MASTER MAINTENANCE AND SALE AGREEMENT
...
.11I mR r~~~~a'hflt:\1M 11111
J.K.O.N Finall~iCltservices-
Product Schedule
Product Schedule Number:
Master Agreement Number:
This Product Schedule ("Schedule") is made part of the Master ~~rccment ("Master Agreement") identified on this Schedule between IKON Financial Services ("we"
or "us") and CITY OF CLEARWATER . as Customer ("'you"). All terms and conditions of the Mastcr Agreement are
incorporated into this Schedule and made a part hereof. It IS the IIltent of the parties that this Schedule be separately enforceable as a complete and indcpendent
agreement. independent of all other Product Schedules 10 the Master Agreement.
CUSTOMER INFORMATION
FL
Statc
33758
CITY OF CLEARWATER
Product Location
711 MAPLE ST PRINT SHOP
Address
CLEARWATER PINELLAS FL 33758
City County Stalc
Fax:-lumber/E-mail Address:
(727) 462-6865/NA@NA.COM
Zip
CITY OF CLEARWATER
Customer (bill to)
711 MAPLE ST
Address
CLEARWATER PINELLAS
City County
Customcr Contact Namc:
CHRIS HALL
lit'
CU,l."""., r~lel1hone :-.lumber:
(727' ..." 4661
PRODUCT DESCRIPTION ("Products")
PA YME;\/T SCHEDULE
Minimum Term(mos.) Payment Without Tax Payment Due: (check one) Advance Payment: $
by Check II
60 ~ Monthly
$ 1317.38 Quarterly o Apply to I" Payment
Other o Other
Sales Tax Exempt:
Addendum(s) allached:
IZI YES (Allach Exemption Certificate) Customer Billing Reference Number (P.O. II. etc.)
o YES (check if yes and indicate total number of pages: ----'
TERMS AND CONDITIONS
I. The first Payment will be due on the Effective Date. The delivery date is to be indicated by signing a separate acceptance form.
2. You. the undersigned Customer. have applied to us to rent the above-described items ("Products") for lawful commercial (non-consumer) purposes. THIS IS AN
UNCONDITIONAL, NON-CANCELABLE AGREE:\If.'T FOR THE MINIMUM TERM I;\/DICATED ABOVE. (fwe accept this Schedule. you agree to
rent the above Product(s) from us. and we agree to rem ,uch Product(s) to you. on all the terms hereof. including the Tenns and Conditions on the Master
Agreement. THIS WILL ACK:-IOWLEDGE THAT "0" "AVE READ A:-ID UNDERSTAND THIS SCHEDULE AND THE MASTER AGREEMENT
AND HAVE RECEIVED A COPY OF THIS SCHEDl'l.E A:"iD THE MASTER AGREEMENT.
3. Additional Provisions (if any) are:
THE PERSON SIGNING THIS AGREEME:'IiT 0:-; BEHA"" OF THE CL:STOI\IER REPRESENTS THAT HE/SHE HAS THE AL.:T110RITY TO DO SO.
CUSTOMER
Accepted In Macon, Georgia by:
IKON FINANCIAL SERVICES
X
Authorized Signer
Title:
Dale:
X
Authorized Signer
Tille:
Date:
(Authorized Signer's printed name)
(Authorized Signer's printed name)
IKON Financial ScrviccsSM is a ::icrvicc nlark of fKON Otlicc Solutions. Inc. and is used herein undcr license.
P.O. 80." 9115, Mat'on, GA 31208-9115; 1-800-800-1060
PS \, U9.0-J.
IKON Web Sales Fonns
. Document Efficiency
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Sales/Service Order to Master Maintenance & Sale Agreement
Master AgreemenI Number
Master Apeemenl Dale:
CITY OF CLEARWATER
FuU Legal Name
711 MAPLE ST PRINT SHOP
Customer Location Address
CLEARWATER PINELLAS
Ct County
FL 33758
State ZI
FL 33758
ZI
AVTHORlZA nON TIlIIIs a SaIel/SerYlee Order made pana8nt Iud lubJect tv !be lIlrlIlI Iud eoodltloal of lIIe Ibove-referenced Maller Maintenance '" SlIle Agreement
between CDltnmeI' and IKON om.. SolatIon.. Inc. ('"Agreement"). The ......tnre belDw Indleltatllat tile CaItomet' accepts nU term and condlllDDl of lbll lale, Indudlng but
not limited to tbe __ and conditions set forlllln lbe Agreement ud Ellblblt A Ihereto. .. of wlllcll In Incorporated herein by reference and made a part of 11111 SIler Order.
Thll 8alel/SerYIee Order Is not YIlIId anleu ud until Ilped by aD Aulllorized Ma .f IKON Ofllce SoIutloos, Inc.
Autborlzed Signature:
Slgner'1 Printed Name:
tie:
Date:
Cheek If8al.. Tall Ex_pt (*MDlt attach vlllld EIlemptlnn CertH\elIte)
Initial Order
(lhe lhe sptJC& p"'vlded below '" ldenlify lhe Inll/lll qrder rif ProJucIJ and/or Services 10 be purchased IInder Ihls A/fIWmenl.)
PRODUcr DESCRIPTION
Check If Addlllonlll Product Deserlptlon palle(l) attaehed
""I. I' k~' It \ II
Gold: Includes all supplilll8Dd IlIples. Exeludes paper.
SIlver: Includes all supplies. Elu:ludes paper and ltaples.
Bmaze: Parts &; Labor only. Excludes paper, slIples and supplies.
P1U1Pak: Toner, PlIIts 8Dd Labor &10 BIlhlbl! A, Sec. 12). Excludes
Guaranteed Minimum Volume. Montbly/Quarter/Other
For Gold, SJI_. Sm... S-'<< UwI& ChtIy
eolt of Additional Images
For Gold. SII_. B",nUl
Sent<< UNb On(ll
o
Cl
IZI
0.0031 bw
o
o
o
Monthly
Quarterly
Olber
250000 bw
0.0031 bw
Meter Read/Billing Por Addltlonallmages
For Gold. SlIWIt'. Bro_ Service l.ewIb Ortiy
Monlbly
~o:y
Servk:e Chargel Total Amount
For Gold. Silver. Brrnrzrr Strrvla Levell Only
./ Monlbly
Quarterly
D' Other
Additional Provision.:
Rev. -1/22107 (PlulPakl)
IKON Web SIll.. forms
IIIIRNfit.rtIl$SMIIIII
,.'~"
...
_. Document Efficiency
.. At Work:"
Sales/Service Order to Master Maintenance & Sale Agreement
M.~ter Agreement Number
Moster Agreement Date:
FL 33758
State Zip
Customer Bl1Ilng Contact:
(727) 562-4661
Phone
711 MAPLE ST
Customer Billing Address (If different)
CLEARWATER PINELLAS
City County State
Extn.
CHRIS HALL
727) 462-6865/NA@NA.COM
FaxlEmall
CITY OF CLEARWATER
Full Legal Name
711 MAPLE ST PRINT SHOP
Customer Location Address
CLEARWATER PINELLAS
City County
FL 33758
ZI
AUTHORIZATION This Is a Sales/Serviee Order made pursuant and subject to the terms and conditions of the above-referenced Master Maintenance & Sale Agreement
between Customer and IKON Office Sotutlons, Inc. (~Agreement"l. The signature below Indicates that the Customer accepts aU terms and conditions of this sale, Ineludlng but
not limited to the terms ond conditions set forth In the Agreement and Exhibit A thereto, aU of whleh are incorporated herein b~' reference and made a part of this Sales Order.
This Sales/Sen'ice Order is not valid unleu and until signed by on Authorized ~tan.ller of IKO;\l Office Solutions, Inc.
CUSTOMER , IKON OFFICE SOLUTIONS. INC.
Authorized Signature: Authorized Signature:
Signer's Printed Name: Signer's Printed Name:
TiUe: nUe:
Date: Date:
U Check If Sales Tax Exempt ("Must attach valid Exemption Certlncate)
Initial Order
(u.'ir.! the spaces proddcc/ bdoU' to iclellt(t)' ,Ire ;"IIi,,1 orcler qf Products lIud/or SeJ,'iL'es 10 he pUI'c/w.wd under/his Agreemelll.J
PRODUCT DESCRIPTION
Q'IY i\I.lke/!\lodd/SCI LlI Purchase Scn ice Service Level
1 RICOH COPIER MP1100 - .{
Sliver
1 RICOH COPIER MP1100 .{ Silver
U Check if Additional Product Description pagels) attached
Set vice Level
Gold: Includes all supplies and staples. Excludes paper.
Slh'er: Includes all supplies. Excludes paper and staples,
Bronze: Parts & Labor only, Excludes paper, staples and supplies.
PlusPak: Toner, Parts and Lubor (see Exhibit A, Sec, 12). Excludes paper, staples, and MA kits.
Excludes TClxes
Check if l'rofessionot Service fees included
"en kc ( h,lr~l'
Minimum Term (mos.) Cost Per Image Gual'l1nteed Minimum Volume - Monthly/Quarter/Other Cost of Additional Images
For Gil/d, Sillier, Brmr:e For Gold. SiI,-cr. 8rOl.:c Fnr Gold, SlItlerl Brollze
Sen,ice Le,'els O"'y Sert'ir:e Lellels 0111)' FIJr GiI/d, Sill'er, Brm'te Sen'ice Le",!/,t 0",), Sen'ice Lelle/... Ollly
0 36 Months 1ZI Monthly 250000 bw
CJ 0.0031 bw 0 0.0031 bw
48 Months Quarterly
0 60 Months 0 Other
0 Other
Meter Read/BIlling For Additional Images Service Charges Total Amount
Fol' Gold. Silt'e,., 8,'01/:e Se,,'ice Ler'els 01/(1' Far Guld, Si/",!I'. B,.cmze Set/t'ke Lewis Only
1:1 Monthly .{ Monthly :jf65.UO .
~ Quarterly Quarterly -
Other 0 Other -
Additional Provisions:
Rev, -1'22'07 (l'lusl'oks)
IKON Web Sales Fonns
.111.m~~r!U'P.N,M.1111
..
Work Order - US
II Document ElIiciency IKON Office SolutIons, INC.
Professional Services
At Work.'" I Base Eo Model # Base Eo Serial # IEmail Address of PS Reo I Date of Services:
I I --.
Customer must already ba an IKON customer to use this form without being part of the SFP
Bill ToCust No.: 7557329 Pymt Method: Ship To Customer No.: PO No: PO Date:
-
Bill To Customer: CITYOFCLEARWATER Ship To Customer: CITY OF CLEARWATER
Address: 711 MAPLE ST Address: 711 MAPLE ST PRINT SHOP
City: CLEARWATER State: .!!:- Zip:~ City: CLEARWATER State: FL Zip:~
Customer Contact: CHRIS HALL TiUe: PRINT SHOP MGR Phone: (727) 562-4-;;;;--
IKON Sales Rep: CHRISTIANO.NICHOLAS.J Phone:
MPS/FSM/SAM/SAC: se: P81ATWELL SC-C: SAlSSA: JCAWTHORNE
Dascrtpllon of Professional SeNlees
Professional Services Task1 Professional Services Task2
PSIOOC SVClMISCELLANEOUS PS-BC SEG 6 (91 ppm +. PSlOOC SVC/MISCELLANEOUS PS.BC SEG 6 (91 ppm +)
o Design and perlo,," solution implemantatlon ptan o Design and perlorm solutiOn implementation plan
o Install and configure printer interfece 0 Assist customer in o Install and configure printer interface 0 Assist customer in
connecting to their networlc connecting \0 their networlc
o Install and setup print driverslPPD's on up to two (2) o Inslall and setup print driverslPPD's on up 10 two (2)
worlcslaltons worlcstatlons
o Printer operator training for lead operator I administrator o Pronter operator lr8ll1tng IOf lead operator, administrator
o End user training lor print drlverslPPD's lor up \0 two (2) o End user traIning IOf pnnI dnvers-PPD's for up to IWO (2)
persons persons
o System Adminlstralor Training o System AdmoniSlrator Trainong
Ta.k I elKON Code I OMD Cod. I Un'" Unit Prtce elL Price Notes'
1 S. WPWY6fJ IRICOH EA M HOO 750 750
2 I PS-cONN6 IWPWYII/I 750 750
3 I I o al Price: Price Included
This Work Order shall he rrrectl\'li~ 111 or the dotr or rU't:uttoa h" hocb IKON dnd Customer. B" d105_1 brio,,_ tlHe undenicned r~present that thl!'~' IIr~ dul~' lIuthorlad 10 enter Inlo Ihl. Work ()rd~r on
hehalr orrhelr respectt\'e endtlell,
CUSTOMER IKON OFFICE SOLUTIONS. INC.
By: By:
Name: Name:
ille: Title:
Date: Date:
TERMS AND CONDITIONS
The pertonnance by IKON oflhe Sm-ices described in Ihis Work Orm:r is subject 10 and shall be gO\'emed solely by Ihe following lerms and condition"
Cuslomer engages IKON 10 perform Ihe services described inlhis Work Ord", (Ihe "Sen'ices"). <""anges 10 the scope oflhe Services shall be made only in a "nUen change order signed by both
parties. IKON shall have no obligalion 10 commence work in conneclion \lilh any change unlil the fee and'or ,chedule impacI of the change and all oth", applicable I",ms are agreed upon by
both parties in \lTiling. IKON shall provide Ihe Sen-ices ,lIlhe Customer location "'I forth h<rein or on a remOle basis. In consideration of its Services hcreIX,der. Cu,loon<r shall pay IKO:o.i the
Sen'ice fees in the amoums and at Ihe mtes sel forlh above. Cuslomer shall pa)' allamoont. payable to IKON hereund<r \lilhin Ihirt). (301 days orlhe date of the in,'oice submiued by IKON. If
IKON undertakes colleclion or en fOfCemenl efforts. Cu,lomer ,hall be liahle ,," all cOSls lh<reor. including. \\ilhoullimilalion. re""mahle auorney" fees and lale charges. IKON may ,"spend or
lerminate Ser\'icc:g for ll(m-pa~1nenl. C'uSlOlner shall b~ rc:~pllfliihl~ for l'a~m~1 of any aPf'licablc taxc$ arL~in~ in connt:ction ~~ith the lrun~ction~ conrcmplnttd hereby (l1thcr than ,....ith re~pccc
to the income of IKOl'). Custom~ shilll pro\'idt: IKO~ with lIuch ilCC~lI tn ils facilitiell, nc(\\<<k;t itnd ;tysICIn~ as l11ilY he rCtlStlllahly neccssary for IKON to p~fonn its SCf\.icc~. Customer
<\cknowledges that IKO(\i's performance of the Ser\'ict:s ill dC:l'elHJcnl upon ('u:;!uml."f"lI limely and etT~'ti\'e p~rformancc: of its re~pOltllihiliti~s hl.Te:Wld~. l'nless connccthity lIen"ice~ ,.Ire:
specifically idcntitied in Ihe Task and Description "-'l:linn oflhis Wnrk Ord.'f a, partnfth' Se"i",. tn be performed hy IKO:-;.IKOS .hall have no ohligalion 10 perfo"" and no re'pon.ibililY
tor the conneccion of any hi.lrdwurc: Of M)l1war~ 10 i.lIlY Cu:>tumer nl!'lwurk or s~~lcm.
IKON shall pertorm ils Scr\.ic~s in <J [1rot~iunallmmn~r. IKO:\ ii nut the l11itnul'acturc:r lIf any tlf the Sil,Ii\\'arc:. tools .muor producls utilib..ad in cunnC:l..'tion with this Work OnJ~r. IKON shall.
however, make anlilable 10 Customer any witlTanci~s mi.lJ~ It\ IKO:\ by Iht l11anuf:tClUrl.'f~ o(tht it.1Itware. lools lllld or producls t1liliud hy IKON in connection with ilS St:r\'icell hereunder. to
Ihe extenl lranslerable and wilhoul recourse. EXCEPT AS EXPRESSLY SET FORTH IlEREI\. IKO\ \I.\KES \0 WARRA\TlES. EXPRESSED OR 1).IPLlED. I:-;U.L-DI\G
WARRANTIES OF ~IERCHANTABILlTY. OR FIT:-;ESS FOR A PARTIClL\R PL'RPOSE, 1:-; CO\\ECTIOS WITH THIS WORK ORDER A\D THE TRA:-;SACTIO:o.iS
CONTEMPLATED HEREBY. IN \0 EVE:o.iT SHALL IKOS BE LIABLE TO Cl'STO\lER FOR A:o.iV I:-;DIRECT_ SPECIAL OR CO:-;SEQl:E\TIAl DAMAGES OR LOST PROFITS
ARISING Ot.T OF OR RELATED TO THIS WORK ORDER OR THE PERFOR\lANCE OR BREACH HEREOF. EVEN IF IKON HAS BEE:\ ADVISED OF THEPOSSIBII.ITY
THEREOF. IKON'S LIABILITY TO Ct.;STOMER HEREl\DER. IF ANY. SHALL 1\ \0 EVE:ooIT EXCEED THE TOTAL OF THE FEES PAID TO IKON HERElNDER BY
CUSTOMER. IN NO EVENT SHALL IKON BE LIABLE TO Ct.;STOl,.IER FOR AN\' DA).tAGES RESl;l TI;I;G fROM OR RELATED TO ANY FAILliRE Of TIlE SOFTWARE.
INCLUDING. BUT NOT LIMITED TO. lOSS OF DATA. OR DElA Y OF DELIVERY OF SERVICES liNDER THIS WORK ORDER. IKON ASSt.;MES \0 OBLIGATION TO PROVIDE
OR INSTAll ANY ANTI. VIRUS OR SIMilAR SOFTWARE A;I;D THE SCOPE OF SERVICES CO;-,TEMPlA TED HEREBY DOES NOT INCLUDE ANY SlCH SERVICES.
Except tOr purposes orchis Work Order. IKON shalll111t U$': or dis.c1n$( any l)roprk111ry or conlidential Cu~olntr ruua derh'Oi Irum it!' Sel'vice!i hereund(f: pco\'ided. howt:\"~r. thitl IKO~ Inl.lY
use genernl slatistics relating 10 the Service el1g.ag~I1l.'lI StllllRg. a~ it dlJl.~ nol di:IClo~ the idenlity OrCU;(IOnh.~ or make any reference 10 ,my intOrmiltion !Tom which Iltc idenlily of Customer
may be reasonably ascertained. Customer agrees thaI during. the t~nn of the Str\'ices 3nd for a period of one (I J y~r after lerminalion thL'f~f. ill'lhall not directly or indirectly $olicic. hirc or
olhen.ise relain as an employee or independent conlractor an)' employee oflKO;l; thaI is or \\ns i",'oh-ed \\ith or part of the Services. This Work Order repr=ls Ihe entire agreement bet"'......n
the parties relating to Ihe subject ,naU<r hercofand supersede. all prior underslllndings. \\Titing." proposals. representations or communications. nrnl or \\nnen. of either party. This Work Ord<r
may be amended only in "Titing e,eculed h)'the authorized representatives ofhoth panies. An~' purchase order. service order or olhL'f Customer ordering document will nOl modify or affecllhis
Work Order. nor have any other legal effect. and sholl serve only Ihe purpo.e of identif~;ng Ihe senice ordered. This Work Order msy not be lransferred or assigned by Customer \\ilhoulthe
prior wrinen consenl of IKON. This Work Order shall be inlcrprcled in acoordan...... with lhe substanth'e I.,,, oflhe Commonwealth of Pennsylvania. \\ilhout regard 10 principles of conOlcts 01
law. The relationship oflhe pertics is that of independent contractors. IKON shall not be responsible for and shall be e,cused from performsnce or have reasonable additional periods of lime 10
perform its obligations "ilere it is delayed or prC\-cnted from performing any of it. ohligslions for reasons beyond IKON's rcssonahle control. including. \\;thout limillllion. aclS of God. naturnl
disasl<rs. labor dispules. strikes or un"..il.bilily of ,en'ices. personnel or materials. This Work Order is separately enforce-able as a complete and independent binding agreement. independenl of
all other Work Ord<rs. if any. By signing. Ihe Customer acknowledges and accop" lhelerms and condilions of this Work Order. and conrimlS lhatthe undersigned has the necessary power and
aUlhorily 10 enter inlo Ihis Work Order on behalf of Customer_
v. 06.20.06
.111 M ~~!\Y,~11 ~;,M 11111
, OF 1
.
Document Efficiency
At Work.""
Work Order - US
IKON Office Solutions, INC.
Professional Services
I Base Eo Model #1 Base Eo Serial # IEmail Address of PS ReD I
I I
Date of Services:
Customer must already be an IKON customer to use this lorm without being part 01 the SFP
Bill ToCust No.: 7557329 Pymt Method: Ship To Customer No.: PO No: _ PO Date:
Bill To Customer: CITY OF CLEARWATER Ship To Customer: CITY OF CLEARWATER
Address: 711 MAPLE ST Address: 711 MAPLE ST PRINT SHOP
City: CLEARWATER State: ~ Zip: 33758 City: CLEARWATER State: FL Zip: 33758
Customer Contact: CHRIS HALL Title: PRINT SHOP MGR Phone: (727) 562-4661
IKON Sales Rep: CHRISTIANO.NICHOLAS,J Phone:
MPSIFSMISAMISAC: SC: PBIRTWELL SC-C: SAfSSA: JCAWTHORNE
Professional Services Task1
Description 01 Prolessional Services
Professional Services Task2
PSIOOC SVCIMISCELLANEOUS PS-BC SEG 6 (91 ppm +: PSIOOC SVCIMISCELLANEOUS PS-BC SEG 6 (91 ppm +)
o Design and perform solution implementation plan
o Install and configure printer interface 0 Assist customer in
connecting to their network
o Install and setup print drivers/PPO's on up to two (2)
workstations
o Printer operator training for lead operator / administrator
o End user training for print driverslPPO's for up to two (2)
persons
o System Administrator Training
o Design and perform solution implementation plan
o Install and configure printer interface 0 Assist customer in
connecting to their network
o Install and setup print driverslPPO's on up to two (2)
\vorkstations
o Printer operator training lor lead operator i administrator
o End user training for print drivers/PPO's for up to two (2)
persons
o System Administrator Training
Task I .IKON Cod.
1 I PS-CONN6
2 I PS-CONN6
3 I
I OMD Cod.
WPWY60
WPWY60
Units
RICOH COPIER MP11 00
RICOH COPIER MP11 00
Unit Price
750
750
Ext. Price
750
750
Notes:
otal Price:
tt:1A-
Price Included P} Y
This Work Order shall be eftecti\'c as orthc date of execution by both IKON :md Customer. B.y signing below, the undersigned represent that they are duly authori:ted to enter into this \Vork Order on
behalf of their respective entities.
L2.. A
CUSTOMER
By:
Name:
Title:
Date:
IKON 'TlONS,INC
By: ( ""-.b.
Name: ('n,-.,.;) 3 ca~TIe'"
Title: t1.1 M IY\AT"'<r<<J.. ~n..t*. Salv\( eo s
Date: 9 r ')~ , U7
TERMS AND CONDITIONS
The performanc~ by IKON of the Services dt:scribed in this \Vark Order is subject to ~nd shall be governed solely by the following krms and conditions:
Customer engages [KON to perform the services described in this Work Order (the "Services"). Chang.es to the scope of the Services shall ~ made only in a \....ritten change order signed by both
pm'ties. IKON shall have no 0blig:.ltion to commence work in connection with any change until the fee and/or schedule impact of the change and all mher applicable terms are agreed upon by
both parties in \\Titing. IKON shall provide the: Servic~s at the Customer location set forth ht:rein or on a remote basis, In consideration of its Services hereunder, Customer shall pay IK01\ the
Service fees in the amounts and at the rates set forth above. Customer shall pay all amounts payable to IKON hereunder within thirty (30) days of the date of the invoice submitted by iKON. [t
IKON undertakes collection or enforcement etforts, Customer shall be liable t~)[ all costs thereot~ inchlding, without limitation, rc-Llsonable attorneys' fees and late charges. IKON may slIspend or
tenninate Services for non-payment. Customer shall be responsible for payment or any applic<lble taxes arising in connection with the transactions contemplated hereby (other than \vith respect
to the income of [KON). Cu:-:tomer shall provide IKON with such access to it~ facilities. networks and ~ystems as may be reasonably necessary t~)f IKON to perform its Services. Cllstomer
acknowledges that IKON's performance of the Services is dependent Upt'll Customcr's timely and effective performance of its responsibilities hereunder. Unless connectivity services are
specifically identitied in the Task and Description section of this Work Ordl?r ~l~ part ofth~ Scr\'ic~s 10 be performed by IKON, IKON shall have no obligation to perform and no r(:sponsibility
for the conn~ctionofany hardware or so!hvare to any Customer network l)r s;.:,ti;:lll.
IKON shall perform its Servic~s in a professiDllal manner. JKO~ is not lh~ ll1al111t~lCtL1ra or <illY l)fthe sothvare. tooh allli/or products utilized ill connection \....ith this Work Order. IKON shalL
however, make ,:l\'ailable to Customer any \v3rr<.lntics made to fKO:\ by th~ n:.Jilui~lctur;?rs Oflht: ."oftware. tools <lnd,:,J[ prl)ducts utilized by IKON in connection with its Services hereunder, to
the e"ent "anstecablc and without lecourse. EXCEPT .\S EXPRESSLY SET FOR,H HEREIN. IKON \lAKES NO WARRANTIES, EXPRESSED OR 1\!PLlED. INCLUDINC,
W.\RRANTIES OF MERCHANTABILITY. OR FITNESS FOR .-\ P.-\RTIClL\R PLRPOSE. iN CO'iNECTIO'i WITH TillS WORK ORDER N\O THE TRANS.'\CTIONS
CONTE\IPLA TED HERES'i. IN NO EVE'iT SHALL I KO" BE LIABLE TO n;STO\IFR FOR ANY INDIRECT. SPECIAL OR CO'iSEQl'ENTIAL DA\IAGES OR LOST PROFITS
ARISING OUT OF OR RELATED TO THIS \\'ORK ORDER OR THE PERFOR\IANCE OR BREACH HEREOF. EVEN IF [KON HAS BEEN ADVISED OF TIlE POSSIBfLlTY
THEREOF. IKON'S L1AI3lLlTY TO ClSTO\fER HEREli'iDER. IF .ANY. SHALL 1:\ 'i0 EVENT EXCEED THE TOTAL OF THE FEES PAID TO IKON HEREUNDER BY
CUSTO\lER. IN NO EVENT SHALL IKCX\ BE LIABLE TO Cl;STO\IER FOR A"Y D.\\l.AGES RESULTING FRO\! OR RELATED TO ANY FAILURE OF THE SOFTWARE.
INCLUDI"G, BUT NOT LIMITED TO, LOSS OF D.A TA. OR DEL\ Y OF DELI\"ERY OF SERVICES UNDER THiS WORK ORDER. IKON ASSUMES NO OBUGA TlON TO PROVIDE
OR INSTALL ANY ANTI-VIRUS OR SIMILAR SOFT\\.ARE AND TIlE SCOPE OF SERVICES CONTEMPl.A TED HEREBY DOES NOT INCLUDE ANY SUCH SERVICES.
Except for purposes of this Work Order, IKO~ :,hall n\)t u:,c or ji:;clo...e :IllY r)rlTrietary L'r cl1ntidential Customer uata deriyeJ rrull1 its S~rvil'es her~ulldt'f: provided, howev~r, tInt IKO\ may
use general statistics relating to the St:rvice .:ngageml;;'tlt :,l) ]'Jl1~ ,l." it due... !lot di..;cl\Jse the iJentit:: of Customer or make any r~t\::rcllce tu any inturrnation li'ol11 which tile identity OfCuslomer
may be reasonably ascertained. Customer agrees that during [he tenn of the Sen'ices and for a period of one (I) year atter termination lht:reoC it ."hall not directly or indirectly solicit, hire or
othenvise retain as an employee or independent contractor any employee of lKON that is or \'.'as involved with or part of the Services. This \Vllrk Order represents the entire agreement bet\veen
the parties relating to the subject matter hereof and supersedes all prior understandings, writings, proposals, representations or communications, oral or wrinen, of either party. This Work Order
may be amended only in writing executed by the authorized representatives ofbolh parties. Any purchase order, service order l1' other Customer ordering document will not modiry or atTect this
Work Order, noc have any other legal effect, and shall serve only the purpose of identirying the service ordered. This Work Order may not be transleered or assigned by Customer without the
prior wrinen consent of IKON. This Work Order shall be interpreted in accordance with the substantive laws of the Commonwealth of Pennsylvania, without regard to principles of contlicts of
law. The relationship ofthe parties is that of independent contractors. IKON shall not be responsible for and shall be excused from perliJrmance or have r"'dsonable additional periods of time to
perform its obligations where it is delayed or prevented from performing any of its obligations fOr reasons beyond IKON's reasonable control, including, without limitation, acts of God, natural
disasters, labor disputes, strikes or unavailability of services, personnel or materials. This Work Order is separately en IOrceable as a complete and independent binding agreement, independent of
all other Work Orders, ifany. By signing, the Customer acknowledges and accepts the terms and conditions of this Work Order, and conlinns that the undersigned has the necessary power and
authority to enter into this Work Order on behalf of Customer.
V. 06.20,06
.11I M~~~,ml~,M.11I1
1 OF 1
- Document Efficiency
_ At Work."
Equipment Removal or Buyout Authorization
FL Zi
Milke, Model, Serial Number
1 OCE. 316SDC. 166052123
o Check if additional Product Description pagels) attached
This Authorization applies to the equipment identified above and to the following Removal/Buyout option: (CHECK ONE I
CITY OF CLEARWATER
CHRIS HALL
711 MAPLE ST
Phone:
City:
Fax/Email:
Date Pre ared:
(727) 562-4661
CLEARWATER
o
Eauioment Owned bv Customer. This Authorization will confirm that you desire to engage IKON Office Solutions, Inc. ("IKON") to pick-up
and remove certain items of equipment that are owned by you, and that you intend to issue written or electronic removal requests (whether such
equipment is identified in this Authorization, in a purchase order, in a letter or other written form) to us from time to time for such purpose. By
signing below, you confirm that, with respect to every removal request issued by you (I) IKON may rely on the request, (2) the request shall be
governed by this Authorization, (3) you have good, valid and marketable title to such equipment and have satisfied all payment and other
obligations relating to such equipment which may be owing to any third party under any applicable lease, financing, sale or other agreements,
(4) you have obtained any and all necessary consents and approvals required to authorize IKON to remove such items of equipment and to take
title thereto, and (5) by this Authorization, you hereby transfer good and valuable title and ownership to IKON to the equipment, free and clear
of any and all liens and encumbrances of any nature whatsoever and you will cause to be done, executed and delivered all such further
instruments of conveyance as may be reasonably requested for the vesting of good title in IKON. IKON does not assume any obligation,
payment or otherwise, under any lease. financing, sale or other agreements relating to any equipment. Such agreements shall remain your sole
responsibility. As a material condition to the performance by IKON, you hereby release IKON from, and shall indemnify, defend and hold
IKON harmless from and against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of your
representations or obligations in this Authorization or of any obligation owing by you to any third party in respect of all equipment identified in
the removal requests issued by you.
171 Eauioment Leased bv Customer from IKON. IOS CaoHal or IKON Financial Services. This Authorization will confirm that you desire to
l:!..J engage IKON to pick-up and remove certain items of equipment that are currently leased by you from IKON, IOS Capital or IKON Financial
Services, and that you intend to issue written or electronic removal requests (whether such equipment is identitied in this Authorization, in a
purchase order, in a letter or other written form) to us from time to time for such purpose. By signing below, you confirm that, with respect to
every removal request issued by you (I) IKON may rely on the request, and (2) the request shall be governed by this Authorization. If you are
entering into a new lease with IKON or IKON Financial Services in connection with the upgrade of currently leased equipment, IKON agrees
that following acceptance, the new lease will terminate the existing lease with respect to any upgraded equipment. Except for the obligations
of IKON to pick-up and remove items of upgraded equipment, IKON does not assume any obligation, payment or otherwise, under your lease
agreement, which shall remain your sole responsibility. As a material condition to the performance by IKON, you hereby release IKON from,
and shall indemnify, defend and hold IKON harmless from and against, any and all claims, liabilities, costs, expenses and fees arising from or
relating to any breach of your representations or obligations in this Authorization or of any obligation owing by you under your lease agreement.
o Eauioment Leased bv Customer from a Third Partv. Upon execution and delivery by Customer of a sale, lease (and related delivery and
acceptance certificate), service and/or other agreement ("Agreement") between IKON and/or IKON Financial Services, IKON agrees to pay to
(A) 0 the customer (and Customer hereby agrees to promptly pay such amount to the below named payee ("Payee")), or
(B) 0 the Payee identified below, an amount ("Buy Out Amount") equal to . to payoff and/or reduce Customer's
obligations owing under that certain equipment lease agreement no.
("Third Party Lease") between Customer and Payee relating to the equipment identified in the Third Party Lease ("Equipment").
o W-9 included DThird Party Quote or Proof of Buyout Amount attached
Mailing Method 0 Mail Check (Regular) 0 Overnight Check
Payee Name: Vendor Code:
Address:
City, State, & Zip Code:
Attention:
Distribution Code (for 3rd party transaction):
The Buy Out Amount represents the total amount payable by IKON for such purpose. IKON shall have no obligation, and docs not assume any
obligation, undcr the Third Party Lease. Customer acknowledges that Customer is solely responsiblc to makc payments to thc Payce under thc Third
Party lease, to rcturn thc Equipment at thc appropriate timc to the appropriate location as dctcrmined by the Payec, and to fulfill any and all payment and
othcr obligations undcr the Third Party Lca~e. Customcr agrees to indcmnify and hold IKON hannlcss from any losses. damages. claims, suits and
actions (including rcasonablc allomeys' fecs) arising from thc breach by Customcr of any of its obligations containcd in this authorization and/or the
Third Party Lease.
AGREED AND ACCEPTED:
CUSTOMER
By:
Name:
Title:
Date:
IKON OFFICE SOLUTIONS, INC.
Prepared By:
Approved By:
Name:
Title:
Date:
Form - Equipment Buyout Removal.11 05
IKON Web Sales Forms
.lIImP1' ~~t"\tlI,.~I~~; M 11111
- Document Efficiency
II1II At Work.-
Equipment Removal or Buyout Authorization
Customer Name:
Contact Name:
Address:
State:
CITY OF CLEARWATER
CHRIS HALL
711 MAPLE ST
Phone:
City:
FaxlEmail:
Date Pre ared:
(727) 562.4661
CLEARWATER
(727) 462-6865/
1 CANON, IT11 0, NSW00342
o Check if additional Product Description page(s) attached
, This Authorization applies to the equipment Identllied above and to the following RemovallBuyout option: [CHECK ONE]
o
o
EQuioment Owned bv Customer. This Authorization will confirm that you desire to engage IKON Office Solutions, Inc. ("IKON") to pick-up
and remove certain items of equipment that are owned by you, and that you intend to issue written or electronic removal requests (whether such
equipment is identified in this Authorization, in a purchase order, in a letter or other written form) to us from time to time for such purpose. By
signing below, you confirm that, with respect to every removal request issued by you (I) IKON may rely on the request, (2) the request shall be
governed by this Authorization, (3) you have good, valid and marketable title to such equipment and have satisfied all payment and other
obligations relating to such equipment which may be owing to any third party under any applicable lease, financing, sale or other agreements,
(4) you have obtained any and all necessary consents and approvals required to authorize IKON to remove such items of equipment and to take
title thereto, and (5) by this Authorization, you hereby transfer good and valuable title and ownership to IKON to the equipment, free and clear
of any and all liens and encumbrances of any nature whatsoever and you will cause to be done, executed and delivered all such further
instruments of conveyance as may be reasonably requested for the vesting of good title in IKON. IKON does not assume any obligation,
payment or otherwise, under any lease, financing, sale or other agreements relating to any equipment. Such agreements shall remain your sole
responsibility. As a material condition to the performance by IKON, you hereby release IKON from, and shall indemnify, defend and hold
IKON harmless from and against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of your
representations or obligations in this Authorization or of any obligation owing by you to any third party in respect of all equipment identified in
the removal requests issued by you.
Eauioment Leased bv Customer from IKON, 10S Caoital or IKON Financial Services. This Authorization will confirm that you desire to
engage IKON to pick-up and remove certain items of equipment that are currently leased by you from IKON, 10S Capital or IKON Financial
Services, and that you intend to issue written or electronic removal requests (whether such equipment is identified in this Authorization, in a
purchase order, in a letter or other written form) to us from time to time for such purpose. By signing below, you confirm that, with respect to
every removal request issued by you (I) IKON may rely on the request, and (2) the request shall be governed by this Authorization. If you are
entering into a new lease with IKON or IKON Financial Services in connection with the upgrade of currently leased equipment, IKON agrees
that following acceptance, the new lease will terminate the existing lease with respect to any upgraded equipment. Except for the obligations
of IKON to pick-up and remove items of upgraded equipment, IKON does not assume any obligation, payment or otherwise, under your lease
agreement, which shall remain your sole responsibility. As a material condition to the performance by IKON, you hereby release IKON from,
and shall indemnify, defend and hold IKON harmless from and against, any and all claims, liabilities, costs, expenses and fees arising from or
relating to any breach of your representations or obligations in this Authorization or of any obligation owing by you under your lease agreement.
D Eauioment Leased by Customer from a Third Party. Upon execution and delivery by Customer of a sale, lease (and related delivery and
acceptance certificate), service and/or other agreement ("Agreement") between IKON andlor IKON Financial Services, IKON agrees to pay to
(A)D the customer (and Customer hereby agrees to promptly pay such amount to the below named payee ("Payee")), or
(B) D the Payee identified below, an amount ("Buy Out Amount") equal to , to payoff and/or reduce Customer's
obligations owing under that certain equipment lease agreement no.
("Third Party Lease") between Customer and Payee relating to the equipment identified in the Third Party Lease ("Equipment").
o W -9 included Q Third Party Quote or Proof of Buyout Amount auaehed
Mailing Method 0 Mail Check (Regular) 0 Overnight Check
Payee Name: Vendor Code:
Address:
City, State, & Zip Code:
Attention:
Distribution Code (for 3rd party transaction):
The Buy Out Amount represents the total amount payable by IKON for such purpose. IKON shall have no obligation, and docs not assume any
obligation, undcr the Third Party Lease. Customer acknowledges that Customer is solely responsible to make payments to the Payee undcr the Third
Party lease, to return the Equipment at the appropriate tilne to the appropriate location as dctennined by the Payee, and to fulfill any and all payment and
other obligations under the Third Party Lease. Customer agrees to indemnify and hold IKON hannless from any losses, damages, claims, suits and
actions (including reasonable attomcys' tees) arising from the breach by Customer of any of its obligations contained in this authorization and/or the
Third Party Lease.
AGREED AND ACCEPTED:
CUSTOMER
By:
Name:
Title:
Date:
IKON OFFICE SOLUTIONS, INC.
Prepared By:
Approved By:
Name:
Title:
Date:
Form - Equipment Buyout Removal. 11 05
IKON Web Sales Forms
.111. vFs~~llal~~~!fIit. 11111
. DocIm8AtEllclency
At WeIt..
*Ricoh MP-IIOO*
Included Accessories List
1. RicohFinisher SR5000
2. Ricoh Fiery EB-135 Print Controller
3. Ricoh LeT RT5010 DL T
4. Ricoh Punch Unit PU5000
5. Ricoh Booklet Finisher BK5000
The above accessories are included on BOTH Ricoh
MP-IIOO's.
Signature page for City of Clearwater
IKON Financial Services for a aD-month contract
Countersigned:
CITY OF CLEARWATER, FLORIDA
~-L.../ ~ ~ By
t=-ra1lk V. Hibbard '
Mayor
~~-:a
William B. Horne II
City Manager
Approved as to form:
Attest:
Signature page for City of Clearwater
IKON Financial Services for a 60-month contract
Countersigned:
CITY OF CLEARWATER, FLORIDA
~//~./
Erc<nk V. Hibbard
Mayor
By:
tPJA2:~u~ 4. ~~
William B. Horne II
City Manager
Approved as to form:
Attest:
A""L~
Oct-03-2003 13:50
From-PUBLIC COMMUNICATIONS
Master Agreement
Number:
CUSTOMER:
(}i'Y b~ (Ii ~11/2JDA7E'~
Address: J 00 ~Jr;--...\ m\jl? 'rL.p: Au~ bfO ,P~
. I
C j f.RI1.-f.JJr::t'fF}2, State:~ Zip: .3<~ 1.etj '"
Full Legal Name:
City:
727-562-4696
T -578
P002
F-217
lOS Capitaf
Contact; /)p, to{ HIA{../f"'?
Phone: 1-(il1-5?W-(jfdo
This Master Agreemenl h...~ been wrineR in clCllr, easy to WlaerSl.1nd Englisb. When we lISe the woms "you", "your" Or "CuRorner" in this Masler Agreement, we rnenn you, oUr CUSlomor,
as indicated above. When we u.e Ibe words "wo", "us", "our" or "IOS Capili,I" in Utis Mo..er Agreemenr. we mean IDS Capi~I, rnc~ a wbolly-owned subsidiat)' of rKON Office
Solutions. Inc. ("IKON"). IKON is the equipt\'lent .upplier and is ol'\e of Ih.. IDIsesl disltil>llloru of office solutiQfls in Ibf: world. Our principal corporat.;: office is localed at ! 738 Bass
Road, Macon, GA 31210.
L Asrcemenl. We ilb'TCe 10 renl to you, and )Iou ugree to renl from liS, .ubject to Ille
lerms of this Master Agrecment, tbe per:;onulllIld intangiblo propllIty described in any
equipment Adledule (3 "Schedule") executed by you and us nnd jncorpO~ling the
lernlS of mis Mastcr Agr""mcnl by rcfc"'nee (Ihe ~Agrccmcnln). The p...onnl and
mkmgJble property dcscribed on a Schedule (logelhcrwilh all aaaehmenloi.replllCClllCOl$.
pilrt&, 8ubstitutions, additions, tepain;. and nccessorio.q illeOtpowted in Dr affixed 10 th.
propeny and allY lie..n.e or subscription riSht:! associated with Ibe prop~y) will be
collectively l1:ferred to as "Produel~. Tho l'I'Ialluf"~urer nndlor vendor (If th. t;mgible
Product shall be referred to as thl> "VendOr." to the extent Ihe ProducI includes
Intunsible property or as~ociated s..rvices such as periodic sottw.rn: licc..'ISeS and pre.
paid dara b""" su""..,ti"lion tight., .ucb intangible prOpel'ly shall be referred [iJ as Ih.
"Software....' .
2, Sch.dule.; Delivery and ACl:eptoneo. Each Schedule that illC\'ltporalc. this Master
Agreement .hall be govcmed by Ih. lerms and conditions of this Miloter Agrcm1ent, as
wen as dlC tenu.~ and conditil'ns sel forth in such individual Sc<hedule. Each Sehe(hllc
sh~1l cowlirute a complete agreemenl separate and distinct from this MUlcr AllRem.:nt
and an)' other Schedule. The IcmUnalil)ll Qfthi. Master Agn:elllenr will nOl affect WlY
Scbedule. executed priCll" 10 dle effective d,"lI. of such terminatioll. When you r"cive
the Product, you Rsree to in.peet it to det=ine It is in good workin8 order. Sc<hcduled
PaymentS (as .""cilled i~ lite applicilble Schedule) will besin on Ih~ Producl delivery
dale ("Effective Datil"). Yo" agr..e ID sign and retunl to I1S a \Ielivery nnd acccptan<:e
certificate widUllthrell b\osine~s dil}'S ofter any Producl is inslJIlI..d.
3. Teml; Payment.<, The lir.;l sch.duled Poyment (as sp"cificd in Ibe applicable Schedule)
("Payment") will be due on or before the Effective Dale. The remainins Paymen<:;
will bo du", Qn UI", .;lme day of CIIch subaeque~tl'OOnlh, "rueas othelwiae ~P'ejf:\!d
onlhe ilppli~"blc S.hedule. Ifany Payment or other .mount pll)'llble undel' any Sched-
ul. is not puid within ten day. of itS' due dute. you will pay to US. in ilddltion to
toal pilymenl. a late charge of 5% of the ovetdue poyment (bul in no OVi::n1 greater
IOilD the maximum amount allowect by ilpplicable law). You agree 10 pay $25.00 for
CIIch check tl1.31 tlle bank rerums for insufficienr fund. Qr f,)r any other reason. You
also as= thaI THIS lS AN UNCONDlTIONAL, NON.CANCELABLE AGREE.
MENT FOR THE MINIMUM TERM INDICATED ON ANY SCHEDULE TO THIS
MASTER AGREEMENT. AU payments [0 us ;ue "net" and nre not aubjecI 10 ~..l oIl'
0, t..duction,
4, PrOduel Location; Uae nnd Repair. You will keep und use the Product only ul the Prod-
llCI Location shown in the applicilble Schedule. You will nOI move the Product [roln
Ihe location spccified in the llPplic;.ble Schedule or make any i1lteralions. additiOll.~ or
replacements to the Product w;thoul our prior wrinen cOnStnt. which consenl will not
be ull,eason;,bly wilhheld. At YOIll own eo~t and expense, you will k~p Ihe Product
oIigible for nny manufuclUl~". ccniflcilrion and in compliance with applicable lawa
rmd in good condition, excepl for <>rdinary wear and 1C31'. All oh..rnLions, addition~ or
repl3cemcllts will become pillt of the Produel and our property at no cost or e;t(JX'nSe to
u... W~ milY in;;p.cl the Product at allY "'~$o""bje lime.
5. Tll~'" and Fcc.. In addition 10 Ihe paymonlS under this Masler Agreemenl. you.gree 10
pay all "'xe~. fee~, and filing CllSts rclatod [0 lh.~ "~e oflh. Product, even ifbillcd afler
dle end of Ihe term of this Master Agreemenl or allY Schedule.. If We i1T. required to
file .lId pay properly till'. you oglee to reimburse us,1fyou arc required to file and pay
tho ",xes directly 10 the lax colkelor. we will notify you.
6. Warranlies. We traMfer to) you, without recou"e, r\lr the term of eBoh ~hedule. any
warranties mode by tho Vendor ot Supplier (as defined in Section 10 of thia MBBter
Agteement) with ",.pect to tllO Product r.nted pursuJlllt 10 ~uch Seh<:dule. We Wamln!
that 'lie will not interfere widl YO\lr quiet enjoynlCOl of 'he ll>.. of rbe Produe, .0 Ions as
no ""cnt of defll1l1t under this M"Ster All'eemcnl 0, any Sch~e slla\l have ll;;eurred and
be continuing. The pmil<$ to this Mastcr Asrueml:lll eDch aclOlowl~de" thnt IDS C,~i",1
i~ a wholly owned subsidi(lry of l1{ON. YOU ACKNOWLEDGE 11-iA1' WE DO NOl
MANUFACIURE OR DESIGN THE PRODUCT. YOU ACKNOWLEDGE T1iA'r WI
DO NOT REPRESENT THE MANUFAcnrRER. "uNDOR OR EQUIPMENT SUP
l"LIEIl AND THAI' YOU l-IAVF. SlOLECTEO ll!E PRODUcr AND THE VF.Nnm
BASED ONYOIJR OWN .lUDOMl!N'l', However. notwitlls1I!Ilding anYlltill~ 10 the coo
tnuy, ifyonClltef illlO any maintellMlcc ~ment ("Maintenance Agrccmet'll") wilh JKOl'
willt ~$pect 10 any Product. no provision, clouse or paragraph or this Mnsl<:r Agreumen:
shall ~ltolr, re.lriel, diminish or waive the tights, re...~dies or b""efiL' thOt (i) you ma.y I~..
38o'insl IKON as a vendor aftlle Product or in C(llltJ~CliQll wjth Ih<l= Mainlem.nce Agl'c/lmcnl
or (ii) you may bsve aSAinSt llCON under- Article 2A of the UCC. EXCEPT FOR OIJR
WARRANTY OF QTJTET EN10YMENT. WE l\IIAJ(J; NO WAltRANTY. EXPRESs OR
IMPLIED. AS TO ANY MATIER WHATSOEVER. rNCLUDlNG, B[JTNOT LlMlTED
TO, 'l.1iE IMPLIED WARRANTIES OF MERCHANTABILITY OR. FITNESS FOR A
PARTICULAR PURPOSE. AS TO US, YOU RENT TIm PRODUCT (S) ''AS-IS''. The
only wmrantiea, c.'tpt'C!Ia ar implied, made TO you arl> tlkl warranties (if ;my) made by .be
Vendor to you in any ooeWllClItS ellCCUte<l by ~m;l betw....n Ihe v.ndor and yau, YOU
AGREE THAT, NOTWITHSTANDING ANYTHlNO TO THE CONTRARY, WE ARE
NOT R.ESPONSIBL.E FOR, AND YOU WlLL NOT MAKE ANY CLAIM AGAINST
US FOR, ANY DAMAOES. WHETHER CONSEQUENTIAL. DlRECT. SPECli\L, OR
INDIRECT,
7. ...o~~ Qr Dilmilgc. You ate responsible for any !beft, destruclion bf. or <13m,!:" 10. the
PtoduCt (colle~rively. "Los.") fTom any cause nt all. whelller or not insure<l. from the
rim.. of Product delivery to you Wltj) it is delivered 10 us at the end ofth~ Schedule. You
ure requi~d to make all Pa.ymtm.., even lfthcre i::: ;3 .Lof.s. YO\l. I1tlriS[ r\otify us in writine
inunediutcly of any Loss. Then, at our option. you will .ilh~r (~) tep"ir the: ProduCt ~o
thaI it ia in goop condition and wOl'killS ordQr. .li&ibl.. for ~nl' m~l'lufilCrurer'. ccl~ifiea.
lion. (b) pay 11$ tl,. amounts spl:cifitd in Seclion 12 below, or (c) repiuce tlle Product
widl equipment Qf.imililr age and CilPD"ity nom IKON.
8, In~..nniIY. Lillbility and Insurance. (a) The plll1ie6 to thi. Master A,sreerne:nl will
indemnll"y, defend nnd hold each orher hannle.. from a111os.e~. dam3SOS, claims. sui"
~nd actions (including COUIT coru: and reS90nablc 3ltOnlOYS' fecs) ("CI~im.") nri.ing
out of uny brench of this M."", Agreement e~C.I)1 to the e:<tefll caused by the nes-
Iigence or imention~l ~CIS Or O)(l'lisSiolls of the other. (hi B~cilu." you have aolo (.lOS-
.ession and cOlurol t)[ Ih" Pn>duct. yuu "I. fully respon.ible Cor i1ny Claim, or (I\her
damoge. ;n.iury Qt 10.s cUIl.cd by (or \0) the Product re.ulting from the u<e, misu.e
or po~s.ssion of Ihe Product or nny accident or other casually relating tQ the ProdueL
We life responsible for domogc "r illjU"y 10 thi,'d p.rSOIIS when Ihe ctilnlil~e: or injury is
c..uIscd exclusively by our negligenr acts 0" OI'ui't~~it)r\,Il. YO\) "gJ'~(O: ~o maintain inSUl"3llct:
to cover tbe Product :md will llaIl~~ \W :,s ;.\n addhiOJml insured imd JO:iS pn.y~ on ~Our
in.uranee policy, StIch insurance will provide thaI we will be given 30 days ~dvllnce
notice of "n~ c;lDtellntion. U you fail 10 provide evidence of jnSUl'a,l"" ",,,sonably
Sillisfnctory 10 u.. you !lllthori~e us tQ ol:>",in coverage (,n your b~hatf and you ugtee to
pay for this co""l'age. In lhe ev.nl of loss or diUlluge to the Producl. you sgrce to remain
....'ponsibl.. for Ihe pu)'ment obligolions under this Mas~r Agreemclll uluil (he pnyment
obligatiOn. arc fully sati.ned.
9. Title; Recording. W.. ille the owner of and will hold ,itle to the Proauel (e~cepl
for "T1)I Soflwnre). YOII will keep the Product free of all liens a"d "neumbrallees.
Exccpl a$ tene~l.d on any Schedule. you agree tl,at this Ma<tcr Agreement i. a
Ime rental. However, if any Schedule is deem"d to be intended for ."curiry, you
hereby sratllto us " p"rohase money security intere.! i.1 the PrQtI"et covered by the
.pp\ic~ble Sch.dule (including any replacelllent!. substiruriOnS, 'lddilions. attschments
:md proceedS) as &Coulily for lhe pilymenL of Ihe omoWlts under eacl1.Sch..dule. You
aulllOrizc Us 10 file il copy oflhis Master Agreemelll elld/or nny Schedule os a fin~ncing
Sl3tem..nl and appoinl u. or OUI de,iglloc ~s )lour atlorney-in-fact to eJ(ecuro ~nd file. on
YUill behalt~ finaneillg statements covering the Product.
~~M~ll\WlmIi~I~~~U~4IliIIIUlIW"Mr(.ilIM!Jj!19I,\I";~.Ml(\\'/"I'JI'J~_'i~_"''''''"~'..."',""....j,''"'.,.\..............~.K~
Oct-OS-ZOOS lS:51
From-PUBLIC COMMUNICATIONS
7Z7-5SZ-4S96
T-578 P.004/011 F-Z17
IOS Capital, Incco
P.o. Box 9115, Macon, GA3120&-911S
Non-Performance CanceDanon (Six Month) Addendum
ADDENDUM ("Addendmn"), dated as of the 1st day ofMav. 2002, to that certain agreement no,
("Agreement") between IOS Capital, Inc.
("'we" or "us") and City of Clearwater, as customer ("Customer" or "you"),
The parties, intending to be legally bound, agree that the Agreement shall be modified as follows:
1. Limited Non-Performance Caneellntion Right. (a) IKON Office Solutions, Inc, ("'IKON"),
our corporate parent, has committed to you to perfonn those certain performance conunitments ("'Performance
Commitments") set furth on Exhibit "A" with rcspe<1t to the equipmcut ("Equipment") relating to the. Agreement.
If IKON fails to so perform as relates to emy item of Equipment, please forward a registered letter addressed to
the Quality Assurance Depar1ment located at 1738 Bass Road, Macon, GA 31210 describing either the specific
Equipment problem or detailing the specific Perlhnnance Commitment(s) IK.ON has not met. If, at any time from
the date of this Agreement up through and incIucl.ing the date occurring 6 months after the date of this Agreement,
IKON has not corrected any such problem Or repaired or replaced the non-perfonning item of Equipment (with
comparable Equipment of equal or greater capability at no additional charge) within 30 days of your registered
letter, you may notify US in a separate registered letter (to the above address) of your intent to cancel that portion
of the Agreement relating to the non-performing item of Equipment as of the date occurring thirty (30) days from
the date YOUT cancellation letter is received by us. TIris limited non-perfoIIlliUlce cancellation right will be deemed
1:0 be null and void. and of no further force or effect, as of the date occuning 6 months after the date of this
Agreement.
(b) Following the date of any such cancellation, you will owe no further financial obligation in
connection with that portion of the Agreement relating to the non-performing item of Equipment due (you will still
owe a prorated amount for the remaining Eqmpmcnt). All financial obligations from the conunencement of the
Agreement up through and including the cancellation date, however, will remain your resPonsibility. The
Agreement will continue for all other items' of Equipment.
2_ All capitalized terms used but riot defined in this Addendum will have the meanings
given to them in the Agreement. Except to the extent modified by this Addendum, the tenus and
conditions of the Agreement will remain unchanged and shall ~ntinue in fun force and effect.
IN WITNESS WHEREOF, each party has caused its ,I:luly authorized officer to execute this Addendum,
as of the date first written above.
CUSTOMER: CITY OF CLEARWATER
IOS CAPITAL,INe.
'I'"
By/' ..::xze R rmC.hfCj bI. b^,'if1LLiE
Authorized Signer 'D/DCk. .
By:
Authorized Signer
Oct-03-Z003 13:51
From-PUBLIC COMMUNICATIONS
721-562-4696
T-578 P.006/011 F-Z17
Exhibit A
Performance Commitments
BETWEEN
City of Clearwater
&
IOS Capital/IKON OFFICE SOLUTIONS
Guarantees
The Guarantees arc applicable to the equipment (Equipment) described in Ihis Agreement. The Guarantees are effective on
the date the Equipment is accl!:pted by you and apply during IKON's normal business hours. They remain in effect for the
Minimum Term ~n kmg l'ln nO ongoing dt'fuult exists on your part.
Term Price Protection
The Cost per Image and the Cost of Additional Images are guaranteed ~gainst any' price increase for the tern) of this
Agreement, unless agreed to in writing by an Addendum signed by both parties.
Service aDd Supplies
IKON provides full coverage maintenance including replacement parts, drums, labor and all sel'Vice calls during our nonnal
business hours. This Program also provides all supplies required to produce images on the Systems covered under this
Agreement, including staples. The supplies are provided according to manufacturer's specifications. Optional supply items
such as paper and tnlnSparencies are not included.
Guaranteed Response Time
We guarant~e a quarterly average response time 01'2 to 6 hOlm for all service calls located within a 30 mile radius of any
IKON office and 4 to 8 hours for service ci'llls located within a 31-60 mile radius for the term of this Agreement. Response
time is measured in aggregate for all machines covered by this Agreement. If the response time guarantee is not met, a
credit equal to one month's minimwn pa)'IIlent will be made available upon your request. Credit requests must be made in
writing via a registered letter to the address specified in the" Correspondence" ~ection below.
Uptime PerformllDce GUllrantee
The System(s) provided under this Agreement will be operational with a quarterly uptime average of 95%, excluding
preventative maintenance time or we will, upon request, provide a loaner of similar or upgraded features at no additional
cost, Illltil the System(s) is operational. Loaner requests must be made via registered letter to the address specified in the
"Correspondence" section below.
Image Volume Flexibility
At three months from the contti'lct inception and every three months thereafter, IKON will, upon your request, review the
image volume. If the image volume has moved upward or downward in an amount sufficient for you to consider an
altemative plan, IKON will present pricing options to conform to a new image volume. If you decide an upward Or
downward adjustment of the Guaranteed Monthly Minimum Images is advantageous, a new Agreemem must be signed by
both parties. The new Agreement may not be less than the remaining teml of the existing Agreemem but may b~ extended
for a term equal to that of the original Agreement. Adjustments to GlIaranteed Monthly Minimum Images commitment may
result in a higher or lower cost per image and monthly payment. A downgrade is limited to 25% of the original Guaranteed
Monthly Minimum Images.
Upgrade Guarantee
At any time after six months from the contract inception, you may reconfigure the Equipment by a.dding, exchanging, or
upgrading to an item of Equipment with additional features or enhanced technology. You must sign a new Agreement of like
original term. The Images Plus Cost Per Image, The Cost of Additional Images and the Minirnum Monthly Payment of the
new Agreement will be based on the Equipment and new linage volume conunitment.
Performance Commitment
We are fully committed to perfonning the guarantees of this program as outlil1ed above. If wo fail to do so, you must notify
the Director or Service via registered letter at the below address specified in the "Correspondence" section, detailing the
Oct-03-2003 13:52
From-PUBLIC COMUUNICATIONS
727-562-4696
T-578 P.007/011 F-217
specific guarantee(s) we have not met. We will have 30 days to correct the problem. Correcting the problem may include
replacing the Equipment to cure Equipment non-performance or issuing a credit. If we have not corrected the problem
within 30 days, you must notify us via registered letter of your intent to cancel the contract in 30 dAys, after which no further
[maneial obligation pertaining to the non-performing Equipment is due. All financial obligations from the commencement
of the Agreement to the cancellation date remain the responsibility of the Customer.
Customer Service
IKON Office Solutions will provide City ojClearwaler "!lith good customer service described as
responding to requests for information, materials, quotes, and questions. Ikon will provide second
level escalation for problem solving. No more than 3 recorded and reasonably substantiated instances
of non-compliance per month, provided that Supplier has not remedied any such non-compliance
within 5 business days of written notice.
Cancellation under this provision is available "Only for IKON'sfailure to meet the guarantees outlined
on this page and validfor the first six (6) months from equipment installation. After the initial six (6)
months City a/Clearwater may not cancel the agreement and IKON will be obligated to repair or replace
the system(s) that are not performing according 10 the guarantees outlined above.
Correspohdencc
Please send all correspol1dcl1ce relating to this Program via registered letter to this address:
IOS Capital
Quality Assurance Department
173 S Bass Road
Macon, GA 31210
Read, Agreed, & Signed,
'""'.\'1' ,., .,. ." "I,
Customer:;'entc~Ciis;~fl.II,.:'i/Qdi~
.....--....-,--'-.......--.....,........ .,,-
IKON Office Solutions
Date
Date
,1....0:-
.~"
Oct-03-2003 13:52
From-PUBLIC COMMUNICATIONS
727-562-4696
T-578 P.009/011 F-217
IOS Capital, Inc~
an IKON Office Solutions, Inc. company
P,O. Box 9115, Macon, GA 31208-9115
NON-APPROPRIATION OF FUNDS ADDENDUM
ADDENDUM ("Addendum"), dated as of the _ day of , 20~, to
that certain agreement no. ("Agreement") between IDS Capital, Inc. e'we" or "us")
and City of Clearwater, as customer ("Customer" or "you").
The parties, intending to be legally bound, agree that the Agreement shall be modified as follows:
L Notwithstanding anythi9S in the'Agreement to the contrary, the parties to the Agreement agree
that in the event of the occurrence of all (but not less than all) of the below: (i) you are not appropriated
sufficient funds for equipment which win perfonn services and functions which in whole or in part are
essentially the same services and functions for which the equipment covered by the Agreement ("Equipment")
was rented (if such appropriation is specifically required to pay the payments ("Paymen'[S") required under the
Agreement); (ii) funds arc not otherwise available to you to pay such Payments to us; (iii) there is no other legal
procedure by which such Payments can be made to us; and (iv) the non-appropriation of funds did not result
from any act or failure to act on your part, then you shall have the right to return the Equipment to us (at your
expense, to a destination we direct, in good working condition less nomlal wear and tear), and cancel the
Agreement by a written notice to us no earlier than thirty (30) days prior to the end of your fiscal year.
2. All capitalized terms used but not defined in this Addendum will have the meanings
given to them in the Agreement. Except to the extent modified by this Addendum, the terms and
conditions of the Agreement will remain unchanged and shall continue in full force and effect.
IN WITNESS WHEREOF, each party has caused its duly authorized officer to e..xecute this Addendum,
as ofthe date first written above.
CUSTOMER: ~ OI:~/f!HIL/i)/~6c:.
ByV See f)I/ncht.d 8/6NttrW(:[ By:
Authorized Signer Date 'bJOC1-. Authorized Signer Date
10S CAPITAL, INe.
Rt:V;5Cd (,/00