(except for Proceeds-
any Software).You will keep the Product free of all liens and encumbrances.Except as 13. Ownership of Product; Assignment. YOU HAVE NO RIGHT TO SELL,
reflected on any Schedule, you agree that this Lean Agreement is a true lease. TRANSFER.ENCUMBER,SUBLET OR ASSIGN THE PRODUCT OR THIS LEASE
However,if any Schedule is deemed to be intended for security,you hereby grant to us AGREEMENT OR ANY SCHEDULE WITHOUT OUR PRIOR WRITTEN CONSENT
a purchase money security interest in the Product covered by the applicable Schedule (which consent shall not be unreasonably withheld). You agree that we may sell or
(including any replacements, substitutions,additions,attachments and proceeds) as assign all or a portion of our interests in the Product and/or this Lease Agreement or any
security for the payment of the amounts under each Schedule.You authorize us to file a Schedule without notice to you even if less than all the Payments have been assigned.In
copy of this Leese Agreement and/or any Schedule as a financing statement,and you that event,the assignoe(the"Assigned)will have such rights as we assign to them but
agree to promptly execute and deliver to us any financing statements covering the none of our obligations(we will keep those obligations)and the ethis of the Assign"
Product that we may reasonably require;provided,however,that you hereby authorize will not be subject to soy caima,defenses or set offs that you may have against us. No
us to file any such financing statement without your authentication to the extent assignmeas to an Assignee will release Ricoh from any obligations Ricoh may have to
permittod by appheable law, you hereunder. 'Me Maintenance Agreement you have entered into with a Servicer will
10.Software or Intangibles.To the extent that the Product includes Software,you remain in full force and effect with Servicer and will not be affected by any such
understand and agree that we have no right,title or interest in the Software,and you assignment. You acknowledge that the Assignee did no manufacture or design the
will comply throughout the term of this Lease Agreement with any license and/or other Product and that you have selected the Manufacturer,Servicer and the Product based on
agreement("Software Ucemse')entered into with the supplier of your own judgment,
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14. Renewal; Return of Product AFTER THE MINIMUM TERM OR ANY agrees that its liability is joint and several.It is the express intent of the parties not to
EXTENSION OF ANY SCHEDULE TO TIM LEASE AGREEMENT, SUCH violate any applicable usury laws or to exceed the maximum amount of time price
SCHEDULE WELL AUTOMATICALLY RENEW ON A MONTH-TO-MONTH diflcmatial or interest,as applicable,permitted to be charged or collected by applicable
BASIS UNLESS EITHER PARTY NOTTFIBS THE OTHER IN WRITING AT LEAST law,and any such excess payment will be applied to payments in the order of maturity,
THIRTY(30)DAYS,BUT NOT MORE THAN ONE HUNDRED TWENTY(120) and any remaining excess will be refunded to you. We make no representation or
DAYS, PRIOR TO THE EXPIRATION OF TIM MINIMUM TERM OR warranty of any kind,express or implied,with respect to the legal,tax or accounting
EXTENSION OF SUCH SCHEDULE;PROVIDED,HOWEVER,THAT AT ANY treatment of this Lease Agreement and any Schedule and you acknowledge that we are
TIME DURING ANY MONTH-T'O-MONTH RENEWAL,WE HAVE THE RIGHT, an independent contractor and net your fiduciary. You will obtain your own legal,tax
UPON THIRTY(30)DAYS NOTICE,TO DEMAND THAT YOU RETURN THE and accounting advice related to this Lease Agreement or any Schedule and make your
PRODUCT TO US IN ACCORDANCE WITH THE TERMS OF THIS SECTION 14. own determination of the proper accounting treatment of this Lease Agreement or any
Notwithstanding the foregoing,nothing herein is intended to provide,mor shall he Schedule We may receive compensation from the Manufacturer or supplier of the
interpreted as providing,(a)you with a legally enforceable option to extend or renew Product in order to enable us to reduce the cost of leasing or renting the Product to you
the terms of this Lease Agreement or any Schedule,or(b)us with a legally enforceable under this Lease Agroaneut or any Schedule below what we oWerwise would charge. If
Option to compel any such extension or renewal.At the end of or upon termination of we raceimil such compensation,the reduction in the cost of leasing or renting the
each Schedule, you will immediately return the Product subject to such expired
Schedule to us(or our designee),to the location designated by us,in as good condition Product ret reflected m the Minimum Payment specified in the applicable Schedule. You
as when you received it,except for ordinary wear and tear. You will bear all shipping, authors us,our agent and/or our Assignee to obtain credit reports and make credit
de-installing,and crating expenses of the Product and will insure the Product for its full inquiries regarding you and your financial condition and to provide your information,
replacement value during shipping, You must a additional month! Pa including payment history,to our Assignee and third parties having an economic interest
P c rPP g pay Y by you n the in this Lease Agreement,any Schedule.or the Product. You agree to provide updated
same rate es them in effect ender a Schedule,until the Product is returned by you and is
received in good condition and working order by us or our designees.Notwithstanding annual and/or quarterly financial statements to us open request.
anything to the contrary set forth in this Lease Agreement,the parties acknowledge and 16.Governing Law;Jurisdiction;Waiver of Trial By Jury and Certain Rights and
agree that we shall have no obligation to remove, delete, preserve, maintain or Remedies Under The Unlform Commercial Coda YOU AGREE THAT THIS
otherwise safeguard any information,images or content retained by or resident in my LEASE AGREEMENT AND ANY SCHEDULE WILL BE GOVERNED UNDER THE
Products leased by you hereunder,whether through a digital storage device,hard drive LAW FOR THE COMMONWEALTH OF PENNSYLVANIA.YOU ALSO CONSENT
or other electronic medium("Data Management Services"). If desired,you may engage TO THE VENUE AND NON-EXCLUSIVE JURISDICTION OF ANY COURT
Ricoh to perform Data Management Services at then-prevailing rates. You LOCATED IN EACH OF THE COMMONWEALTH OF PENNSYLVANIA AND THE
acknowledge that you are responsible for ensuring your own compliance with legal STATE WHERE YOUR PRINCIPAL PLACE OF BUSINESS OR RESIDENCE IS
requirements in connection with data retention and protection and that we do not LOCATED TO RESOLVE ANY CONFLICT UNDER THIS LEASE AGREEMENT.
provide legal advice or represent that the Products will guarantee compliance with such THE PARTIES TO THIS LEASE AGREEMENT EACH WAIVE THE RIGHT TO
requirements. The selection,use and design of any Data Management Services,and TRIAL BY JURY IN THE EVENT OF A LAWSUIT,TO THE EXTENT PERMITTED
any decisions ansing with respect to the deletion or storage of data,as well u the loss BY APPLICABLE LAW,YOU WANE ANY AND ALL RIGHTS AND REMEDIES
of any data resulting therefrom,shall be your sole and exclusive respousibility. CONFERRED UPON A CUSTOMER OR LESSEE BY ARTICLE 2A OF THE UCC
15.Miscellaneous.It is the intent of the parties that this Luse Agreement and any THAT YOU MAY HAVE AGAINST US (BUT NOT AGAINST ThiE
Schedule chap be deemed and constitute a"finance lease" as defined under and MANUFACTURER OF THE PRODUCT). TO HEIS THE GOVERNMENT FIGHT
governed by Article 2A of the UCC,ORAL AGREEMENTS OR COMMITMENTS THE FUNDING OF TERRORISM AND MONEY LAUNDERING ACTIVITIES,
TO LOAN MONEY,EXTEND CREDIT OR TO FORBEAR FROM ENFORCING FEDERAL LAW REQUIRES ALL FINANCIAL INSTITUTIONS TO OBTAIN,
REPAYMENT OF A DEBT INCLUDING PROMISES TO EXTEND OR RENEW VERIFY AND RECORD INFORMATION THAT IDENTIFIES EACH PERSON WHO
SUCH DEBT ARE NOT ENFORCEABLE.YOU AGREE THAT THE TERMS AND OPENS AN ACCOUNT. WHAT TIES MEANS FOR YOU: WHEN YOU OPEN AN
CONDITIONS CONTAINED IN THIS LEASE AGREEMENT AND IN EACH ACCOUNT, WE WILL ASK FOR YOUR NAME, ADDRESS AND OTHER
SCHEDULE MAKE UP THE ENTIRE AGREEMENT BETWEEN US REGARDING INFORMATION THAT WILL ALLOW US TO IDENTIFY YOU. WE MAY ASK TO
THE LEASING OR RENTAL OF THE PRODUCT AND SUPERSEDE ALL PRIOR SEE IDENTIFYING DOCUMENTS.
WRITTEN OR ORAL COMMUNICATIONS, UNDERSTANDINGS OR 17.Counterparts;Facsimiles.Each Schedule may be executed in counterputs.The
AGREEMENTS BETWEEN THE PARTIES RELATING TO THE SUBJECT counterpart which has our original signature and/or is in our possession or control&hall
MATTER CONTAINED HEREIN, INCLUDING, WiTHOUf LIMITATION, constitute chattel paper as that term is defined in the UCC and shall constitute the
PURCHASE ORDERS.Any purchase order,or other ordering documents,will not original aeemwt for all es,including,without Limitation, a an hearin mint
modify or affect this Lease Agreement or any Sehedulc,nor have any other legal effect t to s e, on,() Y S•
or proceeding with respect to such Schedule,and(b)any determination as to vAilch
and shall save only the purpose of identifying the equipment ordered.You authorize us version of such Schedule constitutes the single true original item of chattel paper under
to supply any missing "configure to order" number ("CTO'!, other equipment the UCC. If you sign and transmit a Schedule to us by facsimile or other electronic
identification numbers (including, without limitation, serial numbers), tramsmisaion,the facsimile or such electronic transmission of such Schedule, upon
agreement/scbedule identification numbers anNor dates in this Lease Agreement or any execution by us(manually or electronically,as applicable),shall be binding upon the
Schedule.You acknowledge that you have not been induced to enter into this Luse parries. You agree that the facsimile or other electronic transmission of a Schedule
Agreement by any representation or warranty not expressly set forth in this Lease
Agreement.Neither this Lease Agreement nor any Schedule is binding on us until we containing Your tiigned or other electronically he originalted
signature,which l manually
sign it.Any change in any of the terms and conditions of this Lease Agreement or any in electronically t Lima ti us,shall constitute the original Section,
o for agree
purposes,
Schedule must be in writing and signed by us.If we delay or fail m enforce any of its including,apo without limitation,those rt of such
above in flus Section.You agree ro deliver
rights under this Lease Agreement with respect to any or all Schedules,we will still be to us upon tar request the counterpart of such Schedule containing your original manual
able to enforce dense rights at a later time.All notice shall be given in writing and seat signature.
either(a)by certified mail or recognized overnight delivery service,postage prepaid, 13. State and Local Covernmeat Provisions. If the Customer is a State or political
addressed to the party receiviag the notice at the address shown on the front of this subdivision of a State,as thoac terms are defined in Section 103 of the Internal Revenue
Lease Agreement. or(b)by facsimile transmission, with oral confirmation,to the Code,the following additional terms and conditions shall apply
facsimile number shown below such parry's signature on this Lease Agreement.Either (a)Essentiality.Dcahmg the term of this Luse Agreement and any Schedule,the Product
party may change its address or facsimile number by giving written notice of such wW be used solely for the purpose of performing one or more governmental or
change to the other parry.Notices shall be effective oa the date seat.Each of our proprietary functions consistent with the permissible scope of your authority. You
respective rights and indemnities will survive the termination of this Lease Agreetneat represent and warrant that the use of the Product is essential to performing such
and each Schedule,If more than one customer has signed this Lease Agreement or any governmental or Proprietary functions.
schedule,each custom"
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(b)Non-Approp�iatiew'No"ubstitution.(i)If all of the following shall occur:(A) made.The parties acknowledge that appropriation for rentals is a governmental function
your governing body fails to appropriate Sufficient monies in any fiscal period for to which you cannot contractually commit yourself in advance and this Lease Agreement
rentals and other payments coming due under a Schedule to this Lear Agreement in shall not constitute such a commitment.To the extent permitted by law,the person or
the next succeeding fiscal period for any equipment which will perform services and entity in charge of preparing your budget will include in the budget request for each
functions which in whole or in part are essentially the same services and functions fiscal year during the term of each Schedule,respectively,to this Lease Agreement an
performed by the Product covered by any such Schedule, (B)other fiords are not amount equal to the rentals(to be used for such rentals)to become due in such fiscal
available for such payments,and(C)the non-appropriation of Rands did not result from year,and will use all reasonable and lawful means available to secure the appropriation
any act or failure to act on you part,than a'Tion-Appropriation"shall be deemed to of money for such fiscal year sufficient to pay all rentals coming due doming such fiscal
have occurred. (ii) If a Non-Appropriation occurs, then: (A) you must give us year,
immediate notice of such Non-Approptiadon and provide written notice of such failure
by you governing bodyat least sixty (d)Authority and Authorization-subdivision
oato You represent and warrant to us that:(A)you aro
xry(60)days prior o the Sod of the them current fiscal a State or political rubdivision of a State,as hose terms are defined in Section 103 of the
year or if Non-Appropriation has not occurred by such date,immediately upon Non.
Internal Revenue Code;(13)you have the power and authority to enter into this Lease
Appropriation,(B)no later than the last day of the fiscal year for which appropriations Agreement and all Schedules to this Lase Agreement;(C)this Lease Agreement and all
were made for the rental due under any Schedule to this Lase Agreement(the"Return Schedules to this Lease Agreement have been duly authorized,executed and delivered by
Date"),you shall return to us all,but not less than all,of the Product covered by such u and constitute valid,legal and binding agreement(s) enforceable against you in
you Schedule to this Lease Agreement,at your sole expense, accordance with the terms accordance with their terms;and(D)no further approval,consent or withholding of
hereof,and(C)any Schedule to this Luse Agreement shall terminate on the Return
Date without penalty or expense to you and you shall not be obligated to pay the Metals objections is required from any governmental authority with respect to this Lease
beyond such fiscal year,provided that(x)you shall pay any and all rentals and other Agreement or any Schedule to this Lease Agreement.(ice)if and to the extent required by
payments due up through the end of the lava day of the fiscal year for which its,you agree to provide us with an opinion of independent counsel(who shall be
appropriations were made and(y)you shall pay month-to-month rent at the rate set reasonably acceptable to us)confirming the foregoing and other related matters,in form
forth in any such Schedule for each month or part thereof that you fail to return the and substance sompable to us.(iii)You agree to take all required actions and to file all
Product as required hereim.(iii)Upon any such Non-Appropriation,upon our request, necessary forms,including IRS Forms 8038-G or 8038-GC,as applicable,to preserve the
you will provide,upon our request,an opinion of independent counsel(who shall be ]aax exempt status of this Lease Agreement and all Schedules thereto. (iv)You agree to
reasonably acceptable to us),in form reasonably acceptable to us,confirming the Non- provide us with any other documents that we may reasonably request in connection with
Appropriation and providing reasonably sufficient proof of ouch Non-Appropriation, the foregoing and this Lease Agreement.
(c) Funding Intent- You represent and warrael to us that you presently intend to (e)Assignment. You agree to acknowledge any assignment to the Assignee in writing,
continue this Lease Agreement and any Schedule hereto for the eosin term of such if to requested,and,if applicable,to keep a complete and accurate record of all such
Schedule and to pay all rentals relating to such Schedule and Io do all things lawfully assignments in a manner that complies with Section 149(x)of the Internal Revenue Code
within your power to obtain and maintain funds from which the rentals and all other and the regulations promulgated thereunder.
payments owing under such Schedule may be
IN WITNESS WHF.REO , e 'c have excanod Lease Agreement as'cf the dates sex forth below.
THE PERSON SIGNING E AGREE BEHALF OF THE CUSTOMER REPRESENTS THAT HE/SHE HAS THE AUTHORITY TO DO 80,
CUSTOMER Accepted by: RICOH USA INC
By. X By.
Authorized S1 u Signal - Authorized gnar gn r
Printed Name: Printed Name:
Tide: Date: Title: Desk:
Facsimile Number: Facsimile Number:
IJ G
OPERKFIONS SPECIALIST
MSIT SE MA 02.13 Ricoh and the Ricoh Logo are regWrad aadamarb of Ricoh Comp-y,Ltd. itp 4 0/4
07/31/2016 22:56 PM 19863636
THIS IS A COPY
DocuSign Envelope ID:5AB93122-AE82-4DFB-AB82-3EC89E79BDF3 This is a copy view of the Authorative Copy held
by the designated custodian
Ricoh USA,Inc.
70 alley Stream Parkway
RICOH Mall vern,PA 19355
Product Schedule 1028909ML
Product Schedule Number:
1028909
Master Lease Agreement Number:
This Product Schedule (this "Schedule") is between Ricoh USA, Inc. ("we" or `us") and JEFFERSONVILLE CITY OF
as customer or lessee("Customer" or"you"). This Schedule constitutes'a"Schedule," "Product
Schedule," or "Order Agreement," as applicable, under the aster Lease Agreement (together with any amendments,
attachments and addenda thereto,the"Lease Agreement")identified above,between you and * All terms and conditions of
the Lease Agreement are incorporated into this Schedule and made a part hereof. If we are not the lessor under the Lease Agreement, then, solely for purposes of this
Schedule, we shall be deemed to be the lessor under the Lease Agreement. It is the intent of the parties that this Schedule be separately enforceable as a complete and
independent agreement,independent of all other Schedules to the Lease Agreement.
*RICOH USA INC (FKA IKON OFFICE SOLUTIONS INC)
CUSTOMER INFORMATION
[JEFFERSONVILLE CITY OF Corrie Barkman
usiomer(Bill To) Billing Contact Name
500 QUARTERMASTER CT RM 300 500 QUARTERMASTER CT RM 300
Product Location Address Billing Address(if different from location address)
JEFFERSONVILLE IN 47130-3672 JEFFERSONVILLE IN 47130-3672
City County State Zip city County State Zi
Billing Contact Telephone Number Billing Contact Facsimile Number Billing Contact E-Mail Address
(812)285-6425 cbarkman@cityo5eff.net
PRODUCT/EQUIPMENT DESCRIPTION("Product")
Qiy Product Description:Make&Model Qty Product Description:Make&Model
1 RICOH MP401 SPF BRANDING SET
PAYMENT SCHEDULE
Minimum Term Minimum Payment Minimum Payment Billing Frequency Advance Payment
(mt Monthly ❑1st Paymcnt
❑ Quarterly ❑1 st&Last Payment
22
$81.92 ❑ Other: ❑Other:
Saes•rax Exempt: []YES(Attach Exemption Certificate) Customer Billing Reference Number(P.0,0,etc.)
Addendum(s)attached:❑ YES (check if yes and indicate total number of pages: )
TERMS AND CONDITIONS
) The first Payment will be due on the Effective Date. If the Lease Agreement uses the terns"Lease Payment"and"Commencement Date" rather than"Payment" and
"Effective Date,"then,for purposes of this Schedule,the term"Payment"shall have the same meaning as"Lease Payment,"and the term"Effective Date"shall have the
same meaning as"Commencement Date."
2 You, the undersigned Customer, have applied to us to rent the above-described Product for lawful commercial (non-consumer) purposes. THIS IS AN
UNCONDITIONAL, NON-CANCELABLE AGREEMENT FOR THE MINIMUM TERM INDICATED ABOVE, except as otherwise provided in any non-
appropriation provision of the Lease Agreement,if applicable.If we accept this Schedule,you agree to rent the above Product from us,and we agree to rent such Product
to you, on all the temis hereof, including the teams and conditions of the Lease Agreement. THIS WILL ACKNOWLEDGE THAT YOU HAVE READ AND
IS D
UNDERSTAND THULE AND THE LEASE AGREEMENT AND HAVE RECEIVED A COPY OF THIS SCHEDULE AND THE LEASE
AGREEMENT.
3 Additional PrnVi5i0 s(i an are:
THE PERSON SIG IN HIS SCHEDULE 01 BEHALF OF THE CUSTDOMMER REPRESENTS THATHEJHAS THE AUTHORITYTO DO SO.
CUSTOMER A toy SA,INC.
By:X By6U N
Authorized Sign si narorr Aurhorizrd 'goer s,jr—r rr
Printed Name: r Primed Nameffi
E69C1CAB8749a... MANSOOR KHAN
Title: Title:
/. / Funding Speeilist Date. 8/11/2016
Date:
07/31/2016 22:56 PM 19863636 0111 M VpPly,Wr ffi'l M 01 II I
LSEADD PS D4.12 Ricoh®and the Ricoh Logo are registered trademarks of Ricoh Company,Ltd. Page I of I