Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
2015-182 Lease Agrmt - Huntington Technology
c l ~l f May 1, 2015 V~~ ucqua~-ae Equflip~en-c 1M/A-HUN663.2109 na fnl c(2 as now ua IT L (DJ City of Ashland Gail Rosenberg Hunt-~ngton RE-dance 1155 East Main Ashland, OR 97520-2271 ~®N~ 7(D L3Coll M u GM(Z 7 ©M Dear City of Ashland: We're pleased to announce that on March 31, 2015, The Huntington National Bank acquired the U.S. business operations of Macquarie Equipment Finance, Inc. We're excited to be uniting the talented business specialists from Macquarie and Huntington into a single, integrated team with a new name, Huntington Technology Finance, Inc. And we look forward to working together to provide a smooth and seamless transition to the new combined organization. • Valuing relationships Macquarie colleagues arejoining Huntington, and Macquarie's U.S. offices will now operate as Huntington offices. The team you work with today will continue to provide the high-level, responsive service that is the ,h,j!tmcrk of our business. • Reassuring continuity You may continue to receive invoices from Macquarie Equipment Finance, Inc. for a brief period until we change to our new name. You should continue to make payments as instructed on your invoice to the payee, address and lockbox listed. Any payments you make to third-party financial institutions will be unaffected. • Delivering opportunities Our two teams have much in common, including a shared commitment to our clients by going above and beyond what you might expect from your financing partner. With more than 25 years of experience, Huntington Technology Finance brings significant expertise to help you navigate technology challenges, identify innovative ways to procure critical assets, and leverage financing to maintain your competitive advantage. As part of the Huntington organization, you'll have new opportunities to meet even more of your future needs. You can learn more about Huntington from the enclosed fact sheet, by visiting huntington.com, or by contacting us at 248-253-9000. We look forward to bringing you extraordinary financing services under a new name. Welcome to Huntington. Sincerely yours, 1 I ~~k 4 w Richard Remiker Greg Goldstein Senior Executive Vice President President Commercial Banking Director Huntington Technology Finance, Inc- The Huntington National Bank _ HUN663-LH Member FDIC. 101" and Huntington* are federally registered service marks of Huntington Bancshares Incorporated.- a Huntington Weicome to Huntington AN INTRODUCTION FOR ° AEI P-kc OUR NEW CLIENTS f The Huntington National Bank is a midwest-based banking organization iniup~d that serves the diverse financial needs of corporations, small businesses, consumers and investors all across the nation. What makes Huntington unique is not what we do, it's how we do it. „ LZ s °7171 ~_j Li i a ~'-i As an organization, we believe in looking out for our clients. Our products, services and innovations have been designed with our clients' needs in mind. We pay careful attention to your business and your industry because this knowledge is vital in helping us create customized solutions to meet J your specific needs. i~FF CFA Our style of communicating is direct and honest. If you have questions, we'll answer them clearly and promptly. If you have concerns, we'll work quickly to address them. As we develop new capabilities that could serve you better, ounl,° `hF ' °`r spa oa '~1~ al mranuir,n ~nnuolC: we'll make sure you hear about them. C^JG CC51m m0 NORIE FOR 'YOU. ji` i 7L (u = i ;,J One of Huntington's core businesses is Equipment Financing. We have f expertise in manufacturing, transportation and municipal leasing, as well as technology and healthcare. We're well-positioned to expand our offerings, M in ui r~3~~ and we are excited about what this means to your organization. As always, we remain committed to working with you to design financial i~C~l solutions that achieve the best possible mix of financial benefits, flexibility and innovation. Welcome to Huntington. Ili u~~ VradWd~ r lionnuo~n~lna~~.[lin_afri For more about Huntington, go to huntington.com, contact us at f~ u oo ~cl =o n °i~i~o ai~clnl ~~~rLi~~ :C d >i!~~~ s~ 248-253-9000 or speak with your Account Manager. _ J re T =_.r-.=.•...-...~...r___`-,.w.r--__.. __.rv.ih~-Y~r✓=--.w.-w~..•~i_V ~_W+.r _ crs.+-.-.. _ ri _ _ _ - _ 31,10Aitgp:n24,20 3 1)IodFtLt'1C?dFTtITs Ikllyi°~ L~ IrS.i?Mj7RFd'hi•rFmSfa.<•n ~ .-'sc~` nnrtn r•,°.~~?ertiiGorlmen~mesrtl}yM 2D_ :ti,t~n L'?~:'42$81.25%•Y.VtCJ.. l`N#S~s;~;CaSl4 ,f'~S: S'~'1$1:~39iloilk Lessectlhlflekititrorrsdc~ .C74Y.ofAshLTitd'M 5#ree;>xtIdsss't• 1155E8siRfrda. lshlc~viLi)II•p0 _ - elersrls ~~cv 5t hed 'ai> rar.Ecctty t~tdisciitiias • _ ;rru7 ~ta~iLi;ttifsm' ' Ast~5an3Pat>x_•91=_~r~t:.~•iCSS£tl643%nio .Zlifaral BBi 9?{J,t): SuoalE°Pr'. Feoa > [tzlesb I•T ' •r.- _ .~y~,~ f - .C H6sofar''tIMti® Graf i~'03:ta_ha Regal Pd raedt3'prtddt~ Saari' P. (in moat lsI S a~ I CPU= rnFccr s{ a ~ati~ ' I .oezi r,'~ I➢g nslt ^ 4 . :4 R r ~'nrtitt { t =tfi' ri3 ; 51 ; St,1 Q19) Ta::Plot ~S•4ivilthjdrtthef?usr 1 5f .1?t* SI',7~]2i 5~L0 S1,:yt0'~1 - " I i i sn~lu~) ~ ctay,DPed'chex[e.~1at. I _ ~ ~ . - ! t 1 I . ~lvar2t . . ~ ~ . t , TheimlPapggq,' uepnslgttpty;fslbel?ntr}p3xatepL.f4rClsEfastPaYtlCndl?zdbduft?ibBasdTerni'}iltciJ> mtedtRJ-I-diyAdvdataRii liled1da. ,r ra dkhrftar^i?helss' natEto'the.l3ti'se7`emC~SlnttiFheeFiienP37v irs t-hbleva iYnii~.. 116 hustra,01 dEI& g~e~Ilhe'tc oftLig?ea,e ~ ' - I.iss6rhasrevlnsgilbispagaaidtaisstoEtllisl Les ,5g th dUcs deelUdarci5 it6•P•1tin16i9eesc~ptae to idedlterc3n: L'rs3nt netgiilterlQrfe j'a4 {hLgizllse,2.irml1!3pruaLl~lhereliy, ~?trn..E:;.i,~d,~•fz.,,,_s,•„e,s~ 1 _ ~:i, a'~EtL°,'k7C'~ ui'rde_nE Binoccc.'tsi:;Le:sa~ 7, r Aatboriz S t. eI!tn An[bdrlicLSi ratttta ' cz_ Fit>iEPludte dtttle.: 1791a - PI, k: is Ditty - ~.Tiecitfc `Lltfd I:evs ' -TfuI L . on_ 3-1 a°-u^5 e.b•ma qtr . Ty }titer 5~tzd lsy L~sspa• arid' ,for' TS daysp~gt ' iLn no12e; of Leese is ot1> mes itisuli eal. i LvW 13, or:s sigvs Lenses or siaa t sigh by LL•rsip und.tessor pays Tor ptty" pardon oftlts Egulp~etc .its assets Tar• the b6melt -of its rn_d3vrs, or i Lvam' es tits sub' ct.tsr atg• liaitkmptt j or tsld"cfieve~ ls'thacsriiL: evegt. Crisess}iatdd rLtiia d~;gpy vrtluaL'dSa Caz csrecatds' reoigmizidmt.prsia ~edln& P•ec?!! meats, ex4et far essay's nvzrul iaeore iu~zs Les'sea r~isrts noFiEaof Le3soFS slgnifig this Lase;, btsl'Les t till! p-itipl ruai Ge u.. and F def,..6ge,- acid intctzst dt» ts:j_esser's: nec~igpnee; FIl-jxccg• legs; tiltd phut g dr seann conX tiP dtis Le ~e on.rtgtte~i'(i(sigilS l}.; SMtioiz a tLSSessmen€s•of any.' Mad, •i>mltidids~ lltgeitla; !'men, inure- 1icc re apd' reiis114A t •sasl the npp116zk deli iliio4s 8F•91~i5 A~:- e fir:: bindl'ug 4) Lee ,e M-7d If Lewdir fens,, electronic.' ,'r't ~zli tg, and other envlrfftimth fzr and s~1es us?; and doess`tsign it},`aEd,9g'f3' ejrObr inar'oEUte.7si11a1 P49MehtRid Ln:Lessbr:,siicn F:tsnvnl pr,yprrty 9dxiD ~wnliagt•p onttitid), h1iNi}tetimppsed'ba I; es troy l car pr tr rLsotvsaisliiltd§tgl a e na'fi:6r2Itslgv5itaerags%l fhe£gqvlprriess4'3Ie?i aiiy oe lliettnrr?i¢tes; o aim the Squlpttent;.+3i19'•L ace, or dn~O'i. L~3laminteat; Ll;=i• mizi pay Far Pill lrgtdliptart;ltexudi#i~, I.es'set is-irol2fy.scvlioltsible.m SLippiL 'tiger doy ai tlic tbfegNng ataouiits MS ttsscsseil `:pr atisa during tbq Teiir^•. or and aft vIlCr pm.ons.11 sf ils kuinmp'[ir ineludi s ili'paycpant`!!f"i E4! p1;1#1 tbemalter ind fairly •aWlItLrabte fm Ilia •Titii:• • tlcliiis° iaears Taxe rgbili pairs flit} tlas~tmsat f~ pelt! hcreun¢ar.is iLmttrRatditltlq even i(Ixssvrda2s aot4jpr d mngta; to se4, p:neISca,.pettses (fiuladingsehmaahle Axtxl caniingeni,'`iotBly;'ar thlI -Lem prpay for p irq)alp}gept gr ihi4 L-,ew lCimlrieets bt~ any Egtrig= M is 01F,Cf co)irn'..jon.trMries`ind a=*-s fee; aid. bastr}, cla7nrs and a:stans (iridtsdlnp, acpepted; tml•in SIB gegvis Lsci.tsill tefiatlt'a'balntiFG of dlv tgltlaf Pa;trtettt in ilitlse 1'3eon nri 1TaliilitY, stoay'tegtttatiaa, caiiimgn'ldttv,:aliithnrl~g"a1•rheory} execss of rr smvµniv thetats err ispcSlyanticipprs magt}rame du . f tirrg lo.stm 'op.-,Mppi s4otloni, vrann~ascin . RutCatls {b3 l asses' err Lcssbr), eFFa(Efcis, Iii sddWqu ta•tho• & rrLlltiptts, eri tlte.rirst ~ atia.w ienbcre in ills aunersidp,• ?i tsfng, Possesslp~; tnsinttnaneG, delivery, ietum., yr sMe; (bq,.L=c[.to I.,e,t59:°DSltipr}rPr^qre"rs'tb:aayEgtttptrjen.'ricens•terta•d-,te._tias];quipmistisdtiiy2rto -Lenses)aT)tieEquipmeat,ud)SbsgsldurutgarfpiriyrtlSEirig(?'anypenc4lpt4ccda;foilra to Lelsey. Mdse Perm Cbrirtireirvemenl dNif ..means:the'first. day vr'the Prynterit erpIratfanaf4heT tm?ndtHar4tpr~ofaSl Egil'ep> tprtta issgr; E{ridd g8rs 61te .i]e:irery Dpftrlor 40 the eia e: Less0i r:cctct tfir. 'RmZrtan~a 3. Q:barrspl;es mud DDistlnittc2zy I c~stcd~s• euvrn mufaeture tee' quipmerts.f tsar LEstf1l dw Tit €cgnists oa iSr all Egmp'meit[. '!nl !aT errs f! :r¢r atis'lis to uny 'ae9 not iepresentinn m nulachucs arSttppliec(y$R.isthe sppplµrui ilia LgssipweTtl 'Equ.pmP4 u6 ss Lessee se Ws the EiPfipmeni as explrs;ly vmviaed, id this Txasei t e's'sgr liar Fhoaea by LesseeL Lessee lm selected Flie',E:quipTot stud Supplier based tnn• pdriad :bd&Lnnutg ' ad 16c'. Delivery' Dat5 contnitima' W tho' Lsdse .Tea upgn Lessee's-m" jtir7giocnt.. Les v: lessee 4tr:•~q¢ipmzgt to Lessee (ea guy ssie cani~lcdt Date,litldthen.t ittttiritdng,ratthaBasT2ii 1.Tdr n"ineatis chalydifsl as tr tti§fer m7'ttie Equigntent regnlq~d•la 6e made bg Le sac 4xrcundar L5).;A t, T¢tnt ti ~ay rc3et4als err cxC tialbits et thls' I CSSa at mty 21„*ic:tn,cSTuM, pt yintis3y )n 'Wiere-f% Rbd tv ghatd wire utlm of alerelirinta1111ty or, fltnesa foes parzF_ular ii o[ itk)t'amSchtiiltledto cord3intv.offCCt aspravideiin thistca5c:crby~licr r urp&i'aa as to'•IufLingkea or, oihe v~arrautles; incept that .Iilsbr tititrtints: lt, l eri' pvr.,r rTtnr -of Vto pptties (urildss ohy Stoi pasted & wnittu dud ea&r as Lssca-s• q' igf chjoyllierd of the, £quip~i•,dut'ing the Tefm''so iong'as no Default cypress)}: arm idedltEtei>b~ -",F3 qt;! thetas theP=6a PsfQn s indtcatedhn did tidiit of occiirs•d.~d; if Ussar id re#ired th s ll of uarisrEr i}te gtiiFriient fv user ncreunde5 flri9_Y e~sG Fat paC4tlhp~.tri pattlal Pa} ,mat i?etid}',of Mite Tc ally plus TasEs nt d allt~r' L^swt• ti5i•.l rymzs•fhC'absenci of any IFeiis: acis'ing Icy;: tfmugls dr under i essoie nmoiittiv that lxivatp craze sir!iednietlyQ becoirte duchy Les4~e balladry. `SYTpulofect E.rcen'i far ~ircsl damtfges, {Iuo to Le3ser's.maL:io(bred'ch aflhis L'east;'Less`or.'is Wit' Pass: ifs{r a mtgtt s, asaf the date fat qi clt7E is.being dctermfil.4 the Rest liten dWr rpsppmibjq autd Les;e ):ill actmpke ett)i.cfaish a ihsf Ix nor, mgardless al i lice `err 6163 the jT-mntyeinC of?Il ~ZCnt;Fa -meats silieriuW tR become dug #'up-ifie rrst ol'the ;my tiarrage9, ~i'heiher,soitsEgtrattidl, Cruet; special, ar,irid-tiatt_Ne tTirr Stfpp7srx" uoi, •Terff,diseLitltrte3Immtheir DacUarrett 34fi.r--npm;.F1tM e'lirr;enCsaiuc.atFtha atrps¢ICSpcts4n,antplo~eeoragelt2of5dpplfcsislessat'sn.-cMbelmsatwd~itvri'syta horatt ihat'Fxssce is ahfiged W PuX or that itma3toptiannily , t0 ncti;nire all pi tlt spew for Le~ati L>z its bind LesiOr in.pny rimy. ;LESSdr essigas to Lasst seal Ihe•Trim, Eu iptatntalt7i"eeitdoftherTeirjt.iftYsLc~espressl)gi alesseetheoblis;dfi ra' nnyass)gnngieEVt~ariiesinadeb5-ih'emanurgcNrerorStppllrttItStbmzSiL~saraa3 op±Y.:t is do sit, orM the fail' made? ttiduepticc of't?S r?gttipmmt~thrnvise, discp> ntpd Lepor a *j tq en3'a.te fbc the tx fil of teisco 3utirrgtl;e .Term any cacti trtrrrantiC3- f0,1 ' tetasttgoPTeit'aalMlitramum..°FtitT"rOr°falrrai FL~saiu¢"rrseptL~the ticitpr~ natt>ssignnbie,: tLesresmgL4stmfdetpense." se L* l`ln=pace calitsoEiL+ecquipnteal io 6e valtt, d"as'stimi tg tltal its tn•the loc61ioncntl 9. Sppgfiesr ccegtance. L' Si a agtpes•thatil hag T _-p: J urmedorSe plicr's idea tiry, cand)6lc cyan ivd" una,:r'this Lease (as if it irEte Equiamtnt:l eretmder):3td tinA,all -1mi Lessee may hnvta rigyts ,Linder atty.3upplie,- contmci, ncd that i essw rimy a ntsr^t safiii,_rv erne-se ;MS necessary fur 'Sts Use era ~adisy uraiiablrr irr the niarkei.- i 3lich S4.11er;3r @ tits ription of iitose rights; Lesser asiiggs b Lessor its rigitis -urdar arty eaIuei=_ dateratrre3l ' the Ltssoc: rI?e~aufY'mcans: Lssed {ass tor* u3t,Sin 5 Stippliei cdntmcL n mayha, a entered.into, but npne.o; iressee's obliptions, L csscr'9 f insrs g'S'nf ifslteino dot; 5s Lcs4ee,f~ Is tv camplj' uitlt this i e. se of attprelatid 'only vbligasiou to Sapplier:is to eq fir t ie Equjpment on tha.cana ;ions at this UL-ase doc,_- dnE dr other arrmmrhi Lda-, nr,d, if cumble,'thc fail ius.eo riues'urcuEed -ad ilthc umetiht otev ausly approved b~ ? cssor, Ic;s:e snail crape `nr he delive_ Paged nF4 . t!'Lr14f1djv (era U= caner) Sev.'ISM) of the Equipment to Lzsee, Lessee shall inspect the Equipment Immediaiely upon or that may be required to comply tY ith the preceding sentence (even If then is a cost). rw--ipt. The, Equipment is deemed Imvurably accepted by Lessee on and as of the Any alterations, additions, and rcplacemarts will became Equipraew and L tsar's sole Delivery Date for all purposes, including under this Lease and•any Supplier contract prop .,ty tt t8out cpst.to Lessor. E5W;pt as rciluhzd n Mis section or as pertnimil under unless within 10 days. of the Delivery Date (and before Lessee whcsrisc rrcccjt-- the the loss provisions of tats Lease; La ssea• will make orb alterations, additions, or Equipmtw) Lessee by wriUcri natlco.to Lesser e.pres51ytziecs the Equipment Upan• replacements to the Equipment Lessee shall permit Lesson to irsrie the Eaufoment acceptance Les>ce shall on mquest of Lessor (made at any time) provide Lessor vrth and _T-sore's applicable nos ttanenea a~eemer;s and recards at tiny reazemble fte signed Acccptancc Certiilcatrs for the Equipment is a .forms requested by Lessor. (subject to Lessee's usunL reasapabla secttrity'proceduias).; Lca;-r ,oral keep the Lessor's obligation to puroltase and lease a eq Equipment is conditioned on Lessee's €ildlimew in good,vrldng order and ctseable, rzasnaabiy clean and cosrnaflcalIy g.,^d, atc ptmce ihcmof and Less.-. s recelving air Agcepiance Cgfdflcate' therefor (LF and. in the same condiEon as •ti?ten shipped to Le resonabie wear and teat 1 requested). Lessor may terminate this Lease as to any Equipment fhtri Lessor is not then er,ceptedd Lem is solely responsible for obinfn£ng any soft ere or ieivfcc~ that may lco t;(u£redbereuader to eimchase and lease and fIntLess;e.bas not ar r. and provided applicable to oho Equiesrert or that it taay need to use the Equipment; end Less= shall an Asceptartce Certifrcale (if anqutsted) vv:cizin90 days of the date hemaf: pe;for„t its obligations under this Lease regardlessi ofthe avallablilbj; failure, or ipmIlty S. T er,a And tent;' Pvoraapptv(atistion. Lase.- ass to lease the Equipment from of any aoftware, services, ac-1 either ana-hardnvaz matters (avert if Pea costs theraf are Lessor for the Team Lessee mnenat ierrrirat° or danceel this Eras: before'the end of financed hereunder). At. Lssc s regtiest, Lessee will at its..pane amiata£rs Li fa ca' the lialtfiPTerm, Lessee a•3thatizea Lessor to iaRn fn this Lease or aul Acgcpuanca during 61a Tam a standard mafateriance contract with. tna manufacti= of. the Certificate or other related daeumenlat na the Sass Term Corattianeemeat•Dets (and Equipment or another parry aweptable to Lessor. Lessor's detam Icarian of that dim is conciafm inane absence ofi dear and convincing % Net Le_c; Te z~. As this Lease is a.met lease. Lessee will indemnify Lessor far all e,ddecoe to the cenmryy) and any mrlnt uutnb'rs or nKrer deser£ptions.of thaEquipmerrt C~nrn, and, to the ei=t L-sor so notifies Lessee, pay due=tly and "ao13 Lz~eo> that at+ provided to Lessor try Less;-, or Supplier. The Reniat Pa nneat for the first harmless Liam all Claims;. provided, hnuv6ez Lessee will not be liable under the °cymcnt Pedod of the Ease Team is dus uirerr I msea signs yule Lerso and.is eamed fofeguing• for to act pica of the Equlpment dap to Supplier after. Lesser ;gust ray upon Lesseti'sacceptenceoftlicEquipment asprovided herzin.The:Re tt'alPaymentfor Supplier hereunder, or to s. peson to the extent of Inman's ne§Cnce or nef3al t nlest L sear etheririse d(r cis la silting, each Payment Ferted thereafter Is due on the rate Date of that Payr seat Period, misconduct. As bett,rz Lrsea rrrtd Lessor, zdcitiouaLty. Lr~ shall, upon der. and, pay prorated £ntedne; Rental Payments, an all Lessor is e,=Iuaively entitled to. Net for and. pay personal property Tares impoa•M5. Equipmer, for any poi ion of tbo' Initial Term preceding the. Base Terra during the Term m the Egcipmeut•{;eget~leG of evho owns it). Tars bide ly iih the Contmene <t ent Date. P.otatlan of Rental Payments hereunder. fi appHcaa e- shall be Rental Payments am: du 6, iih tha Reasi Pa•Y-:eatt, and any other-Taxes are due on made an the basis of a 260--Lazy year of. four 99-day quarters and t%vziva 30-day demand. Atlessar's option, lssee Trill remit,. along with the Rental Payments under morr sA i Rc.2t sad otter pnyuZCntS vv ll ha paid by A1:si fluids trwtsf rs inifiatad by this Lease, an amount cRud to a gernentega,oF Le~o'a' reasonable est£ria'.° of the Le--or, truss others :se demanded by Lessor' (In r+hicht casts Lessee will wEko perarat property Trivets that.tirll be assessable against the Equipment. In addfiion, at paymerd by fmancial insEi.,rrtant• or othenvasa I r. good funds); acid Lessea ewes to Lessar's aption.1;Ssor miy include to M6 Rental Payment au rozoumt for say Tazas . exectteaaElecsnnicPaymentA~denduratothlsL~sersiequir .tfLcssou. Lessecps that may be-£mpased at the Inception of the I.= (such as "ur-front" sales or cob oUgatloas under this 4.es: are air_wlate and tincondltIloaal and not subject to Titres), Iinanccsi at an irterst rate reasonably determh,ett by Lesaor,•and, if Ii Is sorted r bafameuy o! :~_f, carentarjlala!6 notice, or any defeirn w-batsaever; arising Pader out the asst pago•oa this Lease.hat the Pent_l Payment irciudes sales tar, the sutler or this Lem. ec othettw"- or arising against Lessee er leg esigeas Supplier ov the ass roses Included:nx` only enuhtates and subject m adjusuneat by Lessor based ea merufactursr of the £gulpmenk or say other pess or. l3oweve , tls farego£ng does actuel Ta,amounts, as? lessor rn 'y advise Leseo.frotn duo to time by invoice or.otb:i sot limit Lessees enfurement ofeiry rights It may hzve against.Lwsos In a separate urfm Lessea.,vrfl remim• obligated f ar 'any• deficiency if such aira4r~* am action at low fbr damnigeaif Leese: does not'ryany Rent ,veep due, Lessor may Insufnclent to Uly rc£mbum Lessor tha ach al amount of such Tortes, and any m--plus impose. late charges of ue la the greater off S25 or ISF.S of ibo delinquent amaant pips, :viii be either czimted to L:sgds othei obligations to Lessor or returned to Lessee. fbr all Rent ar other atnounts remaiaing unpeid for more Matt -one moaltt, 1895 per,. Lessor may imposes tt" adminisimtipa fee, (,3rich.1t ntpy bitI as pert cif the nnderlying enntun (but Lessor may not impose more iha i the tnwdmam ]Palm amount of late Tax)' of up to 556 ofTaars, if requested, Lessee agrees- to File promptly an half of charge). Lessor all =quested. Tae returns •and. reports conceming•the El(ut teem in, fa-MI f Lessee no lies Lessor at the time Loser: a cccnte3 this Lease that leases: vritb satisfactory to Lessor, with all.appibpriaie governmental agencies and to mall a copy to Less= are generally subj=tea moneys bring drily appropriated, then the fhllawing %ill Lessor cancusaady with the hiving thereat, if an individual Tax-orated liability or apply:' (a) as of tna data Lessee enters into this Leas3 I msco afflmu Its present payment in question under this section Is. too titan 51,000 Lessor may, and oa Lessee's irtetndon to continue this LVse fbr its endre. aeheduled terra and to pays all amounts request it will, certify tine amotnt and edst:Nue' of the lirbili' tj to tessee, and such relating herct~ and to the went pe miced by law, to do all things- lawfully within its canifiadoh shall be conclusive evidence thereof (raithout Lessor hpv£rtg to provuL povmr to obtaln and maintain funds from which the Rental Paymez a and all ether otherevidence).. . amounts due h=mdcrsWbz-Trade, including ailocating'inita breiget ttgaest for eaels S. End•Df-Term Options Lessee ray a erisq one and only one of Me fa£loiving end- fisail year duflag the Term all attimmts anticipated to became due in welt ?sml yasi ' of-Term options 'by giving Lessor Written notice writhe election at least 90 -days before 1 and eiso £pcluding tying its best efibrs and ail reasonable and lave-41means available to the end of the Term and duly performing the elected option by the end of, the Teat: f seem lac upptap3alon suet smonnIa; (b) tlra giarliaa acimDo ,0,edge tlta-, apprapzo6an (a) Lesea zray, elect to return not i= thrut all of the Equipment to Lessor so as to L-3 for such amotmts is a govunmentnl ametion evhlcb I czee cannot contractually commit received by Lesser iiy the.last day of the Term, or (b) if u Prmabse Option is provided itself in advance to pe arm sad that this Lease does not constitute suan a commitment. in this Lease. Lessee may elect to purchase not less than all of the S gtu&ment on the last 'roKevcr, Less= reasoaably believes -that moneya sufficient to pay such amounts can day ofthe Term for the spaciizd Purchase Option price tt'hemupou, oa'ihe last day of and x411 lab lolly be appropriated and -made avmisble to rzrmit Lesseds continued use the Term, irsuch price and all Taxes and other Reins 14ve been paid arid no Default has of the Equipment in the perfarramrca of Its essential functions during the b= c f Sds occurred Lessai ilill self the Equipment to Lessec, or (c) Lease: may elect any other Lease, (c) £YTessee fails to appropilate sufficldnt moneys in any Escal yes For Rental end-0f-Term option that may be stated hezin. I Lessee does rat give Lessor such a Pa},nentsorat`eeramount dueunder this Lease. andlfotheriumb we not available for written election notice or if Lessee does not duty pcrfem, the elected option, the such pa;ments, then Losses shag, give Lessor notice ipd vsrittea evidence of the nan, election notice, if given, wall terminate and the Terns via, automadcally reneve for appropriatfoa at least 60 days before the cad of the then current fiscal year or, if the seclusive prim-manth atnetial terms until Lessea gives a et,itten election notice and non-appropriation has, not occurred by then, immediately upon Me occimcnce of Sue perfoms the ead-of-T.rs t option It duly elects therein. During any such snewal tetras non-appror.4adon, in mfiich case, on the last day of the fiscal year far ,vhldt theamouniofeachResim(tPsymentavillremain thesame (orbecome MeaverogeRental appropriations have been, madq this Lease and the Term hereafshall terminate (vitbout Payment In eflea during the previously applicable portiere of the Teemn-- wiriher it be pi4palty or fro to Lessee) and L essee shall return all of the. Ega£pment to Lessor In the Base Term or a retumai turn-iF P, enta( Payments i,are sot constant for each accordance with Section 16 on or before that date; and (d) Lessee shall nonetheless and Payment Period of such portion of the Term), and the other terms of this Lease will i in all events btrequired topay all Fmtat Payments end othernmounts due or to became remain the samm If Lessee pesorms an end-of-Term option elected duly by itbefare fhe } due tinder this Leas for uitich mmoys shall have been appropriated or are otherwise last day of the Term, Lass&s ebifgatlans.under this tease, including for the payment of available, and, Ter the avmidzace of daub4 and as provided in Section 25 for any paned Rant, shall nonetheless continue thmugh the sebeduled end ofthc Two. l £a,'airhLess eafalls toztumtt,aEquipment asrequired dhm S Risk ofLozs. Lessm shelf bear all rislc of lass (inctudiag by Y. ayoftheft,destruction, 6. Cavenants, Lessee );ill heap the Equipment at the Equipment Location (==pt damage, governmental requisition or Wrg, or otherwise) to the Equipment at all times mobile Equipment WerAed for travelntsy 1-_ temporarily mewl ifittemafns domiciled until the Equipment is rearmed to Lessor hereunder. No such loss shall condlt£oir, limit, at rue Fcr4pruent Lcca iamJ Lessee shall use the Equipment only for its business or affect Lessee's obligation to pay Rent Tn the anent of a loss erith respect to any operations, only for the purposes for mitich it was designed, and only in compliance Equipment, Less= shall either. (a) place such Equipment in good Tsai, canditio,, a-1d ,.ft all applicable manufacturer operating standards and Insurance reauir-emmts, uodting order (b)rranlacc such Equipment vsth equiprs ent of the same manulactstr4 Lessee shall comply with all law. applicabfa to this Lease, the Equipment. or Lessen, year, snake, madtL and accessories in good repair, condition and narking order, or Including maintaining all mqulmd insurance and obtaining all govemmcabil (c)puy Lessor the Stipulatcdloss Value. if Lessee elects a rpair or replacement tinder pe*rixaraas necessary Sr it to so ccmd£y (or that may ba req»£red of Lessor in so subsections (a).or (b) above and the rapefr or replacement is for any reason not complying), and including occupational safc+y and employment lens and la„s rciming completed ,virhie30 days aftho loss, Lessee shall thereupon be deemed to have elected to hazardous materials and the emviroumeat, and also including any licenses for to pay the Stipulated Loss Value under subsection (c) above. Upon Lessor's rceipt of Lessee's business opera[ions or operation of the Equipment Losses shall matte all the Stiptdnred Lnss Value under lhis section, along %idili nil Taxes and other Rentz due alterations or additions to the Equipment that msf be requ:irtd (and supplied at no cost hereunder, this Leese shall terminate and Lessor shall tmrsfar the Equipment to Lessee. or undera maintenance agreement) by the ;manufacturer or other maintenance provider Page 2 of I~ i {s:tese(CaeryRev.rrsnsy , 1Q. Insiamice. Lessee shall keep in effect an "ail risk" 4--2ended coverage p+sperty 13. kssiga meat Lessor may, mmidr or without notifying Lessee, and wa2r:or .vlffiw 1 Insurance policy cavern-, Lae Equipment for its full replacement value. Lessx sliail delegating any of Lessor's obligations hereunder. in whole or in part assigi this lease also carry a comprrhenslvs general liabuty insurance policy. Such policies shall be in orttansferthsEqulrnneea Lei aaagreesny8sstgpinenta or transfer. by3 ~or~iu form, •amomill, gad pith Insurers re?sortably acceptable to Lessor. The property not materielly.change Le--pee's.obligatlom. her nsader.-Lessee may not sis~gn.5rls . Iinsur'nce parley shoe aameI e=atr and its a~igtrs as Lass paves snd the gezetaL liability Erase os frans[er or sublease Me EAulpiiies ; In v~fiale or is papa?. Subject to the Insurance policy shell name Lessor and Its assigns as additiond-l smeeds, Each policy fie age ^p,+1, e' sebie3s and Trincfi3 the pa;.ls' snacce.:som and a;;mss shall provida: (a) for no less than 30 days prior-wmrittem nallce of cancellation or non- 14. Equipmeni Rift= Wher_w-r Lessee mist or may return Equipn>~t harem d,r, it. renewal to Lessor, and (b) that such policy shall flat be invalidated as against Lessor or well deinsta73,'pruparly pack, transport; and deliver the.Egnlpment to Lessor by On date its assigai for the violation of any iem of the paircy by Lessen Lessee appain!s lessor required at a place, b the cantmental United Sizes L e5sor specifies. Vrhiri received ts; as Let's agent: to request required insumsicc coverage; rnag claims, rer eive Lessor; the Equipment shall be: useable and.in good TiD2ldn& cede:, reasonably ;1= f payments, and sign and endorse all draurne stir, cheek, drab or other instruments and sossnellcallygood; In. the same, canditifln.as.wsiren shipped to Lesser;. reasonable I necessary or advisable to secure payments due under any poll-, caotempfated hereby. imr and tear wceepted; free or pasni-m-1 protection;, applir progana, da'A. The foregoing shall rat rel v® Lessen from its obligatiom to procure slma ihsmunce consairiables,• and, if applicable, fuel, chemicals; m:zstas,'or -tonic,-hazarrigu, or nalicFes Ier.airad herein, to ms7m `timely. Insurance elalns.and to ofit-ndso caaperat_ danFeernus materials riot originally incltided by the maaufact;,er. as part of +1me with Insurance carders and Lessor in seeking Insvranc~ coverage anal recoveries is Equipmcrit;:. and, except • for personal' computers, at 'the maaufactukes : ci`.na' coaiection wvim the'Equ'rpmenL Fr mieds E1-om any general Mobility policy shall be cvgine+ting' change •Ievel; and ccrdfled by, the manura^_.tnzz: s ligble for its made payable rest an belinif of the Lessor to the enfant of its liability, if any, Ali raaint!m-ance conhact, if generally akUble, at t1i6.pre7ail ng rdt[s, vviti nut the need policies of insurance car:iedd by Lessee,, r;ietlier primary or excess. shell be prffiey Ps for Lessor to lnc,•s any repaL,'rehabilitation, or cerlif-tca lon expense. to any pofidies maintelned by Lessor (and Lasses has na ''sign! to the bemafit of any 1R Repie emstions. Lessee repraserim this Tease is duly authorized and: e:~utee3.ly 1 insum~ce - n^~nod L& Lessor ganetally, and not r,,,eciifeally obtained is carmection less-- and is its slid, binding;, and erfarceabie ebugatior.; net! +er 1~.se nor vith the Equip-an orth's lease nsuIer this section.). It Lassen- falls to maintain the L:see's perfarnance he-rrf will result in ace breach or default under I.~s@zs insurancer-_uira]bercvnder, orprovide satisfactoryptnafaftbe existrmceaad Emus of cr3animtional documents or any a_arement to wSnich. Lessee Is a pasty or its assets the iirsumn= to, Lessor, Lessor may at its sale discretion obtain insurance to promet bound; Lessee Is duly organised and in goad standing in the swes oaf Is orgaiizatim t Lessor and its Interest in the Equipuent lessee agree; 6 pay Lessor for all L-.Tm 4 and the Equipment Lum dam, snd ah .rnanoial Information made available by L- is r,rhkli Lessor incurs as a na-tlt the=Z including pt5ng the peda3fa insurance charges accatat9 and provide: a. grind rupraseptatian"pf L ¢seeririanclal condition _As a as requested by Lessor at the time Rental Payments arc due. The inmrcatce care may eondigoa tb Lessor's.ob11gadcns 12areunds, Lessee shall pMvida tensor on rim=es! vAt',i include tbs insurance pmrraium paid by Lasso; fur nce.: charges on the: preen'ram, which evidence satiafactonj tolssor of The names, titleg signatures, and authority of sty may be higher ahan the rte used to detarmi, a the P@r a Payment; tadkdrig Eaes. persons mclu ft ihit Lease or any sefated documents, opinions of cp~nsel to Lessia., for bulling and collecfag the insi rmespremium -and related chimes; arimiaistrative and such othersatlsfactarydacun rnZutionorinfarma en °-ssty nayrequesa • ' f~aw end, other fees resulting S- m 4 -sea failure to maintain irsuronee on the Ili. Lnit;Lgl'p'dymmt; Advance Beat; Security Deposit, Itany amount + c uded in the Equipment lessee ac!mor-Medges fiat Lessor tray keep some cr all of these insurance 3nitlai Payment is less than the actual amount that becomes dna. Laksee nM on demand chargges,includingthe blllirg,tracking and Other fze?,finance ciarges,emmisiors,or pay4ease r4cdiuereace,andanygxcess.tiro2ltbe.!•@_rtsndzdarheldasadmnc31*eriT0ra reinsurance premiums paid.to lessor or an a;r<&nte of Lessor, and, n proiit iacitidedln 5ecurivi Dcpasit (as Lessor may detssmintF Advance Rant ls.das and earned w'nesl any of these charges. L*zs a agrums drat the premium and fasurance charges assessed Icy lessee accepts theEpipment.Insadsfrmtiosi of Rents tohavo iecorm, due at tna end of Lessor and likely lobs highertlim ilia amounts Lessee ubuld pay to mainsin insurance the Base Term, is inverse order of their Due Daies;.lmaaver, if any Advance neat is on the Equipment as, agreed in this •Lease. Lessor's electica to obtain instrrance to detetmined to he rafimdable at myriane fmaany reason it shall nonetheless be d-cd to protect the Egaiomeirt -hail not constitute a waivei of? esee's brz?mh otits insurance have been paid as a Sesurirj Deposit, and the obllgation to a°aich.ibc payment would obligatims, and Lessor reserves aU. other remedies provided under this Lease or ot'nenv < have been applied deauer outtanding. Less h=by Viarvg J-e -x a applicable lam security interest in any Security Deposit; and spy rights lessee may. l nve relating to 11. Remredlee. Lessor may open a' Delcult tetminaM arils Lease; (ii) declare the Advance Rest cr'any Equipment, as suety far Lessee's. pedbmrance of this terse, StipulaLd Lens Value immediately due; as liquidated damages for Lessor's loss of its Any Security Deposit is- not an advance payment of Rent or a tonsure of Lwsofs bargain andnotasapenalty (and upon Lessufsfall receipt oftheStiprleted. Loss Value d-geslacase ofBeflukLessor nay Arm•.tha.totime,'Withauipzjudketo any as a result of Lessor's declaration render this section, pies a3 Thnes and Rent other right, or remedy it may havq apply all or part of any. Security Deposit !a an outstanding hereunder this Leas% Leis Lease vvillteasninate and Lessor vAll nuns&r to uppiribrmed obligation. due by Lessee Y&ererrpm Les, shall pay. L essorthe mr.-.3= Lessee any Equipment still. !a Leseesposses9ior, firer offiem created by Lessor); and so applied in prderto restore the Security Deposit to its previogainaunt. Amy Secur3,y (III) require Law= to return the Equipment to Lessor or peacefully rcpossass the Deposit need not be e~ zgatd from lesscVs general esea and shall bear.no hL'_rcS_ Equipment without court order and without liability for en+.ty or damage to property. Any unapplled Security Deposit held by Les3ar 1pon expiatltin of 'tlie Term and Lessee agrees to pry all Claims Incurred by Lessor in enforcing lessor's rights against Lessee's payment bfaII Rent an d performance of. a1I of its other!as obligations shall Lessee. Lessor's sole obligation to mitigata Its dsmages.is that if it repossesses the be refunded to Lcssm Y esser•assigns arty 5ecti ti Deposit to am assignee' mvho i Equipat=t under ibis section, it wVIlI sell or otherarise dispose of the Eg-aipmant, in 'a assures Lessor's obligations alder this Usse,.the assignee shall.ba solely resnonsiols coeu mlally reasonable manner, mmith orivithout notice (but, mvith resneet to any notice for the return or application of"the Security Deposit of'sale required by law, 10 days' notice is reasonable), at public or private sale, and 19, Adja4mesit_C L-MpE nay adjust ha aniount.of each Rental Payment, up to 1551, If apply the net proceeds (after deducting sll costs related to the sale or other disposition either (a) Lessces•fnat cost (which is all amounts Lessor has paid ormy.=mqutrrd to of th@ Equipment) to the amounts List Lessee' owe Lessor. The minedFea spied sp !his pay in connotrion. with the purchase= delivery and iasallation of the Equipment, Lease are in addition to all other rights or reme3les now ar hereaftr enisdog under this Including any upgrade and buyum amounts) Mar. from Lessor's adgimLy else,-tied Lease or-at law of in equity and Shay be Cnfomaed concarently and G7m time to time. If cost, or (b) US inkiest rtz swaps for tennis Canpamble to the Ease Term inc-sm at Lessee foils to crake say payment to a third pasty or pufam any other act required apy tiara bemseen the date of thin lease and the data ? mor press Srnplier or the hereundc Lessor may, but need not, make such payment or perform such act at the Equipment l,emr may, but is not obligated rut, purchase and lease the Etralpmept if =pensc of Lessee, reiatbursable to Lessor on demand, and •Lessor's action sbull rat ba Lessor's actual Cost mnldba more then its originally expected cast deemed a cure or vviver uFLassee'sfaSlum. 3i3. Misceilaneatte. A provision of Us lease that 13 or becomes invalid does not s5ectt 32. Title; UM Va payment, of Rental Payments shall entitle Lessee to any equity the remainder of that provision or this Lcase Any signati= of Lessor an or relating tp imrest in the Equipment;, and unless a Purchase Option is provided in this Lease and this Lease is efrective only if the signatue is made by hand k pen and ink (but a duly elected and performed by Lest Lessor shall at all times be the owner and facsimile of a dmment so signed maynone;hclem be tsartsmined as a scanned copy or titleholder of the Equipment. Lessee will keep the Equipment free of all liens and photocopy). Amendments to tits Lease must be in ;writing and sighed by thb party to be encmn' brances other than abase created by Lazar or ita assigns. The parties agre% bound. Lessor may, vitlmua notice to Lessw, insert into tMa Lease a Lease Number cr unless this L-so gives Lcsace the option to purchase all ofthe Fquipmeat at the end of any missing Isfamation and contrA obvious erors in this lease. The terns of this the Term for a price of SI, that (e) tbej intend this Lease to be an operating lease. Lease may differ firm. other leases betuwren the parties. Tems of htcfusian an %'fiIiinut (b) by the parties' exetvtlon ofths Lease, Lessee acquires no ownership interest in the limitation Time is of the essence A yofty's waiver or faifmo to requim strut Equipment, %iiethervested or contingent; (d) Lessees interest in the Equipment is observance ofth;sLeasew illnotconsstinueavisimrofanyotherbrreachofthesamaor limited to that of a lessee only and Lessor setsins Ell tba rights of domner therein; and any utli:rprovision of this Lees orany other lease batrx-,.n the t"ardcs. All notices shall (d) any provisions in this Lease indicating to the contrary are far precautionary pts+-poses be given In writing by the party sending the alotice and shall be effective ahec received, only. IIf the Uniform Commercial Code-Loo-es (kticle2A) applies to this Lease, this or, if earlier, on the f;f i day a ler being dexsited is the US main postage arepeid, or Lease is to bs considered a "finance lease' as that temp is defined thcein. Tn the extent o3 the ne7 busibess day aller being accepted by a nationsIly recognized overnight pamisted by appilcable law. Lessee tmr.(ves any oral all rights and remedies conffe ed delivery serv lce~'addmsed to the party receiving the notice at its address shown rip, the upata a lessee under Sections51fr522 of Artieie2rk Lessor may i`'ii a Enancing front oftbisLesse(ortoanyother address speciiedbythat party by notio). This Lem-n- statements giving public notice of its interest in any goods Lessor may lease to Lessee will survive the Tern, and any be.-wit or sale of the Equipment, and remain in fall forte and any related snacbments, additions, substitutions, prodact;.repiaccments, realel% and effect, with respect to events or conditions occurring or existing, daring (or fairly and proceeds (including insurance proceeds?. Lem. agrees to promptly, at Lessee's attributable to) the Temp or Le set's possession of time Equipment The peries intend expense deliver such other resonable documents and assurances, and taLe, such llnther not to violate any applicable usury laws or to exceed the ma`danrn amount oftime price action as Lessor may request, in order to of act rely catty out 5e intent and purpbse of differeatial or interest; as applicable, pemitted to be charged or collected by applicable this Leaise• law, ar.d any such excess payments that mvould otherwise be charged or coilectad will Page 3 of-S • I i (94 Lc::o(G^}Y)P.rr 7llafi2) i Instead be applied to Rental Payments or re1L+n$ed to Lessee. Ira any proceeding relating lessor, or any debit entry it i iated by Lessor, that is not succxssiel (in addition to actual' to this Lease, a party may produce a photocopy or scanned copy of a doccraent rather costs incurred and applicable late ciiai;es that may accrue as a result ofa peyme:t not' than an criglnral and such coygy will have the same force as an. origliaL zrie page being timely made). Lessor may also impose on administratigz surcharge of up $175 numbering of this L=-- may or may not include any sche3aiea or other. altachrents frith respect to any. on-sita insimlon ofthe Equiorrient it ri akes hereander. L=or they ! hereto. Lessor mey obtain credit reports :tom of malza inquiries to credit bureaus or p.-Owide copies of ibis iese or elated documents ar infotvation con'ceming Lessea.and other, murces as it determines rip „opr ate Lessor may 3inpae an adm lisrrative its obligations hereunder to any current or pro=g_=ctiva hss3g^er, czd3;.agenci, sa chaa~e of up' to ~fl 1:iLh r~oect to Bay financial iastrumat given L-f Lessee to or spice provider (or other pei~rt it may reasonably 'determine), and. ronp of such ! iniormatiort shall ha eonsidcrd coniIdential or praprietaiy to Lessee. The tans of dais Lew that precede Section I gowra tho..rast or. this: Lease to the waraz of any inconsistencles. Ills Lease la governed by the Iolemai laws of tha.sWe in•ayhisn Lssc9 in organ ed. Each party submits to thi jurLdictloei•of any z1sle o: faderal Sanzt baying jurisdiction in such sate: T61 Ma extent. Permitted by applicable ran, each pa; y exprewly.tiralces trini by lazy. As b?twnn Lessee -aid Lessor, fh,. ma,.^= Satins to this Lelise oz the Eoulpnent Iesse„ 'unconditionally and 1 a ocably 3 a3vea pny sovereign or other ruaunity (ar claim therefor) Ront the jurisdiction of such courts cr apa3nsr L:sor's rights elating to this Lease at the Equipment:- Ile ierras.snd candidoas contained la 11th Lease (aced any addeaduni% ridem attpplema ats, or ! ameadcrnts eontempasaaeously or Pi2er -the data. bema9 eal`red into) em 123e ea dre agreement aetwr!ea.Lesc.e sad lessor r gm1lrig the Egt:l?meat j Page 3 of$ f ~~`c'.>~~'__..,.'-~xcF ~--~-°,..:J' :=arc":~"S='`~-~V~, C a,~~ ~l I'~ ~t? ~y~^'.',-,- u~=•'~._ _,s,:_~r'•. ~.r~ .w Lessor: Lease R'nrbn: 001 ~~~.,•3.'µ PdzcgaatieEquipmentPinance,L1.C ~ 2265 Franlttin Road, Sei a 103 Lessea: City ofAshiand Bloomfield 1303, IM 48302 i y This Scbe&ilo is a mart oMe above-re.emnced Lease bchveen Lessea and - Cali: (246) 253-9M Lessm MACQUARE Fan; (248)339-1650 _ ~ Lessc2 nos that this Schedule•is comoieto and.acc'uatc _ _ ~ _S:" - Wit.:` ~x. ] ~s.~:1,~, -c L-Ss• ..d _ Z.CXT'. "^.:.-""rr r.=.. =c _-`=iC:Y=ice: of?? _.:.:.~-.~s'~~J-.;~-.. T-{"o =~yle~ ~P~•-.. ,,4::.t_•?e..r.t._~ t ,.3'~ - S,~ Quentity r 6~t fartarer er tiara Y Serial No. 8^ pmnsoniB F%V42233 Arbhrator 60 ` aMM" 0 $ Facsoain PV4311 CirNBBEZ-;') AtbitoaslLs Seat tMt g pr~nR ;c `r'WOS4P~S15S~2GP1K 2aoifza?e'Ft2 g passon:v ~sbi4scoY360Sof:namM^nUnc-mceAFrnm-mt-fyc s1,2, j { 3.4.&5)perVPti Erds3tme30 CF-SVCA-gMICCI -&blftator360 C11-sadlsdon TvilnLng-I'min fi" lr.Imllr13 an up I 1 Qpmc°n :a. venicle3 inelnde3 Mel W 1 F.Von-Sisle Aab;nntorlo Hackea3 Sene ; C11a,2 9ervicc Vin MD, .Gerrica Watzh 3 'tE pa.tswc c S61, ann ing set tip ead cmfiigaat an. AsbLmtor360 BE P. FEE T -ira g. i sf3 Fe arF3AiRTeedc:L-13D 6 i Pansaaie C;'-S've^Pmm- Y. AzbItm.,6360 E47cte3Mlhmoty-2 sde,r. (de;s4 ~ S) 1 t w . Lessee has re-dewed Us page. Lessee initinls - I August 24, 2012 City ad AshloaInd Sergeant Warren Hensman Ashland Police Department 1155 East Main Ashland, OR 97520 Feeney 11.731---c-19kess PO Box 2549 Eugene, OR 97402 (800) 683-4818 3,1ike C, e17 ns mcol[ins @-Feene'YANi; eless.'Cain jmeans@feeneywireless.com r Wireless Sal,+r,p(Cn n support@feeneywireles.com C17y OF FORM- #2 ASHLAND, REQUEST FOR QUOTATION - GOODS AND MATERIALS INTERMEDIATE PROCURE YfENT Release date: 08/17/12 Requested by: Sergeant Warren Hensman City of Ashland Police Department Tel: 541.552.2118 Fax: 541.488.5351 TTY: 800.735.2900 Email: hensmawRwashland.onus Quotes are due by: 3:00pm, Friday, August 24, 2012 Complete delivery required by: Within 3-4 Weeks ARO (after receipt of order) Delivery Address/Contact Name: 1155 East main Street, Ashland, Oregon 97520 /Sergeant Warren Hensman Preferred method of shipment: FOB Ashland - Freight (Prepaid Quotes may be faxed, emailed or hand delivered. Vendors shall submit their quotes on company letterhead. Informal email quotes and/or late quotes will not be accepted. Terms or discounts which are conditioned upon payment within a certain time will not be considered for purposes of comparison of quotes. "OR EQUAL': Any brand name listed in the specifications as "or equal" or "or equivalent" shall establish the minimum requirements for quality, utility, durability, function, purpose, etc. Other product brands may be offered that are equal to or better than the product brand name. Bidder may show cost differences, alternates and options in the space provided in the quote. This clause is not meant to be restrictive, but to set the minimum standard. THE CITY SHALL DETM,11NE, IN ITS SOLE DISCRETION, WHET; IER A PRODUCT OFFERED IS "EQUAL." when the designation is "'or equal" or "equivalent" City shall make its decision after Bid Closin.g. All Pricing Must Be Held Fhin For 30 Days DESCRIPTION QUANTITY , Item#1 - Panasonic Arbitrator 360 ARBITRATOR KIT MK2.0 8 Item#2 - Panasonic (CN258IR-P) Arbitrator Rear Seat IR Camera 8 Item#3 - RP-SDW32GPIK - PANASONIC: Arbitrator P2 32GB SDHC memory 8 card with class 10 performance Item#4 - CF-SVCARB2AMA5Y: Arbitrator 360 SW Maintenance Agreement - Sy 8 Item-45 - CF-SVCARB21CCI - Arbitrator 360 Car Installation Training - (Up to 3 vehicles to include travel expenses) 1 Item46 - FWOn-Site Arbitrator360 Backend Server, Client, Service Watch, Service Watch Streaming set up and configuration. Arbitrator" 360 BE & FE Training. SOW 3 needed PSA Needed. TBD Form #2 -Intermediate Procurement Request for Quotation/Goods & Materials, Page 1 of 2, 8/17/2012 Item#7 - CF-SVCARB2EX2Y: Arbitrator 360 Extended Warranty - 2 Years (Years 4 g & 5). Bidder may also provide additional warranty options and the costs associated with those warranty options. Item#8 - The City intends to lease this equipment for preferably a tern of 60 months 1 with the option to purchase, return, or renew at the expiration of the lease agreement. A copy of the proposed iewe agreement shall be sv'.I mi ted nth thc, bid. The lease agreement will be subject to the approval of the City's Legal Department and City Council. Bidders may also provide additional leasing options and the costs associated with those leasing options. Item 99 - Shipping and handling - Bidder to include shipping terms and cost in their bid. If you have any questions and/or need additional infonnation, please contact Warren Hensman at 541-552-2118 or wan•en.hensmanrJ.ashland.or.us. Preferred method of shitument: FOB Ashland- Freight Prepaid (Vendor to include shipping terms and cost in their bid.) Method ofAwrard. ORS 279B.070 Intermediate Procurements. (4) If a contract is awarded, the contracting agency shall award the contract to the offeror whose quote or proposal ~vill best sense the interests of the contracting agency, taking into account price as well as considerations including, but not limited to, experience, expertise, product faozctionality, suitabilizy for a particular pur pose and contractor responsibility under ORS 279B.110. C:\Documents and Settingslensma,v\Desk-top\Form 42 - Intermediate Procurement Request for Quotation -PANASONIC CAMERAS.doc 2 Quote Acct. No. Date Estimate # 4185 6/22/2012 Q48147 PO Box 2549 Eugene, OR 97402 800-683-4818 www.teesleywireless.corn Bill To Ship To IT Joe Luiz IT Joe Luiz Ashland Police Department Ashland Police Depai-i>.nent 1155 east Main 1 155 east Main Ashland OR 97520 Ashland OR 97520 United States United States ATTN: Expires Sales Rep Terms Memo I FOB Ship Via Joe Luiz 9/30/2012 Collins, Michael Net 30- . Orgin I Freight Free Item# Description Qty Rate Amount FW4273 S Panasonic Arbitrator 360 ARBITRATOR KIT NM.0 8 4,322.00 34,576.00 FW4311 Panasonic (CN258IR-P) Arbitrator Rear Seat IR 8 120.00. 960.00 Camera FW4955 FF-SDW32GPlK - PANASONIC : Arbitrator P2 8 315.00 2,520.00 32GB SDHC memory card tivith class 10 performance CF-SVCARB2A... CF-SVCARB2AMA5Y: Arbitrator 360 Software 8 1,199.00 9,592.00 Maintenance Agreement - (Years 1, 2, 3, 4, & 5) per VPU (Ends June 30) FW4913 'F-SVCAR32ICCI -Arbitrator 360 Car Installation 1 2,650.00 2,650.0.0 Training - Train the installers on up to 3 vehicles includes travel exp. FW On-Site FWOn-Site Arbitrator360 Backend Sever, Client, 3 2,600.00 7,800.00 Service Watch, Service Watch Streaming set up and configuration- Arbitrator360 BE & FE Training. SOW needed PSA Needed. TBD CF-SVCARB2E... CF-SVCARB2EX2Y Arbitrator 360 Extended 8 429.99 3,439.92 Warranty - 2 Years (Years 4 & 5) . Subtotal 61,537.92 Shipping Cost (Freight Free) 0.00 Total $$61,537.92 THIS IS ONLYAN ESTIMATE AND DOES NOT REFLECT TOTAL COSTS MkT MAY INCLUDE SPECIAL HANDLING, SHIPPING OR OTHER SERVICE LEVEL SUPPORT OPTIONS. WE RESERVE THE RIGHT TO ADJUST THIS ESTMATE AT TIME OF ORDER Feeney Wireless and its affiliates, Feeney Northwest and its corporation RER Enterprises, Inc. shall not be held responsible for any changes or inaccuracies made in the published rate plays or promotions of any wireless service provider, or the availability of quoted products, computers, accessories, etc., due to changes in manufacturer or supplier stock or discontinued items by the manufacturer or their distributors, or to any verbal or written claims made by manufacturer or wireless service provider about their products or services. All producis and services warranties, statements, claims or adjustments made by the product manufacturer or wireless service providers are binding between the product manufacturer or service provider and the registered end-user of the product or service. Wireless Service coverage may vary due to customer equipment, radio transmission limitations, terrain, human irrvolvement, acts of nature, etc. Due to wireless coverage limitations, the transmission ofvoice and data information may not be accessible at all times. All claims to the performance, availability ofproduct and service are subject to the performance of the service provider or the manufacturer ofrhe product. All marks and claims of a product or service are the property of the equipment manufacturer or service provider. Macquarie Equipment'Finance, LLC A Memberofthe Macquarie Group of Companies August 24, 2012 IT Joe Luiz Ashland Police Depar tment 1 155 East 10ain MACQUARIE Ashland, OR 97520 Macquarie Equipment Finance is pleased to present the following lease proposal for your consideration. LESSOR: Macquarie Equipment Finance LESSEE: Ashland Police Department EQUIPMENT COST: $61,357.92 +1-10% EQUIPMENT DETAIL: All items associated Feeney quote Q48147 LEASE RATE FACTOR: $1.00 BUYOUT Monthly Hardware 60 month: .020550 Monthly Payment: $ 1,260.91 All payments monthly in advance. Soft costs not expected to exceed 40% of total financed amount. DOCUMENTATION: Macquarie Lease Agreement to be utilized. Authorized Officer to sign Lease and provide a copy of valid Drivers License END OF TERM FLEXIBILITY: Prior to the end of the lease term and pursuant to the terms and conditions of the Lease Agreement, Ashland Police Department retains the option to Purchase the equipment for $1.00, Return, or Renew the equipment listed within the lease schedule. SWAP ADJUSTMENTS: This proposal is based on the current swap rates as of 8/23/2012. For any change above or below that fixed floor, a reciprocal change will be made to the lease rate factor. Upon the receipt of a signed acceptance certificate acknowledging the equipment has been delivered and fully installed, the lease rate factor will remain fixed during the stated lease term- Source: http://\vww.federaireserve.oov/releases/hl5/update/ ESTIMATED START DATE OF LEASE: October 1, 2012 NET LEASE: The lease will be a net lease whereby maintenance, insurance and taxes are the 'responsibility of the Lessee. This proposal shall expire ninety (90) days from the date of this letter. If you agree with the terms and conditions outlined herein, please sign and return'the enclosed copy of this letter and return it to my attention prior to that date. We look forward to your favorable review of the proposal and hope your decision is to lease through Macquarie Equipment Finance. Please understand this•is a proposal only and subject to credit and investment approval by Macquarie's Executive Committee, acceptable equipment mix and mutually agreeable terms and conditions. Sincerely, Agreed to & Acknowledged by: Andrew Ellison Alex Wiederhorn By: National Account Manager National Account Manager (949) 743-8504 (703) 20471001 Andy. Ellison C&macouarie.com alex.wiederhorn a.macquarie.com Title: Macquarie Equipment Finance A Member of the Macquarie Group of Companies P.O. Box 2743 Email: vendorcontracts(cDmacouarie.com Bloomfield Hills, MI 48303-2017 Web: macquade.com/mef USA MACQUARIE h' u.gn.st 24, 2012 Thank your for choosing Macquarie Equipment Finance To facilitate a smooth lease documentation process, the enclosed package contains: • Certificate of Insurance Request Form • Rental Invoice (for advance payment) Electronic Payment Form • Lease Agreement with Schedule A • Acceptance Certificate *Please include a copy of the Signer's Drivers License when you return the signed contract- Next Steps As the lessee, please perform the following: Reviewing & Simiin? o Review the enclosed documents for accuracy. ❑ Lease Agreement: Read the terms of the agreement. Ensure it is signed by an authorized signer ❑ Electronic Payment Form: Complete the bank information, sign and date. ❑ Insurance Request Form: Send to your insurance carrier. ❑ Acceptance Certificate: HOLD this document until after the equipment is delivered. ScmniinP & Mailing o Scan the check and all documents (EXCEPT Certificate of Insurance Request Form and Acceptance Certificate) and: • Email to vendorcontractsnaxnacouarie.com OR • Fag to (248) 339-1650. o Mail the check and all documents (.EXCEPT Certificate of Insurance Request Fonn and Acceptance Certificate) to: Macquarie Equipment Finance Attn: Vendor Contracts PO Box 2743 Bloomfield $i1Is, MI48303 AFTER Emdpment is Delivered mid Accepted o Sign the Acceptance Certificate. a Scan it and: • Email to vendorcontracts a.maceuarie.com OR • Fax to (2.48)'339-1650. o Mail the original Acceptance Certificate to: Macquarie Equipment Finance Attn: Vendor Contracts PO Box 2743 Bloomfield Hills, MII 45303 If you have any questions about this process, please contact vendorcontractsO_macauarie.com. We're excited to have you as a customer of Macquarie Equipment Finance, a leader in providing global financial solutions, and look forward to growing our business relationship with you. Sincerely, Macquarie Equipment Finance Macquarie Equipment Finance, LLC Email: vendorcontl-acts(a)..macguarie.com P_0. Box: 2743 Fax: (248)-339-1650 Bloomfield Hills, M( 48303-2017 Internet: http:/hwvw.macquarie.com/us 24 Aug 12 0 City of Ashland MACQUARIE 1155 East Main Ashland, OR 97520 CERTIFICATE OR HqSURAN CE REP QUEST FOPMI To 'Whom it May Concern: Please forward this request to your Insurance Agent to issue a Certificate of Insurance for the Equipment and Location(s) described on the attached Schedule A. The Certificate of Insurance should indicate: Property Damage: $64,614.82 General Liability: $1,000,000.00 Certificate Holders: Macquarie Equipment Finance, L• LC ISAOA ATIMA 2285 Franldin Road, Suite 100 P.O. Box 2743 Bloomfield Hills, MI 48303-2017 Reference: Lease Agreement No. 001 Reference that: "Macquarie ]Equipment ](finance, LLC and its assisnees, as their interests may appear, are named as Additional Insureds/Loss Payees". Please forward the Certificate(s) of Insurance to: Vendor Transaction Coordinator Macquarie Equipment Finance PO Box 2743 Bloomfield Hills, MI 483 03-20 1 7 If you have any questions regarding this request, pleas6 contact vendorcontractsninacciuar e.com. Sincerely, Macquarie Equipment Finance Macquarie Equipment Finance is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia), and its obligations do not represent deposits or other liabilities of Blacquarie Bank Limited ABN 46 008 583 542. Macquarie Bank Limited does not guarantee or otherwise provide assurance in respect of the obligations of Macquarie Equipment Finance. Page 1 of 1 Macquarie Equipment Finance, LLC Email: vendorcontractslamacquarie.com P.O. Box: 2743 Fax: (243)-339-1650 Bloomfield Hills, MI 45303-2017 Internet: httpJ/wvw,.macquarie.com/us Aasust 24, 2012 MACQUARIE City of Ashland 1155 East Main Ashland, OR 97520 Invoice Number : Ashland00I 1~ .I^_l ~'1 ~11~ d~~f~° I.: v~-t~ rFw:-FK,',ev.•_, `:''t'?4`' :``"11,•~~'`"~~h,.,'.„'`'r~'~,'-~'x~,¢'.E7;.=~;~rs: Rental Amount: $1,260.91 Doe Fee: $150.00 Total Amount Due: 51,410.91 Macquarie Equipment Finance LLC is not an authorised deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia), and Macquarie Equipment Finance LLC obligations do not represent deposits or other liabilities of Macquarie Bank Limited ABN 46 003 533 542. Macquarie Bank Limited does not guarantee or otherwise provide assurance in respect of the obligations of Macquarie Equipment Finance LLC. page 1 of I (S4 L'ease'(Govt) R:v. 72'4/12) SAW Lessor: Lease Number: 001 Macquarie Equipment Finance, LLC Date: August 24, 2012 a 2285 Franklin Road, Suite 100 Bloomfield Hills, MI 48302 Lessor lo fill in based at definition bc/mr: a Base Term Commencement Date: 20_ MACQUARIE Call: (248) 253-9000 Fat (248) 339-1650 -i"AMOWWWAft R Ego FM _ Lessee (full legal nwne): City of Ashland Street Address: 1155 East Main Ashland OR 97520 M, , ; .t [Xr~"'' i . ~.~Ett~a`ti Equipment: See Schedule A for Equipment description. Equipment Location: Ashland Police Department 1155 East P/Iain Ashland OR 97520 Su plzer: q^~ Feeney Wireless, LLC i'N, sL, +14 t lZn •ry tM 1~r,1:-aY'~.1; .u,t~:."+?'} G`•~^ 'it i "k 1 •,5i c~.:,t5' ` t.. t i i.C Base Term: Number of Purchase Rental Payment Periods/ Document Advance Security Initial (in months) Payments: Option: Payment Due Dates: Fee: Rent: Deposit: Payment: 60 60 $1 $1,260.91 Tax Not Monthly on the First $150.00 $1,260.91 $0.00 $1,410.91 Included day of each calendar Month The Initial Payment, due on signing; is the Rental Payment for the first Payment Period of the Base Tenn + the Document Fee + the Advance Rent+ the Security Deposit. In addtnon prorated Rent from the Delivery Date to the Base Term Commencement Date is payable on demand. M Lessee has reviewed this page and the rest of this Lease. Lessor has reviewed this page and the rest of this Lease. Lessee may not cancel or terminate this Lease except as provided herein. Lessor may not cancel or terminate this Lease except as provided herein. City of Ashland (Lessee) Nacquarie Equipment Finance, LLC (Lessor) Authorized Signature Authorized Signature Print Name and Title Date Print Name and Title Date <i y,l.fgs.g,} ~".'+'k7} ' ''S,r.I-.'±"4i'a~..:i%i"`•a.•lt?TteT ~N'Fri.,~,1 ~iTC i i i i nom. 'a'- .y dt~f 1. Effectiveness. This Lease becomes fully effective only when signed by Lessee and for 15 days after written notice; or Lessee is or becomes insolvent, dissolves, or assigns Lessor or when signed by Lessee and Lessor pays for any portion of the Equipment, its assets for the benefit of its creditors, or becomes the subject of any 'bankruptcy or whichever is the earlier event. Lessee should retain a.copy of this Lease for its records. reorganization proceeding. "Taxes" means, except for Lessor's overall income taxes Lessee tivaives notice of Lessor's signing this Lease, but Lessor will provide Lessee a and penalties, fines, and interest due to Lessor's negligence, all taxes, fees, and photocopy or scanned copy of this Lease on request (if signed). Sections 1, 7, and IS assessments of any kind, including penalties, fines, interest, license and registration and the applicable definitions of this Lease are binding on Lessee (even if Lessor fees, electronic waste, recycling and other environmental fees, and sales, use, and doesn't sign it), and.. as to any portion of the Initial Payment paid'to Lessor, such personal property taxes (without proration), whether imposed on Lessor or Lessee or provisions are binding on Lessor before it signs it or pays for the Equipment Until any of their affiliates, or on the Equipment, this Lease, or any related instrument Lessor must pay for the Equipment hereunder, Lessee is solely responsible to Supplier whether any of the -foregoing amounts are assessed or arise during the Term, or and all other persons for the Equipment including as to payment of the Equipment thereafter and fairly attributable to the Term. "Chums" means Taxes, liabilities, price. Any document fee paid hereunder is nonrefundable, even if Lessor does not sign damages, losses, penalties, expenses (including reasonable fixed, contingent hourly, or this Lease or pay for any Equipment or this Lease terminates before any Equipment is other collection agencies' and attorneys' fees and costs), claims, and actions (including accepted; but in such events Lessor will refund any balance of the Initial Payment in those based on strict liability, statute, regulation, common law, or other legal theory) excess of any amounts that are or it reasonably anticipates may become due. relating to the operation, selection, manufacture, purchase (by Lessee or Lessor), 2. Definitions. In addition to the definitions on the First page and elsewhere in this ownership, leasing, possession, maintenance, delivery, return, or sale (by Lessor to Lease: "Delivery Daie" as to any Equipment means the date the Equipment is delivered Lessee) of the Equipment imposed during or fairly relating to any period preceding the to Lessee. ".Base Ternz Commencernert Date" means the first day of the Payment expiration of the Term and the return of all Equipment to Lessor. Period after the Delivery Date (or after the date Lessor receives the Acceptance 3. Warranties and Disclaimers. Lessor does not manufacture the Equipment. Lessor Certificate if it requests one) for all Equipment "Initial Term" means as to any does not represent the manufacturer or Supplier (who is the supplier of the Equipment to Equipment unless Lessee rejects the Equipment as expressly permitted in tl'ds Lease, Lessor, but chosen by Lessee). Lessee has selected the Equipment and Supplier based the period beginning on the Delivery Date,' continuing to the Base Tenn upon Lessee's own judgment Lessor leases the Equipment to Lessee (and any sale Commencement Date, and then continuing for~the Base Term. "Term" means the Initial or transfer of the Equipment required to be made by Lessor hereunder is) As-Is, Tenn and any renewals or extensions of this Lease at any time in effect previously in Where-Is, and without warranties of merchantability or fitness for a particular effect or which are scheduled to come into effect as provided in this Lease or by other purpose or as to infringement or other warranties, except that Lessor warrants written agreement of the parties (unless any such period is terminated earlier as Lessee's quiet enjoyment of the Equipment during the Term so long as no Default expressly provided herein). `Rent' means the Rental Payments indicated on the front of occurs and, if Lessor is required to sell or transfer the Equipment to Lessee hereunder, this Lease for each whole or partial Payment Period of the Term plus Taxes and other Lessor will warrant the absence of any liens arising by, through, or under Lessor. amounts that become or are scheduled to become due by Lessee hereunder, "Stipulated Except for direct damages due to Lessor's material breach of this Lease, Lessor is not Loss Value" means, as of the date for which it is being detennined: the Rent then due; responsible, and Lessee will not make any claim against Lessor, regardless of cause, for plus the present value of all Rent Payments scheduled to become due for the rest of the any damages, whether consequential, direct special, or indirect Neither Supplier nor Term, discounted from their Due Dates at 3% per annum; plus the present value of the. any salesperson, employee or agent of Supplier is Lessor's agent or has any authority- to amount that Lessee is obliged to pay or that it may optionally pay to acquire all of the speak for Lessor or to bind Lessor in any way. Lessor assigns to Lessee, for the Tenn, Equipment at the end of the Term, if this Lease expressly gives Lessee the obligation or any assignable warranties made by the manufacturer or Supplier that benefit Lessor, and option to do so, or of the fair market value price of the Equipment otherwise, discounted Lessor agrees to enforce for the benefit of Lessee during the Term any such warranties from the last day of Term at 3% per annum. ".FMT-" or `fafr market value" means the that are not assignable, at Lessee's request and expense: retail in-place value of the equipment to be valued assuming that it is in the location and 4. Supplier; Acceptance. Lessee agrees that it has been informed of Supplier's identity, condition required under this Lease (as if it were Equipment hereunder) and that all that Lessee may have rights under any Supplier contract. and that Lessee may contact software and services necessary for its use are readily available in the market as such Supplier for a description of those rights. Lessee assigns to Lessor its rights under any value is determined by the Lessor. "Default" means: Lessee fails to pay Rent within 5 Supplier contract it may have entered into, but none of Lessee's obligations. Lessor's buinsess days of its being due; or Lessee fails to comply with this Lease or any related only obligation to Supplier is to pay for the Equipment on the conditions of this Lease document or other agreement with Lessor and, if curable, the failure continues uncured and in the amount previously approved by Lessor. Lessee shall arrange for the delivery Page 1 of4 (S-i Lease (Govi) kcv. 7/24/12) of the Equipment to Lessee. Lessee shall inspect the Equipment immediately upon or that may be required to comply with the preceding sentence (even if there is a cost). receipt The Equipment is deemed irrevocably accepted by Lessee on and as of the Any alterations, additions, and replacements will become Equipment and Lessor's sole Delivery Date for all purposes, including under this Lease and any Supplier contract, property without cost to Lessor. Except as required in this section or as permitted under unless within 10 days of the Delivery Date (and before Lessee otherwise accepts the the loss provisions of this Lease, Lessee will make no alterations, additions, or Equipment) Lessee by written notice to Lessor expressly rejects the Equipment Upon replacements to the Equipment Lessee shall permit Lessor to inspect the Equipment acceptance, Lessee shall on request of Lessor (made at any time) provide Lessor with and Lessee's applicable maintenance agreements and records at any reasonable time signed Acceptance Certificates for the Equipment in a form requested by Lessor. (subject to Lessee's usual, reasonable security procedures). Lessee will keep the Lessor's obligation to purchase and lease any Equipment is conditioned on Lessee's Equipment in good working order and useable, reasonably clean and cosmetically good, acceptance thereof and Lessor's receiving an Acceptance Certificate therefor (if and in the same condition as when shipped to Lessee, reasonable wear and tear requested). i,essor may terminate this Lease as to any Equipment that Lessor is not then excepted. Lessee is solely responsible for obtaining any softwam or services that may be required hereunder to purchase and lease and that Lessee has not accepted and provided applicable to the Equipment or that it may need to use the Equipment; and Lessee shall an Acceptance Certificate (if requested) within 90 days of the date hereof. perform its obligations under this Lease regardless of the availability, failure, or quality 5. Term And Rent; Nonappropriation. Lessee agrees to lease the Equipment from of any software, services, and other non-hardware matters (even if the costs thereof are Lessor for the Temp. Lessee cannot terminate or cancel this Lease before the end of financed hereunder). At Lessor's request, Lessee will at its expense maintain in force the Initial Term. Lessee authorizes Lessor to insert in this Lease or any Acceptance during the Term a standard maintenance contract with the manufacturer of the Certificate or other related documentation the Base Term Commencement Date (and Equipment or another party acceptable to Lessor. Lessor's determination of that date is conclusive in the absence of clear and convincing 7. Net Lease; Taxes. As this Lease is a net lease, Lessee will indemnify Lessor for all evidence to the contrary), and any serial numbers or other descriptions ofthe Equipment Claims, and, to the extent Lessor so notifies Lessee, pay directly and hold Lessor that are provided to Lessor by Lessee or Supplier. The Rental Payment for the first harmless from all Claims; provided, however, Lessee will not be liable under the Payment Period of the Base Tenn is due when Lessee signs this Lease and is earned foregoing, for the net price of the Equipment due to Supplier after Lessor must pay upon Lessee's acceptance of the Equipment as provided herein. The Rental Payment for Supplier hereunder, or to a person to the extent of person's negligence or willful each Payment Period thereafter is due on the Due Date of that Payment Period. misconduct As between Lessee and Lessor,. unless Lessor otherwise directs in writing Additionally, Lessee shall, upon demand, pay prorated interim Rental Paymments, on all Lessor is exclusively entitled to file for and pay personal property Taxes imposed Equipment for any portion of the Initial Term preceding time Base Term during the Tenn on the Equipment (regardless of who owns it). Taxes billed with the Commencement Date. Proration of Rental Payments hereunder, if applicable, shall be Rental Payments are due with the Rental Payment, and any other Taxes are due on made on the basis of a 360-day year of four 90-day quarters and twelve 30-day demand. At Lessor's option, Lessee will remit, along with the Rental Payments under months-All Rent and other payments will be paid by ACH funds transfers initiated by this Lease, an amount equal to a percentage of Lessor's reasonable estimate of the Lessor, unless otherwise demanded by Lessor (in which cases Lessee will make personal property Taxes that will be assessable against-the Equipment. In addition, at payment by financial instrument or otherwise in good funds); and Lessee agrees to Lessor's option, Lessor may include in the Rental Payment an amount for any Taxes execute an Electronic Payment Addendum to this Lease as required by Lessor. Lessee's that may be imposed at the inception of the Lease (such as "up-front" sales or use obligations under this Lease are absolute and unconditional and not subject to Taxes), financed at an interest rate reasonably determined by Lessor, and, if it is stated abatement, offset, counterclaim, notice, or any defense whatsoever, arising under on the first page of this Lease that the Rental Payment includes sales tax the sales or this Lease or otherwise, or arising against Lessor or its assigns, Supplier or the use taxes included are only estimates and subject to adjustment by Lessor based on manufacturer of the Equipment, or any other person. However, the foregoing does actual Tax amounts, as Lessor may advise Lessee from time to time.by invoice or other not limit Lessee's enforcement of any rights it may have against Lessor in a separate writing. Lessee will remain obligated for any deficiency, if such amounts are action at law for damages. If Lessee does not pay any Rent when 'due, Lessor may insufficient to fully reimburse Lessor the actual amount of such Taxes, and any surplus impose late charges of up to the greater of $25 or 10% of the delinquent amount plus, will be either credited to Lessee's other obligations to Lessor or returned to Lessee. for all Rent or other amounts remaining -unpaid for more than one month, I S% per Lessor may impose a tax administration fee (which it may bill as part of the underlying annum (but Lessor may not impose more than the maximum lawful amount of late Tax) of up to 5°/u of Taxes. If requested, Lessee agrees to file promptly on behalf of charges). Lessor all requested Tae returns and reports concerning the Equipment in form f Lessee notifies Lessor at the time Lessee executes this Lease that leases with satisfactory to Lessor, with all appropriate governmental agencies and to mail a copy to Lessee are generally subject to moneys being duly appropriated, then the following will Lessor concurrently with the filing thereof. If an individual Tae-related liability or apply: (a) as of the date Lessee enters into this Lease, Lessee affirms its present payment in question under this section is less than $1,000 Lessor may, and on Lessee's intention to continue this Lease for its entire scheduled tern and to pay all amounts request it will, certify the amount and existence of the liability to Lessee, and such relating hereto, and to the extent permitted by law, to do all things lawfully within its certification shall be conclusive evidence thereof (without Lessor having to provide power to obtain and maintain funds from which the Rental Payments and all other other evidence). amounts due hereunder may be made, including allocating in its budget request for each S. End-of-Term Options. Lessee may exercise one and only one of the following end- fiscal year during the Term all amounts anticipated to become due in such fiscal year, of-Term options by giving Lessor written notice of the election, at least 90 days before and also including using its best efforts and all reasonable and lawful means available to the end of the Term and duly performing the elected option by the end of the Term: secure the appropriation such amounts; (b) the parties acknowledge that appropriation (a) Lessee may elect to return not less than all of the Equipment to Lessor so as to be for such amounts is a governmental function which Lessee cannot contractually commit received by Lessor by the last day of the Tern, or (b) if a Purchase Option is provided itself in advance to perform and that this Lease does not constitute such a commitment, in this Lease, Lessee may elect to purchase not less than all of the Equipment on the last however, Lessee reasonably believes that moneys sufficient to pay such amounts can day of the Terri for the specified Purchase Option price whereupon, on the last day of and will lawfully be appropriated and made available to permit Lessee's continued use the Term, if such price and all Taxes and other Rents have been paid and no Default has of the Equipment in the performance of its essential functions during the term of this occurred Lessor will sell the Equipment to Lessee, or (c) Lessee may. elect any other Lease; _(c) if Lessee fails to appropriate sufficient moneys in any fiscal year for Rental end-of-Tenn option that may be stated herein. If Lessee does not give Lessor such a Payments or other amounts due under this Lease, and if other funds are not available for written election notice or if Lessee does not duly perform the elected option, the such payments, then Lessee shall give Lessor notice and written evidence of the non- election notice, if given, will terminate and the Term will automatically renew for appropriation at least 60 days before the end of the then current fiscal year or, if the successive one-month renewal terms until Lessee gives a written election notice and non-appropriation has not occurred by then, immediately upon the occurrence of the performs the end-of-Term option it duly elects therein. During any such renewal terms non-appropriation, in which case, on the last day of the fiscal year for which the amount of each Rental Payment will remain the same (or become the average Rental appropriations have been made, this Lease and the Tenn hereof shall terminate (without Payment in effect during the previously applicable portion of the Term-whether it be penalty or fee to Lessee) and Lessee shall return all of the Equipment to Lessor in the Base Term or a renewal term-if Rental Payments were not constant for each accordance with Section 16 on or before that date; and (d) Lessee shall nonetheless and Payment Period of such portion of the Term), and the other terms of this Lease will in all events be required to pay all Rental Payments and other amounts due or to become remain the same- If Lessee performs an end-of-Tenn option elected duly by it before the due under this Lease for which moneys shall have been appropriated or are otherwise last day of the Term, Lessee's obligations under this Lease, including for the payment of available, and, for the avoidance of doubt, and as provided in Section 25 for any period Rent, shall nonetheless continue through the scheduled end of the Tern. in which Lessee fails to return the Equipment as required above. 9. Risk of Loss. Lessee shall bear all risk of loss (including by way of theft, destruction, 6. Covenants. Lessee will keep the Equipment at the Equipment Location (except damage, governmental requisition or taking or otherwise) to the Equipment at all times mobile Equipment intended for travel may be temporarily moved if it remains domiciled tmtil the Equipment is returned to Lessor hereunder. No such loss shall condition, limit, at the Equipment Location). Lessee shall use the Equipment only for its business or affect Lessee's obligation to pay Rent In the event of a loss with respect to any operations, only for the purposes for which it was designed, and only in compliance Equipment, Lessee shall either. (a) place such Equipment in good repair, condition, and with all applicable manufacturer operating standards and insurance requirements. working order, (b) replace such Equipment with equipment of the same manufacturer, Lessee shall comply with all laws applicable to this Lease, the Equipment, or Lessee, year, make, model, and accessories in good repair, condition and working order, or including maintaining all required insurance and obtaining all governmental (c) pay Lessor the Stipulated Loss Value. If Lessee elects a repair or replacement under permissions necessary for it to so comply (or that may be required of Lessor in so subsections (a) -or (b) above and the repair or replacement is for any reason not complying), and including occupational safety and employment laws and laws relating completed within 30 days of the loss, Lessee shall thereupon be deemed to have elected to hazardous materials and the environment, and also including any licenses for to pay the Stipulated Loss Value under subsection (c) above. Upon Lessor's receipt of Lessee's business operations or operation of the Equipment Lessee shall make all the Stipulated Loss Value under this section, along with all Taxes and other Rents due alterations or additions to the Equipment that may be required (and supplied at no cost hereunder, this Lease shall terminate and Lessor shall transfer the Equipment to Lessee.' or under a maintenance agreement) by the manufacturer or other maintenance provider Page 2 of 4 '(54 L=6 (Caoct) jlww. 7124/12) , 10: Insurance. Lessee shall keep in effect an "all risk" extended coverage property 13. Assignment Lessor may, with or without notifying Lessee, and with or w•itliout insurance policy covering the Equipment for its full replacement value. Lessee shall delegating any of Lessor's obligations hereunder, in whole or in part assign this Lease also carry a comprehensive general liability insurance policy. Such policies shall be in or transfer the Equipment Lessee agrees any assignments or transfers by Lessor will form, amount, and with insurers reasonably acceptable to Lessor. The property not materially change Lessee's obligations hereunder. Lessee may not assign this insurance policy shall name Lessor and its assigns as loss payee and the general liability Lease or transfer or sublease the Equipment, in whole or in part Subject to the insurance policy shall name Lessor and its assigns as additional insureds. Each policy foregoing, this Lease binds and benefits the parties' successors and assigns. shall provide: (a) for no less than 30 days prior written notice of cancellation or non- 14. Equipment Return. Whenever Lessee must or may return Equipment hereunder, it renewal to Lessor, and (b) that such policy shall not be invalidated as against Lessor or will deinstall, properly pack, transport, and deliver the Equipment to Lessor by the date its assigns for lie violation of any tern of the policy by Lessee. Lessee appoints Lessor required at a place in the continental United States Lessor specifies. When received by as Lessee's agent to request required insurance coverage, make claims, receive Lessor, the Equipment shall be: useable and in good working order, reasonably cleall payments, and sign and endorse all documents, checks, drafts or other instruments and cosmetically good; in the same condition as when shipped to Lessee, reasonable necessary or advisable to secure payments due under any policy contemplated hereby. wear and tear excepted; free of password protection, application programs, data, The foregoing shall not relieve Lessee from its obligations to procure the insurance consumables, and, if applicable, fuel, chemicals, wastes, or toxic, hazardous, or policies required herein, to make timely insurance claims and to otherwise cooperate dangerous materials not originally included by the manufacturer as part of the with insurance carriers and Lessor in seeking insurance coverage and recoveries in Equipment; and, except for personal computers, at the manufacturer's current connection with the Equipment Proceeds from any general liability policy shall be engineering change level, and certified by the manufacturer as eligible for its made payable first on behalf of the Lessor to the extent of its liability, if any. All maintenance contract, if generally available, at then prevailing rates, without the need policies of insurance carried by Lessee, ni~hether primary or excess, shall be primary as for Lessor to incur any repair, rehabilitation, or certification expense. to any policies maintained by Lessor (and Lessee has no right to the benefit of any 15. Representations. Lessee represents: this Lease is duly authorized and executed by insurance maintained by Lessor generally, and not specifically obtained in commection Lessee and is its valid, binding, and enforceable obligation; neither this Lease nor with the Equipment or this Lease under this section). If Lessee fails to maintain the Lessee's performance hereof will result in any breach or default under Lessee's insurance required hereunder, or provide satisfactory proof of the existence and terns of organizational documents or any agreement to which Lessee is a party or its assets the insurance to Lessor, Lessor may at its sole discretion obtain insurance to protect bound; Lessee is duly organized and in good standing in the states of its organization Lessor and its interest in the Equipment. Lessee agrees to pay Lessor for all expenses and the Equipment Location; and all financial information made available by Lessee is which Lessor incurs as a result thereof, including paying the periodic insurance charges accurate and provides a good representation of Lessee's financial condition. As a as requested by Lessor at the time Rental Payments are due. The insurance charge may condition to Lessor's obligations hereunder, Lessee shall provide Lessor on request with include the hisurance premium paid by Lessor, finance charges on the premium which evidence satisfactory to Lessor of the names, titles, signatures, and authority of any may be higher than the rate used to determine the Rental Payment, tracking fees; fees persons executing this Lease or any related documents, opinions of counsel to Lessee, for billing and collecting the insurance premium and related charges; administrative and such other satisfactory documentation or information Lessor may request fees; and, other fees resulting from Lessee's failure to maintain insurance on the 16. Initial Payment; Advance Rent; Security Deposit If any amount included in the Equipment Lessee acknowledges that Lessor may keep some or all of these insurance Initial Payment is less than the actual amount that becomes due, Lessee will on demand charges, including the billing, tracking and other fees, finance charges, commissions, or pay Lessor the difference, and any excess will be refunded or held as Advance Rent or a reinsurance premiums paid to Lessor or an affiliate of Lessor, and, a profit included in Security Deposit (as Lessor may determine). Advance Rent is due and earned when any of these charges. Lessee agrees that the premium and insurance charges assessed by Lessee accepts the Equipment in satisfaction of Rents to have become due at the end of Lessor are likely to be higher than the amounts Lessee would pay to maintain insurance the Base Term, in inverse order of their Due Dates; however, if any Advance Rent is on the Equipment as agreed in this Lease. Lessor's election to obtain insurance to determined to be refundable at any time for any reason it shall nonetheless be deemed to protect the Equipment shall not constitute a waiver of Lessee's breach of its insurance have been paid as a Security Deposit, and the obligation to which the payment would obligations, and Lessor reserves all other remedies provided under this Lease or otherwise have been applied deemed outstanding. Lessee hereby grants Lessor a applicable laNw. security interest in any Security Deposit, and any rights Lessee may have relating to 11- Remedies. Lessor may upon a Default: (i) terminate this Lease; (ii) declare the Advance Rent or any Equipment as security for Lessee's performance of [his Lease. Stipulated Loss Value immediately due, as liquidated damages for Lessor's loss of its Any Security Deposit is not anadvance payment of Rent or a measure of Lessor's bargain and not as a penalty (and upon Lessor's full receipt of the Stipulated Loss Value damages in case of Default Lessor may, from time to time, without prejudice to any as a result of Lessor's declaration under this section, plus all Taxes and Rent other right or remedy it may have, apply all or part of any Security Deposit to an outstanding hereunder this Lease, this Lease will terminate and Lessor will transfer to unperformed obligation due by Lessee, whereupon Lessee shall pay Lessor the amount Lessee any Equipment still in Lessee's possession, free of liens created by Lessor); and so applied in order to restore the Security Deposit to its previous amount Any Security (iii) require Lessee to return the Equipment to Lessor or peacefully repossess the Deposit need not be segregated from Lessor's general assets and shall bear no interest Equipment without court order and without liability for entry or damage td property. Any unapplied Security Deposit held by Lessor upon expiration of the Tern and Lessee agrees to pay all Claims incurred by Lessor in enforcing Lessor's rights against Lessee's payment of all Rent and performance of all of its other Lease obligations shall Lessee. Lessor's sole obligation to mitigate its damages is that if it repossesses the be refunded to Lessee. If Lessor assigns any Security Deposit to an assignee who Equipment under this section, it will sell or otherwise dispose of the Equipment, in a assumes Lessor's obligations under this Lease, the assignee shall be solely responsible commercially reasonable manner, with or without notice (but, with respect to any notice for the return or application of the Security Deposit of sale required by law, 10 days' notice is reasonable), at public or private sale, and 17_ Adjustments. Lessor may adjust the amount of each Rental Payment, up to 15%, if apply the net proceeds (after deducting all. costs related to the sale or other disposition either (a) Lessor's final cost (which is all amounts Lessorhas paid or may be required to of the Equipment) to the amounts that Lessee owes Lessor. The remedies stated to this pay in connection with.the purchase, delivery and installation of the Equipment. Lease are in addition to all other rights or remedies now or hereafter existing under this including any upgrade and buyout amounts) differs from Lessor's originally expected Lease or at law or in equity and may be enforced concurrently and from time to time. If' cost, or (b) US interest rate swaps for terms comparable to the Base Term increase at Lessee fails to make any payment to a third party or perform any other act required any time between the date of this Lease and the date Lessor pays Supplier for s`te hereunder, Lessor may, but need not, make such payment or perform such act at the Equipment Lessor may, but is not obligated to, purchase and lease the Equipment if expense of Lessee, reimbursable to Lessor on demand, and Lessor's action shall not be Lessor's actual cost would be more than its originally expected cost deemed a cure or waiver of Lessee's failure. 13. i•Iiscellaneous. A provision of this Lease that is or becomes invalid does not affect 12. Title; UCC. No payment of Rental Payments shall entitle Lessee to any equity the remainder of that provision or this Lease. Any signature of Lessor on or relating to interest in the Equipment, and unless a Purchase Option is provided in this Lease and this Lease is effective only if the signature is made by hand in pen and ink (but a duly elected and performed by Lessee, Lessor shall at all times be the owner and facsimile of a document so signed may nonetheless be transmitted as a scanned copy or titleholder of the Equipment. Lessee will keep the Equipment free of all liens and photocopy). Amendments to this Lease must be in writing and sighed by the party to be encumbrances other than those created by~'Lessor or its assigns. The. parties agree, bound. Lessor may, without notice to Lessee, insert into this Lease a Lease Number or unless this Lease gives Lessee the option to purchase all of the Equipment at the end of any missing information and correct obvious errors in this Lease. The terms of this the Tenn for a price of $1, that: (a) they intend this Lease to be an operating lease; Lease may differ from other leases between the parties. Terms of inclusion are without (b) by the parties' execution of this Lease, Lessee acquires no ownership interest in the limitation. Time is of the essence. A party's waiver or failure to' require strict Equipment, whether vested or contingent; (c) Lessee's interest in the Equipment is observance of this Lease will not constitute a waiver of any other breach of the same or limited to that of a lessee only and Lessor retains all the rights of owner therein; and any other provision of this Lease or any other lease between the parties. All notices shall (d) any provisions in this Lease indicating to the contrary are for precautionary. purposes be given in writing by the party sending the notice and shall be effective when received, only. If the Uniform Commercial Code-Leases (Article 2A) applies to this Lease, this or, if earlier, on the fifth day after being deposited in the US mail, postage prepaid, or Lease is to be considered a "finance lease" as that term is defined therein. To the extent on the next business day after being accepted by a nationally recognized overnight permitted by applicable law, Lessee waives any and all rights and remedies conferred delivery service, addressed to the parry receiving the notice at its address shown on the upon a lessee under Sections 516-522 of Article 2A. Lessor may file financing front of this Lease (or to any other address specified by that party by notice). This Lease statements giving public notice of its interest in any goods Lessor may lease to Lessee will survive the Term, and any return or sale of the Equipment, and remain in full force and any related attachments, additions, substitutions, products, replacements, rentals, and effect, with respect to events or conditions occurring or existing during (or fairly and proceeds (including insurance proceeds). Lessee agrees to promptly, at Lessee's attributable to) the Term or Lessee's possession of the Equipment The parties intend expense, deliver such other reasonable documents and assurances, and take such further not to violate any applicable usury laws or to exceed the maximum amount of time price action as Lessor may request, in order to effectively carry out the intent and purpose of differential or innterest, as applicable, permitted to be charged or collected by applicable this Lease. law, and any such excess payments that would otherwise be charged or collected will Page 3 of 4 (S4 Lease (Go W) Vv. 7138/13) instead be applied to Rental Payments or refunded to Lessee. hl any proceeding relating Lessor, or any debit entry initiated by Lessor, that is not successful (in addition to actual to this Lease, a party may produce a photocopy or scanned copy of a document rather costs incurred and applicable late charges that may accrue as a result of a payment not than alt original and such copy will have the same force as an original. The page being timely made). Lessor may also impose an administrative surcharge of up $175 numbering of this Lease ]nay or may not include any schedules or other attachments with respect to any on-site inspection of the Equipment it makes hereunder. Lessor may hereto. Lessor may obtain credit reports from or make inquiries to credit bureaus or provide copies of this Lease or related documents or information concerning Lessee and other sources as it determines appropriate. Lessor may impose an administrative its obligations hereunder to any current or prospective assignee, affiliate, credit agency, surcharge- of up to $50 with respect to any financial instrument given by Lessee to or service provider (or other person it may reasonably determine), and none of such information shall be considered confidential or proprietary to Lessee. The tenns of this Lease that precede Section I govern the rest of this Lease to the extent of any inconsistencies. This Lease is governed by the internal laws of the sf2te in which Lessee is organized. Each party submits to the jurisdiction of any state or federal court having jurisdiction in such state. To the extent permitted by applicable law, each party expressly waives trial by jury. As between Lessee and Lessor, for matters relating to this Lease or the Equipment, Lessee unconditionally and irrevocably waives any sovereign or other immunity (or claim therefor) from the jurisdiction of such courts or against Lessor's rights relating to this Lease or the Equipment The terms and conditions contained in this Lease (and any addendums, riders, supplements, or amendments contemporaneously or after the date hereof entered into) are the entu•e agreement between Lessee and Lessor regarding the Equipment. Page 4 of 4 Lessor. Lease Number: 001 Macquarie Equipment Finance, LLC 2285 Franklin Road, Suite 100 Lessee: City ofAshland Bloomfield Hills, M148302 This Schedule is a part of the above-referenced Lease between Lessee and Call: (248) 253-9000 Lessor. MACQUARIE Fax (248)339-1650 Lessee agrees that this Schedule is complete and accurate. -7 M., Manufacturer Description Y Serial No. 8 Panasonic FW4273S Arbitrator 360 Kit MKI2.0 S Panasonic FW4311 (CN25SIR-P) Arbitrator Rear Seat 1R S Panasonic FIV4955 RP-SDW32GPIK: Arbitrator P2 S Panasonic CF-SVCARB2AMA5Y: Arbitrator 360 Software Maintenance Agreement - (Years 1, 2, 3, 4, & 5) erVPU (Ends June 30 I Panasonic CF-SVCARB2ICC1-'Arbitrator360 Car Installation Training - Train the installers on up to 3 vehicles includes travel ex p. PWOn-Site Arbitrator360 Backend Server, Client, Service Watch, Service Watch 3 Panasonic Streaming set up and configuration. Arbitrator360 BE & FE Training. SOW needed PSA Needed. TBD S Panasonic CF-SVCARB2EX2Y: Arbitrator 360 Extended Warranty-2 Years (Years 4 & 5) Lessee has reviewed this page. Lessee initials x (Sa Electronic Payrt _nt Fev. 7110112) Lessor. Lease Number. 001 Macquarie Equipment Finance, LLC 2285 Franklin Road, Suite 100 Lessee: City ofAsliland Bloomfield Hills, MI 48302 BankAccount:, Bank: 0 Call: (248) 253-9000 Fax: (248) 339-1650 Address: Account No.: MACQUARIE Routing Number This Electronic Payment Addendum is a part of the above-referenced Lease between Lessee and Lessor. _..S•tir__ ....5.:Sa.".~i~t >R...._ _.eY0 Lessee authorizes Lessor to initiate debit entries to the Bank Account for any amounts due under this Lease. Lessee represents and warrants that it has authorized the foregoing with Bank, it will provide a copy of the authorization to Lessor on request, and the Bank Account information is correct Lessee shall not revoke such authorization without Lessor's prior consent unless, at least 60 days before revocation Lessee provides a similar authorization satisfactory to Lessor for a different bank account (which shall then be the Bank Account). Lessor shall use its best efforts to make all debit entries to the Bank Account only after invoicing Lessee, and not before the payment due date. Lessor will not impose late charges hereunder directly resulting from its timing of direct debit entries. If Lessor's ability to complete direct debit entries is terminated for any reason (regardless of whether or not any such termination is a breach hereof), and with respect to all amounts for which Lessor has not elected to initiate debit entries to the Bank Account, Lessee will make payment by financial instrument or otherwise in good funds. With respect to any debit entry initiated by Lessor that is not successful, Lessor may periodically initiate additional debit entries until the underlying obligation is satisfied. Without limiting the foregoing, Lessor presently intends to initiate debit entries to the Bank Account under this Lease for. ® Rental Payments (including applicable sales/use taxes) ® Personal Property Taxes .4 h ~-rn.Re~`r ~~i+sF%,.Y'as=br K .?~.t?~4'"~ _ !.t./. Lessee: Lessor. City of Ashland Macquarie Equipment Finance, LLC Y Y Authorized Signature Date Authorized Simariue Date Print Name and Title Print Name and Title Lessor: Lease Number 001 Macquarie Equipment Finance, LLC Lessee: City of Ashland 2235 Franklin Road, Suite 100 Bloomfield Hills- MI 43302 Call: (243) 253-9000 Mae~u ~;E Fax: (248) 339-1650 1. Lessee hereby certifies to Lessor that all of the Equipment described in the above-referenced Lease bet v,,een Lessee and Lessor has been received and inspected by Lessee at the Equipment Location identified in the Lease, and all such Equipment is fully installed and operational. 2. Lessee irrevocably accepts of all of the Equipment for all purposes, including under the Lease and any Supplier contract or other related documents. 3. Lessee hereby restates and reaffirms each of the representations and covenants given to Lessor in the Lease, and further represents that event or condition has occurred that constitutes a Default under the Lease, or that with notice or the lapse of time or both would constitute a Default. .2 :''k:?.'•'~+~4 ....~~"c'i7C'"-~..c.:.~~~~M~~'~(~`••~.+~~,G'`'¢~=~~C 't~-~yn.r~'di,-=r'1..-,.`-t.Yi-_. ~{P_^J91'.x.. ~.~I'~~__ f _y~~,~,, a,,...y^t,~}~y ~ _-''Ti4,:~~AWa~~^4 ~ro+~Fn Cpar~YrT+K*%!+•ti.~''~.~'~.~+'i4,~.~rj:. Lessee: City ofAshland x . Authorized Si-mature Print Name and Title )Delivery ]Date Lassec to fill in ifblank Page 1 / 1 CITY OF _ a. ASHLAND DATE PO NUMBER 20 E MAIN ST. 7/8/2015 12964 ASHLAND, OR 97520 (541) 488-5300 VENDOR: 019512 SHIP TO: City of Ashland - Police Dept. HUNTINGTON TECHNOLOGY FINANCE 1155 E MAIN STREET PO BOX 2017 ASHLAND, OR 97520 BLOOMFIELD HILLS, MI 48303-2017 FOB Point: Req. No.: Terms: Net Dept.: Req. Del. Date: contact: Lynn Merrifield Special Inst: Confirming? No Quantity Unit Description Unit Price Ext. Price 12.00 Mo Panasonic Arbitrators - 60 Months 1,260.91000 15,130.92 FY 16 - $1,260.91 per month 12.00 Mo FY 17 - $1,260.91 per month 1,260.91000 15,130.92 Previous vendor name: MES First payment to MES: 12/6/2012 Term: 60 Months New vendor: Huntinqton Technology Finance (MES - Macquarie Equipment Finance is now part of Huntinqton Bank per attached letter dated May 1, 2015.) SUBTOTAL 30 261.84 BILL TO: Account Payable TAX 0.00 20 EAST MAIN ST FREIGHT 0.00 541-552-2010 TOTAL 30,261.84 ASHLAND, OR 97520 Account Number Project Number Amount Account Number Project Number Amount E 110.06.12.00.60221 30 261.84 J Authorized Signature VENDOR COPY FORM #3 CITY OF ASHLAND REQUISITION 6/25/15 Date of request: Required date for delivery: Vendor Name Rintingtnn Tarhnningy Finanra Address, City, State, Zip Pn Rnx 2(117 Rlnnmfiald Hillg MI 49333-2017 Contact Name & Telephone Number Fax Number SOURCING METHOD ❑ Exempt from Competitive Bidding ❑ Emergency ❑ Reason for exemption: ❑ Invitation to Bid (Copies on file) ❑ Form #13, Written findings and Authorization ❑ AMC 2.50 Date approved by Council: ❑ Written quote or proposal attached ❑ Written quote or proposal attached ❑ Small Procurement Cooperative Procurement Less than $5.000 ❑ Request for Proposal (Copies on file) ❑ State of Oregon ❑ Direct Award Date approved by Council: Contract # ❑ Verbal/Written quote(s) or proposal(s) ❑ State of Washington Intermediate Procurement ❑ Sole Source Contract # GOODS & SERVICES ❑ Applicable Form (#5,6, 7 or 8) ❑ Other government agency contract $5.000 to $100.000 ❑ Written quote or proposal attached Agency ® (3) Written quotes and solicitation attached ❑ Form #4, Personal Services $5K to $75K Contract # PERSONAL SERVICES El Special Procurement Intergovernmental Agreement $5,000 to $75,000 ❑ Form #9, Request for Approval ❑ Agency City of Medford ❑ Less than $35,000, by direct appointment ❑ Written quote or proposal attached Date original contract approved by Council: ❑ (3) Written proposals/written solicitation Date approved by Council: (Date) ❑ Form #4, Personal Services $5K to $75K Valid until: Date Description of SERVICES Total Cost Payments of $1260.91 per month FY 2016-$15130.92 FY 2017-$15130.92 $ 30261.84 Item # Quantity Unit Description of MATERIALS Unit Price Total Cost Arbitrator-Description Attached 61537.92 Document Fee Pd in FY 2013 150.00 Interest 5 year 14116.68 TOTAL Per attached quote/proposal cosT ❑ 75804.60 Project Number _ _ _ _ _ _ - _ _ _ Account Number 110.06.12.00.602210 Account Number Account Number *Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures. IT Director in collaboration with department to approve all hardware and software purchases: IT Director Date Support -Yes/ No By signing this requisition form, I certi at the City's public contracting requirements have been satisfie . Employee: Department Hea J_aA .e D A~ / -C_ I nJ (Equal to or greater than $5,000) Department ManagerlSupervisor: City Administrator: 'Ca--A_ (Equal to or greateE:54n $25,000) Funds appropriated for current fiscal year. (YES / NO --~-°P -71,-o Finance Director (Equal to orgreate an $5,000) Date Comments: Form #3 - Requisition