17-1016_PITNEY BOWES_Lease Agreementpitneybowes iV
WSCAINASPO FMV Lease Option C Agreement Account #10
Agreement Number
Your Business Information
Full Legal Name of Lessee I DBA Name of Lessee
Tax ID # (FEIN/TIN)
CITY OF SAN JUAN CAPISTRANO
Sold -To: Address
32400 PASEO ADELANTO , SAN JUAN CAPO. CA, 92675-3603, US
Sold -To: Contact Name Sold -To: Contact Phone A Sold -To: Account 0
Christy Jakl (949)443.6310 0010056837
Bill -To: Address
32400 PASEO ADELANTO , SAN JUAN CAPD, CA, 92675.3603, US
Bill -To: Contact Name
Bill -To: Contact Phone fi
Bill -To: Account 0 Bill -To: Email
Christy Jak1
(949) 443-6310
0010056837 ciakl®saryuancapistrano.org
Ship -To: Address
1GW9
32400 PASEO ADELANTO , SAN JUAN CARO, CA, 92675.3603, US
Ship -To: Contact Name
Ship -To: Contact Phone A
Ship -To: Account 0
Christy Jakl
9494931171
0010056837
POO
1
G9SS
no
Your Business Needs
1
MP4D
City Item
Business Solution Description
1
DM475
SJ40
DM475
1
1
1FAE
Basic Accounting -50 Accounts
1
1GW9
101b Integrated Weighing Feature
1
G900
Motor for DM3001DM4001475 Series
1
G9SS
USPS Tracking Services Activation
1
MP4D
10 LB J 5 KG SCALE FOR DM475 US
1
SJ40
SoftGuard for OM400
1
STOSLA
Standard SLA -Equipment Service Agreement (for DM475)
1
SVXA
DM475 Digital Mailing System
Your Payment Plan
•egos not arcardo any appacawo sats, uso, orprnpwfy lamas ~ wlaao bkwd soparatoy.
I ) Tax Exempt Certificate Attached
( ) Tax Exempt Certificate Not Required
(X) Purchase Power® transaction fees included
( ) Purchase Power® transaction fees extra
e8174303.0 06117 Psgo 1 of Z Y100366366
02017 Pitney Bowes Inc. AM rights rosorvsd. ,iaa Pinney Bowes Terms for additional tonna and conditions
Your Signature Below
By angning bolos, you agree m be bound by your State 'LEntny'arCooperatrve'a ccefen, which Is available at mmWLcoTl.lal4s and is incorporated by reference. The terms and
conditions of this contract will govern this transaction and be bmdmg on us after we have completed our ttede and documentation approve) process and have s-gned below.
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Pitney Bowes
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WSCA/NASPO ADSPOI1-00000411-7
POSTAGE METER RENTAL TERMS AND CONDITIONS
DEFINITIONS
As used in this Agreement, the fcilovnng terms mean:
'eg(ggg=r - the Order, the State Participating Addendum, the WSCA/NASPO Master
Agreement ADSPOt 14*000411.7, these terms and conditions, and any attached exhibits.
'a"- The Pitney Bowas Bank, Inc.
"Cons--lild Supplies- - ink, printheads, belts, Ink rollers, sealer and maistonor
brushes, bulbs, felts, sponges, and similar items.
"Inilief Term' - the rental Period listed on the Order.
Inta jW92-Confrel Conten• or 'Mete/ - any postage meter supplied by PBI under the Order,
including (I) in the case of a Connect+' mailing system, the postal security device, the
application platform, the system controller and the print engine and (a) in the ease of all other
mailing systems, the postal security device, the user interface or keyboard and display and the
print engine
'M jape, Subsen=W - IntesiUffie Central Center (Meter) rental
WAS PO' - National Association of State Prodtremant Officials
'QsALr' - the cover page to this Agreement
'PBGIF - Pitney Bowes Global Financial Services LLC.
'8V, *W* *9z' w VC - Parley Bowes Inc.
'State PaMcipakno Addendum' - The addendum to the WSCA Master Agreemart entered into
by the State for which the customer is an eligible entity and Pitney Bowes Inc
'WSCA•- WestemStatesContractingAlliance.
'WSCA Master Aamement'ar *MCA ADSPD I f-0000041 f-7_- WSCA Cooperetive Agreement
for Moiling Equipment and Maintenance led by the State of Arizona
'Jn2e or'Ygy(- the person identified on the Order who is renting a Meter or purchasing
services.
2. INTELLILINN°SUBSCRIPTION (METER RENTAL)
2,1 EW
(a) We will invoice you the IntelliLink° Subscription fees listed on the Order.
(b) After the Initial Tenn, we may increase the IrdeH,Ltnke Subscription
teas in accordance with the WSCA Master Agroomom.
(d) Whan you receive notice of an increase. you may terminate this Agreement as of
the data the increase becomes effective.
(d) If you do not pay the fees when due or you do rot comply with the Agreement, we
may disable the IntciUUrO Control Center, terminate the Agreement, retake the
Motor. and colied from you an fees due for the remainder of trio Initial Term.
(f) You are responsible for paying any taxes on the Meter and services, including sales
and use ax. unWss a valid tax exemption certification acceptable to the applicable
taxing authority is provided.
2 2 P69
(a) To obtain postage for your Meter, you must contact our POSTAGE BY PHONE°
data center.
(b) You may transfer funds to the Bank for deposit into a Postage By Phone* Reserve
Account which you maintain at the Bank ('your Reserve Aecourd') or you may
transfer funds to the United States Postal Service ('USPS") through a lockbox bank
('Lockbox Bank'). See section U1 for details.
(c) If you participate in any PBI, PBGFS, or Bank postage advance programs (such as
Purchase Power), we will advance payment on your behalf to USPS, subject to
repayment by you under the terms of the postage advance program and billed
separately from your 1ntelliUnkm Subscription fees.
(d) If you purchase postage through a Lockbox Bank, the USPS is responsible for
refunds of unused postage and those refunds will be made in accordance with them
current USPS regulations.
2.3 Terms of use., Federal Remnlatrans
(a) You may use the Meter solely tar the purpose of processing your marl. provided that
you are authorized by the USPS to use the Mater, and /tat you campy with (i) this
Agreement In) any user documentation and (iii) all USPS regulations.
(b) You agree to use the Meter only for business or commercial purposes, and not for
personal, family. or household purposes.
(c) You agree to use only attachments or priming devices authorized by us.
(d) You must receive our written consent before moving the Meter to a different location.
(e) Federal regulations require that we own the Meter.
(f) Tampering with or misusing the Meter is a vtolatton of federal taw.
(c0171016.2 )
WSCA/NASPO ADSP011.00000411-7 Postage Mater Rental Verslon (12111)
(g) Activities of the USPS including the payment of refunds for postage by the USPS to
customers will be made in 0000rdaneo with the current Domestic Marl Manual
(h) If the Meter Is used in any unlawful Scheme. or I$ not used for any Consecutive 12
month period, or it you take the Meter or allow the Meter to be taken outside the
United States without proper written permission of USPS Headquarters, or if you
otherwise fail to obide by the postal regulations and this Agreement regarding care
and use of the Meter, than this Agreement and any related Meier rental may be
revoked. You acknowledge, that any use of this Meter that fraudulently deprives the
USPS of revenue can cause you to be subject to civil and criminal penalties
applicable to fraud and/or false claims against the United Slates The submission of
a false or fraudulent statement can result to imprisonment of up to 5 years and fines
of up to $10,000 (18 U.S C 1001) and a civil penalty of up to 55,000 plus an
assessment of twice the amount falsely claimed (3 U.S.C. 3602). The mailing of
matter bearing a fraudulent postage motor imprint is an example at a violation of
these statutes
(i) You are responsible for immediately reporting (within 72 tours or less) the theft or
loss of the Meter to Us Failure to comply with this notification provision in a timely
manner may result in the dental of refund of any funds remaining on the Meter at the
time of toss or thof .
(j) You understand that the odes and regulations regarding the use of this Meter as
documented in the Domestic Mail Manual may be updated from time to time by the
USPS and it Is your obligation to comply with any rules and regulations regarding its
use.
2.4 Care and Risk of toss
(a) You agree to take proper care of the Moter(s).
(b) You assume all risk of lose or damage to the Motor while you have possession
(c) Upon ending this Agreement, you agree to deliver the Meter to us in good condition
except for normal wear.
2.5 Rate Updates and Soft-Gua8P2M W
(a) Your Meter may require periodic fate Information updates that you can obtain under
our Soft -Quare program.
(b) The Sa14Guare Subscription. we will provide up to 6 rate updates during each 12
month period following the date of installation
(c) We will provide rate updatos only If required due to a postal or carrier change in rate.
service, LP Code or zoite change.
(d) Your Seft.Guards Subscripuen does not cover any amp in rates due to custom
rate changes, new Classes of carrier service, or a change in Zip Cade or zone due to
equipment relocation.
(o) You can also renew trio Soh -Guard' Subscription by contacting the Customer Care
Center at 1.800-228.1071 (M -F 0 30am - 5 3Cpm CST).
2.6 Repair or Replacemenh
(a) If the Meter malfunctions or fails duo to reasons other than your negligence or
accident, usage which exceeds our racommondbtions, virus contamination or toss of
data, misuse, external forces, loss or fluctuation of power, fire, flood, or other natural
causes, service by anyone other than us, or the use of third party supplies (such as
third pony ink) resulting in damage to our Mater, we will repair or replace the Motor.
(b) REPAIR OR REPLACEMENT IS YOUR SOLE REMEDY
2.7 LIMITATION OF LIABILITY
See - WSCA Master Price Agreement
28 Collection of Information
(a) You authenze us to access and download Wornation from your Meter and
we may disclose this inlormation to the USPS or other governmental entity.
(b) We will not share with any thrd parties (except iia USPS or other
governmental enbly) adwhduaty Identifiable information that we obolhn about
you in this manner unless ragwred to by low or court order
(c) We may elect to share aggregate data about our customers' postage
usage with third parties.
3. VALUE BASED SERVICES
Value Based Services include services such as USPS® o-Retum Receipt and USPS*
Confirmation Services.
3.1 an
Page 2 of 4
(a) Any fees charged by the USPS for any Value Based Service you
purchase Is payable by you in the same way that you pay for postage.
(b) The USPS is solely responsible for its services.
(c) We are not responsible for any malfunctions of any part of the
communication link connecting the IntolliLink° Central Cantor wan the
USPS data system,
3.2 THE VALUE BASED SERVICES PROVIDED BY THE USPS ARE PROVIDED
WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING THE WARRANTY OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE. WE ARE NOT LIABLE FOR ANY DAMAGES YOU
MAY INCUR BY REASON OF YOUR USE OF THE VALUE BASED SERVICES
PROVIDED BY THE USPS, INCLUDING INCIDENTAL, CONSEQUENTIAL, OR
PUNITIVE DAMAGES.
3.3 Eadrng the Value Rased Services. We have the right to terminate the Value
Based Services it the USPS discontinues offering the service or you breach your
obligations under this Agreement and fad to cure the breath within thirty (30)
days after you have boon notified of it in writing
4. EMBEDDED SOFTWARE
4.1 Our Equipment may contain embedded software You agree that (i) PBI and its licensers
own the copyrights and otter intellectual property in and to the omhodded software; (u)
you are licensed City to use the embedded software with cur Egwpmornl in which the
embedded software resides; (w) you wit net copy. modty, decomprle. or otherwise
attempt Io unbundle, reverse engineer or create derivative Warks of the embedded
software, except as permitted by applicable law; (iv) you will not distribute or otherwise
disclose the embedded software (or any portion thereof) to any other person; arta (v) you
may not export the embedded software In contravention of app'.icat>te export control laws.
The embedded software contains thud party software, which, notwithstanding the above.
is subject to any terms that may accompany such third party software.
S. INTERNET ACCESS POINT
51 The Cannecl•TM Series Equipment may use an Internet access point (a 9. wireless
router) provided by us. You may only use this access point for connectivity between the
Connect+ TM Series Equipment and the internet and for no other purpose. You agree to
pay all costs associated with use of the access point in violation of this restncten.
6. ENDING THIS AGREEMENT.
8.1 Your fight to use the Meter, or Value Based Services is limited in duration to the Initial Term
and to any subsequent extensions of the initial Term.
62 After the Initial Term. you or we may cancel this Agreement in whose or in part. upon 30
days prior written notice
63 We reserve the right to recover or msable the Meter and terminate this use at any time it in
violation of the terms of use under the Federal Regulations.
64 After Cancellation art terrrcnatdn al this Agreement you must return the Motor to us in the
same ceftlion as you received it, reasonable wear and tear excepted
United States Postal Service
ACKNOWLEDGMENT OF DEPOSIT
U1. UNITED STATES POSTAL SERVICE ACKNOWLEDGMENT OF DEPOSIT
U1.1 In connection with your use of a Postage Evidencing System as defied in the Code at Federal Regulations ('CFR'), you may transfer funds to the USPS through a lac kbox bank (the *Lockbox Bank) for
the purpose of propsyment of postage on Postage Evidencing Systems, generating evidence of postage, both PC Postage and meters (a 'Deposit). or you may transfer funds to the Bank for deposit into a
Postage By Phoria® Reserve Account ('your Reserve Account) which you maintain at the Bank UI.2 To the extent you deposit funds in advance of the use of any evidence of postage, you may, from tine to
time, make Deposits in the Lockbox Bank account identified as 'United Sates Postal Service CMRS•PB' or make deposits in your Reserve Account, in either case through electronic means, including
Automated Cleanngtiouse Transfers. Tho USPS may, at its discretion, dasignato itself or a succasscr as recipient of Deposits made by you to the Lockbox Bank account described above. UI 3 Any deposit
made by you in your Reserve Account is subject to the Postage By Phone® Rosorvo Account — Agreement and Disclosure Statement govering your Reserve Account U14 Any Deposit made by you in the
Lockbox Bank account shed be credited by the USPS only for the payment of evidence of postage Such Deposits maybe commingled with Deposits of other customers. You shall not receive or be entitled to
any interest or other income earned on such Deposits. U1.5 The USPS will provide a refund to you for the remaining account balances of Deposits held by the USPS, These refunds are provided in accordance
with the rules and regulations governing deposit of funds for evidence of postage, published in the CFR. UI.6 The Lockbox Bank, which shall collect funds on behalf of the USPS. shell provide PBI, on each
business day, information as to the amount of each Deposit made to the USPS by you, so that PBI can update its retards. UI.7 PBI may deposit funds an your behalf. The USPS will make no advances of
funds to you. Any relationship concerning advances of funds is between you and PBI, PBGFS andlof the Bank. UI.8 You acknowledge that the terms of this Acknowledgement may be changed, modified, or
revoked by the USPS, with appropriate notice. UI.B Postal Regulations governing the deposit of funds are published In the CFR or its successor. You acknowledge that you shad be subject to all applicable
rules, regulations, and orders of the USPS, including future changes to such rules, regulations, and orders, and such additional temps and conditions as may be determined to accordance with applicable law.
The USPS rules, regulations, and ordure shall prevail In the event of any conflict with any other terms and conditions applicable to any Depose.
(C0171816.2 )
WSCA/NASPO ADSP011-00000411-7 Postage Motor Rental Version (12111)
Page 3 of 4
The Pitney Bowes Bank, Inc.
PURCHASE POWER TERMS AND CONDITIONS
P1PURCHASE POWER'" CREDIT UNE
P1.1 General. (a) In order to participate in the Program, you must provide the Information described In Section P1,8 (b) It you subscribe to the
EasyPennitPostagoO service, you may use the Purchase Power credit lino to pay for permit postage and associated USPS foes (c) The Purchase Paver
credit lino Is a product of The Pitnoy Downs Bank, Inc. (the 'Bank-) and is not available to individuals for personal, foray, or household purposes. P12
Account Charges. (a) Your Purchase Power Account (the 'Account') will be charged for the amount of postage, products, and services requested
and the related fees, If applicable.(b) Unless prohibited by law, you agree to pay the fees and charges of which the Bank has given you notice, including,
without limitation, the fees and charges relating to: () transaction fees, it applicable; (tt) your failure to pay in a timely manner, (Iii) your exceeding your
credit line; and (iv) fees attributable to the return of any checks that you give to the Bank as payment of the Account P1.3 Billing, Payments, and
Collection. (a) You will receive a billing statement for each billing cycle in which you have activity on the Account. The Bank reserves the right to deliver
any statement electronically to the email address that is then on file for the Company. (b) Payments are due by the due date shown on your baling
statement. (c) You may pay the entire balance due or a portion of the balance, provided that you pay at least the minimum payment shown on the
statement. In the event of a partial payment, you will be responsible for the unpaid balance, P1,4 Deferred Payment Terms, (a) By using the Program.
you agree that whenever there is an unpaid balance outstanding on the Account which Is not paid In full by the duo data shown an your lulling statement.
the Bank will charge you, and you will pay, Interest on the unpaid balance of the Account from lime to time, for each day from Oso data the transaction is
posted to the Account until the date the unpaid balance is paid in full, at a variable rate equal to the Annual Percentage Rate applicable to the Account from
time to time. (b) (n) The Annual Percentage Rate spi table to the Account w9l be. the greater of (a) 22% and (b) the sum of the highest 'Primo Rate'
published in the 'Money Rales' section of The Wall Street Journal on the lost business day of the month and the margin set forth below (the sum of the
margin and the Prime Rate is herein called the 'Floating Rate')- (ii) The Annual Percentage Rate will be adjusted on a monthly basis based on any
fluctuation in the Floating Rate, if appticablo. (iii) Any change in the Annual Percentage Rata based an the calculation described in this section will became
effective on the first day of your next bClwg cycle. IN) The margin which will be added to the Primo Rota to determine the Floating Rate will be 14.75%
(using the Primo Rate in affect as of March 31. 2010, the daily periodic rate would be 049315% and the corresponding annual percentage rate would be
18.00%). (v) The Accamt balance that is subject to a finance charge each day will include (a) oulstan6ng balances, minus any payments and credits
received by the Bank an the Account that day, and (b) unpaid interest, fees, end ether charges on the Account. (vi) The Bank will charge a minimum finance
charge of $1.00 in any billing cycle if Oto finance charge as calculated above is loss than $1.00. (vii) Each payment that you make will be applied to reduce
the outstanding balance of the Account and replenish your available credit brie. (viii) The Dank may refuse to extend further credit if the amount of a
requested charge plus your existing balance exceeds your credit P1.5 Account Cancellation and Suspension. (a) The Bank may at any time dose or
suspend the Account, and may refuse to allow further charges to the Account (b) Cartcellaten or suspension will not affect your obligation to pay any
amounts you owe. P1 6 Amendments. Electronic Delivery, Termination. (a) The Bank can amend any of tho provisions and terms related to the
Program at any time by written notice to you or by electronic notice via the email address trial is then an fife for the Company. You aro consenting to
electronic delivery of any amendments to Ore Program terms. (b) Each time you use the Program, you are signifying your acceptance of the terms and
provisions then in effect (c) An amendment becomes effective on the date stated in the notice and will apply to any outstanding balance an the Account (d)
The Bank may terminate the Program at any time and will notify you in the event of any termination, (e) Any outstanding obligation will survive termination
of the Program. P1.7 Governing Law. The Program and any advances are governed by and construed in accordance with the laws of the State
of Utah and applicable federal law. P1.8 USA PATRIOT Act. (a) Federal law requires financial institutions to ablest, verity and record information
that identifies each person who opens an account (b) The Bank asks that you provide identifying information. including your address and taxpayer
identification number. (c) The Bank may also ask for additional Identifying Information. wham appropdato. Including asking that your representative who is
opening the Account provide his/her name, address, data of birth, drivers hoonse and/or other doaanoms and information that will allow the Bank to identify
himRmer.
(00171816.2) Page 4 of 4
WSCAfNASPO ADSP011-00000411-7 Postage Motor Rental Version (12111)