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Toshiba/STREET/$6,328.80 - 60 payments of $105.48/Lease with Maintenace Agreement
TOSHIBA BUSINESS SOLUTIONS The words you and your, refer to the Customer. The words Lessor, we, us, and our, refer to Toshiba financial Services. The Toshiba Equipment is covered by the terms of the Toshiba Quality Commitment a copy of which may be obtained from your service provider. We own the Equipment, as defined below, (excluding software) and you have the right to use R under the terms of this Agreement TOSHIBA FINANCIAL SERVICES CUSTOMER•NTACT INFORMATION Legal Company Name: City of Carmel [Fed. Tax iw; 3 (b ©40 Contact Person: Amy Lunn Bill -To Phone: 317) 733-2001 Bill -To Fax: Billing Address: 3400 W 131ST STREET City of Carmel Streets Department City, state -Zip: CARMEL, IN 46074 Equipment Location: City, State - Zip: rfdfleranl Man above TBS LOCATION Contact Name: Dan Swift Location: EQUIPMENT• • •+ MODELNO. SERIAL NO. STARTING METERITEMDESCRIPTION Toshiba e-STUD104515AC ESTUD104515AC See attached form (Schedule'Al for Additional Equipment. See attached form Willing Schedule) for Additional EqulpwWayment Schedule LEASE: PAYMENT SCHEDULE Number of Payments: 60 of $105.48 ' Security Deposit": $ 0.00 Received 'plus applicable taxes Payments Includes: 0 S&W Images per Month Excess Images at $ 0.00300 ' per B&W Image Lease payment period Is monthly unless othendse UrAated. EndabLeass Options: Payments includes: 0 Color Images per Month Excess images at $ 0.03500 ' per Color Imageaga You Will have the following option at the end of yxxroriginal Payments Includes: Scan Images per Month Excess Images at $ ' per Scan Image term, provided me agreement has not terminated easy and no Ym 9 P 9 Ina9 event of default under it* Agreement has occurred and is Payments Includes: B&W Print Images per Month Excess Images at $ ' per B&W Print Image conniving. I. Purchase Me Equipment at Fair Market Value per Payments Includes: Color Print Images per Month Excess Images at $ ' per Odor Print Image section is. 2. Renewhm iheggreement per section 17. Origination Fee: Upto$99.00 fmdmedin Fistrnvoks) Excesslmagesbtiled: x Monthly Quadedy e. ReEquipment. Security Deposit The security deposit Is non Interest bearing and te to secure your perfornm a under this Agreement Any security deposl made may be applied by us to musty any amount owed by you In. in which event you will promptly restore the security deposit to its fug amount as set faith above. U all con(Iitiaw are fuly compled with and provided you have not ever been in default of the Agreement in the Default section, the secudtydeposit will be refunded to you after the return of the equipment in accordance with the Rehm of Equipment section. THIS IS A NONCANCELABLE I IRREVOCABLE AGREEMENT. THIS AGREEMENT CANNOT BE CANCELLED OR TERMINATED. Toshiba Financial Services Title: Data: You hereby acknowledge and agree that your ortgaml or electronic signature below shall constitute an enforceable and original signature for al purposes. The Agreement may be executed In counterparts. The executed counterpart which has Lassoes original signature andror is In Lessors possessmn shall constitute chatter paper as that term is defined In the Ungmm Commercial Code CUCCT and shall constitute Me original agreement for all purposes, Including, wdroul limitation, (i) any hearing, Ural or proceeding with respect to this Agreement and (Ig any detemhration as to which versbn of me Agreement mostfutes the single We ordinal Item of chattel paper under the UCC. If Customer signs and transmits this Agreement to Lessor by facsimile ar other electronic transmission, the trmmifted copy, upon execution by Lessor, shag be binding upon the parties Customer agrees that the facsimile or other electronic bansMsslon of this Agreement manually signed by Lessor, when attached to the facsimile or other electronic My signed by Customer, shag constitute the original agreement for all purposes, Including, without limitation, those outlined above in this Section. WMout funiUrG and subject to the foregoing, the parties further agree that for purposes of executing this Agreement (a) a document signed and transmitted by facsimile or other electronic transmission shall be treated as an original document, (b) the signature of any party on such document shag be considered as an original signature, (c) the document Iransmitted shall have the same effect as a counterpart thereof containing odg'mal signatures, and (d) at the request of Lessor. Customer, who executed his Agreement and transmitted Its signature by facsimile, or other electronic transmission shag provide the counterpart of (his Agreement containing Customers original manwal signature to Lessor. No party may rape as a defense to the enforcement of this Agreement that a facsimile or other electronic transmission was used to transmit my signature of a party to this Agreement BY SIGNING THIS PAGE, YOU REPRESENT TO US THAT YOU HAVE RECEIVED AND READ THE ADDITIONAL TERMS AND CONDITIONS APPEARING ON THE SECOND PAGE OF THIS AGREEMENT. THIS AGREEMENT IS BINDING UPON OUR ACCEPTANCE HEREOF, Name: I Slanature: X I Titie: I Date: I A. L. 1 of 2 SEEPAGE 2 FOR ADDITIONAL TERMS AND CONDITIONS TFS -0219 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D I. Lease Agreement. You agree to tease Gam us Me equpmentdambed under ITEM OESCNPTIOW and many attached SdwdJathereinafter, wiN of replxened Pert repain, leditiou and acvsssshes, retorted b as 0e4qulpmann and as midlfied by Supplements to be Agreement from Rene to tone signed byyou and us. You summits us to Insert or meet raising hfometion an Ws Agr im udiy your amemte legal news, sedal"ban and any other hfamamn describing Re Equipment. You anmaze m b tllanga ma amount of each Payment (sat ROM On page 1 of this Agreement) by not we gun 15%due to changes In Me equipment van gnmen whim may comment to our acceptance of His Agreement or adjustments to reflect applicable sale lazes. Wowil seta yw copies olanydrumm s. YOU agree toprovide updated annual ardbrquartedy thanchl statements bus upon request. YouauMoatre us or in awsgnee b obtain aeQt reports and make credt inquiries regarding you and Your Ilrrerctel ovingfion and to Prmlde You Mlame601, Including Payment history, to err smallness or mind panes living an ecanodc interest In Ws. Agreement or Me Equipment. Toshiba Fronded Services (TFS) is real responsible par service or maintenance of Or Equipment and Is real party to any service maintenance agreement. 2. Lease Commencement: Thu Agreementwa mmmerca upon youracceplame ofms appbabb Equipment. When you recdhre me Egulpmenl, you agree to imecldad"Ny youramepbnm byhlephare or, at ourequest by delivery ofooften evidence whnce adsWday bus. I me aaxp bvffi. due m hider mis Agreement wT Eemme absdute ad wmnmlimal, a Iere red crjenn bcPawrammx hon He d creed to Our a dram urn such ec Ym agree bM may de amdnNpayabteNdm. keen,. Nmb annammt awh nand by Me Cue Sale In accorsnce with ma Term end Pawcenl scheeub ul tam m eece 1 of Wa Aaeenwnt PawnnUshaO a NWertl bar addams orb sanalFeraddress ea we maydeegmh In wribg. 3. Image Charge: on pp 1Mddy Wlam of Wsygreer eac you agree to ra ttoypeMe FolderolYou agree to pay us duoartl myabbbMeeddress wepmde b yenlienrembEms. or InrehimbrnPayment you xceds sheb Isere Images (salkrBeimpage1ofHasAgreement) naWed for each applicable linage pros each mmW mew elmagree b pay en to Excess Imago Wrya (sal Hem an page i of this or Sound, k toranch mehrell hags actual MatexceedsMe s. N.Wie Images IncWed.WereusewMatMnNlittoowandMaananHimimagesPay nt acmtproodeus urea mew.redings the sevendaysdhere quest Wewe added Pe stimtol dogebrsaes bregenopen receipt Image charge readiyar Nong to oTing of edeatmenlsyouwMnovaremRbuslessmannMinimumPaymenteachmmm.Ya agree nlwe re rge me effect bnareasa merolntmused and supplier parties co u wit() Payment andorme Eaeae nnage mated each year duNg m lTam ai me Sdedde byanamountrattoexceedofpercent (IS%) of Me Payment urn ed but Excess Lilted ciarge h eRectd Be eMale.( mda enmil by ph ostor i osyou wile (a) al most meterrendvgenvia qu automated vrebaWwhen reaqwororag by us We may, bargeakabrecoverOhscoda( meter mlectiam 7melere ere returned but Had mdmiRed mmyh me automated wwteib. @) Pmdde w by Wephme a faaimle Ma achil meter readrgs when requested byes. (y Allow us (ormragenQ AIME. HE T 13 PURPOSE IPMENT 4. THAT YOU HAVESELECTDEMAKENOWMRAMYEXPRESSEDUPONYOU, OWN JUDGMENTWITHOUT AN DISCLION,TN RLIANCEIPONANYFITFORAPARRCUEPRESENTAIOSMATIHEEQUYOULEISE THE EQUIPMENT YOUAGREE REPRESENTATION BASED UPONYOUROWNIND US, NOR WLLANYMANY RELIANCEUPONANY SYOU OF AN OR YOUR OBTATIONSMADEBYND YOULEASETHE EWT EWILL NO NO REPRESEMA710N OR WARRANTY WIIN RESPECT TOTHEEQUIPMENTWILLBINDU3, NOR WILL ANY BREACH THEREOF RELIEVE YOU OF ANY OF YOUR OBLIGATIONS HEREUNDER YOU AGREE THAT WE WILL NOT BE RESPONSIBLE TO PAYYOU ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR ANY DEFAULT BY US UNDER THIS AGREEMENT. S. Slalubry Finance Lease: You agree Mal We Agreement Rambles as a shammy Fence Lam underN6ee 2A of (Its Urfbnn Commercial Cade. To me etase you are pemutzed by app6mble law, you wahadl rob and mmeQes provided byk&Ie 2A secHau SOM22)d Aa Unlmn Commercial Cads. 6. Security Interest You Neonates us to fib a Mancig statement MIN msped to Fe Equipment Boris Agresma4 b dammed to be a umad Dansacgon, you grant us a semdy Mmoral Hit De Equipment to secure as, amonls you au us ender an agmemand wM m. 7. Use Maintenance and Repair of Equipment YOU WILL USE THE EQUIPMENT ONLY IN THE LAWFUL CONDUCTOF YOUR BUSINESS AND NOT FOR PERSONAL, HOUSEHOLD OR FAMILY PURPOSES. YmvaTndrmveme Equlpmett"he equipment houlan Ransil an page 1 witiont Our advance written crosent. You wR give us madinahie access b de Equipment so Mat wo ran check Me EqupmerVaes9tenn, cadmon and proper maintenance. At your cast you win keep n Equlpmenl in good remark, mndtlm and warning mda, adnarywearand liar excepted. You aril rent make any permanent eMroOms Is Me Egulpment You wd keep W Egdpmrt bee and cbar of al Ilene. You assign b us al of your rights, but mne of your obligations, wderanypuWae agreement for 0ve EgulpmmL We assign to you aO ourdgMs uMers ywarrandes, an half as you are col hdelanR 6. Software: Exceplenpmvbed'n Mier paragreph, referenms b'EqulpmonG Malade arty seRrrae rehrenced above or hshRedm me Egulpmenl. We dordown mesaflwaeand Gaol banalmany InImsth R loym. You an respons'Ge for mtmrng lib m, eresse ardyaotha mreemnd reach a lkeme AareemmYl retuned by Me epplkabl. mReare Will sohwae Icenmr an HOW Man Me ertective data of Ms Agramenl and you etl fully mmpy with Burn Ucerea, If any, throughout be applicable 9. Taos and tease Charges: You agree to pay al tyros, coals and expenses barred by us as a consequence, d %a o e Agreement may Include a pmkt and Is s WA d to appMable faxes. In objects, you agree to pay He a UCC flang lee of 635A0. 10. In demurely. You sell irdemniy sal hold us hemeess from any and all Hati ily, damages, bssen a Injuries Including reemncel hvamaaea mo6mnce awilN dacaduc[ We reserve 0e dght bmnbol Ma defense ate bsdedaa"e defessem 11. Risk of Lou; Insurance: You we reaponsble Or sk of lose or for any desbuctim at againd laws creel fis Agreement Is paid In fill and ashave us and Our assigns named addNmal heated Upon huysmi, you agree to pOvke us certificates or evldeme a Occurrence co Ang our Interest (and only our Mlaesq In the Equipment for His lease t an add6aml small each math for to Insurance ate admindsbativre fee. The mat hale, lease Or use of the Rylp9enL nlslkp all sales, use and masonhry stamp Was. Any fee dwged aria this dine Equipment, except b me emend drmcttY caused my flme. Y. bar and our ii Right to Perform: 9yen bl to oxi MIN my preview of this Agreement we may, atour 01 Pafmm um omomans an your mmn. vpm mesa you ww tomorrow as mr as some aesmc ay us syamtsr auuh wegeuwa. 13. Re,premonatlao: (a)You sonswent eta womnl ism Mat ( 1) you have Her lawful paverand aulhonlyto enter Into this Agreamnt and (2) me WfNduals sitnly We Agreement bare Rem ay tamarind to der N an your behalf. (3)You will Provide m mgh finemial recession as we may Assembly request from he to Imo, ( 4) as, financial Mbmulm emitted (a Isbe provided) Is (awl mr) acmmle and coanpdoei al maldin reseed, (5) you roll pomply naty us. In willing lyow move Your PMdpd HIM of Wait" or Have is a change In your name, suite of kmadon, Or cwnemMp, and (6) you xis lake any aim we reasons* request to protect our rights In Me EquAmenL @) We represent and urananl toyou Mat(1)we have Ms ImM power and authority He enter Into We Agreement and (2) ma I dividuals d9nIng Ws. Agreement have bee d ysummi ed to do so an wIseluB. 14. Default You will be In do had under His Agreement I: (a) we do not receive any Paymml due under OO Agreement within Her (6) days affair Re ore dale, (b) you fat to meet my of your oblige Russ In me Agreement (Omer doer payment Obimtias) ad do not coned such deferh wEsIn 10 days after we send you written risks of sum default (c) you or your guarantor become mien, am Iquidaled or dbsalred, merge, Banda a mate dal pecan of your awnersble interest a assets, step dopy business, a assign dghe or Property for Me beneR coaechem, (d) a peBlion b filed by or agent you at last Wamn orundeor my bmRmpluy or Insolvency law, (a) any Immunoadm made by you Is false or mehhamng In dry material respect (9 You default an ary Oder agreement with in aast assign or my mmerial egeemenl wgh any entity, Or ig) mere has been a mmMN adverse chaps In Year or an guaanlola lnancW, hvemse or Operating mmfitlm 1S. Re mothers: 9 you rein debug we may, at Our option, do any or all of gar fotlwCy: (a) reWn year seedy depook Gam, (b) brrimb Oda Agromeart, (c) regdm Met you pay, as compensation to Was mar bargain and not as a Penally, Ma sun Of(11 al amounts dx and FayaNe by You ar round under ties Agreement, plus (2) the present new of all remaining Payments In become due under Ws Agreement (discounted all%or me lowed rate slowed by dew), and @)(i) the amount of my purchase option ate, snore Is spedfed. 20%of he original equipment mat which roommate our anticipated residual value In Ere EqJScwm Or (IQ room the Equipment b a kmfon dealgmled by us and pay Is us the excess, 9any, of me anmuN paysbb wider dace 3lo our Me Fair Mahal Vie of Me retuned Equipment as do marked by us. In am reasonable disae6m, (it) homes, Inerestm any bids baboons at be do d 12%per amoA and (a) exercise my other remcdn enables b m at taw aIn equity. MaludIng requNy you to knmedahty stop wing my emtsmd soMrers. You agree b pay our reaumMe albme/a fees and ecbal court mile Including anymdolappei If rm bave b hike pmsesdon od Me Egdpment you Vas b pay Me m t oI reamuwsbn adwe rayed afte TNMe Equipment el roam ddoemindupmedaorepbRcaprNmes cries,ydmawAMentice taken.Ymmayremake BageformydaAdeme tamamyexoess wilyratsimdbrans. its. Fair Mau Option: Algasad con Termprovidedus rem raehuft,end uponplusapplicablenames, train you, you el eMso(a)rehm al Me EqulpmorAa@)pwcusedme Equipmmlasu, wimanlemA wartmtybmnddm, value aOIbWMe Fair MaAO ValmdBeecEquipment sea xtein Sudan IS, Isamdiscretion plus two. an sailed 1,bas 17. Aulama6cRenewal: Except as sal kid in Sagm 78, rob Agreement min aubmeRUPy renewanaimhMbmmthbaalsafterUmTam, and you slag pay ue M eras Payments ate was changes ore applied dudmg me Tema (and keen subject tome Isms and mndtians drab Agri ana he Equipment Is returned to us or you pay us the applicable purchase poor (anal aware). IS. Robson of Equipmerk If (a) a defaul occurs, or (b) you do not purchase me Equipment at me and of to Term puraaa to a stated erchau option, you aim kamemalelyalwn me equipment Isany loceHunts) we may dedgrab In Has mn6nentsl Unked Slabs. The Equipment must be retained 'n-Average Saleable CondiSm and properly pact o l WahigmNIn accordance YA our recomeardaUms asped iaNxw, Might prepaid arc heated.'Avarogs Bob able Cond6an' means ill el of and Equpmed is karedalay stables krma by Used party, other bun you, wWalme need to any repaba rehahlslmet. Al Eguipmenl mustle, nee of markings. You will Mso at any m1mong a detective pads 9accounts s. 19. Assignmenl: We may, wMical your consent assign Or Water any Equpmmt or rob Agreement Or any fights slang used Been Agreement and In such event our aasigm9 or hansfere9 wd have he Hoe, posses, privileges and remedies of Leua ha tr der, but none coBee obfpadons. Upon such easgrarml you agree col to asset as against Our assignee, any defense, setoff, remupmmt claim amunlaw" ill You may have agent us You wig not assign, bassist or sublease Me Agreement or, dry Res maremdera any Equipment sai to Mis Agomerl wimad Our pro, wdten consent. 20. Femoral Prop any Tax (PPT): You agree at Our discretion to (a) mmbune m annually fordimmoralpopedyandsingerWesassociatedwithmeOwnership, possession a min of the Equipment Or (b) main b us sam Ning paid Our nature of Has proated daMWant of such Wes. You agru He pay m an adminbbative fee for His processing ofsuch Haas. We may make a profit an wah a be. 21. Tex me emniy: You agree to We in yus. for me loss of any Income Has benefit=sad by your anithe aanlvbns nconsistenlwith our enfidemerl to certain he benefits as met of be Equipment. 21 Governing Lm: BOTH PARTIES AGREE TO WAIVE ALL RIGHTS TO JURY TRIAL. This Agreement and dryampleraentmalbedeemedbidexecutedandmediadInmetimeInwhichour (or, 9 we augn his Agreement aO ssdgrwas) ended place of Domain He bated and slid be governed by and cmemed in accordance arm IN laws. Any dupde concerning Ws Agreement wdi be a<qudiceted in a Wto astate =0Is such date. You hereby consent to marmaluded on and vosw In stem mute and waive transfer of venue. 23. Tmnsfian BiRing: In odor b famgtal, an andedy nanslon, the most data of this Agreement will N the dale Me EquiPrmnt is delivered to you or a doh designated by us as symne on to Rut Works. N a later rim data b &agmad, In adSGm to d Payments said alheremomis die hereader, you agree b payee a bansi4amlpaymenlequal b MOO come Payment, muMpOed by Her mmberofdays between Owdese 9e Equipments delivered to orand medesgmted not date. The Rat Paymantis dad 30 days after me skirt co m e Agreement and each Payment Morahan shal he due m the same day co each mm4x 24. Allacellanmm: TMs/greemeN comays Me same agreement bebmemyau and wand may col be modfed samples proviided Beoeh or In writing signed byym and us, and supersedes arty section come. We will mtamept payment mash. Kym so jobs eta xw pencil Meeedylerrtameat ofrob Agreement Youagree bpaysleebsuchpagree arry eay"ldewrilbg and wR he deemed given fivedaysafler owing toymrus arms rtahg eng ase.lamuaflndsenY. him vmWs Pgument robe rat any ismaterms ale, al nevobmu comashow d by applicableremain w. erred and The one as.Ym agreey adaydebya figureaehat you Re ghlsOnde ed anyemntdms not Prmwco ue tram enforcing any, wM eta Iabrmme.In m event ventwmwo cage or collect oyanpunb In ecews of Mase craven byappkable law. ima isdme awswme. Ya AerebyaokmMedga and mnfrm thatyouhewnorecdudartAWIrendal,anmunQgategd scene from ua,a tie mansedurocon EgspmenC lb Me AND S ALL NCIAL UTIONS TOHPETHEGOVERNMENTFl ACCOUNT. WHAT THIS TERRORISMOU: MONEY LAUNDERING ACOUNT.V,FEDERALK FORYOUIR NMfINPESS4001HERINTO08TAJN, VERIFYAND EACH PERSON WHO OPENS ANACCOUM. WHATTHIS MFANS TO YOU: WHEN YOU OPEN AN PLCWNT, WE WILL AST( FOR YOUR NAwiE, ADDRESS AV001HEA INFORMATIQY MAT WILL ALLOW US TO IDENTIFY YOU. WE MAY ALSO ASK TO SEE IDENTIFYING DOCUMENTS. 25, Maintenance and 3upp in Agreement ('MSA'Q with TBS: a) TBS agrem to provide LA uMca malshmence I,dudng inner, developer end parts necessary to produce an image. TBS sell provide Inspediam as regsaM, whom may be made He con usin lam with regular or emergency service cols II, upon Your request service Is "Aced at lime 0. man MWg TBVs normal business haws, you will be charged ofTBS' s customary rates. TBS at net is obrgamed 0 provide service for repaka made roamsary as a resole costlier by pdmmnd not angmdzed by TO S or live use of supplest other gun Use provided by TBS. Separate ch ages for repairs a pats replace mend dive 0 ttve ma going sisal be berme by you. b) Except as provided below, TBS A replace pas neasomy to Produce an Image, mnmmable$ and supply lams without cage. you agree to replace any pas, mreenables and supply Hem as a resell of amesmess an the pert of Me operator. aoeoes, Meuse Wm gfails, to Lbw Me nerwlatueeye published sperellag memall abuse, regbct Oak riot. vandalism, fighting, electrical power false. Ie,wder, orohecesway. c) Ifyou new in cheap undo Me MA TBS has Me right to deny performing any service mda anpplyfig any pmdats. d) Undo Me MSA TWs WHY ash remmp to any property damage a Injury (eaAefing Nam) to Panama ariamg aAder connected tam serene performed mda Oda Agreement is a" tinged Io thal imposed by In ate have Is m contract Imposing any. greaterdegree cofabdty. e) Tide to d supplies banished hereurderbeWng toner and loner bags remiss aim TBS mal you consume saidSupp&s tome extent May may red be fuMa Mired in Me image naming process. We may duals you a supply freight to to raver he cast of shipping supples. You agree to use Her supplies provided at'm charge on Me Equipment You WI mal him deapnand vgp6es ham Equipment to be used Is ate miner Equipment col covered by rob Agreement You must purchase paper and dapws sOmalely. q Slated supply Rem yields reprament 100%ofmaafadu er slated yields baud an mended ima cse' mples whir6%surge mvemge. Al Me end death amsl Hung period or bgng cycle, you will be bitted for any time, used in exams of hat requited based an yhbs slated above. 2 of 2 TFS • 0219 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D TOSHIBA BUSINESS SOLUTIONS TOSHIBA FINANCIAL SERVICES 2785573 Addendum to Agreement # and any future supplements/schedules thereto, between CARMEL CITY OF, as Customer ('Customer) and Toshiba Financial Services, as Lessor. The words 'you* and 'your refer to Customer. The words'we and 'us' refer to Lessor. In the event of any conflict between the terms and conditions of the Agreement and this Addendum, the terms and conditions of this Addendum shall control, and in the event of any conflict between the general provisions of this Addendum and any provision of this Addendum that expressly applies to you only t you are a political subdivision, county, city, or school district of specific state ('State -Specific Provision'), then the State Specific Provision shall control. 1. The parties wish to amend the above -referenced Agreement by adding the Wowing language: REPRESENTATIONS AND WARRANTIES OF CUSTOMER: You hereby represent and warrant to us that () you have been duly authorized under the Constitution and laws of the applicable Jurisdiction and by resolution or other authority ofyourgoveming body to execute and deliver this Agreement and to carry out your obligations hereunder, (t) all legal requirements have been met and procedures have been followed, Including public bidding, In order to ensure the enforceability of this Agreement (III) this Agreement Is in compliance with all laws applicable to you, Including any debt limitations or limitations on Interest rates or finance charges; (iv) the Equipment will be used by you only for essential governmental or proprietary functions of you consistent with the scope of your authority, will not be used in a trade or business of any person or entity, by the federal government or for any personal, family or household use, and your need for the Equipment Is not expected to diminish during the term of this Agreement (v) you have funds available to pay Payments until the end of your current appropriation period, and you Intend to request funds to make Payments in each appropriation period, from now until the and of the term of this Agreement; and (v) your exact legal name is as set forth on page one of this Agreement INITIAL TERM AND RENEWAL TERIi The term of the Agreement consists of an Initial term beginning on the date we pay Supplier and ending at the end of your fiscal year in which we pay Supplier, and a series of renewal terms, each co -extensive with your fiscal year. Except to the extent required by applicable law, If you do not exercise your right to terminate the Agreement underthe Non-Appropdatlon or Renewal paragraph as of the end of any fiscal year, the Agreement will be deemed automatically renewed for the next succeeding renewal term. An election by you to terhdnate the Agreement under the Non-Appropdaflon or Renewal paragraph is not a default Notwithstanding anything to the contrary set forth In the Agreement, If we cancel the Agreement following a default by you, we may require that you pay the unpaid balance of Payments under the Agreement through the end of yourthencurrent fiscal year, but we may not require you to pay future Payments due beyond that fiscal yearor the anticipated residual value of the Equipment If we sell the Equipment following a default by you, you will not be responsible for a deficiency, except to the extent of our costs of repossession, moving, storage, repair and sale, and our aftomeye fees and costs. NON -APPROPRIATION OR RENEWAL: If either sufficient funds are not appropriated to make Payments or any otheramounts due under this Agreement or (to the extent required by applicable law) this Agreement Is not renewed either automatically or by mutual ratification, this Agreement shall terminate and you shall not be obligated to make Payments under this Agreement beyond the thenrurrent fiscal year for which funds have been appropriated. Upon such an event you shall, no later than the end of the recall yearforwhich Payments have been appropriated or he term of this Agreement has been renewed, deriver possession of he Equipment be us. If you fail to deliver possession of the Equipment to us, Die termination shall nevertheless be effective but you shall be responsible, to the extent permitted by law and legallyavailable funds, for the payment of damages in an amount equal to the portion of Payments hereafter coming due that is attributable to the number of days after the termination during which you fail to deliver possession and for any other loss suffered by us as a result of your failure to deliver possession as required. You shall notify us in writing within seven days after (1) your failure to appropriate funds sufficient for the payment of the Payments or (Ti) to the extent required by applicable law, (a) his Agreement Is rat renewed or this Agreement Is renewed by you (in which event this Agreement shall be mutually ratified and renewed), provided that your failure to give any such notice under cause (1) or () of his sentence shall not operate to extend his Agreement or result in any fiabilily to you. SUPPLEMENTS; SEPARATE FINANCINGS: To he extent applicable, In the event Ihalthe parties hereafter mutually agree to execute and deliver any supplement or schedule Supplement') under the above -referenced Agreement, such Supplement, as tincorporates the terns and conditions of the Agreement, shall be a separate financing distinct from the Agreement or other Supplements thereto. Without limiting the foregoing, upon the occurrence of an eventof defaultor a nowlepropdation eventwith respectto the Agreement or a Supplement (each, a separate' Contract), as applicable, we shall have the this and remedies specified in the Agreement with respect to the Equipment financed and the Payments payable under such Contract and we shall have no rights or remedies with respect to Equipment financed or Payments payable under any other Contract unless an event of default or non -appropriation event has also occurred under such other Contract Z The parties wish to amend the above -referenced Agreement by restating certain language as follows: Any provision In the Agreement stating that you shall Indemnity and hold us harmless ts hereby amended and restated as follows: 'You shall rwtbe required to Indemnify orhold us harmless against liabilities wising from this Agreement However, as between you and us, and to the extent permited by law and legally evarable funds, you are responsible for and shall bear the risk of Im for, star pay directly, and shall defend against any and all claims, liabilities, proceedings, actions, expenses, damages or losses arbing under or related to the Equipment Including, but not limited to, the possession, ownership, lease, use of operation thereof, except that you shall not bear the risk of loss of, nor pay for, any claims, liabilities, proceedings, actions, expenses, damages or losses that arise directly from events occurring after you have surrendered possession of the Equipment In accordance with the terms of this Agreement to us or thatadse directly from our gross negligence or willful misconduct' Any provision In the Agreement staling that the Agreement Is governed by particularstate's laws and you consent o such Jurisdietoh and venue Is hereby amended and restated as forcers: 'This Agreement will begovemed by and construed In accordance with the laws of the state where you are located. You consentto)udsdktion and venue of any state or federal court In such stale and wake the defense of inconvenient fomen' Any provision in the Agreement stating this Agreement supersedes any invoice and/or purchase order is hereby amended and restated as follows: 'You agree that the terms and conditions contained in thisAgreement which, with the acceptance certification, Is the entire agreement between you and us regarding the Equipment and which supersedes any purchase order, invoice, request for proposal, response or other related document,' Any provision In the Agreement stating that this Agreement shall automatically renew unless the Equipment's purchased, returned ore notice requirement Is satisfied Is hereby amended and restated as follows: 'Unless the purchase option Is $1.00 or$101.00, you agree to send us written notice at least 30 days before the end of the final renewal term that you want to purchase or return the Equipment and you agree to so purchase or return the Equipment not later than the end of he real renewal term. If you fail le so purchase or return the Equipment alor before heend of the final renewal term, you shall be a holdover lenantwilh respect to this Agreement and the Equipment and this Agreement shall renew on a month- b4nonth basis under he same terms hereof un0 the Equipment has been purchased or returned' Any provision in the Agreement stating that we may assign this Agreement Is hereby amended and restated as blows: 'We may sell, assign, or transfer his Agreement Without notice to or consent from you, and you waive any right you may have to such notice or consent' Any provision in the Agreementstatirg halyou grant us a security interest in the Equipment to secure all amounts owed to us underany agreement Is hereby amended and restated as follows: To the extent permitted by law, you grant us a security Interest in the Equipment be secure all amounts you owe us under his Agreement and any supplements hereto. You authorize and rally our f lhg of any financing slaterrenl(s) and he naming of us on any vehicle tite(s) to show our Interest' Any provision in he Agreement stating that a default by you under any agreement with our affiliates or other lenders shall be an event of default under the Agreement is hereby amended and restated as blows: 'You will be In default if. (1) you do not pay any Payment or other sum due to us mderthb Agreement when due or you fad to perform in accordance NOTE: CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. 1 of 3 TFS • 0421 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D with the covenants, terms and conditions of this Agreement; (i) you make or have made any false statement or misrepresentation to us; or (if) you dissolve, liquidate, terminate your existence or are In bankruptcy. Any provision in the Agreement staling that you shall pay our attorneys' fees is hereby amended and restated as follows: 'In the event of any dispute or enforcement of rights under this Agreement or any related agreement, you agree b pay, to the extent permitted by law and to the extent of legally available funds, our reasonable attorneys' fees (including any Incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, iockrding any collection agency fee.' Any provision In the Agreement requiring you to pay amounts due under the Agreement upon the occurrence of a default failure to appropriate funds or failure to renew file Agreement Is hereby amended to limit such requirement to the extent permitted by law and legally available brads. 3. If your endof-term option Is the purchase of all Equipment for $1.00 or $101.00, the following applies: Unless otherwise required by law, upon your acceptance of the Equipment, Ube to the Equipment shall be In your name, subject to our Interest under this Agreement; provided, however, that H you are a political subdivision of any of the Stales of Colorado, Georgia, Louisiana, Minnesota, Ohio or Oklahoma, and Ifyour endoptern option Is the purchase of all Equipment for $1.00 or $101.00, Ube to the Equipment shah be in our name, subject to your Interest under the Agreement 4. With respect to any "Financed Items," the following provisions shall be applicable to such Financed Hems: This Addendum concerns the ginning to you of certain software and/or software license(s) Licensed Soflwarel, the purchase by you of certain software components, Including but not limited to, software maintenance andbrsupport ('Products') and/or the purchase by you of certain Implementation, integration, training, technical consulting and/or professional services In connection with software ('Services') (collectively, the 'Financed Items') from software licensors)andforsuppher(s)(oo0ectively,the'Supplief), all as further described in the agreement(s) between you and Supphef (collectively the 'Product Agreement'). For essential governmental purposes only, you have requested and we have agreed that Instead of you paying the fees pursuant to the Product Agreement to Supplier for the Financed Items, we will satisfy your obligation to pay such fees to Supplier, and In consideration thereof, you shall repay the sums advanced by us to Suppler by promptly making certain Installment payments to us, which are Included In the Payments set ford In the Agreement. To the extent permitted by law, you grant us a security Interest In the Iicense(s), molding without limitation, all of your rights In the Licensed Software granted thereunder, the Products, all rights to payment under the Product Agreement the Financed Items, and all proceeds of the foregohg to secure all amounts you are us under this Agreement You authodze and ratify our filing of any financing statement(s) to show our Interest Ownership of any Licensed Software shall remain with Supplier thereof. All Financed Items shall be provided by a Supplier unrelated to us, and your rights with respect to such Financed Items shall be governed by the Product Agreement between you and Supplier, which shall not be affected by this Agreement IN NO EVENT SHALLWE HAVE ANY OBLIGATION TO PROVIDE ANY FINANCED ITEMS, AND ANY FAILURE OF SUPPLIER TO PROVIDE ANY FINANCED ITEMS SHALL NOT EXCUSE YOUR OBLIGATIONS TO US IN ANY WAY. YOU HAVE SELECTED SUPPLIER AND THE FINANCED ITEMS BASED UPON YOUR OWN JUDGMENT. WE DO NOT TAKE RESPONSIBILITY FOR THE INSTALLATION OR PERFORMANCE OF THE FINANCED ITEMS. SUPPLIER IS NOT AN AGENT OF OURS AND WE ARE NOT AN AGENT OF SUPPLIER, AND NOTHING SUPPLIER STATES OR DOES CAN AFFECT YOUR OBLIGATIONS HEREUNDER. YOU WILL MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST ANY SUPPLIER, LICENSOR OR MANUFACTURER AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WILL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AS TO THE FINANCED ITEMS COVERED BY THE PRODUCT AGREEMENT AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR AS TO ANY PATENT, TRADEMARK OR COPYRIGHT INFRINGEMENT, CONDITION, QUALITY, ADEQUACY, TITLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS OR ANY OTHER ISSUE IN REGARD TO THE FINANCED ITEMS. YOU HEREBY WAIVE ANY CLAIM (INCLUDING ANY CLAIM BASED ON STRICT LIABILITY OR ABSOLUTE LIABILITY IN TORT) THAT YOU MAY HAVE AGAINST US FOR ANY LOSS, DAMAGE (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF DATA OR ANY OTHER DAMAGES) OR EXPENSE CAUSED BY THE FINANCED ITEMS COVERED BY THE PRODUCT AGREEMENT OR A TERMINATION OF THE FINANCED ITEMS PURSUANT TO AN EVENT OF DEFAULT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, LOSS, EXPENSE OR COST. The following shah be additional events ofdefaull under the Agreement () you fah to perform In accordance with the covenants, terms and conditions of the Product Agreement or (i) the Product Agreement is terminated, suspended, materially restricted or limited. The following shall be addifonal remedies we have kx your default under the Agreement We shall have the right to: (a)cause the termination of the Financed Items and you Irrevocably consent to such termhal om of the Financed Items by Supplier, and (b) require you b Immediately stop using the Financed Items (regardless of whether you are In default under the Product Agreement) and you shall, at our option, either deliver to us a cerfificatbn executed by a duty authorized officer cerhying that you have ceased use of the Financed Items or deliver the Financed Items to a location designated by us. In the event you are entitled to transfer the light to use the Financed Items to any third party, you hereby agree to transfer any such right In use the Financed Items to any third party selected by us and acknowledge that you shall have no right to fees payable by any third party In connection withsuchkansfer. However, we shall not be required to mitigate our damages caused by default by transferring any Financed Items to a third party. 5. If you are a political subdivision of the State of Arizona, the following applies: We understand thatyou may cancel the Agreement within three years after the start date of the Agreement If any person significantly Involved in negotiating, drafting, securing or obtaining the Agreement for or on your behalf becomes, during the term of the Agreement our employee of agent or becomes, during the tenn of the Agreement a consultant to us with respect to the subject matter of the Agreement. 6. If you area school district in the State of California and your end -of -term option is the purchase of all Equipment for $1,00 or $101.00, the following applies: You will be deemed to have acquired II to the Equipment from the Supplier on the date we pay for It and you hereby sell, transfer and convey the Equipment to us on that date. You represent to us that the resolution of your governing body authorizing the execution and delivery of the Agreement contained a Hiding that the Equipment Is a me# item of equipment or data processing equipment and that the sale and leaseback of the Equipment was the most economical means of proving the Equipment to you. 7. If you area political subdivision of the State of Florida, the following applies: We agree that there is no intention to create under the Agreement right In us to dispossess you Involuntarily of your hteresb in of the right of use of the Equipment We hereby Irrevocably wake any right to specific performance of your covenant to return possession of the Equipment to us lf you default or exercise your right not to appropriate funds to make Payments. We acknowledge that Payments may not be payable fromad valorem taxes, and In no event may we compel this use of ad valorem taxing power for you to make Payments. lithe endof-term option for the Agreement Is Una purchase of all Equipment for $1.00 or 101.00, you agree thalyou will give all notices and file all reports with the State Division of Finance as maybe required In co nectlon with the Agreement by Florida Statutes Annotated Section 218.38 and the mlre adopted thereunder, 8. H you are a county of the State of Florida and your end -of term option Is the purchase of all Equipment for $1.00 or $101.00, the following applies: If tha term of the Agreement exceeds five (5) years, you represent and covenant to us that Payments will be paid from sources other then ad valorem taxes, and that the Agreement has been approved by our Board of County Commissioners. 9. H you are a political subdivision in the State of Georgia, the following applies: You represent to hs that your acqu}sifon or lease (or other financing) of the Equipment has not been the subject of a reffewdum or a proposed Issuance of bonded debt which failed to receive the approval ofyour voters within the bur calendar years Immediately preceding the start date of the Agreement 10. If you are a school dhlriet in the State of Georgia, the following applies: The tens of the Agreement will consbtof an original term, which will commence on the date we pay the Supplier and will continue (through to end of the then -current calendar year, and a series of renewal lem s, each having a duration of one calendar year. You will have the right to terminate the Agreement pursuant to the Nan-Appropdatan or Renewal paragraph at the end of each calendar year, and at the end of each fiscal year, H sufficient funds are not appropriated for such fiscal year ofcalendar year to make Payments. Ifyou do not exercise your right to terminate this Agreement pursuant to the Non -Appropriation or Renewal paragraph at the end of arty cakadar year or fiscal year, the Agreement will be deemed to have been automadcafiy renewed for the nedcalendaryearor fiscal year, as applicable. If. Hyou area political subdivision oththe State of Idaho, the following applies: Ifyou are required undertheAgreement lo make any payments to us (ot ert an a Payment) during arty fiscal year during the term of the Agreement In the event of (a) a late payment charge for Payments, (b) an advance by us which you are required to repay, (c) an indemnity payment you ogre to us, or(d) any other additional payment obligation you owe to us under the Agreement (cotiectivey, the 'Additional Paymenlsl, the Additional Payments shag be payable solely from legally appropriated funds available for such fiscal year ('Available Funds'). To the axtentAvalable Funds are not avail able for such fiscal year for payment of the Additional Payments, ten the Additional Payments shall be subject to appropriation for the following fiscal year, or the fiscal year following the final fiscal year of the ten of the Agreement, if the Additional Payment was incurred in the final fiscal year of the term of this Agreement. Failure to so appropriate the Additional Payments for the following fiscal year in each such case shall be non -appropriation described in the Non -Appropriation or Renewal NOTE: CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. 2 of 3 TFS • 0421 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D paragraph of the Agreement, providing the remedies to us for such an event in sad paragraph. You will not be entitled to prepay the Agreement or to exercise your option to purchase the Equipment at the end of the term of the Agreement so long as any Additional Payments are outstanding and unpaid. 12. Ifyou are a political subdivision of the State of Kansas, the following applies: We agree that you are obligated only to pay Payments under the Agreement as may lawfully be made from funds budgeted and appropriated for that purpose during the then -current fiscal year, or funds made available from any awfully operated revenue producing source. If you are a school district, you represent and warrant to us that your Board of Education, by resolution approved by a majority of members of the Board of Education, has elected to omit the mandatory contract provtsions prescribed by the Kansas Department of Administration In form DA-1469, as amended, from the Agreement and such provisions are hereby so omitted; provided, however, that this election does not authorize the omission from the Agreement of the provisions of Kansas Statutes Annotated ('KSA.J § 72-1146 (related to IndemniOcation and hold harmless provisions) or § 72.1147 (applicable law shall be Kansas law and applicable courts shall be Kansas courts), as amended. To the extent that the terms of the Agreement is; In conflict with the terms of KS.A. § 72-1146 or KSA. § 72-1147, the terms of K.S.A. § 72-1146 and KSA. § 72-1147 shall prevail. 13. If you are a political subdivision of the State of Kentucky and your end -of -term option is the purchase of all Equipment for $1.00 or $101.00, the following applies: You represent to us that you have h connection with Use Agneementgfven all notices to and obtained all consents from the state local debt officer (or in the case of a school district the chief state school officer) required by applicable law. 14. If you are a school district of the State of Missouri and your end -of -term option Is the purchase of all Equipment for 57.00 or $101.00, the following applies: You represent to us that Payments under the Agreement will be pad from the capital outlay fund, and that sufficient funds necessary to make Payments required under the Agreement have been appropriated to the capital outlay Pond for the fiscal year that includes the commencement date of the Agreement 15. If you area political subdivision of the State of Nevada, the following applies: You represent to us that, to the extent required by appicable law (a) Ole Agreement has been approved by he Executive Director of the Nevada Tax Commission, (b) he Agreement was approved by resolution of your governing body, and such resolution was approved by two- thirds of the members of such governing body, and (c) the resolution approving the Agreement was In form that connotes with Nevada Revised Statues Section 350.087, Including the required findings of fact and was published in accordance with the requirements of Section 350.087. To he extent required by applicable law, you agree to update your plan for capital Improvements In accordance with the requirements of Nevada Revised Statutes Section 350.091. 16, If you are a school district of Use State of New Jersey, the following applies: You represent to us that (a) you have complied with all rules and regulations of the New Jersey State Board of Education applicable to tie teasing of the Financed Items under the Agreement (b) you have complied with and will continue to comply with all miss and regulations related to New Jersey Statute 18A:18A-4.6, to) you are not entering Into the Agreement to finance maintenance, guarantees, or verification of guarantees of energy conservation measures, and (d) you will rat except out the Agreement from any budget or tax levy limitation olhenwiss provided by law. 17. If you are a political subdivision of the Stale of New York, the following applies: The Agreement shall be deemed executory only to the extent of monies appropriated and available for the purpose of the Agreement, and no liability on account hereof shall be incurred by you beyond the amount of such monies. The Agreement Is not your general obligation. Neither your Pull faith and credit not your taxing power are pledged to the payment of any amount due or to become due underihe Agreement It is understood that neither he Agreement nor any representalbn by any public employee or officer created any legal or moral obligation to appropriate or make monies available for the purposes of the Agreement 18. If you are a political subdivision of the State of Oklahoma, the following applies: The Agreement will temllrete at the end of each fiscal year unless you and we ratify, the renewal thereof, and any such termination will be Seated as a non-appropriaton under the Non -Appropriation or Renewal paragraph of the Agreement 19. If you are a political subdivision of the Commonwealth of Pennsylvania, the following applies: You represent to us thatyou have complied with the Pennsylvania Local Government Unit Debt Act Pa. Cons. Slat tit 53, Sections 8001 to 8049 (including filing of debt statement and advertisemenlof proposed financing) in connection with the Agreement 20. If you area political subdivision of the State of South Dakota, the following applies: You represent to us that be Agreement has been approved by the requisite number of members of your governing body. If you are a school district, you represent and covenant to us that all Payments under the Agreement will be paid from your capital outlay fund and that you have not received any peOtios from your voters requesting voter approval of the Agreement and the time for filing such petitions has expired. 21. If you area school district In the State of West Virginia, the following applies: Any action, suitor proceeding arising outolor relalirg to the Agreemenlshall be tried In the West Virginia Court of Claims, andwe hereby consent to he jurisdiction and venue in such court You will have no obligation to pay any taxes associated with the use, ownership orarqu6ft of the Equipment unless he use, ownership or acquisition of the Equipment is determined by final non -appealable judicial order to be subject to taxation, h which event you shall, to the extent permitted by applicable law, pay such taxes. If you receive notice from any taxing aulhody alleging that he Equipment is subject to property taxes, you will (a) give prompt written notice to us, (b) contest such allegations by proper proceedings, and (c) to the extent permitted by applicable law, and without prejudice to he position that the Equipment should be exempt from all property taxes, establish reserves for the payment of such taxes as required by general accepted aocounOre principles. We understand that you do not waive the benefit of any statute of limitations governing the time In which we may bring suit against you under the Agreement You will not be obligated to pay any attorneys' fees Incurred by us In connection with any suit action, proceeding of other exercise of remedies under the Agreement absent Mal, hors -appealable order ofa court of competentfurisdlction awarding attorneys' fees to us. We agree not to repossess the Equipment following a default or non - appropriation under the Agreement without giving seven (7) days prior written notice to you. Fallowing the repossession or return of the Equipment as a result of a default or non - appropriation, you will have the fight to acquire or lease similar property without restriction. We understand that the Agreement is a pubic record under the West Virginia Freedom of Information Act By signing this Addendum, Customer acknowledges the applicable changes noted above are Incorporated by reference Into the Agreement. In all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer. Customer has caused this Addendum to be executed by Its duly -authorized officer as of the date below. Toshiba Financial Services Lessor gyt - 7 gala Title Pate Customer X Signature Title Date NOTE: CAPITALIZED TERMS IN THIS DOCUMENTARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. 3 of TFS-0421 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D TERMS AND CONDITIONS ADDENDUM AGREEMENT # 2785573 Addendum to Agreement # 2785573 and any future supplements/schedules thereto, between CARMEL CITY OF, as Customer and TOSHIBA FINANCIAL SERVICES, as Lessor/Secured Party ('Agreement"). The words "you" and °your" refer to Customer. The words "we," "us" and "our" refer to Lessor/Secured Party. The parties wish to amend the above -referenced Agreement as follows: The following paragraphs have been added to the Agreement: P24. CERTIFICATION STATEMENT REGARDING INVESTMENTS IN IRAN: Pursuant to Indiana Code 5-22- 16.5 at seq., Lessor is not the target of any OFAC Sanctions and is not located within or operating from Cuba, Iran, North Korea, Sudan, Syria or the Crimea Region of Ukraine. P25. E-VERIFY: Pursuant to I.C. § 22-5-1.7 at seq., as the same may be amended from time to time, and as is incorporated herein by this reference (the 'Indiana E-Verify Law"), Vendor is required to enroll in and verify the work eligibility status of its newly -hired employees using the E-Verify program, and to execute the Affidavit attached herein as Exhibit D, affirming that it is enrolled and participating in the E-verify program and does not knowingly employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with documentation indicating that it has enrolled and is participating in the E-Verify program. The requirements of this paragraph shall not apply should the E-Verify program Geese to exist. P26. NONDISCRIMINATION: Vendor represents and warrants that it and all of its officers, employees, agents, contractors and subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting discrimination against any employee, applicant for employment or other person in the provision of any Goods and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of employment and any other matter related to their employment or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status. By signing this Addendum, Customer acknowledges the above changes to the Agreement and authorizes Lessor/Secured Party to make such changes. In the event of any conflict between this Addendum and the Agreement, this Addendum shall prevail. In all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer. TOSHIBA FINANCIAL SERVICES Lessor/Secured Party I ure M 7/ ab/ i Title ate CARMEL CITY OF Customer X Signature Title Date NOTE: CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. AS00 REV 01/ig DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D TOSHIBA SALES ORDER BUSINESS SOLUTIONS S0R,,2.,0n0 PACKETNUM13ER ORDERDATE Sales Representative: Dan Swift CUSTOMER INFORMATION jousburnerNarree:afty Of Carmel Billing Address: 3400 W 131ST STREET lPhonet(317)733-200 2: City of Carmel Streets Department 1corbactAnny Lunn gistomere jMdreenst,. C,CARMEL State: IN zip: 46074 IV EQUIPMENT AND SUPPLIES EQU PMENT & ACCESSORIES . . NUMBER SHIP TO ADDRESS UNIT PRICEUT 1 Toshiba e-STUD104515AC ESTUD104515AC Van W 13un SrniuFrOtr d Cures Real MsrraauMaEe, IN W74 SEE LEASE 1 5-0-0--sheet DSDF MR4000B 1 Copier Stand STAND5005 I Bridne Kit KN5005 I Console Finisher wif Stapling MJ1109B i Hole Punch MJ6105 1 Analog Fax Unit I 2nd Line Fax Unit GD1370N T2 SPECIAL INSTRUCTIONS Other SEE: LEASE EOL/ Security Professional Fees Connectivity. Fees Move Fees Sales Tax % Tax Paid Advance P..'d SEE LEASE Pat your signaturallboarre steull annatituto an enrorceada am onrarral signature loran wroues. 8,. I,.In, this egreemsnt, the euslemeracanowleegea that behuhe hes read and urdaratom the is,.s and nominees of this a ...... nt. 1. Limited Wartany. The salerwe,bnle bat the Wode b be delivered will be of Um Nnd and quallydescrgu:E N mla Pgreament end will b hew of celesta Hwahmanehlp ormabdal. Shaub anyfallure b wnfprm b gca wartany appear wihin nhery lag) days after the hiliel deb d hmtenauon h e,e teas d now pootls, or NiM (3g) days after Ne halal tlele of hsbgalbn h the case of used or reroMilioned goose, W seller el IPa Wn. abet wrrect wch tlefecb by aulbde rapalrw replacement al ila ocn eapenae. Wm ranficatlon IheredeM subebnllafmn Nat the gaotlshave been eWatl, Wblleq malntained,.r,tl operated h accada,we wqn the Selleya recomme,Metbns or standard IMuaky Oredke. The bregai,q wartanry does na appy to cmuvnable pens suN es, but nd smiled lo, drama, Geanin9 brushes. Nora. tlevNoper, toner, heat end oiler hoes Wassore pace, borrow. lamas and free.. This warranty Is araclualve and Is In Rau of any warranty of merchantability, fitness for 0 lawflcular PuFP"* or other .,,only of gnonty, whether ..p.e or irnpluo, except at title and against pafeet infd ...... I. conatian of nan,o.rchnnithess. In ther ....am for the period of thre, th,whim! abonno, shall ounsturte fulfilment a an Initerstai of the Seller 0 the Customer war respa to. or orhaing ME Of theondo, whether booed on oon".1, ruggg.....Uku M RatuRydoEhamirs. ftCCEPTANCE IftnathEre: X Print Name: m 6,rem IS'nawro: X zl FAIR: M 1 of 1 SALES ORDER 0119 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D TOSHIBA BUSINESS SOLUTIONS TOSHIBA FINANCIAL SERVICES THIS FORM IS PROVIDED FOR THE CUSTOMER TO APPROVE AND FORWARD TO THEIR INSURERS Date: To: Custanees InsuraneeAgent s Description of "s) to be insured Name of Agency: Toshiba e-STUDI04515AC Address: City: Stale - Zip: Phone: Fax Agent InsurableValue: $34,719.00 have entered into an agreement with the Owner for the above described item(s). This is a "NET' agreement and we are mnsible for the insurance. The insurance policy must include a provision for the following requirements: HENSIVE GENERAL LIABILTY/PROPERTY DAMAGE (PROPERTY DAMAGE MUST BE ALL-RISK OR "SPECIAL FORM INCLUDING THEFT"). PLEASE SHOW AS ADDITIONAL INSURED AND LENDER'S LOSS PAYEE ON THE CERTIFCATE OF INSURANCE Toshiba Financial Services and/or its assigns 1310 Madrid Street, Suite 101 state - Lp: Marshall, MN 5625E authorize the above agent to immediately place the insurance coverage required for the described item(s). Please issue a inder of insurance to the above named additional Insured and Loss Payee by return mail and replace it with the original Isurance policy endorsement within 30 days. This Certificate should indicate the following: "It is agreed that Toshiba Financial Services will be notified in writing 10 days prior to cancellation or other material change in the conditions of this policy." Date: Customer Name: Customer Name' ISignalure:x (Title: I Date: REQUEST FOR CERTIFICATE OF INSURANCE 0518 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D TOSHIBA qM-2.0.0 BUSINESS SOLUTIONS n SALES PACKET Sales Representative: Dan Swift DATE CUSTOMER INIFORMATION Customer Name: Cfl of Carmel lCustomer Contact Amy Lunn Billing Address: 3400 W 131 ST STREET Phone q: 317 733-2001 End. Customer PO N: EIsuite#: C' of Carmel Streets Department Meter Contact: Am Lunn Meter Phone: 317 733-2001 Cllr CARMEL state: IN Zip: 46074 Meter Emanr alunn carmel.in. ov METER COLLECTION CHOICES: 1 r 4 Ir 1 Yt1 What is Toshiba's Automated Meter Read Program (AMR)? As part of your service contract with TBS, you are required to report usage data for all your printers, copiers, and multifunction devices. With manual reporting, you must go to each device, record the serial numbers and meter readings, and submit this information via email, fax or phone. Toshiba's AMR program automatically gathers usage data for each device and sends it securely to TBS at scheduled Intervals. The result Is more accurate and timely reporting, fewer billing errors, and less busy work for you. Haw intich does 'Toshiba AMR cos( Inc? Nothing. Ever. What Information does AMR pafhei% The automated meter reading system captures all required information for billing purposes; Machine model, Serial number, and usage information. A die transinfss(on socuru7 Yes. Data Is completely secure. Toshiba Business Solutions IT Team will work with you to set up equipment meter collections in the priority listed below: 1 Automated Meter Read (e-Bridge CloudConnect) Your Toshiba system will be equipped with two-way communication capabilities. TBS will provide updates, system back ups, and meter collection automatically. Equipment MUST be connected to your network. 2 Automated Meter Read (On Site Software) TBS will provide free AMR software that will automatically pull meter Information and Input Into TBS billing system. Equipment MUST be connected to your network. 3 Meters Online (MOL) An automatic meter request is sent to the End User directly from the TBS billing system. End User collects the meter readings and goes to http://rneters.toshiba.mm and enters the meters online manually. Al meters submitted via online are electronically Imported Into the TBS billing with no manual entry or interaction by TBS. TBS may charge a fee to recover the cost of meter collections If meters are not submitted through the automated website. TBS reserves the right to convert Customer to a Bat fee, based upon the greater of a specific unit's historical average volume or the device type's midpoint manufacturer recommended volume, if meters are not made available for the device(s) after consecutive billing periods. Toshiba Is committed to the environment through Its worldwide green Initiatives. One of the primary goals of ToshibW sgreen Initiatives Is environmental management through corporate social responsibility. One of TBS's Eco-Innovatlon Initiatives Is to convert to electronic invoicing whenever possible. Convening to electronic Invoicing will enable TBS to decrease its consumotlon of environmental resources tremendously. Please select if you will accept Electronic Invoices when possible: 0Yes MX No Upon receipt of first TFS Lease invoice, visit www.financing.eportaldirect.Dom or call 1-800-328-9092 to register Please select preferred Electronic Invoice Method (TBS Invoices Only): Email Attachment Only: M Invoice Portal Access: PDF copy of invoice sent to email listed below Link to web portal allowing Invoicing viewing and E-Pay option. Email will be sent with link when new invoices generate. Email Address for Invoice notifications: CUSTOMER ACCEPTANCE: Print Name: Signature: Title: Date; 1 Of 1 AMR 0119 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D AGREEMENT TOSHIBA CONNECTIVITY '' CAm1 0BUSINESSSOLUTIONS SALES PACKET NUMBER EFFECTIVE DATE Sales Representative: Dan Swift CUSTOMER•- • Customer Name: City Of Cannel lCusionner Cooled: AMY Lunn Billing Addrsea- 3400 W 131ST STREET phone #. (317)733-2001 Fxd. Customer PO ilk Address 2: Ci of Carmel Streets Department Ir tooted Am Lunn IT Phone a: 317 733-2001 city: CARMEL State: IN Zip: 46074 eMall: alunn r@cafinel,In. v 610111111*111al all 141111 X OPTION A: Network Administrator Integration and Training FREE ($400 VALUE) (Remote) Includes basic device configuration, print driver installation on up to three workstations and administrator training. Additional Professional services vAll be billed at published TBS Professional Services rates. Includes Remote Orientation of an Administrator to controller on their network, Installation of 3 workstations for printing, scanning, and PC faxing. Connection Project not to exceed 2 hours. Any additional time required beyond 2 hours will be billed at current Professional Services Rates. If less than 2 hours Is required, no In is banked for future use. Includes Installation of Re -Rite on client server, configuration of 6 advanced scanning workflows; Word, Excel, Text Searchable PDF, PDF Form, Slim PDF, Secure PDF. World owe include one Advanced Scanning Template Group, 6 Templates, and 4 Re -Rite workflows, all delivered to a common output folder. One hour of MFP Training - No more than 5 users par session - Training covers basic copier functions, printing, and scanning. OPTION B: Custom Network Integration -Variable IAdditional Charges Oty Charge Unit Description Base Device Configuration -SeN of Network Protocds on Device Device Print Driver Installation Workstation PC Fax Driver Installation Workstation Print Driver and PC Fax Driver on same workstation Workstation Scan to Copier Controller Scanning Template Scan to Network Fader Scanning Template Seen to Email- Initial Setup of communication to local SWrP server InItial Setup Additional Satup oarScennl Tem late Scanning Template Off-ego SMTP Server Hour Until Completion Additional Setup per Scanning Tem late Scanning Template incomkig Fax Rouwil to Copier Controller Fax Destination Incoming Fax Routing to Network Folder Location Fax Destination Incoming Fax Routinil to Email - Initial Setup of SMTP Server Initial Setu Communication le a Local SMTP Server Additional SeWp pff Destination Destination Off-site SMTP Server hour Until Completion Additional Setup er Destination Destination User Cade Enforcement 10 User Codes Copier Configuration Backup and Restore Backu eslore Event Total Connectivity Fee: Note: Any Additional Connectivity Services performed not specified above will be billed at a rate o1: 5200.00 per hour. Connectivity support may be completed remotely or on -site at the discretion of TBS. Support covers initial Installation only. 1 of 2 CONNECTIVITY FORM 0518 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D STATEMENTOMORK This Statement of Work for Connectivity & Security Options outlines the services and deliverables for the planned Implementation. This Statement of Work Is Intended to decal the obligations of Toshiba Business Solutions (TBS) and the Customer. Option B: Covers the selected work only. Additional Professional Services fees apply for any additional work at the current TBS Professional Services rates. Base Device Configuration Includes: 1. Verify proper network settings, is., print queue configuration, TCP/IP address, etc. 2. Connect base unit to customers network via customer supplledfmstalted cabling. 3. Perform color calibration on base unit and RIP device. Print Driver Installation Includes: 1. Install print drivers onto designated workstations (up to three —Option A or as specified In Option B.) 2. Confirm print capabilities via standard print driver test page. Administrator Training Includes: 1. Training on base unit, print driver and RIP software. 2. Orientation of the administrator to the print controller on the network. While Toshiba print drivers are compatible with most common office applications, TBS does not provide training on specific printing applications. The following are the assumptions on which this Statement of Work Is based. If any of these assumptions either change or are Incorrect, changes to the Statement of vvorx may be required, which may result In changes to the Connectivity Services fee. Please review this section to make sure these assumptions are correct. 1. Client is responsible for ensuring that all applications and data are successfully backed up prior to TBS beginning work. TBS is not responsible for any lost information. 2. Building environmental conditions are within equipment specifications for airflow, temperature, humidity, and electrical quality. 3. Cabling and WAN Data Communication Lines are property installed and tested. TBS Is not responsible for any Improper cabling or Issues Involving telecommunications lines. All troubleshooting and corrective action will be billed outside of this SOW on a time and materials basis. 4. TBS Is not responsible for any conflicts with existing hardware that is no longer supported by the manufacturer. 5. TBS is only responsible for Integration tasks outlined In this Statement of Work Any work outside of this SOW will be handled through a Change Order Request Process, which may require additional billable time and materials. Customer will be Informed before any but of scope work Is perfomhed. 6. Customer will provide systems personnel for the project familiar with all aspects of Customer's enterprise configuration — security, remote access, domain structure, WANILAN connectivity, applications used for this particular project —to work in conjunction with TBS on this implementation. Additionally, a desktop technician may be required to perform dient4de duties. 7. All software being utilized Is registered and authentic. B. Equipment Is connected to a dedicated power source per product specifications furnished by TBS. 9. All network addresses, print queue names and printer names, MG. are available upon request The following Terms and Conditions are an amendment to the TBS Maintenance contract In the event that the Customer has declined a maintenance comac4 me raliovang n arms aria aenauons coo not apply to this agreement Toshiba products and software are warranted to be compalble with hardware and operating systems fisted on product specification sheet at time of Installation. TBS does not guarantee cempatblity with future operating systems or hardware. Inclusions — Hardware: Service calls, replacement parts for connected devices that slow the equipment to Interface with PC's and networks, e.g. printer Interface cards, NIC cards, print controllers, print/scan enablers or any other Items that enhance the functionality of these products. Diagnosis of device failures will be limited to confirmation of print capabilities with a laptop computer connected via a crossover cable using a standard print driver test page. Inclusions — Software: Service calls required as a result of the failure of Toshiba software. Upgrades to Toshiba software are Included. Service Availability: Service calls performed during normal business hours, Monday through Friday, 8:00am to 5:00pm, excluclIng company holidays. Exclusions: i. Electrical work external to the equipment. 2. Charges to Install or Improve telephone fines. 3. Charges to Improve electrical service and/or network lines. 4. Network wiring to Improve or connect the hardware to a computer or network. 5. Service necessitated as a result of malfunction of equipment when unauthorized parts, attachments, or conflicting software is used with the equipment. 6. Service necessitated as a result of alterations, malfunctioning computer or network hardware and/or operating systems. In such event, TBS reserves the right to terminate the maintenance contract if it's determined that such changes, alterations or malfunctions make it Impractical to continue to service the equipment. 7. Reinstallation of drivers and/or Installation of connected devices due to changes In computer and/or network operating systems, system configuration, additfon/upgrades to application software or malfunction of devices. 8. Reinstallation/seMce required due to the relocation of equipment Excluded services will be Invoiced to the Customer at TBS's normal hourly labor rate then in effect for Digital Systems Integration Services. 2 of 2 - CONNECTIVITYFORM0518 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D TOSHIBA BUSINESS SOLUTIONS Sales Representative: Dan Swift RR=2.0.0 DATE Customer Name: City of Carmel This document must be completed and signed by both the customer and a Toshiba Business Solutions (TSS) representative prior to any removal and disposition of equipment from the customer's premises. EQUIPMENT Physicall.—Ilona City of Carmel Streets Department Address: 3400 W 131 ST STREET Plwne A: 317 733-2001 JEXL FaM Address 2: City of Carmel Streets Department contactAmy Lunn olyrCARMEL state:IN zp:46074 e-Ir-alunn carmel.1n. ov Leasing company Toshiba Financial Services Lease1:500-0468434-000 Makamodd:Toshiba e-STUD103555C EOL DOW: Declined Removal Type: Upgrade Disposition: Return to Toshiba sedali:SC7CF58741 EOLcharge: Buyout Type: Upgrade to Keep Paid By: Replaced By, Toshiba e-STUDI04515AC Physical Location Address: Phone A: JEA Fat Address Z Contact city, Istahn Izv. email: Leasing Company Lease is MakWodel: EOLOptiom Removal Type: D'apoei6on: Sam is EOLCharge: Buyout Type: Paid By. Replaced By, Physical Location: Address; Phonei: EM. Fexi: Address 2: Contact City. state: IZIP. small. Leasing Company Lease is Makawatel: EOLOplon: Removal Type: Disposition: Serial is EOL Charge: Buyout Type: Paid By. Replaced By Physical Location: Address: Phone 9. ExL Fall: Address 2: Contact City: state 1zfc Oman: Leasing Company. Lease A: Make": EOLOpthn: Removal Type: Disposition: Sawis EOl Charge: euyoulType: Paid By Replaced By. SEE ATTACHED REMOVAL REPORT SCHEDULE FOR ADDITIONAL REMOVED DEVICES Total End of Life Security Option Charges: $0.00 Customer cartities that they have read the Seemly Options and That 6" have decided b dedne all assistance from TBS regarding enhanced mcunlyon the'rocpledprinter. TES Is und"w abrgation end has no liability concemin data security on said device. It is the Cusbmer's sole and exclusive responsibility la assure lhalall data from all dskdrives or netic rrodla are erased rbrb disposition ofeq ment. Print Name: Signekse: X Titie: Data:,, CUSTOMER You hereby acknowledge and agree that your electronic signature above shall constitute an enrcrceabh and original sigature for an purposes. By signing this agreement, the customer acknowledges that helshe has read and understood the statement of work and terms and conditions of this agreement Print Name: Signature: X Tille: Date: 1 of 2 REMOVAL REPORT 0119 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D FOR ALL ITEMS WITH REMOVAL TYPE OF: CUSTOMER OWNED The customer representative signed below attests that the above equipment Is owned by the customer and Is free and clear of any liens or encumbran Upon completion of the associated sale, the title and ownership of this equipment Is transferred to TBS. FOR ALL ITEMS WITH A BUYOUT TYPE: PAID BY TBS TO CUSTOMER-AMOUNTTO BE PAID TO CUSTOMER $0.00 The customer representative acknowledges that said equipment Is leased and that the amount paid to customer and disposition, as indicated, of equipment and Its condition will fulfill its contractual obligations under the lease. If for any reason the amount paid to customer does not satisfy contractual obligations, the customer assumes any remaining liability with the Leasing Company. It is the responsibility of the customer to provide re instructions. If said equipment cannot be returned until the end of the lease term, the customer must notify the Leasing Company In writing in accordanc the terms of the agreement prior to the end of the lease term. Failure to follow this disposition process could result In additional charges. Toshiba Busir Solutions does not assume and will not be financially responsible for any lease renewal payments or additional fees or penalties Incurred on the le referenced above for any reason. Security: Includes HDD data scrub to DOD standards (5220-22m), NVRAM and Fax Data Scrub, Reloading System Firmware. Iced Security: Includes removing and returning uncleansed HDD to customer, Installing new HDD, NVRAM and Fax Data Scrub, Reloading System Remove and Return: Includes removing and returning uncleansed HDD to customer. This option is only available on customer owned devices. Optimal Security: Includes removal and destruction of HDD, Installing new HDD, WRAM and Fax Data Scrub, Reloading System Firmware. Declined: Customer has declined any assistance from TBS regarding their data and is solely responsible for data security. No Hard Drive: The device has no hard drive. Has Secure HDD: Removed device has built in data overwrite and Customer does not require scrubbing or removal 2 Of 2 REMOVAL REPORT 0119 DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D Approved and Adopted this day of , 20 . CITY OF CARMEL, INDIANA By and through its Board of Public Works and Safety BY: James Brainard, Presiding Officer Date: Mary Ann Burke, Member Date: Lori S. Watson, Member Date: ATTEST: Sue Wolfgang, Clerk Date: DocuSign Envelope ID: AA00AF8E-1CC8-497A-9DE9-DB327337CC5D 8/4/2021 8/4/2021 8/4/2021 8/4/2021 ------------ Not Present