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20-130.00 Pitney Bowes: City Hall Postage Machine Lease pitney bowes NASPO ValuePoint FMV Lease Agreement(Option C) q q 4i q 91 41 1 91519 Agreement Number Your Business Information Full Legsl Name of Lessee/DBA Name of Lessee Tax IDS(FEINlrIN) CITY OF SPOKANE VALLEY RE DA cr F 1 J Sold-To:Address 10210 E Sprague Ave,Spokane Valley,WA,99206-3882,US Sold-To:Contact Name Sold To:Contact Phone S Sold-To:Account ff Chad Knodel (509)720-5055 0016708377 Bill To:Address 10210 E Sprague Ave,Spokane Valley,WA,99206-3682,US Bill-To:Contact Name Bill-To:Contact Phone I Bill-To:Account ft Bill-To:Email Chad Knodel (509)720-5055 0016708377 cknodeLLspokanevalley.org Ship-To:Address 10210 E Sprague Ave,Spokane Valley,WA,99206-3682,US Ship-To:Contact Name Ship-To:Contact Phone I Ship-To:Account I Chris Thompson (509)720.5110 0016708377 PO* This document contains confidential tax information and Your Business Needs has been redacted pursuant to RCW 82.32.330. Qty item Business Solution Description You may petition for a review of our findings pertaining to any SENDPROPSERIES SendProPSerlea redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 2.75.080; and obtain judicial review 1 1FWW 101b Interfaced Weighing Feature pursuant to RCW 42.56.550. 1 4W00 Connect+SSendPro P Series Meter r - — — 1 APA1 50 Dept Analylics APAS Sendpro P2000/500W GCS Identifier 1 APK2 SendPro P Series Basic Label Prhter Pkg 1 APKE SendPro P RcceMng Feature • 1 APKF SendPro P Shlpphe Feature Access 1 AZBE SendPro P Series Mono Print Module 1 AZCG SendPro P2000 Basic(145/70LPM) MOSS Mallatream Intellilink Services 1 ME1C Meter Equipment-P Series,LV 1 MSD2 16"Color Touch Display 1 MWg0007 SendPro P Series Drop Stacker US17411!3.4 11/17 P .I di Yt01117014 e2/17 Pitney Sot..Inc.Al rfetp....Wert. a..Pianay Boom.Toms tor adtaional tens and conditions Pitney Bowes Confidential information 0040941959 1 MlAS6O00 Weighing Platform 1 PTA SendPro Online 1 PTJN Single User Access 1 PTJR 50 User Access with Hardware or Meter 1 PTK1 Web Browser Integration 1 PTK3 SendPro P Series Meter Integration i SJM5 SofGuard for Sendpro P2O0O Bocic/50OW 1 STDSLA Standard SLA-Equipment Service Agreement(for SendPro P Series) 1 T6CS Receiving•Standard Your Payment Plan Initial Term: 60 months Initial Payment Amount: ( )Tax Exempt Certificate Attached Number of Months Monthly Amount Billed Quarterly at' ( )Tax Exempt Certificate Not Required 60 $299.78 $899.28 ( ) Purchase Power`transaction lees included (X)Purchase Power'transaction lees extra 'Dues nw,neLde ene applcebfe safes use w n.openy les el which ea be b7 4 tap. y Your Signature Below By signing below,you agree to be bound by your State's/Entity's/Cooperative's contract,which Is available at h1lD Ilwww pb cxnf;tales and Is Incorporated by reference.The terms and conditions of this contract will govern this transaction and be binding on us after we have completed our credit and documentation approval process and have signed below NASPO VALUE POINT ADSPOI6-169097,0551e StateiEnllys Conv P i . 1 __ Lessee stria /1 // K l/_L,(•Moue) Pitney Bowes r Signature /� ws A I Y a �e I r 6 t♦ f __ Print Hams - P t Nama R`tar rr.,. ac .Gill:# 1 Mt... R Ill.nera wACROAS T°e $ 7 1,120/2020 Dale Dale Email Addreu U1174111.4 1/17 Page 2 of 1 Y101617014 a2017 Pitney Bowes Inc.All rfehts nursed. See Pitney Dawes tens for addrbonel term.and condlllon. Pitney Bowes Confidential Information pitney bowes (� Attachment B.3 OPTION C--NASPO VALUEPOINT FAIR MARKET VALUE LEASE TERMS AND CONDITIONS: Pitney Bowes Global Financial Services LLC will serve as a sub-contractor under ADSPO16-169897 and will be the Lessor under this Fair Market Value Lease Terms and Condition Agreement. PBGFS does not warrant, service or otherwise support the equipment. Those services are provided by Pitney Bowes Inc. (PBI). Due to federal regulations, only PBI can own a Meter. This Agreement cannot be used for Production Equipment Categories(Production Ink Jet Envelope Addressing System, Production Tabbers, Inserter Production, Production Folder-Inserter, Pre-Sorting Equipment)awarded under ADSPO16-00006328-to Pitney Bowes Inc. The Pricing Plan for the NASPO ValuePoint Fair Market Value Lease Terms and Conditions is as follows: Monthly Rate Factors: Term: Lease Rate: 36 .0342 48 .0277 60 .0237 Total Value of the Order multiplied by the applicable Monthly Rate Factor=Monthly Equipment Lease Payment, plus applicable monthly Equipment Rental and Meter Services and value based service fees, plus the monthly cost of service maintenance for years 2 thru end of initial term,plus any applicable taxes,multiplied by three(3)months=equals the Quarterly Payment. For further clarification a 36 month lease based on a$10,000 equipment order would equal a$342.00 monthly equipment lease payment multiplied by 3 months equaling a$1,026 quarterly lease payment. Applicable quarterly cost of service maintenance for years 2 thru end of initial term,quarterly Equipment rental,Meter Services,and value based services fees, plus any taxes,if applicable,would be added to the Quarterly payment. L1. DEFINITIONS "Master Agreement"-NASPO ValuePoint Master Agreement L1. DEFINITIONS ADSPO16-169897 Mail Room Equipment,Supplies and L1.1 The following terms mean: Maintenance contract administered by the State of Arizona and Agreement" -the Order, your State's Participating Addendum, the shall consist of:the solicitation as amended,any requests for NASPO ValuePoint Master Agreement ADSPO16-169897, these clarifications and/or best and final offers,the proposal submitted by terms and conditions,and any attached exhibits. us,our responses to any requests for clarifications and/or our best "Bank"-The Pitney Bowes Bank, Inc. and final offer. "Consumable Supplies"-ink,ink rollers,printheads,toner and drum "NASPO ValuePoint -NASPO ValuePoint Cooperative cartridges, ribbons and similar items. Product-specific consumable Purchasing Organization LLC,a wholly owned subsidiary of supplies are identified in the product operator guide. National Association of State Procurement Officials(NASPO). "Covered Equipment" - the equipment rented or sold to you from "Order - the executed agreement between the applicable Pitney PBGFS or PBI that is covered by the SLA as stated on the Order. Bowes company and you for the Equipment. Covered Equipment does not include any Meter,or any standalone "PBGFS" -Pitney Bowes Global Financial Services LLC. software,and SendKit equipment. "PBf'-Pitney Bowes Inc. "Delivery Date"-the date the Equipment or other item is delivered to "Pitney Bowes"-PBGFS and its subsidiaries,and PBI. your location. `Postage Equipment Rental and Meter Services Agreement"-an "Effective Date"-the date the Order is received by us. agreement governing the Equipment rental and Meter Services you "Equipment" - the equipment listed on the Order, excluding any enter into with us. Meter,and any standalone software and SendKit equipment. "SLA"-the Service Level Agreement. "Initial Term"-the lease period listed on the Order "SLMA"-a Software License and Maintenance Agreement you enter "Install Date"-the date the Equipment or other item is installed at into with us your location. "SOW'-a Statement of Work you enter into with us. "Meter" - any postage meter supplied by PBI under the Order, "State Participating Addendum"the bilateral agreement executed including(i)in the case of a Connect+ or SendProTM P or C series by us and your participating state incorporating the Master mailing system, the postal security device that accounts for and Agreement. enables postage to be purchased and printed ("PSD")and (ii)in the "We,""Our,"or"Us"-the Pitney Bowes company with whom you've case of all other mailing systems, the PSD, the user interface or entered into the Order. keyboard and display and the print engine. "You," "Your,""Lessee", or"Customer"-the entity identified on "Meter Services" means access to the PSD to download, account the Order. for,and enable printing of postage within a PBI Postage Evidencing System as defined in Title 39, Part 501 of the Code of Federal L2. AGREEMENT Regulations ("CFR"); USPS mandated processes associated with L2.1 You are leasing the Equipment listed on the Order. the PSD, including registration, usage reporting and withdrawal; L2.2 You may not cancel this Lease for any reason except as repair or replacement of the PSD as described in Section 2.6 of the Equipment Rental and Meter Services Terms and Conditions; and expressly set forth in Sections L10 and L11 below,all payment the Softguard Program outlined in Section 2.5 of the Equipment obligations are unconditional. Rental and Meter Services Terms and Conditions. "Lease"-the Order and this NASPO ValuePoint Fair Market Value Lease Terms and Conditions. "Maintenance Service"- the maintenance service for the Covered Equipment selected by you on the Order, excluding software Page 1 of 3 maintenance. NASPO ValuePoint Fair Market Value Lease Agreement-ADSPOI6-169897 Rev 7/19 ©2019 Pitney Bowes Inc. All rights reserved. Pitney Bowes Purchase Power and ValueMAX are trademarks of Pitney Bowes Inc.or a subsidiary. L2.31f you do not pay the fees when due or you do not comply with the (b) PBI warrants that the Maintenance Service provided will be Agreement and fail to cure the same within thirty(30)days of receipt performed in a professional and workmanlike manner. of written notice thereof, we may disable the Meter, terminate the (c) Your remedy in the event of any warranty claim is as provided Agreement, retake the Equipment and Meter, and collect from you within the Master Agreement. all fees due for the remainder of the Initial Term,or if after the Initial Term,all fees then due,plus interest at the lesser of 18%per year (d) A "defect" does not include the failure of rates within a rate or the maximum allowed by law. update to conform to published rates. L2.4 You authorize us to file a Uniform Commercial Code financing (e) There is no warranty for Equipment requiring repair or statement naming you as debtor/lessee with respect to the replacement because of your negligence,usage which exceeds Equipment. PBI's recommendations,damage in transit,virus contamination or loss of data, misuse, external forces, loss or fluctuation of power,fire,flood,or other natural causes,or service by anyone other than PBI. There is no warranty for Equipment arising from L3. PAYMENT TERMS the use of third party supplies (such as ink)that results in: (i) L3.1 We will invoice you in arrears each quarter for all payments on the damage to PBI Equipment; (ii)poor indicia,text,or image print Order (each, a "Quarterly Payment"), except as provided in any quality; (iii) indicia readability failures; or (iv) a failure to print statement of work attached to the Order. You will make each indicia,text,or images. Quarterly Payment by the due date shown on our invoice. (f) The print engine(s), print engine components, structural components and printed circuit board assemblies supplied with L3.2 Your Quarterly Payment may include an origination fee, amounts the PBI Equipment may be reclaimed, reconditioned or carried over from a previous unexpired lease,SLMA fees and other remanufactured. Any such item is warranted to perform charges. according to the same standards as the equivalent new item. L3.3 Any Meter Services fees, SLA fees, and subscription fees (g) The warranty does not cover Consumable Supplies. (collectively"PBI Payments"), will be included with your Quarterly Payment and begin with the start of the Lease Term (as defined L7.3 PBGFS AND THE BANK ARE NOT LIABLE FOR ANY LOSS, below). After the Initial Term,your Quarterly Payment will increase DAMAGE (INCLUDING INCIDENTAL, CONSEQUENTIAL OR if your PBI Payments increase. PUNITIVE DAMAGES), OR EXPENSE CAUSED DIRECTLY OR L4. EQUIPMENT OWNERSHIP INDIRECTLY BY THE EQUIPMENT. We own the Equipment. PBI owns any Meter.Except as stated in Section L8. EQUIPMENT OBLIGATIONS L6,you will not have the right to become the owner of the Equipment at L8.1 Condition and Repairs.You will keep the Equipment free from liens the end of this Agreement. and in good repair,condition,and working order. L5. LEASE TERM L8.2 Inspection.We may inspect the Equipment and related maintenance The Lease term is the number of months stated on the Order("Lease records. Term"). The Lease Term will commence on the date the Equipment is L8.3 Location. You may not move the Equipment from the location delivered,if we do not install the Equipment. If we install the Equipment, specified on the Order without our prior written consent which will the Lease Term will commence on the installation date. not be unreasonably withheld. L9. RISK OF LOSS AND VALUEMAX®PROGRAM L6. END OF LEASE OPTIONS L9.1 Risk of Loss. L6.1 During the 90 days before your Lease ends, you may, if not in (a) You bear the entire risk of loss to the Equipment from the date default,select one of the following options: of delivery by PBI until the Equipment is returned to, and (a) enter into a new lease with us; received by, us, regardless of cause, ordinary wear and tear (b) purchase the Equipment"as is,where is"for fair market value; excepted("Loss"). or (b) No Loss will relieve you of any of your obligations under this (c) return the Equipment and Meter in its original condition, Lease.You must immediately notify us in writing of any Loss. reasonable wear and tear excepted and pay us our then (c) To protect the equipment from loss,you will either(i)keep the applicable processing fee. If you return the Equipment and Equipment insured against Loss for its full replacement value Meter, you will, as specified by us, either properly pack and under a comprehensive policy of insurance or other return them to us in the return box and with the shipping label arrangement with an insurer of your choice, provided that it is provided by us or furnish them to such service carrier as we reasonably satisfactory to us("Insurance")or(ii)be enrolled in specify to pick up and ship them to us. PBGFS'ValueMAX program described in Section 9.1(d). L6.2 If you do not select one of the options in Section L6.1,you will be (d) YOU MUST CALL US AT 1-800-732-7222 AND PROVIDE US deemed to have agreed to enter into month to month extensions of WITH EVIDENCE OF INSURANCE. If you do not provide the term of this Agreement. You may choose to cancel the evidence of Insurance and have not previously enrolled in our automatic extensions by giving us 120 days prior written notice equipment replacement program(ValueMAX),we may include before the Lease expires(unless the law requires the notice period the Equipment in the ValueMAX program and charge you a to be shorter). Upon cancellation,you agree to either return all items fee, which we will include as an additional charge on your pursuant to Section L6.1(c)or purchase the Equipment. invoice. L7. WARRANTY AND LIMITATION OF LIABILITY (e) We will provide written notice reminding you of your Insurance obligations described above in Section L9.1(c). (f) If you do not respond with evidence of insurance within the time L7.1 PBGFS AND THE BANK MAKE NO WARRANTIES, EXPRESS OR frame specified in the notification we may immediately include the IMPLIED,INCLUDING ANY WARRANTY OF MERCHANTABILITY, Equipment in the ValueMAX program. FITNESS FOR A PARTICULAR PURPOSE,OR FREEDOM FROM (g) If the Equipment is included in the ValueMAX program and any INTERFERENCE OR INFRINGEMENT. damage or destruction to the Equipment occurs (other than L7.2 PBI provides you with the warranty as provided in the Master from your gross negligence or willful misconduct,which is not Agreement and as follows: covered by ValueMAX), we will (unless you are in default) (a) PBI warrants that the Equipment will be free from defects in repair or replace the Equipment. material and workmanship and will perform according to the equipment user guide for a period of one year(360)days from Page 2 of 3 the date of acceptance(the'Warranty Period"). NASPO ValuePoint Fair Market Value Lease Agreement—ADSPO16-169897 Rev 7/19 ©2019 Pitney Bowes Inc. All rights reserved. Pitney Bowes Purchase Power and ValueMAX are trademarks of Pitney Bowes Inc.or a subsidiary (h) We are not liable to you if we terminate the ValueMAX L12.4 All applicable taxes required to be collected by us will be shown program. By providing the ValueMAX program we are not offering on the invoice. or selling you insurance;accordingly,regulatory agencies have not L12.5 If there is a conflict between any of the terms and conditions in or its associated fees, nor are is Agreement, your Slate's Participating Addendum and thd reviewed this Lease, this program Master Agreement ADSPO16-169897, this Agreement shall they overseeing our financial condition. prevail. L10.NON-APPROPRIATION L12.6 Any Meter used by you under this Agreement is subject to the L10.1 See Master Agreement—Section 7.2 State of Arizona Uniform applicable USPS regulations and meter terms and conditions as Terms and Conditions, Par 4.4. Availability of Funds for the Next may be provided by PBI. State fiscal year and Par 4.5. Availability of Funds for the current L12.7 Our Equipment may contain embedded software. You agree: State fiscal year. (i) that PBI and its licensors own the copyrights and other intellectual property in and to the embedded software; (ii)that you do not acquire any right, title or interest in or to the embedded software; (iii) only to use the embedded software with our Equipment in which the embedded software resides; (iv) that you may not copy the embedded software; (v) that you may neither modify nor create derivative works of the L11.EARLY TERMINATION L11.1 You further warrant that you intend to enter into this Lease for the embedded software (vi) that you may neither distribute nor entire Stated Term and you acknowledge that we have relied upon disclose the embedded software(or any portion thereof)to any such represented intention when determining the applicable pricing other person; (vii) that you may not translate, de-compile, plan. If you cancel or terminate this Lease prior to expiration of the disassemble, or otherwise attempt to unbundle, reverse Stated Term (other than for non-appropriations), you shall pay a engineer or create derivative works of the embedded software, termination charge equal to the net present value of the monthly except as permitted by applicable law; and (viii)that you may payments remaining through the completion of the term,discounted not export the embedded software in contravention of to present value at a rate of 6%per year. applicable export control laws. The embedded software contains third party software. Notwithstanding the above,this section does not modify any terms that may accompany such L12.MISCELLANEOUS third party software. L12.1 If more than one lessee is named in this Lease,liability is joint and L 12.8 The Connect+and SendPro P or C Series mailing system may several. use an internet access point(e.g.,wireless router)provided by L12.2 YOU MAY NOT ASSIGN OR SUBLET THE EQUIPMENT us. You may only use this access point for connectivity OR THIS LEASE WITHOUT OUR PRIOR WRITTEN between the Connect+ and SendPro P or C Series mailing CONSENT, WHICH CONSENT WILL NOT BE system and the internet and for no other purpose. You agree UNREASONABLY WITHHELD. ANY ASSIGNMENT WITHOUT to pay all costs associated with use of the access point in OUR CONSENT IS VOID. violation of this restriction. L12.3 We may sell,assign,or transfer all or any part of this Lease or the L 12.9 We will provide you with a welcome letter by email. Equipment. Any sale,assignment,or transfer will not affect your rights or obligations under this Agreement. Page 3 of 3 NASPO ValuePoint Fair Market Value Lease Agreement—ADSPOI6-169897 Rev 7/19 ©2019 Pitney Bowes Inc. All rights reserved. Pitney Bowes Purchase Power and ValueMAX are trademarks of Pitney Bowes Inc.or a subsidiary