HomeMy WebLinkAboutCBS Contract for Finance City of Jeffersonville
Government Contract Coversheet
Please note: All information MUST be completely filled out and submitted to Clerk's Office
within 48 hrs of execution.
Date Submitted to Clerk: 2/11/2026
Department: Finance
Vendor Name: CBS Total Technology
Sign Date: 2/3/2026
Ending Date: 2/3/2030
Amount of Original Contract: $539.86 Monthly
Is this an amendment or change order
to original contract? Yes or No
Amended Contract Amount:
Purpose: 8 Desktop copier, printer, scanners- 1 Workgroup
copier, printer, scanner(4 year lease)
For Clerk's Office to fill out
Date uploaded to Gateway:
Dealer:
.:,
ilsa• cBs Central Business Systems,Inc.
•■n
•
ear 3138 Custer Drive I Suite 210
eI! Lexington,KY 40517
Total Technology
Phone(859)276-1690
Sales Order Agreement
Customer:
Date 1/29/2026
City of Jeffersonville
500 Quartermaster Ct S.IN 47130-3672 Buyer 0
Jeffersonville IN 47130-3672 P.O.# 0
Sales Rep Don Grant
Tax Exempt ID
Ship To Bill To
City of Jeffersonville City of Jeffersonville
500 Quartermaster Ct Ste 300 500 Quartermaster Ct Ste 300
Jeffersonville,IN 47130-3672 Jeffersonville,IN 47130-3672
Contact: Heather Metcalf Billing Contact: Heather Metcalf
Phone/Fax: (812)285-6492 Phone/Fax: (812)285-6492 0
Email hmetcalf@cityofjeff.net Email hmetcalf@cityofjeff.net
Purchase Order: 0 Approx Delivery Date:
Account Type: Upgrade Lease Months: 48 Monthly Pmnt: $539.86
B/W CPP 0.009 Color CPP 0.0529 BAN Base 0 Color Base 0
BAN Printer CPP 0.0128 Color Printer CPP 0 BAN Printer Base 0 Color Printer Base 0
Quantity Product# Description
1 BP-71C45 BP-71C45 45 PPM B&W/45 PPM Full-Color Workgroup Document System
1 BP-DE13 BP-71C45 Stand 2 x 550 Sheet Drawers
1 BP-LC10 BP-71C45 Large Capacity Cassette 3000 sheets
1 BP-FX11 BP-71C45 Fax Expansion Kit
1 BP-FN18 BP-71C45 Stapling Inner Finisher
1 AR-D5133NT BP-71C45 Power Filter
1 BP50CTonerKlt BP-71C45 Toner Kit
8 MX-B468F MX-B468F 46 PPM Monochrome Desktop MFP
Comments/Special Instructions
Time Stairs/Count Elevator Con° `. Delivery Type Ship-To ID
Yes/0 Yes Yes Truck w/Lift Gate Lou
Delivery Instructions
0
Special Terms
Included Training Basic training on equipment/software is included up to a max of 2 hrs.Additional training time may be purchased.
Software Renewals
Block Software Support ❑Yes (]No `If"Yes"is selected,see accompanying form."No"indicates customer has agreed to Time&Materials billing for software support
Maintenance Agreement 2 Yes ❑No lit"Yes"is selected,see Terms&Conditions on separate Service Agreement."No"indicates service coverage declined.
The terms and conditions appearing on the face and the attached page titled"CBS Sales Order Agreement Terms and Conditions"correctly set forth the entire agreement between the parties. The terms and
conditions contained herein include limitations of warranty,exclusion of consequential and other special damages and other limitations of liability. Customer acknowledges by its signature that it has read and
understands it and that it constitutes the entire agreement,understandings,and representations.express or implied,between Customer and Dealer,with respect to equipment,hardware,software,services,
supplies,media,or documentation furnished• to be furnished hereunder and that this agreement supersedes all prior communications between the parties including all oral or written proposals. By executing
this agreement,I acknowledge that ave e d and understand this agreement and certify that l am authorized to execute this agreement on behalf of Customer.
Customer Acceptance Dealer Representative
Authorized Signature . Date Signature Date
X -1/1-P-- I C-194r\- X�/3, la
Print Name Title Customer Email Address
/XE 77)002e_ x r720 y02 riD/r)ockee C/ ,,Zie /7e.
CBS Sales Order Agreement Terms and Conditions
1.References made to"Dealer"shall mean Central Business Systems,Inc. References made to"Customer"shall mean the Customer named in the Customer Ship To and Customer
Bill To boxes on the front page of this Agreement.
2.If the equipment listed on the front of this Agreement is leased then the terms and conditions of the lease agreement will control all aspects of the lease and this Agreement will
control how the equipment,services and supplies are to be delivered,installed,used and operated.If maintenance is included with the lease payment and billed by the Lease
Company,and the Lease Company at any point ceases to bill and pass through payment of othe maintenance portion,the Dealer has the right to take over billing maintenance directly
to the customer.
3.Invoices shall be due and payable by the Customer within(30)thirty days for all equipment,hardware,software,professional services,accessories,and initial supplies purchased
pursuant to this Agreement,herein referred to as the"Goods and Services".Invoices for ongoing supply orders are due within(15)fifteen days.Customer shall pay all applicable sales
tax,installation and freight charges.Failure to pay invoices by the due date will result in late fees and finance charges being assessed at a monthly rate of 8.0%.These charges will
continue to be assessed at the same rate each month the invoice remains unpaid.Customer shall pay a$100.00 service charge on any and all returned checks.Customer shall pay
all collection expenses incurred by Dealer,including but not limited to,court and attorney's fees.
4.Taxes.Customer shall be responsible for all sales tax,use tax or other taxes(including without limitations personal property taxes assessable on the equipment)and fees charged
relative to this Agreement.Customer agrees to reimburse Dealer for all amounts paid or payable by Dealer in discharge of the forgoing taxes.Customer shall not be responsible for
taxes based on Dealer's gross or net income.
5.Default.If Customer is in default of any term or condition,Dealer may cancel this Agreement in whole or part at any time upon ten(10)day's written notice and any amount due to
Dealer will be invoiced and is payable upon receipt.Any amounts due to the Customer will be applied to any unpaid invoices prior to refund.
6.Business Purpose.Customer warrants and represents that the Goods and Services will be used for business purposes,and not for personal,family,or household purposes.
7.Availability.Customer agrees that the Goods and Services are subject to availability.Dealer reserves the right to substitute models of like specification.Dealer may cancel any order
or any part of an order without cause at any time and without penalty,and Dealer's sole obligation shall be to return any down payment paid by customer.
8.Delivery and Installation.Dealer shall use its standard packaging.Dealer shall choose the method of delivery;Dealer reserves the right to deliver the Goods and Services in
installments.Customer will pay an invoice when due,without regard to delivery or non-delivery of subsequent installments.Delay in delivery of any installments shall not relieve
Customer of its obligations to accept remaining installments.Equipment shall be installed in accordance with manufacturer's specifications.At Customers sole cost and expense,
Customer shall insure that equipment is placed in an environment that conforms with the manufacturer's specifications and requirements and will bear all costs and expenses for any
additional necessities required for installation such as network connectivity,telephone and electrical wiring,remodeling,and noise and power filters.Any electrical work external to the
equipment(i.e.associated peripheral equipment,power,transmission and phone lines)and equipment line cord is not covered by this Agreement.
9.Title and risk of loss.Risk of loss shall pass to Customer when the Goods and Services are placed in the hands of the carrier.For Goods and Services purchased outright,title will
pass to Customer upon payment in full.
10.Security Interest.Dealer expressly reserves a security interest in the Goods and Services until payment in full has been collected and Customer agrees to notify Dealer prior to
relocation of any Goods and Services for which Dealer has a security interest.Customer shall execute any other document,induding a financing statement or other document similar
to the UCC-1,necessary to protect Dealer's security interest in the Goods and Services.Customer authorizes Dealer to file at Customers expense any financing statement relating to
the Goods and Services without Customers signature except where prohibited by law.
11.Warranties.Dealer warrants and represents that the Goods and Services sold by Dealer will conform to the manufacturer's description and specifications and be free from defects
in material and workmanship for ninety(90)days from the date of this purchase or lease.Within this period Dealer will repair said equipment without charge for parts and labor.This
ninety(90)day period will not cover supplies.Dealer makes no other express or implied warranties and all other warranties are specifically excluded,including any warranty as to
merchantability or fitness for particular or special purposes.Dealer shall under no circumstances be liable for any special,exemplary,punitive,incidental or consequential damages
regardless of the cause.
12.Dealers Liability is limited to the cost of purchased Goods and Services by the Customer from Dealer.Dealer shall not be liable for any special damages,including but not limited
to damages due to loss of data or information of any kind,loss of or damage to revenue,profits or goodwill,damages due to interruption of business,damage to customer's computers
or networks.
13.Remedy Limitations.The Goods and Services shall not be returned to Dealer for credit without Dealer's prior written consent.If consent is granted,no credit will be given after
fourteen(14)days from the date of the invoice.All returns for credit within fourteen(14)days are subject to a 25%restocking fee.All costs of return shall be the responsibility of the
Customer.Customer's exclusive remedy for breach of warranty shall be replacement or repair of the item or non-conforming parts at the option of Dealer.
14.Warranty Service.To obtain warranty service,Customer must call Dealer's Customer Service at(800)648-2599. If product is to be shipped back for warranty service then
Customer should package all Goods and Services adequately and should properly insure the Goods and Services.Dealer shall not be responsible for damage to the Goods and
Services in transit.The Goods and Services will be returned to and from Customer by method and carrier chosen by Dealer.
15.Assignment.This agreement shall not be assigned by Customer without Dealer's express written consent.
16.All notices required to be given under this Agreement shall be in writing and shall be sent by U.S.first class mail to the parties at the address listed on this Agreement.
17.Indemnification.Customer shall bear all risk of theft,loss or damage not caused by gross negligence act of Dealer's employees or agents,to all Goods and Services installed
under this Agreement.Customer agrees to indemnify,defend and hold harmless Dealer,its officers,directors,employees and agents from all loss,liability,claims or expenses
(including reasonable attorneys'fees)arising from or customers use of the Goods and Services,including but not limited to liabilities arising from bodily injury,including death,or
property damage to any person,unless caused solely as the result of a gross negligent act by Dealer.
18.Dealer shall indemnify Customer against any costs,losses,damages or liability incurred by Customer as the result of any third party's claim of infringement of its patent,copyright
trademark which claim arises out of the use of the Goods and Services by Customer.Customer shall immediately notify Dealer in writing of such claim or demand.Dealer shall have the sole
right to control,and defense,thereof,and Customer agrees that it will not settle any such claim against itself without the prior written consent of Dealer.Provided however,that Dealer shall not
indemnify Customer with respect to any claim relating to product(s)which is/are manufactured according to Customers instructions,or modified by Customer or combined with other non-Dealer
products,equipment,systems and/or processes,Failure of Customer to provide timely notification of claim to Dealer shall relieve Dealer of its obligation to indemnify Customer.
19.Force Majeure.Neither party shall be responsible for delays or failure in performance of this Agreement(other than failure to make payment)to the extent that such party was hindered in its
performance by act of God,civil commotion,labor dispute,or any other occurrence beyond its reasonable control.
20.Severability. If any provision of this Agreement shall be unlawful,void or for any reason unenforceable,then that provision shall be deemed severable form this Agreement and shall not
affect the validity and enforceability of the remaining provisions of this Agreement.
21.Applicable Law.This Agreement shall be governed by the laws of the State of Kentucky and the Uniform Commercial Code as adopted therein without regard to choice of law principles.In
the event of litigation or other proceedings by Dealer to enforce or defend any term or provision of this Agreement Customer agrees to pay all costs and expenses sustained by Dealer,
including but not limited to,reasonable attorney's fees.
22.Dealer's Agents.Customer acknowledges that it has been advised that no agent,employee,or representative of Dealer has any authority to bind Dealer to any affirmation promise,
representation,or warranty concerning any Goods and Services,and unless such affirmation,promise,representation,or warranty is specifically set forth in this Agreement it does not form a
basis of this bargain and shall not be enforceable against Dealer.
23.Customer Documentation.Customer agrees that any purchase order or other documentation issued to Dealer covering the Goods and Services is issued for Customer's internal use only,
and any conditions contained therein shall not modify or add to the terms and conditions of this Agreement.
24.Acceptance.This Agreement and its terms and conditions shall not take effect until accepted and executed by an authorized Dealer representative at Dealer's offices in the State of
Kentucky.
25.Entire Agreement.This instrument,and any attachments hereto,is the entire Agreement between Customer and Dealer and supersedes any proposal or prior agreement,oral or written,
and any other communications relating to the subject matter of this Agreement.The terms and conditions of this Agreement shall supersede any terms and conditions which may be contained
on any purchase order or other document which may be issued by Customer.This Agreement shall not be binding unless and until accepted and approved by authorized Dealer representative.
I
COST PER IMAGE AGREEMENT
GREATAMERICA FINANCIAL SERVICES CORPORATION
_ PAYMENT ADDRESS:
GreatAmerica PO BOX 660831 DALLAS TX 75266-0831
AGREEMENT NO.:3232495
CUSTOMER ("YOU"OR"YOUR")
FULL LEGAL NAME Jeffersonville, City of
ADDRESS: 500 Quartermaster Ct Jeffersonville, IN 47130-3672
VENDOR (VENDOR IS NOT OUR AGENT AND IS NOT AUTHORIZED BY US TO ACT ON OUR BEHALF OR TO WAIVE OR ALTER ANY PROVISION OF THIS AGREEMENT)
Central Business Systems, Inc. Lexington, KY
EQUIPMENT AND PAYMENT TERMS 0 SEE ATTACHED SCHEDULE
NOT BEGINNING METER MONTHLY IMAGE EXCESS PER IMAGE
FINANCED READING ALLOWANCE CHARGE(PLUS TAX)
TYPE,MAKE,MODEL NUMBER,SERIAL NUMBER, UNDER THIS
AND INCLUDED ACCESSORIES AGREEMENT B&W COLOR B&W COLOR B&W COLOR
1 Sharp BP-71C45 Copier ❑ 0 0 .009 .059
8 Sharp MX-B468F Copiers ❑ 0 -- .0128 --
TOTAL CONSOLIDATED MONTHLY IMAGE ALLOWANCE AND EXCESS PER IMAGE CHARGES(IF CONSOLIDATED)
EQUIPMENT LOCATION:As Stated Above METER FREQUENCY:Monthly
TERM IN MONTHS: 48 MONTHLY BASE PAYMENT AMOUNT: $539.86 (*PLUS TAX)
PURCHASE OPTION*: Fair Market Value
CONTRACT
THIS AGREEMENT IS NON-CANCELABLE AND IRREVOCABLE.IT CANNOT BE TERMINATED.PLEASE READ CAREFULLY BEFORE SIGNING.THIS AGREEMENT AND ANY CLAIM
RELATED TO THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF IOWA.ANY DISPUTE WILL BE ADJUDICATED IN A FEDERAL OR STATE COURT IN
LINN COUNTY,IOWA. YOU HEREBY CONSENT TO PERSONAL JURISDICTION AND VENUE IN SUCH COURTS AND WAIVE TRANSFER OF VENUE. EACH PARTY WAIVES ANY
RIGHT TO A JURY TRIAL.
CUSTOMER'S AUTHORIZED SIGNATURE
BY SIGNING THIS PAGE,YOU REPRESENT TO US THAT YOU HAVE RECEIVED A D A THE ADD IONAL TERMS AND CONDITIONS APPEARING ON THE SECOND PAGE OF
THIS TWO-PAGE AGREEMENT.THIS AGREEMENT IS BINDING WHEN WEE CU T I AGRE ME AND PAY FOR THE
(As Stated Above) X74 —yti. I (' / Cike" / 7 l00 _� c/�/a7
CUSTOMER IGNATURE PRINT NAME&TITLE/"Ml cveTE
OWNER("WE","US","OUR") J
GreatAmerica Financial Services Corporation
OWNER SIGNATURE PRINT NAME&TITLE DATE
VG03AM(TL)_0320 01/26/26 PAGE 1 OF 2 210
ADDITIONAL TERMS AND CONDITIONS
AGREEMENT.You want us to now pay your Vendor for the equipment and/or software referenced herein,excluding equipment marked as not financed under this Agreement("Equipmenr)and the amounts your
Vendor included on the invoice to us for the Equipment for related installation,training,and/or implementation costs,and you unconditionally agree to pay us the amounts payable under the terms of this agreement
("Agreement")each period by the due date.This Agreement will begin on the date the Equipment is delivered to you or any later date we designate. If we do not receive by the due date,at the remittance address
indicated on your invoice,any amount payable to us,you will pay a late charge equal to:1)the greater of ten(10)cents for each dollar overdue or twenty-six dollars($26.00);or 2)the highest lawful charge,if less.
NET AGREEMENT.THIS AGREEMENT IS NON-CANCELABLE FOR THE ENTIRE AGREEMENT TERM.YOU UNDERSTAND WE ARE PAYING FOR THE EQUIPMENT BASED ON YOUR UNCONDITIONAL
ACCEPTANCE OF IT AND YOUR PROMISE TO PAY US UNDER THE TERMS OF THIS AGREEMENT,WITHOUT SET-OFFS FOR ANY REASON,EVEN IF THE EQUIPMENT DOES NOT WORK OR IS
DAMAGED,EVEN IF IT IS NOT YOUR FAULT.
IMAGE CHARGES AND OVERAGES. You are entitled to make the total number of images shown under Image Allowance(or Total Consolidated Image Allowance,if applicable)each period during the term of this
Agreement.If you make more than the allowed images in any period,you will pay us an additional amount equal to the number of the excess images made during such period multiplied by the applicable Excess Per
Image Charge.Regardless of the number of images made in any period,you will never pay less than the Base Payment Amount.You agree to provide us or the Vendor with the actual meter readings on any business
day as designated by us or the Vendor,provided that we may estimate the number of images used if such meter readings are not received within five days after being requested.We will adjust the estimated charge
for excess images upon receipt of actual meter readings.You agree that the Base Payment Amount and the Excess Per Image Charges may be proportionately increased at any time if Vendor's estimated average
page coverage is exceeded.After the end of the first year of this Agreement and not more than once each successive twelve-month period thereafter,the Base Payment Amount and the Excess Per Image Charges
(and,at our election,the Base Payment Amount and Excess Per Image Charges under any subsequent agreements between you and us that incorporate the terms hereof)may be increased by a maximum of 10%of
the then existing payment or charge.Images made on equipment marked as not financed under this Agreement will be included in determining your image and overage charges.
EQUIPMENT USE.You will keep the Equipment in good working order,use it for business purposes only,not modify or move it from its initial location without our consent,and bear the risk of its non-compliance with
applicable laws.You agree that you will not take the Equipment out of service and have a third party pay(or provide funds to pay)the amounts due hereunder.You must resolve any dispute you may have concerning
the Equipment with the manufacturer or Vendor.You will comply with all laws,ordinances,regulations,requirements and rules relating to the use and operation of the Equipment.
VENDOR SERVICES.Payments under this Agreement may include amounts you owe your Vendor under a separate arrangement(for maintenance,service,supplies,etc.),which amounts may be invoiced by us on
your Vendor's behalf for your convenience.You will look solely to your Vendor for performance under any such arrangement or to address any disputes arising thereunder.
SOFTWARE/DATA.Except as provided in this paragraph,references to"Equipment'include any software referenced above or installed on the Equipment.We do not own the software and cannot transfer any
interest in it to you.We are not responsible for the software or the obligations of you or the licensor under any license agreement.You are solely responsible for protecting and removing any confidential data/images
stored on the Equipment prior to its return for any reason.
NO WARRANTY.WE MAKE NO WARRANTIES,EXPRESS OR IMPLIED,INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.YOU HAVE ACCEPTED THE
EQUIPMENT"AS-IS".YOU CHOSE THE EQUIPMENT,THE VENDOR AND ANYIALL SERVICE PROVIDER(S)BASED ON YOUR JUDGMENT.YOU MAY CONTACT YOUR VENDOR FOR A STATEMENT OF
THE WARRANTIES,IF ANY,THAT THE MANUFACTURER OR VENDOR IS PROVIDING.WE ASSIGN TO YOU ANY WARRANTIES GIVEN TO US.
ASSIGNMENT.You may not sell,assign or sublease the Equipment or this Agreement without our written consent.We may sell or assign this Agreement or our rights in the Equipment,in whole or in part,to a third
party without notice to you.You agree that if we do so,the assignee will have our rights but will not be subject to any claim,defense,or set-off assertable against us or anyone else.
LOSS OR DAMAGE.You are responsible for any damage to or loss of the Equipment.No such loss or damage will relieve you from your payment obligations hereunder.We are not responsible for,and you will
indemnify us against,any claims,losses or damages,including attorney fees,in any way relating to the Equipment or data stored on it This indemnity will survive the expiration of this Agreement In no event will we
be liable for any consequential or indirect damages.
INSURANCE.You agree to maintain commercial general liability insurance acceptable to us.You also agree to:1)keep the Equipment fully insured against loss at its replacement cost,with us named as loss payee;
and 2)provide proof of insurance satisfactory to us no later than 30 days following the commencement of this Agreement,and thereafter upon our written request.If you fail to maintain property loss insurance
satisfactory to us and/or you fail to timely provide proof of such insurance,we have the option,but not the obligation,to secure property loss insurance on the Equipment from a carrier of our choosing in such forms
and amounts as we deem reasonable to protect our interests.If we secure insurance on the Equipment,we will not name you as an insured party,your interests may not be fully protected,and you will reimburse us
the premium which may be higher than the premium you would pay if you obtained insurance,and which may result in a profit to us through an investment in reinsurance.If you are current in all of your obligations
under the Agreement at the time of loss,any insurance proceeds received will be applied,at our option,to repair or replace the Equipment or to pay us the remaining payments due or to become due under this
Agreement,plus our booked residual,both discounted at 3%per annum.
TAXES.We own the Equipment.You will pay when due,either directly or by reimbursing us,all taxes and fees relating to the Equipment and this Agreement.Sales or use tax due upfront will be payable over the term
with a finance charge.
END OF TERM.At the end of the term of this Agreement(or any renewal term)(the"End Date"),this Agreement will renew month to month unless a)we receive written notice from you,at least 30 days prior to the
End Date,of your intent to return the Equipment,and b)you timely return the Equipment to the location designated by us,at your expense.If a Purchase Option is indicated above and you are not in default on the
End Date,you may purchase the Equipment from us"AS IS"for the Purchase Option price.If the returned Equipment is not immediately available for use by another without need of repair,you will reimburse us for all
repair costs.You cannot pay off this Agreement or return the Equipment prior to the End Date without our consent.If we consent,we may charge you,in addition to other amounts owed,an early termination fee equal
to 5%of the amount we paid for the Equipment.
DEFAULT/REMEDIES.If a payment becomes 10+days past due,or if you otherwise breach this Agreement,you will be in default,and we may require that you return the Equipment to us at your expense and pay
us:1)all past due amounts and 2)all remaining payments for the unexpired term,plus our booked residual,discounted at 3%per annum;and we may disable or repossess the Equipment and use all other legal
remedies available to us.You agree to pay all costs and expenses(including reasonable attorney fees)we incur in any dispute with you related to this Agreement.You agree to pay us interest on all past due amounts
at the rate of 1.5%per month,or at the highest rate allowed by applicable law,if less.
UCC.You agree that this Agreement is(and/or shall be treated as)a"Finance Lease"as that term is defined in Article 2A of the Uniform Commercial Code("UCC").You agree to forgo the rights and remedies
provided under sections 507-522 of Article 2A of the UCC.
MISCELLANEOUS.This Agreement is the entire agreement between you and us relating to the Equipment and supersedes any prior representations or agreements,including any purchase orders.Amounts payable
under this Agreement may include a profit to us.The parties agree that the original hereof for enforcement and perfection purposes,and the sole"record"constituting°chattel paper"under the UCC,is either(a)the
paper copy hereof bearing(i)the original or a copy of either your manual signature or an electronically applied indication of your intent to enter into this Agreement,and(ii)our original manual signature or(b)the copy
of this Agreement executed by the parties and controlled by us or our assignee or custodian in accordance with the Electronic Signatures in Global and National Commerce Act or any similar state laws based on the
Uniform Electronic Transactions Act and other applicable law as electronic chattel paper under the UCC.Upon execution,the parties agree to be bound to the terms hereof regardless of the medium or format in which
this Agreement is maintained or controlled.If any provision of this Agreement is unenforceable,the other provisions herein shall remain in full force and effect to the fullest extent permitted by law.You authorize us to
either insert or correct the Agreement number,serial numbers,model numbers,beginning date,and signature date,and acknowledge that if your Vendor filled in any blanks above,they did soon your behalf.All other
modifications to the Agreement must be in writing signed by each party.
APPLICABLE TO GOVERNMENTAL ENTITIES ONLY
You hereby represent and warrant to us that as of the date of the Agreement:(a)the individual who executed the Agreement had full power and authority to execute the Agreement on your behalf;(b)all required
procedures necessary to make the Agreement a legal and binding obligation against you have been followed;(c)the Equipment will be operated and controlled by you and will be used for essential government
purposes for the entire term of the Agreement;(d)that all payments due and payable for the current fiscal year are within the current budget and are within an available,unexhausted,and unencumbered
appropriation;(e)you intend to pay all amounts payable under the terms of the Agreement when due,if funds are legally available to do so;(f)your obligations to remit amounts under the Agreement constitute a
current expense and not a debt under applicable state law;(g)no provision of the Agreement constitutes a pledge of your tax or general revenues;and(h)you will comply with any applicable information reporting
requirements of the tax code,which may include 8038-G or 8038-GC Information Returns.If funds are not appropriated to pay amounts due under the Agreement for any future fiscal period,you shall have the right to
return the Equipment and terminate the Agreement on the last day of the fiscal period for which funds were available,without penalty or additional expense to you(other than the expense of returning the Equipment to
the location designated by us),provided that at least thirty(30)days prior to the start of the fiscal period for which funds were not appropriated,your Chief Executive Officer(or Legal Counsel)delivers to us a
certificate(or opinion)certifying that(a)you are a state or a fully constituted political subdivision or agency of the state in which you are located;(b)funds have not been appropriated for the applicable fiscal period to
pay amounts due under the Agreement;(c)such non-appropriation did not result from any act or failure to act by you;and(d)you have exhausted all funds legally available for the payment of amounts due under the
Agreement. You agree that this paragraph shall only apply If,and to the extent that,state law precludes you from entering into the Agreement if the Agreement constitutes a multi-year unconditional payment
obligation.
VG03AM(TL)_0320 01/26/26 PAGE 2 OF 2 210
Dealer:
ui Central Business Systems,Inc.
■n
if' cs
B 3138 Custer Drive I Suite 210
it' Lexington,KY 40517
•
Total Technology�• �/,- Phone(859)276-1690
Equipment Removal/Storage Form
For all equipment trade-ins, lease returns, and removals.
Customer Leasing Company
City of Jeffersonville
500 Quartermaster Ct Ste 300
Jeffersonville, IN 47130-3672
(812)285-6422 (812)285-6426
Payoff/Upgrade Check Payable To Payoff Details Removal Details
Payoff Amount Removal Date
Lease End Date Lease Copy? L; (check)
Lease# Letter of Intent? ❑ (check)
Equipment Detail
Make Model Serial End Meter Notes
Sharp MX-4071 15061460 Also pick up these as well. MX-
Sharp MX-B350W 1F004724P B350W serial number 1F005154N
Sharp MX-B350W 1 F004864U and MX-B350W serial number
Sharp MX-B350W 1 F005274Q 1 F005284R
Sharp MX-B350W 1F005314L
Sharp MX-B350W 1F004834R
Sharp MX-B350W 1F004984X
Reason for Removal Additional Comments
❑ 1. Customer Owned Trade In 0
The Customer's signature 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 and installation of new equipment,the title and
ownership of the equipment listed above is transferred to Dealer.
❑ 2. Lease Return-Unit to be returned to leasing company by Customer(check A, B or C
below)
O 3. Lease Return-Unit to be stored and then returned to leasing company by Dealer(check
A, B or C below)
O A. Lease Payoff to be paid by Dealer to the leasing company
❑ B. Lease Payoff to be paid by Dealer to the customer who will pay the leasing company
❑ C. Lease Payoff to be paid by the customer directly to the leasing company
❑ D. E•ui•ment Removal fee billable(onl for additional devices not bein. upgraded)
Customer Acceptance Dealer Representative
A,thy rized Sign-ure Date Signature Date
r
A 0-19-4-\_Th j/3/,162,16
The Payoff/Trade In Check to y• , the Customer, is intended to offset the costs of canceling your contract with the existing Lease
Vendor. Customer is solely responsible for any previous contract. The Customer's signature acknowledges that the said equipment is
leased from the Leasing Company above and that the remittance and disposition of said equipment under the lease are the sole
responsibility of the Customer. Dealer is not responsible for any additional charges unless specifically noted. In case of option A and B,
above, Dealer requires a copy of the Front and Back of the entire lease document. The Customer is responsible for notifying the
Vendor with a"Letter of Intent"to return the equipment per the terms of the original lease and then provides Dealer with the return
shipping instructions. Dealer agrees to pay the agreed upon Payoff Amount within 10 business days after Customer's verification of
installed and functional equipment from Dealer.
In case of option 3 above, Dealer agrees to act as your agent and store the leased equipment at one of our facilities until the lease is
terminated provided the Customer: continues to make each monthly lease payment as due, maintains insurance coverage for the
equipment until received by the leasing company and provides Dealer with the lease return instructions in a timely manner. Customer's
request for storage will not exceed 12 months from date equipment is removed from Customer's location. If storage period exceeds 12
months, Customer agrees to pay Dealer normal storage fees of$25/mo. per unit until equipment is shipped back to leasing company.
Dealer is not responsible for damaged or stolen equipment and is acting solely as your agent.
Dealer:
•::
Central Business Systems
■a a' C B 3138 Custer Drive I Suite 210
.•N �er' Lexington,KY 40517
Total Technology Phone(859)276-1690
Document Solutions Service Agreement
Date 1/29/2026
Customer# Lou-00072
Representative Don Grant
Customer Shi• To Customer Bill To
•
City of Jeffersonville City of Jeffersonville
i500 Quartermaster Ct Ste 300 500 Quartermaster Ct Ste 300
(Jeffersonville,IN 47130-3672 Jeffersonville,IN 47130-3672
!Contact: Heather Metcalf
Meter Contact: Matt Dyer
Meter Method' non-applicable
E-Mail mdyer@cityofjeff.net (812)280-4744
Service A•reement 0•tions
Maintenance Type: Copier Service-Annual
Scope of Services: 2 Toner 0 Labor E Service Parts
Lease Contract Length(months): 48 Maintenance contract included in Lease Payment: ❑Yes E No
Contract Start Date: Upon equipment delivery or lease commencement
Base Rate. . Included Per Mo Overa.es Overa•esBillin• Fre•uenc
B/VV 0.009 0 $ - Quarterly
Color 0.0529 0 $ - Quarterly
BNV Printer 0.0128 0 Quarterly
Color Printer Inc 0 Quarterly
Equipment Covered
Equipment Make/Model Serial Number Equipment ID Number
BP-71C45
MX-B468F(8)
You agree to the terms and conditions on the face of this Document Solutions Service Agreement and the attached page(s)tilled•Document Solutions Service Agreement Terms and Conditons'.herein referred to as'Agreement'.These
constitute the entire Agreement between Central Business Systems,Inc.and Customer and no other written or oral representation by any party shall be binding upon Central Business Systems,Inc.You agree that this is a binding contract to
purchase or lease a service agreement o -e Equipment listed above,and that you will pay invoices for said goods and services upon receipt.Failure to pay invoices by the due date will result in late fees and finance charges being assessed at a
monthly rate of 8.0%.These ch.•es w caeinue to be assessed at the same rate each month the invoice remains unpaid.The person signing this Agreement on behalf of the Customer specrfically represents they have the authority to do so
and they are aware of no inform ion t.t has been supplied I'at is fake or misleading.
Customer Acceptance
•ut, -d -ignature- Print Name Title Date
Re. 0
Dealer Representative
Signature Print Name Title Date
Document Solutions Service Agreement Terms and Conditions
1.DEFINITIONS:Central Business Systems,Inc.is identified in this Agreement as"Dealer."The Company listed in the Customer(Ship To)and the Customer(Bill To)boxes on page one of this Agreement are herein
referred to as"Customer.'For service agreements where the billing for service is included in the lease payment,then the tams of the lease agreement will control all aspects of the lease and this Agreement will control
how service is to be provided.Leased maintenance is non-cancelable and will remain in effect for the entire term of the lease.Leased service agreement coverage begins on the commencement date of the lease.It is
understood that the coverage of this Agreement shall only apply to those items listed in the section"Equipment Make/Model"or the face page of this Agreement,herein referred to as"Equipment°.
2.SCOPE OF SERVICES:The charges established by this Agreement include payment for maintenance performed by Dealer during normal business hours.These services may include but are not limited to:telephone
support,email or online chat support,shipping user replaceable parts,preventative maintenance,onsite equipment inspectionand adjustments,onsite repair or parts replacement drums and cleaning material required
for the proper operation as determined by Dealer. Customer MUST separately purchase paper and staples.It is understood tha the scope of services shall include only those items checked on the face page of this
Agreement under Service Agreement Options.No other services shall be expected or required.Operator Error Calls and Compute'Network problems of any kind are not included in the Scope of Services.
3.BILUNG&PAYMENT:The billing terms for this Agreement are net 30.Invoices will be sent 45 days before your current coverage expires.If the hvoice is not paid before the coverage start date,all service calls will
be billed at time and materials hourly rate,and you will be charged a reinstatement fee to put the equipment back under contact coverage.The base allowance identifies how many black and white and color copies are
included in the Customer's Agreement The base billed is the amount the Customer will pay in advance each month for the allotment of copies.The overage rate refers to the amount the Customer will pay for each print
above the base allotment or for each print if there is no base allotment.Customer unconditionally guarantees that it will mace all payments and all the other charges required under the Agreement and any supplements
when they are due.Dealer may cease performance under this Agreement if Customer is in breach under this or any other Agreement with Dealer.If it is necessary for Dealer to proceed legally to enforce this Agreement,
Customer agrees to pay,in addition to any award,all costs,including attorneys tees incurred.
4.ADVANCE INSPECTION:If additional equipment is to be added to this Agreement or if there is a lapse in coverage on the covered Equipment,thenthe Dealer reserves the right to inspect all equipment to be covered
under this Agreement to determine its mechanical condition.Equipment that is identified as requiring immediate repair will be identified to Customer.Customer,at its option,may elect to have said unit repaired at the
then current hourly service labor rate plus parts or Dealer may elect to have the unit excluded from the Agreement.
5.REMEDIAL MAINTENANCE:During the term of this Agreement Dealer agrees to perform the maintenance and repair that will keep the Equipment in good vorking order and condition,normal wear and tear
excepted.If Dealer is notified by Customer during the term of the Agreement that the Equipment is not in good working conditon,Dealer will,during normal service hours,make necessary adjustments and repairs to the
Equipment including replacement of parts(if parts are included as part of this Agreement).Parts may be OEM original or nonOEM at the sole discretion of Dealer.Parts will be ordered and shipped ground delivery.
Customer will be responsible for any expedited shipment fees. If parts are not included in the Agreement,Dealer will prompty provide a quote for the appropriate part(s).Dealer's normal service hours are B:00 a.m.to
5:00 p.m.EST Monday thru Friday,excluding holidays.Dealer may from time to time adjust these hours as may be required in be course of business,at which time the customer will be advised.Service at times other
than Dealer's normal service hours may be furnished on an'as available basis"at published emergency service rates then in Effect Parts that have been replaced will remain the property of Dealer.When in the Dealer's
opinion the equipment becomes of advanced age,has excessive wear and tear or usage exceeds manufacturer's specifications,art cannot be maintained in good working order through Dealer's routine maintenance
service,or if work beyond the scope of this Agreement is required,Dealer shall submit to Customer a cost estimate of such vork. If Customer declines to authorize the same,Dealer shall have the right,on ten(10)days
written notice to Customer,to terminate service under this Agreement as to any or all items of Equipment
6.SERVICE UMITATIONS:Customer agrees Dealer will not be required to make adjustments,repairs or parts replacements made necessary resulting from(i)unauthorized third parties performing any maintenance,
repair or replacement(ii)Customer modifying,relocating,damaging(including without limitation,unavoidable accidents),dcusng or misusing the Equipment(including without limitation,the spilling of toner or other
substance in the machine),and the breaking of lids,hinges,cassettes,etc.;(iii)unauthorized Equipment alteration and tarpering,or interconnection with non-compatible Equipment;(iv)placing the Equipment in an area
that does not conform to space,electrical and environmental requirements;(v)failure of improper telephone or electrical paver;(vi)Acts of God,lightning,fire,water,climatic conditions,or incidents of excess voltage or
power surges;(vii)Customer using supplies,toner,drum,processing units,ink,film,etc.,from any other source other thanthe Dealer,or(viii)improper conditions of the environment such as excessive dust chemical
residues,abnormal high or low temperatures.If Dealer provides maintenance made necessary resulting from any of the above Isted occurrences or other work not covered under the foregoing remedial maintenance
obligation,such maintenance shall be billed to Customer(and shall be due and payable in full upon receipt of invoice)at D®ler's then current rates for labor and parts.Customer agrees that Dealer will not be required to
make adjustments,repairs,or replacements if Dealer is not provided reasonable access to the Equipment
7.TONER:Toner-inclusive contracts will be identified by the toner check box on the front of this Agreement and are based on manufacturer supply consumption rates.Dealer will determine and deliver supplies in
accordance with agreed upon usage.Shipping charges for toner inclusive agreements are not included and will be billed to Cusomer.Use of covered supply products above the expected usage may result in additional
charges.Toner may be OEM original or non-OEM at the discretion of Dealer.At the conclusion of this Agreement all unused toner,must be returned to Dealer or additional charges shall be incurred.
8.RELOCATION and TRAINING:Customer agrees to keep the Equipment at the installation location and not move it from that location without prior written consent of Dealer. If consent is granted,Customer agrees to
be responsible for all costs associated with relocation.Two hours of basic equipment training is included with this order.Ary additional hours of installation and training included with this order will be identified in the
Equipment section as professional services.Customer also agrees to pay for any additional training after initial training tine and/or professional services time has been exhausted.
9.CUSTOMER RESPONSIBIUTY:Customer will be responsible for daily care and proper usage of Equipment cleaning of the top glass,dusting Equipment,repbnishing toner,replacing disposal tank,clearing jams,
etc.,(where applicable).In the event customer is unwilling to complete these operator functions,charges will apply at thencurrent labor and travel rates.
10.UABIUTY UMITATION:Dealers total liability is limited to repair and maintenance of the covered Equipment.Dealer will not be held liable to Customer or any other party for any personal injury or indirect,incidental,
consequential damage,including,but not limited to,loss of use,revenue or profit Dealer will not be liable for any delayor failure to perform it's obligations due to any cause beyond its reasonable control,including
without limitation,performing services at a location deemed by Dealer as hazardous to health and safety,acts of God or govenment labor difficulties,failure of proper transportation,telephone or power,or the inability to
obtain parts or supplies.In no event shall Dealer be responsible for lost data,lost profits,damages,or incidental or consequential damages.Dealer's sole liability shall be limited to the amount Customer has paid Dealer
in the prior 3 months before the incident pursuant to this Agreement
11.TAXES:Customer shall be responsible for all sales tax,use tax or other taxes(including without limitations personal property taxes accessible on the Equipment)and fees charged relative to this Agreement
Customer agrees to reimburse Dealer for all amounts paid or payable by Dealer in discharge of the foregoing taxes.Customer tall not be responsible for taxes based on Dealers gross or net income.
12.DEFAULT:Customer shall be in default under this Agreement if Customer.(i)fails to make any payment under this or any agreement with Dealer within ten(10)days of when due or(ii)breaches any otherterm or
condition included in this Agreement and Customer fails to cure any such breach within ten(10)days.In the event of a defadt,Dealer may,in addition to other remedies,declare all sums(including penalties)due under
the terms of this Agreement and terminate this
Agreement without advance notice.
13.NOTICES:Notices required under this Agreement shall be written and sent to Dealer at 3138 Custer Drive,Suite 210,Lexington,KY 40517 and to the Customer at the"Customer Bill To"address identified on the
front side of this Agreement All notices will be effective upon date of postmark.
14.JURISDICTION:This Agreement shall be interpreted and enforced according to the laws of the State of Kentucky.
15.INDEMNITY:With respect to,arising from,or in connection from this agreement,or from manufacture,maintenance,repair or use of any Equipment Customer agrees to indemnify and hold harmless Dealer and its
agents,representatives,and employees from and against any and all claims,liabilities,damages,demands,cost and expensesof every kind and nature(including reasonable attomey's fees)arising from any injury or
damage to any person,property,or business,excluding,however,any of the foregoing resulting solely from the gross negligence of Dealer or its agents,representatives or employees.
16.METER READINGS:Customer agrees and consents that Dealer will obtain meter readings each month via our remote access Data Collection software loaded on your server,and grants Dealer the right to do so or,
using Dealer's Data Collection Box which will be provided for a one time fee.If the remote access isn't granted,won't work on Customer's network or it temporarily becomes inoperable then Customer agrees to provide
Dealer access to fix the remote collection software.If access to the collection software is not granted then Customer will p-ovide dealer with accurate meter readings each month via email,phone,Dealer's online portal;,
for which Dealer may charge a monthly collection fee.If the Dealer has to go on site to obtain reads the Customer will be charged for one hour service labor at current labor rates.If accurate meter readings are not
provided,or if timely access is not provided,Dealer reserves the right to estimate the meter reading from previous meter readings and bill on those estimates.
17.RENEWALRERMINATION:Unless otherwise indicated,this is an annual Agreement that may not be terminated.This Agreement will renew yearly after the initial period unless cancelled by Customer in writing,no
less than ninety(90)days prior to renewal date.Said automatic renewal is to provide uninterrupted coverage to Customer.Ths Agreement shall automatically renew at the then current rates in effect not to exceed 12%.
During the term of this Agreement the charges may be increased to reflect unusual increases in the cost of fuel,supplies,pats,or labor.This Agreement is subject to acceptance by Dealer and will remain in force until
cancelled as stated above.Dealer reserves the right to cancel this contract at its discretion upon ten(10)days written notce.
18.ASSIGNMENT:This contract is for the sole benefit of the Customer whose name appears on the front hereof and cannot be assigned by the cu stoner to any further owners of the covered Equipment without prior
written consent of Dealer.
19.DEALER ASSIGNMENT:Dealer may sell or assign all of its rights to this Agreement and all monies due under this Agreement.Upon notice of assignment of rights,Customer will make all payments directly to the
assigned company.
20.CONFIDENTIAUTY CLAUSE Dealer recognizes that it must conduct its activities in a manner designed to protect any information concerning Customer,its affiliates or clients(such information hereinafter referred
to collectively as"Customer Information")from improper use or disclosure. Dealer agrees to use its best efforts to treatCustomer Information on a confidential basis.Dealer agrees not to disclose any Customer
Information to any person,firm or corporation that does not have a need to know said information.
21.PROPERTY OF DEALER:Removed parts replaced by Dealer shall become the property of the Dealer.All drawings,designs,techniques&improvements(whether patentable or un-patentable)made or conceived
by the Dealer or its agents or employees in the fulfillment of this Agreement,shall be the property of the Dealer and Customer agrees not to use for its own benefit or disclose to or use for the benefit of any other person,
any of such property.End of lease equipment is not the property of the Dealer and any shipping charges to return end of leave equipment is the responsibility of the Customer.
22.PROVISIONS AS TO USE:Customer agrees covered Equipment will not be altered beyond manufacturers specifications;will be located in an area where grace will accommodate maintenance and repairs;will be
located in a low humidity environment;will be located where electrical specifications meet manufacturer requirements;will govide IT support as needed.This Agreement is limited to equipment regularly operated up to
one eight-hour shift per day.If operated more than one eight-hour shift per day,an increase in the service rate may apply.
23.RISK OF LOSS:The risk of loss,injury or destruction of said Equipment from any cause whatsoever,at all times subsequent to the coverage thereof,is hereby assumed by the Customer and such loss,injury or
destruction shall not operate in any manner to release the Customer from the obligation to make the payment under this Agreement
24.ACCEPTANCE:With respect to the Equipment specified here,this Agreement contains the entire Agreement of the parties hereto,conditionaly or otherwise and supersedes any contract or agreement of prior date
between the undersigned Customer and the Dealer and is subject to final acceptance by the Dealer,at its home office,in Lexhgton,KY.The execution of this Agreement shall not affect any of the terms and conditions of
any Software License granted to the customer pursuant to the Software License Agreement between the parties.