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Home My WebLink About69-162~' __ ., .,_ 1 1 .. f .,.,... , PLSOT UiIO~I AP?PC~,'I~:G c^_G~:E~*~dT AT'v~ AUZ?to~IZi~:c c~L~I~:~~~rr xo sI^~r IT~iER~AS, this board finds it adcantaoeous to Tease T.:ith an option to purc'nase data processi ng ecuipnent it prese~ztly Teases frc~ Internatmonal Business 1L3chines, Incorporated, T;OI~T, 'ItI~'i2E;~'0]L, .BE IT RESOLVED that this board hereby a~ipx•aves the attached Agreernent or Purchase, Installment Sales iont~ract, as anended by the Amends?ent to said Installment Sales ,Contract, and aut?-xo.r.i,zes Chairman to execute all- three documents. --ln-addition thereto, the board hereby approves and aut'norizes the chairnan to sign the attached maintenance agreement for said IBAI .equipment. ' PASSED A1~D AI~PTF.~ by the Board of Supervisors of the County of Butte, State of California, this 30th day of September, 1959, by the folloi~ring vote: AYBS: Supervisors Dunaway, Howsden, Maron, Reynolds and' Chai.rr:,an i•.`cKil7op I~ ES : None . ABSENT: None. ~ , ,-- z.~ ,.~ _ c~ n~ _..- - • C McK=LLOk', 1Chairma~of the utte County Bca rd of Supe_visors AT.'~~5 T CT.~R~ A . ~Ei.SO~i , County Clerk and e.ti-off icier Clerk of the Board of Supervisors + ~ ~Y 1 ±.'l~c,L _r=rya ~ ,t.,i U - ., .. , ~ ~•-- - ~t .~ ~ i : ~_ ~ S' ~t ' , ~ ! + }J ~ ~ i ° i l i 1 I 1 ~ ~ ~ ;~ i ti l: , 11.. 4. 1 Ci LS . . L lr_! .L :_.c t_r L3Y L..~ s.. :. cr c_ };. . _ .~+4 ~ LC ... . . . . . • ~_ jg~J•j~~l' U .i tl~ I : J k\ 1 k, Fnatuiry-I~o. Cu~Lo:=,cri;o-- A'at:~~ Oi 1~ ^^ ff ~~ PJ 11 //++rr~~ 7 L 7 t`UIJj_1.0 f\-1,,U;,~',1'i\OLI~k",f\ COJf:l.'f10uSE 374--702'1 - 13252-00 - 1 - 1 OP~Oti'TLLIs, Ct1T,Z]'Ol~lvlA 95965 ~ n:t~T'i~t•.::,-cd i.'ll'cati~•c])atcut{uo::s4fi,» l'•,:ot:ilti~=,I~Ir.:tia,:v:,tc 09-1&-G9 10-o1-G9 i0-31-•69 '7•pi:c hlodcll Scrsai No lns[:,Ilu:cr:t Net 1'urch:c~c Price ~tonth~y- S)sccial Feature . pas,rn•„L ° (7:~clusirc of T.tst:~) Itieeiasr»:,».:c - Term ~ Glt:er::-c . . 231]. - 001 /. 10728 b0 rnotlths IG,957.00 55.00 233.3. 001 13.675 60 months 16,957.00 55.00 2311 001 12039 60 months 1b,957.00 55.00 2841 001 33.822 60 months 19, Ei03.00 56.00 SuLjrcE.to..CL~,_Liit.r1j~(,licitinn api,rnz•al. ' ' $70 674.00 .00 ~ ~ 2 3 - TO I AL5 s . , Tlac prices st:ltcsi l:-'rein src for }our information only, at:d arc subject to clsanpe until an utsaltered Abreet:sel:t fnr I'urcllasc of Inst:slltwcf II;II.1fac•]:isses, :i~ned !~~• the Pnrcl:a~•cr, :lnd accompanied E,y pa}•ment iu full (ar tllc clox•n pa}•:scent aad an Installrnc!lY ~'a~meat A~rcelnent apl,r+;red for sncls purrlsa~:r) is recci~•cc] by a::~t at its Branch 0iiicc. Iian-crcr, snch 1>rires arc suE,jcrt to vcriil.•ztion sssd .:urrectiun if neL•ess:u-}• b}• It:ll ::t its I'r:;bional O[?icc prior to aceept;lilec of thL: 11Lrcemct:t fui I'tlrcisasc of In_tallec] Il;7i ~lcu•]lil~cs. The 1~.flcctirc: Dale of Purckt:t:c shall !~c the Inter of tltc Iiiccii~•c Date of Qao[aliun, or tlse d,ltl: Ilse t1=,recmr_nt far Pnreha-e of in3tal}ed ITiII \1;:r.•l+in,=, c~oarspanicLl h}• pa}•mclst, i5 rec;cn•ccI h}- tc~+ ~t Sts Iir:ns:It Oflice, prodded []sat _l;ch receipt i; not Iulcr tlsass tlsc Quotsii"n L'xpiratiun I)al<:. $y: ------ -1iElc-~~-----. ..----...._.. ~~ ~.~c1Tti~.is~+:.lu1 ~:;ty~zi?-tC~~ I`'°~ucj~?~t~s ~C=p~~~i~C?1~! Arrrtortlc, Ncly ~'orl~: IO~II=~ Agrcen>!,e~ii fuz• I'urclras~ o~ Iztsialtcc~ T.I3i~x itlt?cltiztes To: Intcz•natioz?al liusitzess l'Iaclzincs Coz•I~oratiorz }yr-anrlr Or1icc Addrass: .. Y~~I Corporata_ort i\antc and Address of I'urclzascr: County opt l;ut.te Couz'i.:1ZOLF5'G Orovlle, Calxfox'nia 95965 Agrccnici:t I\o.: Rr. of~. ti~o.: 374 Customer I\To.: 13252-00 E[icctirc Datc of Quotation: 10-O1-69 ¢erotaTion Expiration Batc: 10=~~.:--•69 Effective Date of Purchase: Tlte: Purchaser hereby agr'ccs Eo purchase and Internatiot7al I3usincss Illacl*_irres Corporation (zt3ar) b}• its acceptance of this Agreement by signature at it; RcaiortaI I-Ieaclquartcrs agrees to sell, on the iollojcing terms and conditialts, the InacI?fines and features I1SEed bClo14' (called machilic(s)) titi•hich are noav installed under an Agrecnrent for IOII Machine Service snd in t}fie possession of t1)e Purchaser: Dlodel/ Tiype .Special Feature Serial I`Io. Description Price 2311 - 001 10728 Disk Storage Drive $16,957..00 2311 041 11675 Disk Storage Drive 16,957.00 23:1 001 ].2039 Disk Storage Drive 16,957.00 2841 001 31522 Storage Control Unit 19,$03.00 TOTAL $70,674.00 There sha}1 be added to the chore prices arnnunts equal to air}• taxes hoati•e~°er cTc;i~*Iiated; ]cried or based oi? sue}t juices _or oIt t]Iis r~~r(:CII?r'[]t Or.tfie It?itChr[]C~, rPCllydltra state anCl Iocal prkrllCp''C Or ExCISC taxes }r:kscd on gro_5 revcltuc, ant} an}• #axcs or amounts in lieu thereof paicT or Iia}~ahle vl IF1[ in respect of il:c foregoin„ exclusive, hou•cver, of taxes bttsecl ou net income. Any persona} proper[}' taxes. ~•tsscsszl~Ic on t}ac machines on or after the T'ffcctire Date of I'urCha;se steal[ !se borne b}- t}le I'urehasvr. The a}ore praco are nut valid after tfte Quote?tieit )r-piration Date shoc:-Tt above. These prices arc suli,('Ct t0 Chalrn,; until t}?e l•:ffecti~'c ]),ltc oI l)t1T"chase. Thel'CafiC'i', thl~sc price; at'e strl,jeci to vrri(ication and Ca]'CCCIl0i1 rf I7CCC3Sar~' I)}• 3tr~r :tt its Iieoir)Itaf Hca+.Tquarter:; prior to accei)tartce. `I'hc 1'fFective Date of Furclaase steal} be Ellc later of the. I;ffe(•tivc ])cafe of '~tt,at:ttiotr or tlr(: date on ~}:ri•}a't}313~t~~r'GCInt;11t lIr its pro:elit fnrisa, si~Irccl Ly the Iittrc]iaser an(T accanrj):tnicd h}• Ii;t±-rrreut in full of Il7e a?~ave: fatal arnotnit, or t]te clo`+•n pa}'ment and nIt Installnreikt P:t}'it?c`ni _lgrcc:n3(~r:t; al7i)r0\'f;d f(7[' tliF: 171t3'C:li;ice, is rec(:ivec? b}' zt:at at its lit::nc}t Cfii~e adclrc~~ slta~cn ah~orc, j}rovitled lhat sncll ri:eeii)i i~ riot latcl• than Elu; Qufiiatiora l;xj)itatinn I):tt~~. 7~h^ tr7:tchincs a~•il} b;: (li=cokktlitt:ccl uricler tlsc :1~•rt~crncart for I1;?~1 llacltinca 5cn-icc hctarcac:n roll and Ehe Purchaser as of tike di;}• imntoilialel}• prece(Tin~ the lllective late of I'tirchsse. }'lease send all con:rurr.icutia,¢s ti, n,u at its Grrrch u~=r cc a~ldress Irster? a~~o:~e uraess noli~ed to tl~c edrarary'. `!'crtt~s ,trt:.l Cc~ntl:-lions of 3'L:rrlra,i; Teruts PayH.u:nt in full tntLSt be snbmittc+l t=~ tr.:.[ u'itlE lltis :1grrc- rl;cnt, t!n]css this purchct_e is al u tltc suhjc~t of an T:t:aal]rltcnt Pa}•ntcnt .lgrccinent apprcrr:d for tltt- i?rrrcllils+`, in ,+•lticEt case, ;ttt Itt;talln:cnt Payna::n[ arreernc•nl, si,tni:rl by the Pttr- Cll $Cr, 'dJlii t]?i; ilU+r i; i'a `j rnCilt IherL'[m (iLC nltl~t hC ;IS!):mttt,'d t0 I9al :+'Itli 111:5 _~roTrCi'InCnt. Price 7'hc iirices stated Eteri:in : rt: cxclasi;•c :lf any charges whi~;;E arc due or m:ty bct:Drtc due Irom the Purchaser under urey Aeree:ui;nt for 1:T3"rIIIIlcltis:c Scrvit;e rCl:itina ty the mur:hittes. Title Title to each of else :na+:]!incs sit: ll pays to the Purchaser on the Et.et:ti;c Date of Purr:ha;e sulijl;ct to accc,:tance of this ~~AgfCCmCIi[ Ily ttili. rc;sair irr pcu~ts rc•pt:u~cmct:t is rr.c;nirr,d lsccauso of acrid~rt, nra;ler~t, stti_uc, (aili:rt: DE electric t:utrcr. air curulitiutting, ht:mi:lity cuttirul, ir:us-;EOr[ation ur can~cs giber the a onlinary utr.'. st:at ~lt;tll taut lit; rc,tsnn~illlr for faiiurc tD pruviue service Ul' tu31'tti dl:C tD C:RI~r:3 hcpond its c+rntrul. tt:at al:•tll not.be rcttairca to aujust ur rut+;tir auy rtscltiuc err part if it srutlld ]tr i:npractieal to rlo srr hr:c•;tu-u of altr:raticjns i:t thu Inacltinr: or its crrruectioa lr}• tncch:trlir.al or clcctrical means to anotltcr mic•lriuc ur decree, or iE the m.:+•h==-ne is lor.!trd uutsitle Ilse T,lnitca Stxte~, l'urrto l~ica~ur Ca sal 7rne, ni~a +ri[1• apt l:c iiaGle fur pet•sonal injury or (>rutr:rty dant<tvc. csr:Cpt pcrsort::1 i:tju='}• nr prat=t:lt~' ll:tttt;ii.,=t' ra~ESCd ley s!rat'a naafi„cnre. Ir:7t •h:tl] in no et~cut h;n-e ulrligat;r:ats or liabilities fur cor,_cquen- ti,tl darnaGcs. ~ ~ If'11i rrsprct 1~ nrucltir:es mhich hate b=yen installt•cl fur store than ore year: the Purchaser adrees to twrcltasc the n:achiires~ as is t+'ith all faults. • The forc~orn; If'arrrrnties and LtiaEitations rrre e.>:clusiL•e rcuu~rlies and arc irr lieu of all ath~r iCar!'anires express or i»Lplied, ircludi,ng beet not lirrrited to the iutplierl IcuYranty of nLerclurntuL-ility. Risk o f Loss [Bat and its insurers, if-any, relieve the Purchaser Df resp9n- sibilit3- up to and ':ncludinq the l;ffective TJate ufi purchase for -` all risks of loss ar damage to the machines, including Pur- chaser's negligence. except for responsibility far loss or darn- age dtte to nuclear reaction, nuclear rwcliatian or radioactive contamination caused by rite Purcltaser.:1Eter the l;ffcctive Date of Purchase, the risk of loss or damage shall be on the Purchaser. dlaintenarrce Scn:ice arrcl Parts trsat tv'ill, i# requested, provide the Purcltascr vrith ntainte• sauce scrcice for the ntacllincs, and repair or repl:!cerrlent parts, as long as they are generally available, on tl3e basis of rtttit's established prices and terms prevailing at the time. /#ddilional Features ITra.rranly The Purchaser twill be responsiirlc for assuring the proper us,;, tnanag,entcnt and supen•ision of rite machines and pro- grasris, audit controls, aperatirig ttiethods aiid'ofl`ice`p~ocedtires, and for nstablishin4 all proper c11er.1.- points necessary fpr rite intended use of Ehe machines. The k'urehaser agrees that tts~t twill not be liable for any datnaes caused by the. Purchaser's failure to.[trllill tlte5e. res;;onsibilitios. T11e following ~~Tarrau- ties shall apply to the mathines described herein. I. Service altd Parts r"Y~itli respect to rachines [chick haUe been installed for less thlrn rrin.cty rlrl}•s: ts~t trill maintain each of the tnachincs in good trnrkiltg order for a period o€ ninety days fron the date of installation at no charge t+a the Pta'c.haser. 11t the Pur- chaser's request, rr>as twill make ulI uecr:::sary adjttstmr;ltts, repairs and parts xeplaremcnt,. •1111 replaced parts twill be- come tl)e property of r~1[ on an r~xchanac basis. Service pursua:tt to this ;~rarranty as rrtfnircd at any titue ~,~ilT normally 1)c flrrni-lted fly [oat's Hearts[ .'b'ranch Clltac nr reitlerit lur'cttion, ri3~t ~h:ill have Frill ar.d free attars to t}tc ntar.hines to ;u:r{onn th,'ss ~cr,;irc. Fspelrses of ztsat's Cnstamcr ~Haineers for tra~:r,] of more thou [[(toes (15) miles bet;recn tha Purchaser's lr,c:ttion attd coat'; nearest point o€ service, trill br, charor,d to the Purchaser. Service uutsirle the sr•,ope of this 4~rarranty trill be furni_hetl at [![tit's e~tal;3ishcd rates and terms. then in effect. Ii. Parts IYLiR TP.Sj)CCt l0 11LaC1tLTlCS u:hiJL hrlse been irrsh1llccl for less titan one your: tart tL:lrrants the: tnwcltinc.; (eVcluclin„ vactuim trtilec and srllid state a:u.l other elzctrunic dc:=ices :Chicle Ire [warrant[ d for ninety day;} w bc•Err:c fronE r.lcEects in material and +worktna:t;l:ip for a period of one ye;tr fl•n:tt tit:; date. of ' lit:titctT to Ettril3~hing nn such inst;:]]atiolt. t!?at s ohliontion is art exchange basis replacemcttts Eor pmts trhit:h h:r+'c been ;)rCttl;)tly 3•r'portcd ]ly 't11C 1?;:1'Cll;1_Cr-a~ l:.^.'; i[i ~~ 17CC11, :'.] 1115 at,iniwE, tluf::ctit•c and a>;e sa faursrl by t!.~r upo:t ius;,cctiort. Iii, [.imitations ' 1'1:e for+,;;ainp; i~rat-ranties vri[1 not apply if adjustment, ., Additional features [chicle are field installable may be ordered in trriting by the Purchaser under titis Agr~crstent, at any tittle after fts ac+:cptance by [Hat, far installation in rite ittzxchit>es.sttbject to the then prevailing.priees and [cress aLld conditions. 'The ++'arranties on such features ;:•ill be liliiited to the unespiz'ed t~;li'1'a11t1E5 and limitations, if any,~provided by tn~t on the Ln;rcltittes in t:°lticll such features are installccl, pro- vided ltotree•er, that rite prevailing parts warranty, if sny, and limitations shall apply to-such features Eor rtinCty days at the. PurcEtascr's option. ~4ccessories, Fn~ineerirrg Chclrr~es, [:;arils, ?'apes mtd Supplies 'I'lea i~archaser agrees that rnat may make alterations, at its own expense, to the above machines after the E(Tr:t:tivc Date of Pttr::hasc iIt order to maake the ntccllines cortfornt to the machine desrritntons SCt fUCtit allure. Such ;dteratiu;u i.i11 lie performed utt a nuituall}= aGreril tD schedrtlr, during tri~t's normal ,Lurking lsot:rs. r tat.[ trill, lEtiDit rc ,uCat, Enrni_h to the Purchaser, at rug's ctalllishcd ;rrices ord. [teens prev:lil•,na at ihD ti>t:e, any ina- chir.es; attaehlnents, features attd r:ngincerin;; clt:Engcs as mat slsall have avail~ibie For sale :end [chicle nt:sy be suitable {or else ott, or in cniwcr:tiorl trith,.the m;tcltittes. But tlLU sna4:cs no tYpCt'Senit[tiOR thaC ~ntat mar)hs[IC_, alt[tCl;rr,e11t5, features or engineering changes tvlliclt stay ];e announced itt die futiire, Still be suitable Ear use on, or i:t connection [with, these nta- C~11neS. I[ilt ti'llt also ftrrtil~ll LO tT:C PUr'c'1135r•r; U;tUn rcgllcst, at trot's cstai)lislsed nri~es anti tcrma pr~vailiug at the Eirnc, card;. to;lcs a:trl ether sup;)lies a-eel in tltt: a;tcratiu^ of the machines, as fang as trsat hats these avsil::ble for sale„ P~ztr:nt Irt{Icnuuty - rr..t n•ill d+:ft:nd, at its o+rn rxpcu-c. an}• .•trtin4i [lroil.;lit a ~'dlll~t the Pttrcha=cr, w the extent that it is h:a~:rl D:! a claim tlr,:t the machines upltliccl l/y rr3tit infrin~rs •t Lrnitcd St:Itcs patrznt, and [[tai Trill }uty those, costs ;Intl tlant.tacs Gr.ally a+Lardcd against tl!c l'ur=rhasr:r in any :,uc.h : ctiolt u•blch arc at[ri!)utahlc to any strrit c•luint, hlrt sr:, ' •?c:f~:n=t: and p::}•nscnts arc condi[iuncd os: [l:c f~~llu+rntg: {: :!t tt:~t shall he nuti- ficil prumj>[ly irs SS3-tllllr~ lay the f'urcnacr of auy nntic~ of Guc6 cl;tim; arrcl {ii) tlrat tr:~t shall lurrt; ~u1c tJSrtrcll of the def4rsse of arty actirrlt nn such clairu and all nat;ntiations fur its ;citlcsnerst ur curnlsrunti,r.; :tltc[ (iii) :huuld lire maf:llinc: bec.nntc, or in tt>~r'; upininn h~ ]i':<ely to heconte; taw ~uls}cc[ of a claim of infrinacritcnt of a Linit~d State ir:t3t:rst that tl:c~ Purc:hasr:r shall pcr[nit risa:, at its n;)liars and cxi~in3c, citd:cr to !>rucure fnr tlu: 1'uriha~tr tl:e ripllt _tn corrtintse u.=irt4 lire machines, to replace or Inudify rile s:unc so that tilt:}• l,econtc noninlrinainf;. nr to araslt the Pur~:h;,cr a credit for ~tsclr machines as dettrecialcd alai acc•e]tt thr.ir r~_3nrrl. ~'he deltrc- ciatialr shall be an et;ual ansount •trcr }-~ r or(;r tll~' lrfr:irsne of the marlsin~s as c~tahli:h~d 6}-:rt~t, luat shsl! hurt nu liahilit}- to Purcha~cr under an}- pt•o•:ision o[ this clause tritlr rc=t):'~t to an}- chins of ?I; tcuL infrin~critcnt tir•hich is ba~cd .ut+ua the cunshination of machincc fur"nis!scd hcretlrsdcr ti+•ith tnachiates ox tlctit:c:s not rn:t;lc Ir}- n:at. T'ltc forcgninf; sta[t~, tlt~ '-ire li:tlrilit}• oI ti,at u•it11 rc-l+cct to irs• frirrgctuesit of puler. f'y the tn:tcltincs or xn}• ttarts tl:c:rcof. Cc:n curl 7!113 tlfz',rCCltll•Ilt ]~ fsot'a~sr ;tlal)le 1: It110lIt R'r'It1Cn pct"It]t9.lOll from trait ats}• attcui{rt to a~sinn arse ri~ltts, dntics w• uhli~;a- lioil: r:ktich arise unclcr this elgrrcrncnt t+•itktuut such pct•rais• K]Jn 5h: 11 he rOld. This ~1gr'ccmcrrt skull Lc bnrt'rr:4r1 h}. thr_ larr•s of the Stt;tc of r1'eu~ ~'orlc, arrd cuuslifutca the complete rrrrrl esclrsure: s.(rrtrntcnt of the agrrcrrcrr. Getu•cera lire 1'rrrckr:.sc•r (r;rd n.at u•ith_ resprct to the purclrrrse urrr! sale of the machiu.cs rntd no rep.resenlatiorr or stelcurcnt riot c•wrtcti,:cd irr this ~lgrceutcr:t shall Le hirrdir,~ upon n:1t as rc :currurt}• or o'hi:rrcisc. 1•kte foregoing [crtn3 and clfntlitinn3 chap prc~•ail nutrrithstandinA anp variance with rite terms and cutsditions of an}• order sub- mitted b}• [h;: f'urclraser fur the machines. Y. ~.7. ..~.- s+ • - C: ! • ~~ _ -C7 .o ~ _ m ~~ ~T ~?.:! ~ ~' ~ - ~ rll Receir•ed b}~ If3]i at_-_ Sacrainetzto, Cal-ifornia ------------------- Date......_..-_-__-_____Septetn~er _18, _1969 ---____-- ~T1Ec,PFl'c?tiE1I'ti71 ~sLi ~3S1?55 ~'~tc~C~1?71t',r"i ~tli'~t7i ct~' aFl PY---------------------=-----------------------------. ',err T~r'f^'~-_ .! t-.. ::F-.j r. ---------LCounty_ of_Futte___-_....__......_.._......_______ /Purchcis~ r ~ ~- - . -- ~----------Y- IItI[;P11u~E?:l.llu7 ~liSli[~'S~~ ~:`"~`~,"tJ.'tiE:.; ~Gi''`:,D~.•112IL7ri _ 1lrnranlr, II'ctt: I'orlc IQ;0:( Isista.lIst~cnt I?u}'jlsc.Ilt !1grc:cnscllt • (State and ~.oc-a] Curcrla:4ent) Ta: Tnleraaaliotaal 13u:;ines '11ac13incs Coa•po~•atio:a , _k~ranc2: (a;lice Ar]dT-rs: Agrccn4cnt I\o.: 520 Capitol Itiial.l - Sacramanto, Californ~_a 9581~'s Br.o(i.i\o.: 374 I1au4o acrd Address of I'urcIla;cr : CFA3I0:T]Cr 11'0.: 13 2 5 2-• 0 0 Coua-aty of autto Courthouse ~ ` Orovillo, California 959G5 Z'13is InstallrlrclTt Pa}'meat Ilbrecu3ent supplcn3cnts ar3d amends Agl~ccn3cnt I1To. ,dated , 19 , hetsvccn IITtclnaiional I3usilress 11°Iacltines Corporatiort (hereinafter ca]lecl ies~[) and the abo~'c-narucd I'ttrchascs• witll respect to the follo,vinb aaa~t I33ac13ines and features (hereinafter collectii~ely Called the maCllkne~) FCfei'1'Eil to in said Agree~33ea3t: Type Atadel Description Qlaantit}• Unit Price Amount 23.11 001 Disk Stoxage Dxive 3 $1G,957.00 $50,871.00 2841 QO'~ Stox'age Control U[~.it 1 19 , 803.00 19 , $03.00 TOTAL $ '10 , 6 7 ~ . 0 0 Terlns and Car3ditions 1. Casll PI•ice (if L11is tscre a cash sale) .................... ............................. S 7 0 , 6 7 4. 0 0 2. Cas13 Do1tin Payn3ent ................................................................~-_._---_--__. e3. U33paId CilSll Price (Iten3 1 zn3F3t:C Ite3u 2) .............................................. ~ 7 0 r G 7 ~1 . 0 0 ~. Interest .. .........................................................................$ ..~: r 191.5 4 5:, Contract Tin3c I3alalrce (Saul of Items 3 and '1) .............................. .........$]~~~5~54 6. Deposit .............. .'.:................................................... _ .......~ 3, 533.70 7..Interest orF Deposit .................:........................................... ... ~ $ 2 4r . 5 3 E. I\Tet Contract TiuFe Iialancc (Item 5 n3inus Itcn3s G and 7) .................... . .............^~~r~r-.~7_~.~.L 9. Insu3•ancc Chal•~;es ._.__..' ......................•.._......,......................... . ~ I~TOT18 10. Qliic;ial I'ce5 (I^i3irr; ar ~ecordin~) . . .. . .............................................. T' •$ .bone ll. State and Local "I'ascs (iI apl31ica1)le) ..... ............................... . . ............ 3 533.70 .~ ;,,- L2. Tot:Fl Ca;h 17a~-mcrrt (SuTiT of Itr,;ns 2., G and l 1) .......... . . . .................. • ........ S__-7::-0 G 7 : ~' 0 i3. `Total 7~imc S,FIc I'rii:e (Stu:, of Itcrus ~; and 12) .......................................... $.$Q~_57=_~,Z). Plertrc scnrl rrll co:rrrrt:ricr.Nans to rux c1 i1s Lrruirh oU:ee eddress listed raLocc unless n~ui~crl !u the contrrarp. tan-i~3s.o ~. '1'}rc I'urc•ha;cr l,rorniscs to 1?ay fall the '1'ut.al Cnslt I':r}sTicsrt r.c.,sri.~lin~ [i ~ :; I)[~+rn 1':[ysn[snt, l}c•17o: it oral [ax[;s (if al,i~lic:~lslc) (a) al}occ tlsc' da[[; of inst:[!latiu^ of the ns;tclsine~s ur (laj ++ith r~sl,cct to inst:rllc~l mart:€sines, un the clFecti~'c data of dsc purc;h:~cc, an+l to lay tlcc ~'et Contr:u;t '1•i(n~, li,rlaisce in c+~nc[:rsti+'c I'cricrdi[; I'a}•nccnl; inclu[ling Interest 1'or die I' ise:[1 f i~riucls :rs sr~t fEyrtlr bclo+v: P~LYIEI~\`F PL:1i`l I~ Fiscal (:lunua]) (1)ier+aial) insrrest 1[n:rlt+[y Fcri+ad FcriodicPa+•rncnt (Iucl[idc[I in Pa}m[•s[t) 1'a~ment P~tY\II,\'1' PLA1V II Tata] of T of f filic•res[ \torstlsl}' Pa)-nrcnss for Pis+::al Pcriud fur Fiscal ['trio[[ (Ineiudr.~] is P:[}-n[rnts] 1 $11,678.•78 ~2, 255 .58 ~ 16, 378.2 -2,23.62 . g 15',705.33 1,570.53 , ~ • 15,03?..25 897.5 . 5 1~, 3.59 ..16 22a . 36 - 6 353.37 _~~____.~ 5 # Pa[ymer•.tJpayntentsbave been reduced by application of deposit and simple interest accr[red thereon at~~Jo per annum as set forth in attached l~orkshect. • The Deposit does not reduce the Unpaid Caslt Price unt'sl -such -time as it is applicc! as indicated in the attached Nork- sheet. The Unpaid Cash Price at the hc„'snning of the first fiscal period is 90°Jo of the Cash Price, not 85% of this amount. The Periodic Payment for Period I is due with respect to new machines on the first busisess clay of the month follo++•inb the month of installation and with respect to iacstalled ma- citincs on the first busincs day of tlse month following the month of effective psirclsa_=e, and the Pcriodie Payments for Pcriocls 2 through ~ ~~ ~6~are due on the first business day of each succeeclin; Fiscal Period. If Paynicnt Plan I has been chosen, payments must be made in full on tlse due dates. If Payment Plan iI has been chosen, paymassts must be made in eq[rui consecutive mosstlsly instalhuents, beginning nn tEse due dates and contmsing on the corrz j~onding day of each moat€i of the Fiscal Pcriocl until fully paid. Payments inr,lude int[rest in' the appropriate an:aurit indicated above. All'remittar!ces are to be made aE 520 C~pi.tol Notwithstan[Eing the foregoing, if tl.e legislative body appro- priating fiords for tl:c Purcha_=cr dacs not allorate feuds for such Periodic Payment for any future fiscal Period, the Purchaser will not be obligated to pay the i\r[:t Contract Time L'alancc remaining unpaid beyond tlic then current Fiscal Period. Thr, P=srchaser ,agrers to notify trst of such nonaliocation at tl:c earliest possible tine, by a letter [lirectccl to ~TBi~~ Cotpora•L-ian, 520 Ca~i:i:ol i~-sa11, S ~~?~?~iL~nt o ,~.~Gs-t ~.i- ~~ iii 7 ~~ ~.~ ~ 3- 4--. Title to the maachincs and nny replacenrents and additions shall remain in rant and ascrons until the Total '[imr, Salc Price is fully paid. In tlsc event that Euncls arc not allocated as provir[ccl abova, and the I'ssrch:ascr 3s 1rsn,s€~lt; to in:[~-c Farther payments antler this contract bCyOn[l tilt C11C11 Cnrl'Crit r`15C:11 Period, ri;tit will, ~vrthin a reasonable time after the end of such Period, enter and take the machines from Purchaser's premises and kill retain all sums prcv'sously paid by Pur-. chaser to trt~t, consisting of the Cash I)o+vn Paynscnt, Deposit (i.nclucliug accrued `interest} and Pcriodie Payments; pro- vided, ho~vevcr, that upon Pierchascr's rcgtiest, Purchaser may retain the maclrincs duri,lg a reasonable conversion period agreed to by teitit at then current rental charbes, hecinnin; on t€sC first clay folio+ring the last Fiscal Period for which payment has been made hereunder. IE rice machines, aE the time of repossession by ts~:, are not 3n a~"eraaC boOd con- dition and appearance for machines of their age and type, fully operational and in good tivorking order, ordinary tivcar and tear excepted, the Purchaser shall reimburse snit for the actual time and matcri:sls, at tn~.t's then current rates, upended by trot to restore the ma+:h~rres to such condition. The machines shall remain personal property, not became part of tlse freclcolci, and be 1:ept at No. ._~ Q-L~~LL~ O~ov~_J.le , I~ti~tte ~ C~1~fo~c'n3_a (City) (County) (State) General The Purcif:;ser leaving been offered tlcc choice of pnrr_hasing at the foregoing Cash Price (phrs applicable taus) or at the Total Timo Sale Price, has elected to purchase at such Total 'l`ime Salc Price. 1Lny credit issue[l Eor the delivery of traclc•in ruac'.sincs to ttsat. by the 1'urchascr or guy crcclits and/cr dc;+o~it accrurd by t€rc Purchaser under ar3 Ol,tion :igrcement For P[rrchasc of IP1f ~f:[clsir-es v~•hiclt is converted to this plan nucy he at,plicd ag:sinst tlse Tots! Cash Payment. This Is;st:rElrrcnt P:rymrnt clgrccmcnt is not assigrralrlc by the Purchaser; rr,r7e of the mach[res n+a}' br. lr:a.cd, a~sio::cd or transfcrrecl by th[: Purcliascr. ~1ny. aUCrnptc[l as~igrunent or Erau~[cr by rite Ptlrcha~r:r a( uuy of eigl,is, [lu[io~.or obli- gations of ibis Irsta]]]]lt:nt 1'ayinr:iit el.t;rcansent ~+•ill llu a Ilreaclt of tlsis contr:sc:Y alltl u•itl result in tcrmislatiun of tllc 1lgrccmcrtl a~sd rc;yussc~~ion of Ehc nsacltirtcs Iry ]ual, vrith al'1 znonics gait] to be cons'sdcrc~3 lsartial con:pcisscttiou for nia• clrinc List: to the d;ltc of such retwsscssiun. • The I'ur~~ha,cr gotten to acstsntc frill rc~•pousilnltt}• ft}r ::11 Lases and other cliargcs ;ta}~ablc in connertiutt Tritls this Anructncnl aril to pay thcnt grunt;t[ly to tlsc go~•crnmcntal body or abt:sc}• tirliicls ]cvir;s or .tssesses silch talc; or cllarpcs; csc•c;+l filial as}~ raze; `chick the asscsrin~ hurl}- ur agcm:y- is not • empov,-crcd to collect frcun tlsc Pttrch2scr must llc paid !n [r.~T in full on the d::tc n[ installlatinlt of nc++• ntr2~hitx:s and/or the efl'ectivc daft of purchase 'of inst:tllcc€ n3aclrincs. -- The Purchaser agrees to pay reasuaablc auornep's fees fo]• enforcing I`iaht aflcr the Pttrcl3asel•'s default; and to satisfy "all liens again=t the machines. Time is of tllc essence; If ally ox tltc.I arch:=.s(;r's payntcnts are not paid prnntptiy when due or Ii the maclTincs or any of tllcltt, he rentavcd, destroyed, or encumbered, or if the I'urcltascr assigns or d€sposcs of any Iegal or. equitaLle ribltt, interest, propcl•ty or special property right in tltc Inacltines, m• ally of them, this tlgrecmt:nt will ~'• har•e bec,n breachccl and ]sx mill: {Z} retain all monies }]aid ITy Purchaser, which will be considered as partial C4n11)CnSaGoT1 for n3achine use; (2) take tllc 3nacltincs front I'urcitascr's premises (and the ntacltines may be sold ti+•ith or .TVithout notice 'at private -sale or at fiublic sale, with or without ]racing the machines at tttc sale, at u•]tich sale Ir.~I or assigns may purchase} and (3} pursue any other remedy permitted by 3an-. "-Waiver of an}• default shall not lie a waiver of any other default; al] of I>;~r's ri;hts ltcrcutlder are cttnlulatir-e and not alternative. . If the snit price for gay machine is adjusted as provided in th AgrceluenTrltcrein referred to, Item; ~To. 1 iltrougll No.~ on• the fai~.hercof and the payments hc]•ein agreed to bt'~,,~tid steal ~11Uadjustcd and this Installment I'aynlent _,._. Abretsi}tcnt sltall`'lic_itmeudcd accordingly. t-+ ...- ~N ~ t•'- ` `^. a= r :• f ~. ~: Received h:}=:I1311 at__Sacr-~.Inon.ta-,--Cali~ox=nia ra Ditte_.. _......_ __..---- ------ --=-------------------------- • TI;Ri I3rznch ,rr:snagcr tlccepded vy: I31tGF'ztoil!a31C31. ~Ii~1Ftt355 1`~Taehint:s Cnrpor~~inn DY°---------------.----------------_--____..____--------------- Date--------------=------------------- --...... _ _......_..-___ r4•itncss fu Sclicr's Signature --______---.-____-- rVilae~s to Sealer's Si~maturc 'i•hc 1'nrcltascr , css to';yrocul-~ and nutiniai,~ G1•c in~uT- ance vrith cstcitdcd t:u~cr:y;c on t1lC I1lilC'h313t.•8 fUl' till: full insurallle ealue thet•aaf for tltc life ~o[ this ]nstall:ucnt 1'a}•- nlcnt a~recmcitt, the pu.lie}• Eor such iu~urar,cc being cnclorscd to slto+i hiss "pa}•:~blc to 11:11 ant] a..~iAna as rc~pccti+•c iltteresis may a;~;scar. 1~ ailurc h}~ tltc Purr•lu,scr to obtain such irssurance r+•ill be dcclnccl a clcfanlt. Ligon rcqur-t a ccrti icatc of suds insurance ti+'ill Lc ftu~!isktcd to ns~t or asssoms. I[ au}• of tllc pruvi~ions hereof arc in conflict rsiil, any a;~;tlicablc statatc or rtslc o[ lar;, then such provisions shall be dectned htopcrativc to the extent that they nT;e}• conflict tltct•e++~itls an(1 shall ]ac dccnlc(1 to be n:n(€ificd to cursform ~+-ilh such statute nr rule: o[ la~v. ~'llis fnsta111llent P2E)']I1Citt tl~reen~lcnt xncl its attaclrc(11~'orE:sllcct ItI1C1 tl]C f1,;•'t'Cl;II7C7Ilt 1lCT'CIII I'L'- fet~I~ecl to z-clat3TTg t(1 the l)ltl'l;l]aSC 1l)' t11C 1)uI'C:lI:ISCl of tllc Iuttcltitlc~ cuzl~titnle a single itarcctncllt allcl tlT(; CiTtlT'C itgl'CC1I]Cltt llctrti'CCIt tIIC 1'tII'C1lf1~C]' allCl n3~t r~it11 I•c~l)cct to ilTC.lltzrellasc ~ultl sale uf, ztll(1 terIIIS of pa)'tlzct3t f.or; tltc Inacllines li:iccl iTt the said f1;;reczzlezit. f'lTC .tcrltis alit] contlzttalls of this rlTsttt1111lCIIt lea)-111C31t:`~gt•oeI>.7eIIt sllitll T)rcr•ail notrti'itlTstanclillg atTy r'3lriancc rtritll tl:e tCl'I11S-and cOI1C11t10tIS of t11C Salil t1a1'CCII7Gilt. 1rOTICT' TO TFils PL'RCII.1Sls'Ii I. DG 1101. Slap this colitract l)cforc I'otT teat] i! or if it C013ta1T15 x311' l)lrt1TI::11aCCS- 2. Yoll arc entitlc(l to aT3 enact cop)- of tltc co3ttract l-ou sign. 3- ~Triu Il;li•c tlsc right to pal- otT in adr'at3cc t11e trill a111ount clue and to ol)tailc a partial rcfllnd of the ehar~;c fo1• interest., TIIB PUR(:IIASI~Ii _1C1:\O~;'I.I~DGES PECI;IP'i' or a TI~uL col~~ oI'' •rllls ~acrllr1l!:~`I' A.\D '].'1~EIr: t1T`I'_t(:HE1) ~l'OlI]SIiEL'1, :L1I) TI•IE AG1iLEilIL1'T H1•,RLI~ Iil?I''l~:liliTlU TO. ` '. ; r,~ ~~ l `~- ~~r-r~ _ _ t ~--•~•~------~ w----- ~~~ ._...._ PY----- CQL3Xll-X---O~~_13L3.~~~------------------------- Putcha~cr Ullicee's Title ....- .. .: '.. - _!. .. . Date--'~`~ ~!_~-~-:~-u~-l~`2`_~`^ ~-----____..______..___1 ...~ _ -Y- .. ,l .. - ~ ~ 1 1Vit1icss to Z' rchii>:i'fs Si~n::ture ~.. --_ l ... 1Vitnc» to I'urcl~;:scr's Sil;n3turc tzo-i~~c-o 3 - ~:~ OI .~ ~ O C1 ~~ I' 1 C Cl C nl a ~~ r s r I.{ ' `'-~ ~~ r_ •- ~ E ~C ~~...ee ~ FBI [J rrr-a F~+S i'•~ ~i ~~ 4 ~ - z ~~ ~i : ~ ~ . ~. ..., Ic ~ ~ n ~ G M M i+H ~ . ~ ~:K~ - r ~" M.~S r~ ,a,,, '- -.. d ~ ~ ~~~ - .. ttt ~~ ~ ~ r r~ C~ L3 N-~ - T~ i '~;. t ~ { ~U Q3 ~b-~ r.1 ,y,,... U] ~,: a r' :~ ~'~ ' ~:-=~ O ~' r~ r-~ ~ N r~ ~ i~ ~' `` ~~ ~ r{ o v t v } v t EE U .-~ r ~ ~ EE X ° G ll c~ ` (.. ' X • ~ H ff X p{~ EE II .~1 ~ r o EE . p U ~ EE ~4s ~ ~ '~ U O P~t M ~,~ U ~y P. U m f~ ~ G /-"~ •~ ~ ~ F' ~~ v "cS ~ ~ C.^ i=7 G: ~ C F' ~ . o ~; I „' ~ u ~ CCl N M if'~ la i~ ~ w -f' C~ C]'~ M N r~ M a c :' ~. pp 47 ifl N Gl M ~ w ~ M [~ O M M ~ F] ~ + ti ti ti ~ ~ ~ ~' ' r-~ r.( r. r~ r~ - c- z ¢ ~. °' w iu z O `' ° ° o +- O ~ o ~ s ~ N ' U ~..J O ~ a .. ~ c~ i N cm ~n U w a d z ¢ - i n ~~ ~ ~ N ~l N ~ tf') GU N r-~ N rl ' ~ ~('~ !C'1 Lf'} Lr} C ~ O ~ Q Q V ~ ~ 47 ~ ~ rn C 6 LfF ~ ~ ~'-'-j ~ k. r- N l~ ~ l9 l9 N ~ n n ~ O O O O O N ' O .- . -~~' ~ O O O •c~ o a r v o~.~ ~ . r, [ U O • a'` ~ Gl E~ M~ ~s. I ~ - ~ ~ u ! ~ ICI v ~ ~ ~ V xl7 ~ c "" ~ C~ ~' rr ^^ V ~ .~ C ~ ~ ~ v ~ CC V v Tn v) .. ~ ~ . ~ O i~ U ~' ~ cs ~ c .~ ': ~ ~~ ~ , R, ~, v ~ ` ~ ~ -~ ~ O ~ (~ VU I ` I ~ r r - t ~~ U O S~ F` .v. y y U ~. ~ - ~ ~ o w. _ Cti C. C .~. ' U i.' ~ O ti ~ O -O 3 ' t-4 ~ V L7 u v a` 4+ 4-+ ' ~' C O O O O ~. p j U n . ~"' N +~ k 3r 4 .+ L e5 ~ S; U G =~ U ,~ a c,~H~l~~`r_. W C7 fl z o d ~„ a w Q O O G? O p a b O N ~3' lD ~ ~ ~ ~ n m O ~ r'1 ~ ~ w c N r-~ 41 6J T~ o 0 r-I l~ N O~ cl+ ~p ~ M r-'1 W'~ p ~ p o.c..°. 4 0 0 o s~ .1 a. w O ~ ~ 00 OJ C'') C ~ a~1 N ~ ~ >- N ~''? M M M M ~ R ~ ~ \ ~ t A ~ ~ ~ JJ ~"4 ~ ~ ~ N O ~. .~~ ~ z O ~ ~ t~ ~ 1'--1 O r-t N M mot' ~',' .. b O O Q O ~ M M M M M M a Lfl C~ L~7 L¢ C~ O O C ~ ~ ~ ~ ~ ri L ~ 0 F- fl 1- ~ M ~ M 0 h F G V 4 ~ O ,...{ N M ~S'- ~ ~ ~ ~ ~ ~ ~ItiQT'l~tF_.;i?G:.~4~ ~us1?.I~:~S 1'~f~_~11.` --~ ~~~s~'~lG1'.~:i?.i~n ~I3~~ l~ain]ctF:tncc iSa;'CO~7lcrlt To: ~t~]e~•raliESna~ l~usincss 11lacltiitc, Corl;ornliat3 Prsnch D ticc ~tdc[res~: IPi Corpoto.t:i_oaz 520 Caf;~:tal iia11- Sacratze<~to, Celifo~:a.~i~: 95814. iVa=.:sc end Address of Ctca[oralcr: County of Bu ttc C OL31 ~I] OL! ~ C Oroville, Cali3 orx~.l.~t 95965 " flrntarrl.•, ll~crr: ~'orl~ IC15J~1 Rcfcrt~ncc:.0.;rccnic;Ftlo.: ' RCVLFlUC ltr. OiI. Na: ~ 14 Serti•icc Ilr. D(l. ilo.: 376 Customer i\o.: 13252-DO Scn•icc CoFO:rncnccnlcnt 1)a[c: iBnz aorecs to maintain the ;i;acl;irles artcl feats:F•es {calkcl ti7ac13iue or roael>ines), listed below, in accordance titi~ith tlFe follotiriuo pro`°isioFrs. • il~IaclFine Uscr/Location Cau~~ty o~ );utte Courthouse Oroville _ Califa-rnia Name vE Ustr Strcct Ad4rass C[!y Stntc Scria] No. 2~~.1-~ 1o~.2s 231.:1.-1167 5 2311--12039 2841-31822 l~Iinimenn l[on[lFly Periods of Maintenance Sereicc r1c i1lod::l/ i~laintcnarrcc hlon.-Fri, Saturday- pCCiu] 1' Ca[LIrC Croup C]Fargc Nc. Hrs. From Opt. Pct. ~ tro. Hr;. . Fro:n Dpt. Pct_ i ..001 C ...::.55.00 24 60% ~ 24 15% 001 C .. -55.00 24 60`/, ~ 24 15% E 1 r " 001 C ..55.00 24 b0% ; 24 -15% [ 001 B 56.00 24 .45% ~ ~ 24 11% 1 TOTALS aila3Fi]it}' "Sunday No. Hrs. From 24 211 24 24 ! i 1 1 1 I I 1 Total Total Optional llontlFly ]at. Pct. Percent Char-ac. i 18% ~ 93% 1.06.15 18% ~ 93% 1.06:3.5 i r 18% 1 ; 93% la~.l5 14% ~ 70% 95.20 413.65 There sll:Fll bc.arlilcrl to 1110 c1Far~,es hro~•ic]ccl for in tbi.. _1~t•ccrnctFt aritouFtt; cru;rl to a:la• t.~krs, 1Foti~:evcr dcsi,r~atcd, lcriecT or basal oFF . stsclF clrar•~es or nn ll:is rlarcentenl, or un tflr cc:~•iE;c~ rcnrlcrr:E1 or harts 5![1)~)E1C=Cl 1;[I1'Sll;lFll 17r;rL'f0, 3[t('1!1(lrft~ it:ll8 arrd Focal lrri~•ikc~c or ercise taxi's based or. y~:~c;cs t-crcnue, and .auy' taxes ar an:oar's, in li~.u tElercol haul- or lea}'trblc b~• t~~[ in respec[ o[ tl;r fr~re~niFF~, c~rlusise, hoirc~°cr, of t;lxcs bay::d an act income. illarrtlrl~• clrar~c; Bill b~~ irt~~aic~cl'as nl' tIFC f r,t of rac•lt nu>FFIIF. I'a?•n}eat is dl:~. s~-itliin tlFiri~" rla~•s o[ date of invoice. 1'lcasr. send ell eufrrrrurr:icr.;iars to zr.zt n.: its Grarrcla office r<<~t'ress lisccd rrbaer unfrss rrr,>;fed 10 the c~~rFrrrrry. I20.O777.7 ~ - ~. .S - ~. Ct..~~TVi~t~F1 - ~'ertft ref fl~recuzerr~ 'his ~grc[:rnct~t shall rem:tin in fur.•c, rxc[:pt :ts othc:t-n•i=c prm•id[:cl, fns at lca~-t unc year fretn the elate: nwnlltly main- ten;tort charges comnn:ncc for tltc fir: t tn:u•hine to brcnntc stthjer_t to the=c chat•oc?. i1l:tintGn;utic eft; r~'es for a tuachine kill cottrnrnce nn t}se ~t:ttrd @Cr1'fCe COrnr3lCRCr[nrilt date or the; day fc~llot:ing the Iaa day of the ~rrvi[:e trarr:utty perical, tvleichrvt:r is later. 'l'he :lgrrctnent may he trrmrni:tcd prtur to the cud of ilte first yritr b}• either party lsy ~=i~~in;; three tne;ntlt=' prior a~ritt~~n notice. It nut }• Ise•tcrrninatcd at the rod of the rirt year, or thcrraftcr, by either party, provided one montL's prior tirittcn notice has been given. The Custotncr [nay tF1tIldFiltS' qtly milelttltC (rum [Eris _lgrrcnuut at any time by one nr~tntls's prior tcrittrrt entice. tt:~t mad trith[h-aty any macltinc from t}tis :\grccment at the rtsd of tltc firsE year, or tlu>rc;lfter, by o:te tnuntlt's prior ~rritten notice. ;llainlcrtance Scrriice flrrrilrrl~ility tti>t aurees to provide maintenance service availability dttr• ing the periods selected by the Customer to keep the machines in good lti"6rl;lnp order. This includes: (a} Scheduled preventive ntainteitancc. The schedule •,-will be based upon the specific need, of the indiviclttal rrtachines as determined by roar. Preventive maintenance K•ilI inchide Iubrication, necessary adjustments and re- placement of un=crviceable parts. . (b) Unscheduled, on-call rcmeclial maintenance, inclttd- ina replacement of unserviccabie parts. Parts hill be furnished on an exchange basis when installed I3y teat service personnel and [till be ncty Bart or garts cttuiva- lent -to new in performance when used in tllese machines. Replaced parts become the progeny of tti~t. Charges for Periods of nlainlenance Service ~Ivuilability A. The minimum montEtly maintenance charge entitles the Customer to weekday maintenance service availahi]ity during any period o€ 9 consecutive hours bcttr•ccn the ]tours of 7:00 a.m. and•6:40 p.m., daily, Monday through Friday, as selected by the Customer. B. 'i'o suit his z+•ork schedule, the Customer may select, in -lieu of the haitrs availaltlc for the minimum monthly main- tenance eharoe, one of the follotcina optinrtal weekday periods of maintenance service availability for an additional charge: I. 9 consecutive hot:rs, daily, itlanday tltrou~;h Friday (until-8:00 a.m. on Saturday), any part of which is outside the hours of 7:00 a.nt. to 6:00 p.m.; or 2. I2, 1G, 20 or 2~l consecutive hours, daily, Monday through Friday (until 3:00 a.nt. on Saturday). C. In addition to the weel:clay period of maintenance _service -availability selected by the Customer, he .may alto select one of the follon•ing o;,tinrtal periods of maintenance service availability on all Saturdays and/or Sundays (until 8:00 n.m. on the foflov,in; day}, For an :tdclitioeal char~r: 9, I2, 16, 20 ur 2~1• consecutive hours D_ Thy hours of m;tintr-u:tnce'servire asail:tbility fora ma- chine on _lfoiulay throp~h Friday shall ]re the ssruc each day and the hour4 on Saturday or Sunday shall be t€te same hours on all Saturdays or Sun{lays.. E. The cltaroe for any optional period of maintenance service availability is l~asrci art the tninimnm monthly nutin- tenanrc chsr,«t plus a tterccntarc of that chart;c. "1'hc pcr- renta„e dept:nrls on the optional prriocl selc,ctet[ and the machine ~rou;t in tvhic•lr the macftiee i~ included. 't•he:ac per- ccntagcs arc ;ct forth in l::xftibit =iE3; `which is attached to this ~\grcctnc:nt.- •' F. 'I•]t~. Cts~totncr tray rlt:tnnc his ~rlcctctl ttcri~xls of ntain- ten:tnrc sc't'ri[;,~ :u-ailai~ilil}' at tht~ be:ginuing uE asy calrutlar month 6y ;;loin[; rust lei [lays' tu-ior tvrittrn notir.c. G.:Ill tn, chines contpri~in;; a =inelu ,y=ta•nt shall have the same prriocls t?f tit:tiittcn:uu•c acrvit~c availability. bur this lutt•ito=r., a sinelc st-~tcm is defnrd as a t:untbinatic>n of tna- chi:Na containing ni:l}• one central proms=inb unit and inter- ctinnecta! lay ltt}S po:~c.r or signal cables. li. 1[ the Custwucr rcgncsts un-rhrdttlcd, nn-call rcntcdial mainii:eanre to hr per€t~rntr~d at a titer trhiclt is ctttt:iclc the ;elected prriutls nE maintcnam_e =rrvicc availabilit}•, the scrcice toil[ be ftu•ni~hcd at last's standard hourly rate; and tet•ms torn in cllec•t. Travel time and rxp?~nscs are billallle. `l'ltrrc is a ntieintum cltart;e of unc hour inchtdinp travel lime per utst shift far calls t::lccn tt•itltin n,st's nuruta] t,•ut~tiina ltotrrs, ant! ttti-o hours including tritrel time, per tn~z shife fur calls taken outsiclc of tt;~t's normal tt-oring hours. ' I. X111 c}targcs sprcifir:d are dtuse currently in e(Frct and are subject to change by three months' prior tvr•ittrix notice. i# the char;cs arc increased the Custotncr may-, wt the e[fective date of sttclt increase, terminate this A;recmcnt or tvithdraty from service .ley machine affected. Otherwise, the nets charge slsall become effective upon the date specified in dte entice. - ,1.. Charges for a part o€ a calendar month trill be prorated on the basis of a thirty-day month. lllachine Changes - - Changes in machine specifications, attachments or features may result ht an adjustment of the specified tvinimunt monthly • • mairttetiance charge. Travel Expenses Travel exgcnses of [[fat's custotrter engineers twill be charged to the Customer as follows: ' I. within the lmtirs of maietenance service availability, customers located bcpond I5 miles front [oaf's nearest branch office, sub-office or resident location=-all expense incurred for travel beyond IS-miles from sttclt traz location. 2. Outside the ntaintenancc service a:•ailahility hours, but txithin tint's normal workin„ hours---all expense for travel. `l'he mileage billed wilt not excec[1 the distance to gad from the trtat branch aflicc, sub-o[lice or resident location. 3. Outside ltodt maintenance av:til:tbility hours and [oat's normal [socking hours--al] expense for tracul. Other Service IL'Iten the Ctrstomcr rertuests service outside tltc scope of this ~lpreemcnt, it toil! be ftit-tti::hed at lr.st's apt.tlicaltlc time and material rates aucl terms then in cElrct. I'xclusions Service dues notincludr: (a) electrical work cttrrnal to the mnchinrs or main- tenance Of arrl'SSOCICS, attachments, machines nr otfter tlevice~ nut farni~hed by lust; (b) rr;[air of datnagr, resultinp from u~:c•idrnt, transpor• [aline, r:ra~lcctor eiin-e; failstrc u{ rfcctrical puts•rt•, air concfitiuning or lutmidity control; nr ca~tees other than ordinary use; - (c) fnrr:i~hin;; pl.lc:nr, suit;riic:~,- ,:r~c:soric.=,; Irc.intiri~, or rc[irsishitr~; thr; suachinu~. ur fn iic~€; rn;tlt•rial lhere- for; nl;lhirtn 1;;~CC:~iCailUSl Cll;!n~SCS ur pcr(urtrtint; ~crricc< cottr.ectcd with rrloru[ion of tuat:lsinr=; or adclitig ur rctnul•ino :tcccs:n•ics, a[tueltrncnt~ or other c!ctiict:~; turd (d) such scrl~ic:; srlticls is iurl,rac[ir•al for rant C:u~tomt~r Tsnoincch's to I•cuilrr hcuusc u( alteraiiuu~ its 16c; rna- cEtirtcs ur tL•cir cotsnection h}• 3:3ccis;r:riral or- clcrariczl means to a;lutlscr nuil;ltirtc ur dc1•ici:. ACCCSS lD Ir.;raclciftCs tF:at steal] ha1"e fall aitd frr:c accts. to thrz ntacliit=c~ iu ;ira- vida scrricc tlt:;rcun. Tf ;:er~crns other than u:at xc~,re~cntaiirc shall ~tcrfurt:r maintcnalncr, nt• repair a nrtclsigc, and as a result iurtlicr rrpair h}• Ft:~t is ter;nirrd ;u rc~lurc the rs~~satine LO grtod O;iCrtltlr3r; C'Ull(lli.lUiL Ali^ll ]'C;i;lii'~ 11111 hC: Il1:I l; t'- i1t mgt's alt;slicl:hic tithe and rnateria[ rate; anti tents., tlsen in effect: " $n~~irccrirry GJrargcs-IrtstcrllriliDrr rrnrl Cnrt'rD1 All ctagirtcering clrangr~:, 1rlClliClln4 SAfet}' C11,113~L'a, as dctcr- mitrcd nccess:lry h}- ir.at, will ]r~ controllccl tsnd instuflcd ]ry teat or. equipntcrt ro:ctrd L}- this 1Lprcen3rnt. If iota] engi- necring ch~ingt: ii:staiL•tttolt and Coutro] is Ilot desil•t:d, initial either bos below ar.J engineering chrtrrgc installation and colltro] ~1•ill he furnislrcd as indicatccl thereby. i`..Onl;~ safety changes zril] he insta]led. Ctrtortrcr nia}~ specifically regncst un}- other engineering ch;{n;c, tirlsicll y1-fl[ be installed if ~dctcrnrined necessary h}• ie~t. ^ A]I enginecrin cl:angcs, including safety cha3rges, as deterrnincd neuessar}• h}• twat, 1l•ill he contrnlicd xnd ir3- staP.ed by !r.at on egaiptveut co1•ered h}- thi= Agrrcrnent. --°except egai;anent listed helot+•. On ticlt c~uipment, only safety chttn ;es 1s'il] he in~ta]le unless Costumer spcri- flcall}• 7rc.qucals am• other engineering ch:nlge, 1V-hrcls will tFren be itwtallecl if dr:tcrntine necessary lr}- Irsl. ~~~ ~~~ -~- ~~ ~~ ~_ ~~ ~.. ~; ~: - ~..~ ~ ~ ... ~~ - ~: ~~: CC- L _, tr L~ VJ ~- rr V Receive by T}3_l1:tr..~aezatsie~i;o-?...CZ~.z3:.o.xn~ Acccpterl. L}': IntEa~~I~.~i31.c~.~ F~?Si.P_4'a5 1•'i3C, 1T'tt`S Gt3r~~UrUfi~rt T3}•----------------------------------•-------------------------- - - --------------------- YF: F:r;~,nrh 1ln,ui;:Cr By----------------------------------------------------------------------------------- llu~ t c---------------•----...................._.........-•-----------•--..__..._..---- 3xo-o~77-3 3 ,]risccllrnc•DUs !'hi; il~,rec•mcnt shall h.- ~o1-e:rnetl h}• [h:; l,nrs of the Stttie of \c1ti• ~`ork. it r~i~laccs an}• ;u'o1•iutis ll:tiirtc:nnncc Agrcc- mcnl for thc~c tiracfiinc>.•1[ curt_lilrrtc, LErC entire .I~;rCCllrct:[ hctsrt:crt tic Cli~turncr and trat fur tlir; rc;,:sir and ttntintcnan<,c u( thL matarinia. ]t~ Ir~rms and c•anditiun~ steal[ prs:rail hutt]rl tltcrc he au}' 1':Lr1:illCe r:i:lr the tcrr~s~ and eunuitiuttz of ats}• crdct• star,ri's~k•s,t lr Ilse Cu=tooter for the repair or 3a;tinlcm:uscc of the maclti33cs. Eitlscr purl}- nut}• tcrsitinate ibis Agrr:crncnt at an}- limo fur f.tiluro of Elti: other to culn;il}•.x•it6 an}• of ils tcrtns arul coriditiors. tt:~r i= na[ r•c~puts~ihle for fisilnre to render scrl'icc due to causes beyond its cattrol. '3'hc Cltstanscr rc;,rC•~cnt; iltat ]tc is the oltincr of the nra- chiires subject to thi> -lorcc:ment or i[ not the ol;slcr iltat he lta, authority to enter into this ilgrcr:mcnt. ` r . , - .~o~nty_ of Butte C ao:,,cr ,-~ . ^, .. ~~} .... .............. ................... 1._-.-. ._ ..-..._-_-___._- --__-_-- - ' --{-- 1 ~..... : ; ~. . oriccr ~ Titia C' ,. ~ r ,,/ cus~-~c~~~~_~-~ 1 2 3 5 6 7 8 9 ~.a 11 12 13 1? 15 16 17 18 19. 20 21 22 23 ~, t~~'~i.l'~E~l i~~',Lil ID :~:~_~ 1;?!'I ch.`1 =nn_'i~y ~.ZJ THIS AC-R~~i-~"iT suppler,ents and an:ands the attached a~;reer~ ~_:t for purchase Of lns:tallec~ l:a'i Ii1~CiliT12S and installii:ent payr:l~nt sgreen~ent, \o. .dated 5epCen:ber 30, 1969 Eby. t~'e~ Internatio.ial Business i'~:,Ch~nes Corporation, hereinafter Called "I,B~~i", and Butte County, hereinafter called "thy County", with respect to the IB~~f machines and features set forth in said attaches. contract. ~'he County promi ses to pay in fu11 payr:~ent for f~.scal period Va. 1, within thirty days of :the effective date of-the agree;~ent, and to pay the payments for the remaining fiscal periods as set forth in the :installment payment agreement on the first business day of each fiscal period. The County also promises to pay the deposit set forth in the installment agreement. P?ot:•rith- I! standing anything to the contrary in either the agreement-for purchase or installed IB~~f machines or the installment pay~:':~r_t agreement, the followin; provisions shall be applicable to said agreements: . '• 1. State of California sales tax wi11 be paid by the Count, over the term of the agreerr:ent as follo~~rs: The amount of tax applicable to each payment will be paid together with each payment, in accordance with the attached pay~n plan. 2~. In the event the County elects to pay the remaining balancef 25 due in advance, thereby compietin~ the agreement, the amount of 26 tax applicable to that payment wi11 be paid together with that 27 ~~ f ina 1 pa << ent . 2g 2, Title to the machines and any replace:ent or additions , 29 shall r~-~V in i n I52I,and_ assigns., uati 1 all payr:~nts-are raga. In 30; the evert that funds are not a17.ocated as provided in the az`are- i 3:1. 'I L''i~ntlOried a;ree~:ents, and the COLlnty is .unable to ma?~e furtho~ I~ , , 3?, ~~ 'pa~~nents under this agreement beyond the ten-curren* r"isc~?1 perioC, :I ~~ , ~ , ~i ~ ~ I I€ I (~ ~' l i 1 I}S~1 will, [,ithin a rc?.~,SOnab1G tai:?O, ariE?~ t~l~' ~-'Cld Oi suC[l pcL'10L!, 2 ent_r and ta?~.e the m~Chines from .tile County's ~rerlises an'cl shall 3 retain all sums previously paid by the County to IB~I~uncl~~r this e agre`r,~==nt; pravid~d, hoisever, that upon the County's reluesf_, t h.o 5 ~ C'ounty nay retain the machines d~~rirg a reasonable converstion 6 ~ period, r_ot to e::ceed six months, at then-current rental charges beginning on the first day follo:rino the last fiscal period fcr 7 8 ~•r'nich payment has bean n~zde hereunder, 9 3. Credits accrued by the county under an aoree~ent'for. Za_ r-erita~. of Iii machines have been applied against the arlount other- lI ~,.se due on the effective date of the agreement. 12 4. The County shall have the option, in advance of the 13 completion of .the term of this agreement, to purchase the machin`s ~~ and equipment hereinabove described at the beginning of .either fiscal periods 2, 3, G, or 5, pay the total of the remaining ~-r 15 P. and interest accrued ther~•{~~ 15 'if?ents less any interest and less the amount of depositz'(not y~e,~ 1,7 applied. Upon .such payment, the obligation of th? County.hcreundo= 18 .shall be satisfied in full. and title to the machines and eq~:ipment 19 shall vest unconditionally in the County, if such option shall 20- not have been exercised by the County, and provided all previous 2Z -payments shall have bean made, the payment of the amount due at 22 the beginning of fiscal period 6 shall cause title to vest in the 23 County unconditionally and the obligation of the County hereunder 2a. shall be satisfied in full. 25 ~ 5. Not[~ritns~anding any other provisions of the installr:ent 2~ ~ pay:~.Pnt agree~~.ont tothe contrary, with reference to the tir:.e of 27 I!! making any payment, the County shall have the right to deer for 2S!I not more than two calendar months the making of any payment due 29 ` on` July 1st of any year if the legislative body of the County s=:ail' ~ not rior to that date have made its a ro riation for ~--~ent 3o P ~ PP P P-r=~. 31~ of the ~.~nount due on that date, provided that in-that event-the ~I 3.2i~ amount due on that date shall bear interest thereafter until the •. • ~~ 2. i~~ ~ ~ . 1 date of p~yir,ent at the rate of 5/ per an~ium if the appropriation I 2 for payiT~.ent of the amount due on that date shall subseque~itly b~ 3 made. If the appropriction oz the amount due on than.' date is not '~ Wade, the maci~i Wes shall be deen:cd to have been placed an rent at 5 IB`~I's than current charges until they are removed by IBM in accord- 6. once tvitll terr~~s of the installnr~nt sales agre2r~ent covering sucYi '! noncompl~~ance. The tern "then current fiscal period", as used in s g this agreement, sha11 mean the latest fiscal period. for S~,hich the g Legislative body of the County shall have appropriate funds for a lp payment due under this agreement. 11 6. This agreement, the installment .payment agreement, the 12 agreement for purchase of installed IBi•I machines, and the s-eparate 13 maintenance-agreement for-the maintenance of the. machines covered _14 herein, shall~be governed by the laws of the State of California 15 applicable to such agreements, rather than the lags of the State of ;,16 idew York. I7 7,. The parties have determined and hereby declare that the lg payments hereunder attributable to each fiscal .period con~aencing lg' with the fiscal period beginning October L, 1969, represents no 20 more than the fair rental value for tine machines and equipment 21. during such fiscal period based upon IB?I lease charges in effect 22 on October I, 1969, 2~ 8. Wherever the terms "installment payment agreement", 2[i. ~'COntraCt time balance", "net Contract t1m2 balance", ''total tlme 25 balance price", and "periodic payr:~ents" are utilized in the 20l attached installment agreement, they and the agreement itself is 27 to be construed es a Lease with option to purchase, as d=fined in 2$ the case of Lagiss v. Contra Costa County, 223 CA2d, 77. 29~~ ~9. This agreement, the atta-shed installment pa`~~~nt 30 I agree«ent, the attached aoreemen.t for purchase of IB?'i machines, 31i .constitute a Single agreement and the entire agreement beti•;2an 321 the County and IBri with resp^c~ to the terms for payment of t~:e i; 3 3. 2 3 i Q 5 6 7 8 9 la 11 12 13 14 15 is 17 Z8 19 20 G1 22 23 2r- • 25 26 27 28 29 30 3I J~ machines listed in said a~rement. Provided further that the cer.•~:sj and conditions of this anendment shall prevail motsrithstandinq anj• l variance ~•;ith the terms and conditions of said instalment pay:.•.~nt agreement or said a~ree-~~2nt for purchasz of instilled IBM r:.achines. DATED: . ~ ~ COUP Y OF BIDE ~ Y ~K PecKILLU;~; Cha irn:an of .~ the • ~~,,,,d~~ ~ ~utte County Board of Supervi sons _ _ _ .... I ATTE~1. CLARK A. ATELSO~', County Clerk . and ex-.o fficio Clerk of the Board of Supervisors By tom- ~~~. ~ ~ -a- .~ - ItITEP"AT IOP?AL BUSIixESS 1`L=1CIiIi;ES CORPOPATIO~I By FE Branch Tanager Date ~~ By IBP~ Branch P'Lana~er ~~ Date Quotation far Purch~~~ of Installed II3NI NCachinss ,~ Customer iQame and' Address ~:~-- l COUNTY Ol' I3IJTTE ~ • ,s' ]Inquiry No. Gustomer No. Page Of COURTHOUSE ~y 374-7024, 7021, OROVTLLE, CALIFORNIA 95965 7022, 7023 13252-00 1 - 1 Date Prepared Etrective Date of Quotation Quotation Expiration Date 09-18-69 __ 10'-01-69 10-3~.-69 Type Modol/ ~ eClal l' eatllre c Serial No. AvailaUle Tnstaklment Paymeat Net Purchase Price (Exclusive of Taxes) Minimum htonthky Maiatena:ice h Jp Term° argc C 0029 A22 B$928 60 months 2,579.00 1$.75 0029 ~ B22 G5231 60 months 3,653.00 19.75 0029 B22 H0471 60 months 3,656.00 19.75 4429 B22 H4474 60 months 3,656.00 19.75 4428 B22 J6551 60 months 3,965.00 14.75 0029 B12 22590 60 months 2,199.00 17.75 4028 B12 22735 60 months 2,199.00 1.7.75 0029 B22 3781.3 60 months 3,050.40 19.75 0059 002 25285 60 months 2,709.00 16.75 4458 002 25286 60 months 2,709.00 16.75 * Suhjeet to Credit Application approval. TOTALS $30,375.00 $1.86.54 The prices stated herein are for your information only, and are subject to change until an unaltered Agreement for Purchase of Installed IBM Machines, signed by the Purchaser, and accompanied by payment in fuII (or the down payment and an Installment Payment Agreement approved for such purchase) is received by tsn~t at its $ranch Office. However, such prices are subject to verification and correction if necessary by teM at its Regional OfhLCe prior to acceptance of the Agreement for Purchase of Installed 1BM Machines. The Effective Date of Purchase shall be the later of the Effective Date of Quotation, oz the date the Agreement for Purchase of Installed IBM Machines, accompanied by payment, is received by r$n~ at its Branch Office, provided that such receipt is not later than the Quotataen Expiration Date. By~---------_-~ j <` s Title -- -~ International Business I~-Iachines Gorpnratipn Armonk, New York 10504 Agreement for Purchase of Installed IBM Machines To: International Business Machines Corporation Agreement No.: , $r. Off. No.: 374 $ranch Office Address: IBM Corporation Customer No.: 13252-00 520 Capitol Ma11 Sa.cramenta, California 95814 Effective Date of Quotation: 10-01--69 Name and Address of Purchaser: County of Butte Quotation Expiration Date: 10-31-69 Courthouse Oroville, Cal. if ornia 959 65 Effective Date of Purchase: The Purchaser hereby agrees to purchase and International Business Machines Corporation (IBivI) by its acceptance of this Agreement by signature at its Regional Headquarters agrees to sell, on the following terms and conditions, the machines and features listed below {tailed machine(s) } which are now installed under an Agreement for IBM Machine Service and in the possession of the Purchaser: 'l'ye Model/ Special. Feature Serial No. Descri tion p Price 0029 A22 ~ B8928 Key Punch $ 2,579.00 653.00 3 0029 B22 G5231 Key Punch Key Punch , 3,656.00 0029 B22 H0471 H0474 Key Punch 3,b56.00 0029 B22 J6551 Key Punch 3,965.00 0029 B22 22590 Key Punch 2 199.00 0029 B12 B12 22735 Key Punch 2,199.40 0029 B22 37813 Key Punch 3,050.00 0029 002 25285 Verifier 2 709.00 0059 002 25286 Verif ier 2,709.00 0059 TOTAL $30,375.00 There shall be added to the above prices amounts equal to any taxes however designated, levied or based on such prices or on this Agreement or the machines, including state and local privilege or excise taxes based on gross revenue, and anv taxe ncome.oAunnts ierson~ eropety1daxesasseslsableIOn thermachines on o~rafter the Effective Date of Purchasebshaldl be net y p P borne by the Purchaser. The above prices are not valid after the Quotation Expiration Date shown above. These prices are subject to change until the Effective Date of Purchase. Thereafter, these prices are subject to verification and correction if necessary by isn~t at its Regional Headquarters prior to acceptance. The Effective Date of Purchase shall be the later of the Effective Date of Quotation or the date on which this Agreement in its present form, signed by the Purchaser and accompanied by payment in full of the above total amount, or the down payment and an Installment Payment Agreement, approved for this purchase, is received by IsM at its Branch Office address shown above, provided that such receipt is not later than the Quotation Expiration Date. The machines will be discontinued under the Agreement for IBM Machine Service between ts~t and the Purchaser as of the day immediately preceding the Effective Date of Furchase. Please send all communications to isM at its brancle once address listed aboue unless notified to the contrary. Tt?rms and Conditions of Purchase'`` Terms Payment in full must be submitted to tann with this Agree- ment, unless this purchase is also the subject of an Installment Payment Agreement approved for this purchase, in which case, an InstaIlmeut Payment Agreement, signed by the Pur- chaser, and the down payment thereunder must be submitted to ttinrt with this Agreement. Price The prices stated herein are exclusive of any charges which are due ar may become due from the Purchaser under any Agreement for I$M Machine Service relating to the machines. Title Title to each of the machines shall pass to the Purchaser on the Effective Date of Purchase subject to acceptance of this Agreement by tnM. Risk of Loss repair or parts replacement is required because of accident, neglect, misuse, failure of electric power, air conditioning, humidity control, transportation or causes other than ordinary use. [tint shall not be responsible for failure to provide service or parks due to causes beyond its control. tans shall not be required to adjust or repair any machine or part if it would be impractical to do so because of alteraticns in the machine or its connection by mechanical nr electrical means to another machine or device. or if thetntachine is located outside the United States, Puerto Rico or Canal Lone, t[id~ twill not be liable for personal injury or property damage except personal injury or property damage caused by Iant's negligence. tHM shall in no event have obligations or liabilities for consequen- tial damages. With respect to machines which have been installed Jor more than one year: the Purchaser agrees to purchase the machines as is with all faults. The fnregoin.g Warranties and r.irnitations are exclusive remedies and are in lien o} all other warranties express or implied, including but not limited to the implied warranty of merchantability. tent and its insurers, i# any, relieve the Purchaser of respon- sibility up to and including the Effective Date of Purchase for all risks of loss or damage to the machines, including Pur- chaser's negligence, except for responsibility for loss or dam- age due to nuclear reaction, nuclear radiation or radioactive contamination caused by the Purchaser. After the Effective Date of Purchase, the risk of loss or damage shall be on the Purchaser. Warrant y The Purchaser will be responsible for assuring the proper use, management and supervision of the machines and pro- grams, audit controls, operating methods and office procedures, and for establishing all proper check paints necessary fox the intended use of the machines. The Purchaser agrees that t$nt will not be liable for any damages caused by the Putchaser's failure to fulfil these responsibilities. The following Warran- ties shall apply to the machines described herein. I. Service and Parts With respect to machines which have beers installed }or-less that ninety days: tBtvt will maintain each of the machines in good working order for a period of ninety days from the date of installatinn at no charge to the Purchaser.- At the Pur- chaser's request, zan~t will make all necessary adjustments, repairs and parts replacements. All replar_ed parts will be- come the property of talvt on an exchange basis. Service pursuant to this Warranty as required at anytime will normally be furnished by tBnn's nearest.Branch Office or resident location, ttitvt shall have full and free access to the machines to perform this service. Expenses of tattl's Customer Engineers for travel of more than fifteen (15) miles between the Purchaser's location and tam's nearest point of service will be charged to the Purchaser. Service outside the scope of this Warranty will be furnished at ttinn's established rates and terms Ehen in effect. 1I. Parts Kith respect to naachirtes which have been instulled for less than arse year: 1Bnt warrants the machines (excluding vacuum tubes and solid state and other electronic devices which are warranted for nittety days) to be free from defects in material and workmanship for a period of one year from the date of such installation, tt[n['s obligation is limited to furnishing on an exchange basis replacements for parts which have. been promptly reported by the Purchaser as having been, in his opinion, defective and are so found by Minn upon inspection. 111. Limitations The foregoing Warranties will not apply if adjustment, Maintenance Service and Parts tnnn will, if requested, provide the Purchaser with mainte- nance service fur the machines, and repair or replacement parts, as long as they are generally available, on the basis of [Bat's established prices and terms prevailing at the time. additional Features Additional features which are field installable may be ordered in writing by the Purchaser under this Agreement, at any time after its acceptance by tBnt, for installation in the machines subject to the then prevailing prices and terms and conditions. The warranties on such features will be limited to the unexpired warranties and limitations, if any, provided by tnn2 on the machines in which such features are installed, pro- vided however, that the prevailing parts warranty, if any, and limitations shall apply to such features for ninety days at the Purchaser's option. ~4caessories, Engineering Changes, Cards, Tapes and Supplies `1'he Purchaser agrees that [Bnt may make alterations, at its own expense, Eo the above machines after the Effective Date of Purchase in order to make the machines confozm to the machine descriptions set forth above. Such alterations will be performed on a mutually agreed r.o schedule during tB~t's normal working hours. tBrvl will, upon request, furnish to the Purchaser, at tHl~s's established prices and terms prevailing at the time, any ma• chines, attachments, features and engineering changes as tBAt shall have available fur sale and which may be suitable #or use on, nr in connection with, the machines. $ut In>vt makes no representation that such machines, attachments, features or engineering changes which may be announced in the future, will be suitable for use on, or in connection with, these ma- chines. dint will also furnish to the Purcltasex, upon request, at trtnz's established prices and terms prevailing at the time. cards, tapes and other supplies used in the operation of the machines, as long as Itint has them available for sale. Patent Indemnity tans will defend, at its own expense, any action brought against the Purchaser, to the extent that it is based on a claim that the machines supplied by tBIVf infringe a lJttited States patent, and tBM will pay those costs and damages finally awarded against the Purchaser in any such. action which are 2 attributable to any such claim, but such defense and payments are conditioned on the following: (i) that tst<t shall be noti- fied promptly in writing by the Purchaser of any notice of such claim; and (ii) that lent shall have sole control of the defense of any action on such claim and all negotiations for its settlement or compromise; and (iii) should the machines become, or in tsnz's opinion be likely to become, the subject of a claim of infringement of a United States patent that the Purchaser shall permit !lint, at its option and expense, either to procure far the Purchaser the right to continue using the machines, to replace or modify the same so that they become noninfringing, or to grant the Purchaser a credit for such machines as depreciated and accept their return. The depre- ciation shall be an eatual amount per year over the lifetime of the machines as established by lnn~r. tBnt shall have no ]lability to Purchaser under any provision of this clause with respect to any claim of patent infringement wkticlt is based upon the combination of machines furnished hereunder with maclines or devices not made by rant. The foregoing states the entire liability of tsn+t with respect to in- #ringement of patents by the machines or any parts thereof. General This .Agreement is not assignable without written permission from lent; any attempt to assign any rights, duties or obliga- tuns which arise under this Agreement without such permis- sion shall be void. r This flgreenaent shall be governed Ly the laws of the Stace of Netu York, and constitutes the complete and exclusive statement of the agreement between the Purchaser and isn~ witla respect to the purchase and sale of the machines and no representation or statement not contained in this tlgreement shall be bt:nding upon. trtnt as a toarranty or otherwise. The foregoing terms and conditions shall prevail notwithstandsng any variance with the terms and conditions of arty order sub- mitted by the Purchaser for the machines. i i :..... f`..,. ~ ~ i Received by iBM at____ Sacramento,_ Calitornia_-_ Date-----------------.~e~.~,s~k~x.-18 }_ 19 ~9 -------- IBM Branch Manager Accepted by: international Business Machines Corporation PY--------------------_.._........-------------------........ __ Date---------------........-_.._-----------------_.. _..------ ------- - un~~_of-Butt- -~------------------------ rcha er - s ~ -s:,~,i": tar= c~_,r-..nr.:ar :.~;- .,~; O cer's Title - Date_ __ ~_~ ~/-`--_~ ~ ~------------------- • Armonk, New York I050•~ Intsrnatianal Business `. _ .:chines Garp®ratian Installment Payment Agreement (State and Local Government) To:' International. Business Machines Corparation ~ Agreement Nv.: Branch Office Address: 520 Cap~.to7. Mall Sacramento, Gali~ornia 95814 13r. off. No.: 374 Customer No.: 13 2 5 2- 0 0 Name and Address of Purchaser: County o~ Butte Courthouse Oroviil.e, Ca7.i~ornia 95965 This Installment Payment Agreement supplements and amends Agreement No. (hereinafter called rt3~) ti C dated and the above-named Purchaser on orpora 19 ,between International Business Machines (hereinafter collectively called t d f the machines) referred to in said ures ea with respect to the following iBM machines an Agreement: Description Quantity •~ype D'Iodel lJnit Price 579.00 $2 Amount $ 2,579.00 0029 A22 Key Punch Z 1 . 3,653.00 3,653.00 Ke Punch 0029 B22 y Z 3,656,00 3,656.00 0029 B22 Key Punch - 7 3,656.00 3,656.00 . 0029 B22 Key Punch. 1 3,965.00 3,965.00 Ke pun.ch 0029 B22 y 1 , 2,7.99.00 2,199 .00 0029 B7.2 Key Punch 1 2,199.00 2,299.00 0029 B12 Key Punch TOTAL $ 3 0, 3 7 5 .0 0 Terms and Conditions ~ 30,375.00 1. Cash Price {if this were a cash sale} ................................................. 2. Cash Down Payment ................................................................~ - ------•- •~ 30,375.00 3. Unpaid Cash Price (Item I minus Item 2) .............. ~.............................. . .................................~ 3,090 "g5 4. Interest. ................................... .... ............$ 33 465.85 5. Contract Time Balance (sum of Items 3 and ~1•) .. • . • • • • • • • • • • • • • • ' ' ' ' ' ' ' ' ' ' ' ' - : ...........................~ 1 518.75 6. Deposit ................................................. ..................~ 354.38 7. Interest on Deposit ............................... ................. • •~ 31,592.72 $. Net Contract Time Balance (Item 5 minus Items 6 and 7) ... • • • • • • • • • • • • • - • • ' ' • ' ' ' ' ' ' ' ' ' ' ...................$~ None 9. Insurance Charges ............................................... _, „ • • , . $ None 10. Official Fees (Filing or Recording) • ............................................. /" ..$ 1,518.7 11. State and LocalTaxes(ifappiicable)...•••••••••••••• ................................ j~~/.P, :~ ~ 12. Total Cash Payment (Sum of Items2,6and11}~ ...•••-••••-•••••-•••-••"-"""""•• .~~. 34~ti-~n~2 13. Total Time Sale Price (Sum ofltezns8and 12) .............. ... ••••••••••••••-•••'•' Alease send all communictttions to lens at its branch once address listed above unless notif ed to the cantrary. 1. The Purchaser promises to pay ~._ full the Total Cash Payment consisting of . -a Down Payment, Deposit and taxes {if applicable) (a} upon the date of installation of the machines or (b} with respect to installed machines, on the effective date of the purchase, and to pay the Net Contract Time Balance in consecutive Periodic Payments including Interest for the Fiscal Periods as set forth below: PAYMENT PLAN I Fiscal (Annual) (Biennia!) Interest Period Periodic Payment (Included In Payment) PAYMENT PLAN II `Total of Total Interest Monthly Monthly Payments for Fiscal Period Fayment for Fiscal Period (Included in Payments) $5,019.42 $969.42 2 7,039.29 964.29 6,75o.oa 675.00 4 6,460.71 385.71 5 6,17..43 96.43 6 151.87 __w___ 5 * Payments payments have been reduced by application of deposiE and simple interest accrued thereon at3i<% per annum as set forth in attached Worksheet. The Deposit does not reduce the Unpaid Cash Price until such time as it is applied as indicated in the attached Work, sheet. The Unpaid Cash Price aE the beginning of the. first fiscal period is 90% of the Cash Price, not $5% of this amount, The Periodic Payment for Period I is due with respect to new machines on the first business day of the month. following the month of installation and with respect to installed ma- chines on the first business day of the month following the month of effective purchase, and the Periodic Payments for Periods 2 through ~~-~ are due on the first business day of each succeeding Fiscal Period. If Payment Plan I has been chosen, payments must be made in full on the due dates. If Payment Plan II has been chosen, payments must be made in equal consecutive monthly installments, beginning on the due dates and continuing on the corresponding day of each month of the Fiscal Period until fully paid. Payments include interest in the appropriate amount indicated above. All remittances are to be made at Ma11. Sacramento, California.95814- Notwithstanding the foregoing, if the legislative body appro- priating funds for the Purchaser does not allocate funds for such Periodic Payment for any future Fiscal Period, the Purchaser will not be obligated to pay the Net Contract Time Balance remaining unpaid beyond the then current Fiscal Period. The Purchaser agrees to notify tr~nt of such nonallocation at the earliest possible time, by a letter directed to 2BM Cor oration 520 Ca itol Mall, Sacramento, California 95814 Title to the machines and axiy replacements and additions shall remain in txen~ and assigns until the Total Time Sale Price is fully paid. In the event that €unds are not allocated as provided above, and the Purchaser is unable to make further payments under this contract beyond the then current Fiscal Period, tam will, within a reasonable time after the end of such Period, enter and take the machines from Purchaser's premises and will retain all sums previously paid by Pur- chaser to t>3at, consisting of the Cash Down Payment, Deposit (including accrued interest) and Periodic Payments; pro- vided, however, that upon Purchaser's request, Purchaser may retain the machines during a reasonable conversion period agreed to by lam at then current rental charges, beginning on the first day following the last Fiscal Period for which payment has been made hereunder. If the machines, at the time of repossession by tam, axe not in average good con- dition and appearance for machines of their age and type, fully operational and in good working order, ordinary wear and tear excepted, the Purchaser shall reimburse tsi~z for the actual time and materials, at tam's then current rates, expended by tBnz to restore the machines to such condition. The machines shall remain personal property, not become part of the freehold, and be kept at No. Courthouse (Street Address) Oroville Butte California (City) {County) (State) General The Purchaser having been offered the choice of purchasing at the foregoing Cash Price (plus applicable taxes) or at the Total Time Sale Price, has elected to purchase at such Total Time Sale Price. Any credit issued for the delivery of trade-in machines to tsna by the Purchaser or any credits and/or deposit accrued by the Purchaser under an Option Agreement for Purchase of IBM Machines which is converted to this plan may be applied against the Total Cash Paymettt. -This Installment Payment Agreement is not assignable by the Purchaser; none of the machines may be leased, assigned or transferred by the Purchaser. Any attempted assignment or 2 Continuation Sheet for Tnsta~.].ment Payment Agreement (State and Local Government Machines and features (continued and made a part thereof}: County of Butte Agreement No: Courthouse Oroville, California 95965 Br. Off. No.: 374 Customer No.: 13252-QO Unit Type Model Description Qt Pri'ce' __-. Azuount _ 0029 B22 Key Punch 1 $3,050.00 $ 3,050.00 0059 002 Verifier 1 2,709.00 2,709.00 0059 002 Verifier l 2,709.00 2,709.00 Sub-Total $ 8,468.00 transfer by the Purchaser of any of rights, duties or obli- gations of this Installment Payment Agreement will he a breach of this contract and wil! result in termination of the Agreement and repossession of the machines by isnlt, with al] monies paid to be considered partial compensation for ma- chine use to die date of such repossession. The Purchaser agrees to assume full responsibility for all taxes and oilier charges payable in connection with this Agreement and to pay them promptly to the governmental body or agency which levies or assesses such taxes or charges; except dial any taxes which the assessing body or agency is not empowered to collect from the Purchaser must be paid to isn't in frill on the date of installation of new machines and/or the effective date of purchase of installed machines. The Purchaser agrees to pay reasonable attorney's fees #or enforcing rights after the Purchaser's default; and to satisfy all liens against the machines. Time is of the essence; if any of the Purchaser's payments are not paid promptly when due or if the machines or any of them, be removed, destroyed, or encumbered, or if the Purchaser assigns or disposes of any legal or equitable right, interest, property or special property right in the machines, or any of them, this Agreement will have been breached and Isnz will: (I) retain all monies paid by Purchaser, which will be considered as partial compensation for machine use; (2) taltic the machines from Purchaser's premises (and die machines may be sold with or without notice at private sale or aE public sale, with or without having the machines at the sale, at which sale il3M ox assigns may purchase) and (3) pursue any other remedy permitted by law. Waiver of any default shall not be a waiver of any other defanlt; all of iQmi's rights hereunder are cumulative and not alternative. If the, unit price for any niackiine is adjusted as provided iri the Agreement herein referred to, Items No. 1 through No, 13 on the face hereof and the payments herein agreed to be paid shall be adjusted and this Installment Payment Agreement shall be amended accordingly. Keceivec! by IBM at_ ~aC~~le??-tO~--Ca17Y~QS'~?ld ate_--_-------_--_-------------------------- _________________ IBDf $ranch]lfianager Accepted by: International Business Machines Cnrparatian Date_____________ Witness to Seller's Signature ~- Witness to Seller's Signature The Purchaser es to procure and maintain fire insur- ance with extended-coverage on the machines for the full insurable value thereof for the life of this Installment Pay- ment Agreement, the policy for such insurance being endorsed to show loss payable to 1r3M and assigns as respective interests may appear. Failure by the Purchaser to obtain such insurance will he deemed a default. Upon request a certifrcate of such insurance will be furnished to i-\1 or assigns. If any of the provisions k[ereof are in conflict with any applicable statute or rule of law, then such provisions shall be deemed inoperative to the extent thak they may conflict therewith and shall be deemed to be modified to conform with such statute or rule of law. This Installtrient Paytnent Agreement and it attached Worksheet and the Agreerrtent herein re- ferred to relating to the purcltase by the Pttrcltaser of the machines constitute a single agreement and the entire agreement between the Purchaser and tBM with respect to the purchase and sale of, and terms of payment f.ar, tote machines listed in the said Agreement. The terms and conditions of this ~nstalltnent Paytnent Agreentent shall prevail notwithstanding any variance with dte terms and conditions of the said Agreement. NOTXCE TO THE PURCHASER I. Da not sign this contract before }'ou read it or if it contains any blank spaces. 2. Yon are entitled to an exact copy of the contract yeti Sign. 3. You have the right to pay off iu advance the full amount due and to obtain a partial refund of the charge for interest. THE PURCHASER ACKNOWLEDGES RECEIPT Ob' A TRUE COPY OF 'PHIS AGREEIVIEN''1' AND '1'HE AT'l'ACHED WORICSHEET, ADD 'THE AGREEIEIEN7' HEREIN REFERRED TO. B ----~o~nty_ of _ Hutte _________________________ -w_- Offi is Title - --(-~---' 4' -----` - /~ ------Witneysto~`+~'ch ~ ature ~'~ .... ' Hess to Purchaser's Signature IZO-1298.0 - 3 ~ ® c ~; c , ~ t!] ~ ~ r ~ ~ ~ to `' x r ~ r ~ a I C q iL~ ~ ~--~ ~+ {~ C~ .ad ~ . I e-w ~~ ~ i iL1 ~ pp W P.+ . E~ G3 A R9 ed Q1 L11 m .? u ~ c~ a s ~ II ~, '~ II X ~ II X ~ I~ ~ H X .~ I~ it dl~ ~ II .. o ~ li .~ ~ -cs dl U O Qy ~ 'H ~ ~ ~ ~ v a~ id ~. N GO ~ O . ~ ~ ~ GA W W N ~ ~, .-, b ,sa O ~ `-' i. n .D " ~. ow O 00 v u o Q • rl Q` ~ a'"i O I.!'I i.f'1 ~ ~+ pa Pn ~ ~ O O ~~ ~ ~ ~+ n ~ Q ~ ~ r~ o O ~ a" .~ „y .~ G ~ a~ N s. d' ~ ~ ~ ~ V n ~ ~ ~ W ~ ~ ~ Fs, M o m k C a~ ~ ~; a~ a~ o P, ,~ ~ ~, m ~ ~ +~ w w R. p, s~ ~ V ~ I~ ~ ~ ~ ~ ~ w w ~++ w O O O O O td U ~N Ri .ti ~ ~ N ~ Yi ,j1 .~ .R ~ ~ ~ o . tr' ~ a p aRi ~ ~ ~ ~ ~ w c~AHrazzzzz ~~ ow _ a r w z a -F N 61 O r-i M ' n z ~° .~ N o n cp co ~4+ F z -a d> CSl ~ O O ~--I r-E O w r-I M lC] to n ~ " m o a n 4 ~r i rr ~ i i Lf"1 n ~ ~ ~ w " z w a ~ R ~ _ N ~ H L[ ~-" O ~ W ~ a~a w I o W C~ z ~o N .~ o z + z4 O z N o ,~ z 4 z .~ oq m A ~ s x w o m ~ ~ O r-t M z a rE N O n d' ~ Ol ~' : lC1 tIl ~ o ~ l0 n 00 61 OD dl tD M - ~p LC1 LC7 !!'~ Lfl ~ ~ ~ ~ Q d ~ I a OQ Ol Ol Cl dl u~ ~ ~t ~I a N ~o, to to ~ N n n n n M cf~ d~ ~ d+ p O O O o w i U ~ O a~ o a o 0 0 m °' O O O O O ~ m a z a + + • ' o w !C1 O t.f) O Lf} aw N ~ [~ O N H ~ M N r-I rl Q F 0 i i i i i ~ ~ Or3 N N N a 0 mxo o ~ - ~~ w aa. m~ _~, U x u ~ f, VI a~ ,~ O Q Q ~fl O d+ O O LPl n O ~ O O C.f~ n O lfl O O !.C) n Q ~4 O O Lf? n O l~ n CO r'~ LC'1 r--I ~ 00 N N N N '~Y = o ~ r-I r-f r-I +-i O r-E N M rY` ~' ~ \ O Q d Q O r-l M M c+'1 ~v} M M \ \ \ i o ~o ~o ~ ~ ~0 0 ~ O C7 O O C7 i-~i a ~ nw. a O F- O F- O F- O F O }- O F- y ~. dl O r-I N M di rl r{ rl r-I r-1 rl a a o a o 0 n ~ ~ ~ n ~ ,-~ o 0 0 0 0 International Business N[aehines Corporation IBNI Maintenance Agreement To: International Business Machines Corporation Branch 0!£ice Address: ' IBM Cozporation 520 Capitol Mall Sacramento, California 95814 Name and Address of Customer: firrnonk, New York 1(J~tJ~I Reference: A~rcen~ent No.: Revenue l;r. Ofi. No.:, 374 Service Br. OfI. No.: 37 ~ Customer No.: 13252-00 COUnty Of Butt2 Service Commencement Date: Courthouse Oroville, California 95965 inns agrees to maintain the machines and features (called machine or machines), listed below, in accordance with the fallowing pror•isions. Machine User/Location Count of Butte Cour Ou state Name of User Street Address Crty D4inin~um Monthly Madcl/ Maintenance Serial No. Speeia] Feature Group Charge 0029-B8928 A22 C 18.75 0029--G5231 B22 C 19.75 0029-H0471 .822 C 19.75 0029-H0474 ~ B22 C 19.75 0029-J6551 B22 C 19.75 0029-22590 B12 C 17.75 0029-22735 B12 C 17.75 0029-37813 B22 C 19.75 0059-25285 002 C 16..75 0059-25286 002 C 16.75 TOTALS t 205.20 There shall be added to the charges provided for in this Agreement amounts equal to any taxes, however designated, levied ar haserl orr such charges or on this Agreement, or on the services rendered or parts supplied pursuant hereto, including state and local privilege or excise taxes based on gross revenue, and any taxes or aua.ounts in lieu thereof paid or payable by Il3Nt in respect of the Toregoing, exclusive, however, of taxes based on net income. ' Monthly c;harges will be invoiced as of the first of each month. Payment ks due within thirty days of date of invoice. !'lease serzd all communications to rant at its branch office address listed aboue unless notified to the contrary. Periods of Maintenance Service Availability Mon.-Fri. Saturday Sunday No. Hrs. From Opt. Pct. Na. Hrs. From Opt. Pct. Na. Hrs. From ~ i i 9 s:a0am i ~ 1a% 9 8:OOam 10% t 9 8:OOam 10% 9 B:OOam 10% 9 S:OOam 10% 9 8:OOam 10% 9 8:OOam 10% 9 B:OOam 10% 9 B:OOam 10% 9 B:OOam 10% Total Total Optional ~14onthly Pct. Percent Charges s 10% 20.63 10% 21.73 10% 21.73 10% 21.73 10% 21.73 10% 19.53 10% 19.53 10% 21.73 10% 18.43 10% 18.43 ~ ct~~~rc~r•.~~r. Terrra of Agreement This Agreement shall remain in force, except as otherwise provided, for at least one year from the date monthly main- tenance charges commence for the first machine to become subject to these charges. Maintenance charges for a machine will commence on the stated service commencement date or the day #ollowing the last day of the service warranty period, whichever is later. The Agreement may be .terminated prior to the end of the first year by either party by giving three months' prior written notice. It may be terminated at the end of the first year, or thereafter, by either party, provided one month's prior written notice .has been given. The Customer may withdraw any machine from this Agreement at any time by one month's prior written notice. runt may withdraw any machine from this Agreement at the end of the first year, or thereafter, by one month's prior written notice. Maintenance Service Availability ts[vt agrees to provide maintenance service availability dur- ing the periods selected by the Customer to keep the machines in good working order. This includes: (a) Sclteduled preventive maintenance. The schedule will be based upon the specific needs of the individual machines as determined by tutu.[. PreJei~[ive maintenance will include lubrication, necessary adjustments and re- placement of unserviceable parts.: . - {b} Unscheduled, on-call remedial maintenance, includ- ing replacement of unserviceable pa{ts. Parts will be furnished on an exchange basis when installed by tans service personnel and will be new part or parks equiva- lent to new in performance when used iti these machines. Replaced parts become khe property of tuM. Claarges for Periods of Maintenance Service Availability A. The minimum monthly maintenance charge entitles the Customer ~to weekday maintenance service availability during any period of 9 consecutive hours between the hours of 7:00 a.m. and 6:06 p.m., daily, Monday through Friday, as selected by the Customer. B. To suit his work schedule, the Customer may select, in lieu of the hours available for the minimum monthly main- tenance charge, one of the following optional weekday periods of maintenance service availability for an additional charge: I. 9 consecutive hours, daily, Monday through Friday {until 8:00 a.m. on Saturday), any part of which is outside the hors of 7:00 a.m: to 5:00 p.m..; or . 2. 12, I6, 20 of 24 consecutive hours, daily, Monday through Friday (until 8:fl0 a.m. on Saturday). C. In addition to the weekday period of maintenance service availability selected by the Customer, he may also select one of the following optional periods of maintenance service availability on all Saturdays and/or Sundays (until 8:00 a.m. on the following day); for an additional charge: 9, I2, I6, 20 or 24 consecutive hours 17. The hours of maintenance service availability fora ma- chine on Monday through Friday shall be the same each day and the hours on Saturday or Sunday shall be the same hours on all Saturdays or Sundays. F. The Customer may change his selected periods of main- tenance service availability at the beginning of any calendar month by giving runt I5 days' prior written notice. G. All machines comprising a single system shall have the ,same periods of maintenance service availability. For this purpose, a single system is defined as a combination of ma- chines containing only one central processing unit and inter- connected by tsrvt power or signal cables. H. if the Customer requests unscheduled, on-call remedial maintenance to be performed at a time which is outside the selected periods of maintenance service availability, the service will be furnished at runt's standard hourly rates and terms then in effect. Travel time and expenses arc; billable- There is a minimum charge of one hoar including travel time per rum shift for calls taken within rum's normal working hours, and two hours including travel time, per runt shift fur calls taken outside of tunz's normal working hours. I. All charges specified are those currently in effect and are subject to change by three months' prior written notice. If the charges are increased the Customer may, on the effective date of such increase, terminate this AgreemenE or withdraw from service any machine affected. Otherwise, the new charge shall become effective upon the date specified in the notice. J. Charges for a part of a calendar month will be prorated on the basis of a thirty-day month. Machine Changes Changes in machine specifications, attachments or features may result in an adjustment of the specified minimum monthly -maintenance charge. Travel Expenses Travel expenses of tam's customer engineers will be charged to the Customer as follows: 1. Within the hours of maintenance service availability, cus€omers located beyond 15 miles from tarot's nearest branch offrce, sub-office or resident location--call expense incurred for. .travel beyond I5-miles from such tsn~t location. 2. Outside the maintenance service availability hours, but within turvt's normal working hours-all expense for. travel. The mileage billed will not exceed the distance to and from the runt branch office, sub-office or resident location. 3. Outside both maintenance availability hours and tnM's normal working hours-all expense for travel. Other Service When the Customer requests service outside the scope of this Agreement, it will be #urnished at tunr's applicable time and material rates and terms then in effect. Exclusions Service does not include: (a} electrical work external to the machines or main- tenance of accessories, attachments, machines or other devices not furnished by tuns; (b) repair of damage resulting from accident, transpor- tation, neglect or misuse; failure of electrical power, air conditioning or humidity control; or causes other than ordinary use; 1;. The charge for any optional period of maintenance service availability is based on the minimum monthly main- tenance charge plus a percentage a# that charge. The per- centage depends on the optional period selected and the machine group in which the machine is included. These per- centages are set forth in )/xhibit #I, which is attached to this Agreement. - 2' (c) furnishing platens, suppli~ :accessories; painting or refinishing the machines or furnishing material there- for; malting specification changes or performing services connected with relocation of machines; or adding or removing accessories, attachments or other devices; and (d) such service Which is unpractical for IBM Customer Engineers to render because of alterations in the ma- chines or their connection by mechanical or electrical means to another machine or device. Access to Machines tBM shall have full and free access to the machines to pro- vide service thereon. If persons other than IBM representatives shall perform maintenance, or repair a machine, and as a result further repair by IB61 is reyuired to restore the machine to good operating condition, such repairs will he made at IBM's applicable time and material rates and terms then in effect- engineering Changes-Installation and Control All engineering changes, including safety changes, as deter- mined necessary by IBM, will be controlled and installed by tBM on equipment covered by this AgreemenE. Tf total engi- neering change installation and control is not desired, initial either box below and engineering change installation and control will be furnished as indicated thereby. ® Only safety changes will be installed. Customer may specifically request any other engineering change, which will be installed if determined necessary by IBM. ^ All engineering changes, including safety changes; as determined necessary by vIM, will be controlled and in- stalled by IBM on equipment covered by this Agreement, except equipment listed below. On such equipment, only safety changes will fie installed unless Customer speci- fically requests any other engineering change, which will then be installed if determined necessary by tBM. Recoived by IBM at__... Sacramento r__ Calif orn~.a_ _ - Accepted by: Internatiax~al Business Machines Corporation BY--------••----------°---°• - - ------------•--------------•-•-------------------- PE Branch Mnnnger Date -------------•-------------........-.-----------------------------------•-------- By-------------------- - - -•---------------•---.....----------------------.... IBM Branch Manngcr Date--------•----•----------•--------------------• •-----•-----------------------.._.. Miscellaneous This Agreement shall be governed by the laws of the State of lvew York, It replaces any previous 1lrlaintenance Agree- ment for these machines. It constitutes the entire Agreement between the Customer and IBM for the repair and maintenance of the machines. Its terms and conditions shall prevail should there be any variance with the terms and conditions of any order submitted by the Customer for the repair or maintenance of the machines. Either party may terminate this Agreement at any time for failure of the other to comply with any of its terms and conditions. iBM is not responsible for failure to render service due to causes beyond its control. The Customer represents that he is the owner of the ma- chines subject to this Agreement or if not the owner that he has authority to enter into this Agreement. County__of :Butte----- - -- -- ~ d . , !! Chairman of tkte Board 'af Superv ~. sars Officer's'riLre Date-------------Sept.---30-----1969......--------- - - 120.0777-3 r r;,:., 1 2 3 .~ 5 s 7 8 9 to I1 12 13 I4 15. 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 I Af'LFNDf'fEtTT TO THE IBM AGREEMr".NTS r THIS AGRNEM~~'A?T supplements and amends the attached agreement for purchase of installed IBM machines and installment payment agreement, No. , dated September 30; 7,969 by the International Business Machines Corporation, hereinafter called "IBM", and Butte County, hereinafter called "the County", with respect to the IBM machines and features set forth in said attachee contract. •The County promises to pay in full payment for fiscal period No. 1, within thirty days of the effective date of the agreement, and to pay the payments for the remaining fiscal periods as set forth in the installment payment agreement on the first business day of each Fiscal period. -The County also promises to pay the deposit set forth in the installment agreement, NotZ•rith- standin~ anything to the contrary in either the agreement for purchase of installed-IB~I machines or the installment payment agreement, the following provisions shall be applicable to said agreements: 1. State of California sales tax will be paid by the County over the term of the agreement as follows: The amount of tax applicable to each payment will be paid together with each payment, in accordance with the attached paymen plan. in the event the County elects to pay the remaining balance due in advance, thereby completing the agreement, the amount of tax applicable to that payment will be paid together with that final payment, 2. Title to the machines and any replacement or additions shall remain in IBf1 and assigns until .all payments are made. In the. event that funds are not allocated as provided in the afore- meritioned agreements, and the County is unable to make further payments under this agreement beyond the ten-current fiscal period, 1 2 3 4 6 6 7 8 9 10 I1 ~2 I3 Z4 15 16 Z7 28 Z9 20 21 22 23 24 25 26 27 28 29 30 31 32 IBM will, within a reasonable time, after the end of such period, enter and take the machines from tY~e County's premises and shall r retain all sums previously paid by the County to IByl,under this agreement; provided, however, that upon the County's request, the County may retain the machines during a reasonable converstion period, not to exceed six months, at then-current rental charges beginning on the first day following the last fiscal period for which payment has been made hereunder. ' 3. •Credits accrued by the county under an agreement for rental of TBM machines have been applied against the amount other- wise due on the effective date of the agreement. 4. The County shall.l~ave the option, in advance of the completion of the term of this agreement, to purchase the machines and equipment hereinabove described at the beginning of either fiscal periods 2, 3, 4, or 5, pay the total of the remaining p ~ and interest accrued the~~ ments less any interest and less the amount of deposit/(not y applied. Upon such payment, the obligation of the County hereunde shall be satisfied in full and title to the machines and equipment shall vest unconditionally in the County. If such option shall not have been exercised by the County, and provided all previous payments shall have been made, the payment of the amount due at the beginning of fiscal period 6 shall cause title to vest in the County unconditionally and the obligation of the County hereunder shall be satisfied in full. 5. Notwithstanding any other provisions of the installment payment agreement to the contrary, with reference to the time of making any payment, the County shall have the right to defer for not more than two calendar months the making of any payment due on July 1st of any year if the legislative body of the County steal not, prior to that date, have made its appropriation for payment of the amount due on that date, provided that in that event the amount due on that date shall bear interest thereafter until the 2, f l k~ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 2'_ 22 23 24 25 26 27 ZS 29 30 31 32 date of payment at the rate of 5% per annum if the appropriation for payment of the amount due on that date shall subsequently be 'made. If the appropriation of the amount due on that date is not ~ made, the machines shall be de~med to have been placed on rent at IBM's then current charges until they are removed by IBM in accord- ance with terms of the installment sales agreement covering such noncompliance. 'rhe term "then current fiscal period", as used in this agreement, shall mean the latest fiscal period for Sihich the legislative body of the County shall have appropriate funds for a payment due uzider-this agreement. 6. This agreement, the installment payment agreement, the agreement for purchase of installed IBi4 machines, and the separate maintenance agreement for the maintenance of the machines covered herein, shall be governed by the laws of the State of California applicable to such agreements, rather than the laws of the State o~ flew York. 7. The parties have determined and hereby declare that the payments hereunder attributable to each fiscal period commencing with the fiscal period beginning October 1, 1969, represents no more than the fair rental value for the machines and equipment during such fiscal period based upon IBM lease charges in effect on October 1, 1969. 8. Wherever the terms "installment payment agreement", "contract time balance", "net contract time balance", "total time balance price", and "periodic payments" are utilized in the attached installment agreement, they and the agreement itself is to be construed as a lease with option to purchase, as defined in the case of Lagiss v. Gantra Costa County, 223 CA2d, 77. 9. This agreement, the attached installment payment agreement, the attached agreement for purchase of IBM machines, constitute a single agreement and the entire agreement between the County and IBM with respect to the terms for payment of the 3. 1 2 3 .4 5 6 7 s 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 machines listed in said agreement. Provided further that the terms and conditions of this amendment sha11 prevail notwithstanding any variance with the terms-and conditions of said installment payment agreement or said agreement for purchase of installed IBP~ machines. DATEp: !, r''.." `(vim-~ ~_._....._.._..... ___ U - ATTEST: CLARK A, NELSOAT, County Clerk and ex-officio Clerk of the Board of Supervisors By ~~~Y1,~~~~~ Q~ COUi Y OE E By ~ , K v c L , Cha i man o t~ he v~ utte County Board of Supervisors IPITERI~ATIOTdAL BUSINESS MI~CIIIP'ES CORPORATIOPT By FE Branch Manager Date By IBM Brand Manager II Date ~F.- -`PY -~-_ 1 2 3 5 _ _ . 6 7 s 10 11 12 13 14 -15 16 17 .... _ -18 is 20 21 _ ____ ~ ____ 22 23 2a _._~_~3 26 27 28 29 30 ------3I 32 AP'LE^ID`•vE'~:IT TO THE IBi4 AC°~B€~?~;TS THIS AG?ZE~;i1~IT supplements and amends the attached agree~~:en for purchasa of installed IB~1 machines and installment payment agreement, PIo. _, dated September 30, 1969 ~by the International Business i•lachines Corporation, hereinafter called "IBi1", and Butte County, hereinafter called "the County", tiaith respect to the IBM machines and features set forth in said attac?:e contract. ,The County promises to pay in full payment for fiscal period ~To. 1, Caithin thirty days of the effective date of the agreement, and to pay the payments for the remaining fiscal period as set forth in the installment payment agreement on the first business day of each fiscal period. -The County also promises to pay the deposit set forth in the installment agreement. t?ot:~ith- standing anything to the contrary in either the agreement for purchase of installed TBIv1 machines or the installment payment agreement, the folloeaing provisions shall be applicable to said agreements: 1. State of California sales tax will be paid by the Count over the term of the agreement as follows: The amount of tax applicable to each payment will be paid together with each__payment, in accordance with the attached paymen plan. ' In the event the County elects to pay the remaining balance' due in advance, thereby completing the agreement, the amount or"• i tax applicable to that payment will be paid together.with that I final pay~^ent. i "2. Title to 'the machines and any replacement or additions shall remain in IB~1 and assigns until all payments are made. In the event that funds are not allocated as provided in the afore- meri~ion2d agreements, -and the County is unable to ma'~ce further f payments under this agreement beyond the tea-current fiscal period,f 1 2 3 6 6~ 7' 8 9 10 li _12 ],3 14 --15 3.6 ~7 18 19 20 2i -- - _... ----- 22 23 2~ 25 26 27 28 29 30 31 32 IB~I will, iaithin a reasonable time, after the ead of such period, enter and ta'.ce the machines from the County's~premi.ses and shall retain all sums previously paid by the County to I&: under this agreement; provided, hove`°er, that upon the County's request, the County may 'retain the machines during a reasonable converstion period, not to exceed six months, at then-current rental charges beginning on the first day following the last fiscal period for which payrne~t has been made hereunder. 3, Credits accrued by the county under an agreement for rental of IBt~ machines have been. applied against the amount other- wise due on the, effective date of the agreement. ~+. The County shall have the option, in advance of the completion of the term of this agreement, to purchase the machines and equipment hereinabove described at the beginning of either fiscal periods 2, 3, 4, ar 5y pay-the total of the remaining p? and interest accrued then ments less any interest and less the amount of deposit/(not yeti applied. Upon .such payment, the-obligation of the County her'unde shall be satisfied in full and title to the machines and equipment shall vest unconditionally in the County. If such option shall not have been exercised by the County, and provided all previous payments shall have been made, the payment of the amount due at -the beginning of fiscal period 6 shall cause title to vest in the County unconditionally and t~7e obligation of the County hereunder shall be satisfied in full. -~~5.'~ Notwithstanding any other provisions of the installment payment agreement to the contrary, vaith reference to the tine of ~' making any payment, the County shall have the right to defer for I not more than tiro calendar months the making of any payment due on July .1st of any year if the legislativ` body of the Cnu_nty sh~l not, prior to that date, have made its appropriation for payment of the amount du: on that date, provided that in that event the ~ ' amount due on that date shell bear interest thereafter until the 1~ 2 3 a 5 6 7 8 9 to 11 12 13 I4 15 16 17 18 19 20 21 - -22 23 24 25 26 27 2$ 29 ~0 31 32 date of payment at the rate of 5"/o per annum if the appropriation for payir,ent of the amount due on that date sha~l subsequently be made. If the appropriation of the amount due on that• date is not made, the machines shall b= deemed-ta have be°_^ placed oz re.zt at IBM's then current charges until they are removed by IB`•I in accord- ance frith terms of the installment sales agreement covering such noncompliance. The term "then current fiscal period", as used in this agreem2.~t, shall mean the latest fiscal period for which the legislative body of the County shall have appropriate funds for a payment due under this agreement. 6. This agreement, the installment payment agreement, the agreement for purchase of installed IBi'I machines, and the separate maintenance agreement for the maintenance of the machines covered herein, shall be governed by the Laws of the State of California applicable to such agreements, rather than the lairs of the State o~; idew York. 7, The parties have determined and hereby declare that t~~?~ payments hereunder attributable to each fiscal period cor2-~encino with the fiscal period beginning Cctober 1, 1969, represents no more than the fair rental value for the mac'ines anal equipment during such fiscal period based upon IB~-1 lease charges in effect on October 1, 1969. - 8, Wherever the terms "'installment payment agreement", "contract time balance"', '"net contract time balance", "total time balance price", and "periodic payments" are utilized in the - attached installment agreement, they and the agreement itself is to be construed as a lease with option to purchase, as defined in the_case of Lagiss v. Contra Costa County, 223 CA2d, 77. i 9, This agreement, the attached installment payr:ent ~ agreement, the attached agreement for purchase of IBi1 machines, E - constitute a single agreement and the entire agreement bet;:een II ~f the County and 1BM Fiith respect-tc the terms for. payment of the L 3. 1 2 3 n. 5 6 7~ 8 9 10 l1 12 13 I4 15 16 17 18 19 20 21 22 23 24 25 2fi 27 23 29 30 31 32 machines listed in said agreement.- Provided further that the terms and conditions of this amendment shall prevail not~rithstanding any. variance 5•rith 'the terras and conditions of said installment. pay':enC agreement or said agreement for purchase of installed IBM machines. DATED: - COU~i Y OF BUTTE f f ', ~ r By 1 . a. J i i ,b K I'ic ILLGP, Chairman o~ the ~`~"~ tte County Board of Supervisors ATTEST: CLARK A. I~TELSOj?, County Clerk and ex-officio Clerk of the I Board of Supervisors IT?TEPS;ATIOT~?AL BUSIiIESS MACrII~'ES CORPORATIOPT By FE Branch Manager Date By IBM Branc P~Ianager Date k'~~,~' f:~ '~~ ~v;~ 1 ~ 1, Ii . - _ ~` 1 li I ~ r1 Internat~on,a1 Business Machines Corp~rati` n _ z. _ f ~ ~~, , ~. is p: ~:: Agreement for Purchase of Installed IBM Machines !lrmonk, New York 10504 To: International Business Machines Corporation Agreement No.: Branch Office Address: Br. 0[l', No.: ~~~ S~~ ~p~.~0~ 41A~.~ Customer No.: ~~`~~~"'~~ Name and Address of Purchaser: Effective Date of Quotation: 2.~"' f•~~~1~}~ ~ 1~st3E'~~>$ Quotation Expiration Date: ~Q-~~.~~~ ~it~~lfkf.SRA~~ {~,~~~~ ~~' ~ ~~~~ ~~~~~ Effective Date of Purchase: The Purchaser hereby agrees to purchase and International $usiness Machines Corporation (iQNt} by its acceptance of this Ageement by signature at its Regional Headquarters agrees to sell, on the following terms and conditions, the machines and' features listed. below (caIled machine(s)) which are now installed under an Agreement for IBM Machine Service and in the possession of the Purchaser: Type Model/ Special Feature Serial No. Description _Price ~;t~ g ~q a""y$~ B 2 t~tch ~ Ke:g I .( ~ ~ ~ :~7 ~ ~, r s ~ 5f{}~7 ,is~6 33 f 1~~t8Ji ' t~ ~ ~~Lp cas~SQ~a l! CC 44 tt~ C ~pV,7.7iw:/V c 1~2 R ~ 2 ~ 4~ ~ ~~ 1 ch 1' ~ . G4 ~ X656 yy ~~ ~ Y V~ ~ p@ ~ - t~b~ g sd~ ssf~ S~ i E ~ .~ ~ ~i~:~~i~ ~ ~ [ ~ ~l-~r~{ ~ f~ ~~ s ~4~+G~ 136 $g a q y~~~d ~ y , ~~ ~~~ n~ 44 d ,7p~i7~.~U 4t1~9 1~~~ ~~~~~ . ~~q F~a 2 , I.99. its {3~~9 I31~ ~~~~5 ~p c~h ~ , ~9~. fl~ ~fl~~ ~~2 5~ ~q s~eh ~,Q~,{3d ~~5~ t3t3~ 2~5 '~~ ~ A~t3~?.15(1 ~~5~ ~G2 ~~~~6 'ff~~i~~ ~,~'. ~ TOTAI, "~~(~ a 5754 Ct~ There shall be added to the above prices amounts equal to any taxes however designated, levied or based on such prices or on this Agreement or the machines, including state and local privilege or excise taxes based on gross revenue, and any taxes or amounts in lieu thereof paid or payable by ~sM in respect of the foregoing, exclusive, however, of taxes based on net income. Any personal property taxes assessable on the machines on or after the Effective Date of Purchase shall he borne by the Purchaser. The above prices are not valid after the Quotation Expiration Date'shown above. These prices are subject to change until the Effective Date of Purchase. Thereafter, these prices are subject to verification and correction if necessary by ts~t at its Regional Headquarters prior to acceptance. The Effective Date of Purchase shall be the later of the Effective Date of Quotation or the date on which this Agreement in its present farm, signed by the Purchaser and accompanied by payment in full of the above total amount, or the down payment and an Installment Payment Agreement, approved for this purchase, is received by IBIat at its $ranch Office address shown above, provided that such receipt is not later than the Quotation Expiration Date. The machines will be discontinued under the Agreement for lBM 1Vlaehine Service between ian;t and the Purchaser as of the day immediately preceding the Effective Date of Purchase. Please send all communi.catians to runt at its branch once address listed above unless nocifced Lu the corztrary. iaa,7oes-10 Terms and Conditions of ~urchas+ Terms Payment in full must be submitted to Isnt with this Agree- ment, unless this purchase is also the subject of an Installment Payment Agreement approved fur this purchase, in which case, an Installment Payment Agreement, signed by the Pur- chaser, and the down payment thereunder must be submitted to ]Iim with this Agreement. Price The prices stated herein are exclusive of any charges which are due or may become due from the Purchaser under any Agreement for I$M Machine Service relating to the machines. Title Title to each of the machines shall pass to the Purchaser on the Effective Bate of Purchase subject tv acceptance of this Agreement by toy. repair or parts replacement is required because of accident, neglect, misuse, failure of electric power, air conditioning, ktumidity control, transportation or causes other than ordinary use. ]Itaz shall not be responsible for failure to provide serv-icc or parts due to r,auses beyond its Control. IttDt shall not be rer}aired to adjust or repair any machine or part if it would be impractical to do so because of alterations in the machine or its connection by mechaniria] or electrical means to another machine or device, or if the machine is located outside tIFC Ignited States, Puerto Rico or Canal 7.ope. t[tAt will not be liable for personal injury or property damage except personal injury or property damage caFFSed by IFtat's negligence. root shall in no event ]lave obligations or liabilities for r:onsequen- tial damages. faith respect to machines tuh.ich have been installed f or more than one year: the Purchaser agrees to pnrchase Ehc machines as is wit}t all faults. The foregoing 1s'~arrantirrs and Limitations are exclusruc remedies and are in lieu of all other tvarrmtties express or implied, including but not limitcrl to t]te implied warranty of merchantability. Risk o f Loss Ittnt and its insurers, if any, relieve the Purchaser of respon- sibility up to and including the Effective Date of Purchase for all risks of loss or damage to the machines, including Pur- chaser's negligence, except for responsibility for loss or dam- age due to nuclear reaction, nuclear radiation or zadioactive Contamination caused by the Purchaser. After the Effective Date of Purchase, the risk of loss or damage shaIl be on the Purchaser. Maintenance Service and Parts F6M will, if requested, provide Ehe Purchaser with mainte- Hance service for the machines, and repair or replacement parts, as long as they are generally available, on the basis of ttlnz's established prices and terms prevailing at the time. gdditional Features warranty The Purchaser will be responsible for assuring the proper use, management and supervision of the machines and gro- grams, audit controls, operating methods and office procedures, and for establishing al] proper check points necessary far the intended use of the machines. The Purchaser agrees that toot will not he liable for any damages caused by the Purchaser's failure to fulfill these responsibilities. The following Warran- ties shall apply to the machines described herein. I. Service and Parts Jl'ith respect to machines which have been installed for Less than ninety days: IBNT will maintain each of the machines in good working order for a period of ninety days from the date of installation at no charge to the Purchaser. At the Pur- chaser's request, trtnt will make all necessary adjustments, repairs and parts replacements. Ai] replaced parts will be- r~ome the property of trt~vt on an exchange basis. Service pursuant to this Warranty as required at any time will normally be furnished by itlnt's nearest $ranch Office or resident location. IRht shall have full and free access to the machines to perform this service. Expenses of mat's Customer )engineers for travel of more than fifteen (15} miles between the Purchaser's locution 'and .loot's nearest point of service will he cktarged to the Purrltaser. Service outside: the scope of this Warranty will be furnished at tt3mt's established rates and terms then in effect. ' II. Parts pith respect to machim~s tvhi.ch have br~en installerl for lass than one year: Tam warrants the machines (excluding vacuum tubes and solid state and other electronic devices which are warranted for ninety days} to be free from detects in material and workmanship for a period of one year from the date of such installation. tttM's ohligativn is limited to furnishing on an exchange feasts r,;placemettts fur p~u•ta which hove been promptly reported by the Purchaser as having been, in his opinion, defective and are sv found by teat upon inspection. III. Limitations The foregoing Warranties will not apply if adjustment, Additional features which are field installable may be ordered in •tvriting by the Purchaser under this Agreement, at any time after its acceptance by that, for installation in the . machines 'subject to the then prevailing prices and terms and conditions. The warranties nn suc11 features will be limited to the unexpired warranties and limitations, if any, provided by tal+t on the machines in which such features are installed, pro- vided however, that the prevailing parts warranty, if any, and limitations shall apply to such features for ninety ..lays at tht Purchaser's option. Accessories, Engineering Changes, Cards, Tapes and Supplies The Purchaser agrees that It3aI may make alterations, at its oven expense, to the above machines after the Effective Date of Purcha.=,e in order to make tfte machines conform to the machine descriptions set forth above. Such alterations will be performed on a ntutual}y agreed to schedule during tool`s normal +varking hours. IIthF will, upon request, furnish to the Purchaser, at Inal s established prices and terms prevailing at the time, any ma- chines, attachments, features and engineering changes as ts!+t shall have available for sale and whic.lt may be suitable for use on, or in connection with, the machines. But Iant makes no representation that such machines, attachments, features or engineering cJtanges which may be announced in the future, will be suitable for use on, or in connection with, these ma• chines. tttnt will also furnish to the Purchaser, upon reyucst, at Ittm's est.ahlished prices and trams prevailiii{; at thr. time;, cards, Ca}tes and other suppEics ust:d in the operation of thr. machines, as long as I-M has them available for sale. Fatent IndCTltritty that will defend, at its awn expense, ,any action brought against the Purchaser, to the extent that it is based on a claim that the machines supplied by -rant infringe a 1:3nited States patent, and ttllvt will pay those costs and damages finally awarded against the Purchaser in any such action which a]•e 2 attributable to any such claim, but such defense and payments are conditioned on the following: (i) that tBtvi shall be noti- fied promptly in writing by the Purchaser of any notice of such claim; and (ii) that tBi4t shall have sole coartrol of the defense of any action on such claim and all negotiations for its settlement or compromise; and (iii) should the machines become, or in tuna's opinion be likely to become, the subject of a claim of infringement of a United States patent that the Purchaser shall permit rant, at its option and expense, either to procure for the Purchaser the right to continue using the machines, to rep]ace or mod'efy the same so that they become noninfringing, or to grant the Purchaser a credit for such machines as depreciated and aceept their return. The depre- ciation shall Le an equal amoFmt per year over the lifetime of the marhincs as estaLli~hed by tat4t. tnivt shall have no liability to Purchaser under any provision of this clause with respect to any claim of patent infringement which is based upon -]ie combination of machines furnished hereunder with tachines or devices not made by ttsnrt. The Received by IBM at_..__..~€~!~€~~~~'s-;°~~~~~-`-~p~--- Aate____--------------yE~2.~~_~..$s-~~~~ -------- IBM Branch 35annger f~GCejJi'eLl ~Jy: International Business Machines Gorparation Y-------------- ate---°-------°---- foregoing states the entire liability of tans with respect to in- fringement of patents by the machines or any parts thereof, General This Agreement is not assignable without written permission from tl3ht; any attempt to assign any rights, duties or obliga- tions which arise under this Agreement without such permis• lion steal! be votd. ! This Agreenent shall be governed Ly the laws of the Stace of New York, and constitutes the carnplete and exclusive statement of the agreement between the Purchaser and trtn~t with respect to th.e purchase and sale of the nachines and no representation or statement not contained in this flgreement shall be binding upon tstis as u warranty or otherwise, Tlke foregoing terms and c:omlitions shall prevail notwithstanding any variance with the terms and conditions of any order sub- mitted by the Pttrcktaser for the machines. _____ €~B~X:-~~_ SsLl~~_- -----'------------------- ~- chase haix~man of the Board of Supervisors --------------------- ---- - -------------------------- ofiicer's 'Jritle Sept. 30, 1.969 Date_--------- ---°------------------------° .,. ~._ . ~ i ... International Business. N-, .hives Corpnratian Installment Payment Agreement (State Ind i.ocal Government) ,4rnaonk, New York 105U•1 To: International Business Machines Corporation S 4 : tiranclr OfTice Addre Agreement ;\o-:. qq r~ d C ' 7L~ ~-:~'.±.73. ~t,~,~~ ill t~Z~ . • ~c"~.Lr~:~:3i°w~~~v ~`;~~.3.~4L::t»-e~ `~~~~.~ l3r.Off.IVo.: `3•x,0 mm~e and Address o[ I'urcl~ascr: C:ustumer i``o.: ~~? ~;. •-::".f:~3 ~Ci ~II.Iw ~ ©7~ 'i..' LI'~.~lvs~.'`. . ~x~~#.z~~S'~,ds~ ~.i 7t2 i' AAfk ~~~~`'~~ . 2 This InstaIlment Payment Agreement supplements and amends Agreement No. ,dated 19 ,between Ltternational Business Machines Corporation (here inafter called trttit) and the aboae-named Purchaser yt~~t machines and features (hereinafter the follosvin t t i h collectively called the machines) refe rred to in saki A respec o t w Agreement: 7'YPe ]I~fode] Uesaription Quantity Unit Price Amount i 2 x~i.~~ ~2~,r~~ ~~1'3~ tf ; ~ ~ / ~ '- 4s; ~ C~~ :~; : ~ ~ v ~ 3 ~ q tit ~I"f f~`~i `'1 J (4 ' /~ M +~ ~ f+ `~ `, ~ jf Si F~7 ~~~L. ~L~.`~.. ~~ ~~~~i.•F .~s. t ~y ' } ' r s , , 1 ~ ]p~J ~- r~~7 7 } ?w~.~i~ 7~J. ~ .~~3 Y t~ ~~f;?~~ri 5f~~ ~ [[ ,, 11 ~ f ~r1J ~C: o4fU y ~aL?~t:..Ai Sj '~ ~ ~ rk~' ~ ~ txL"i C:~:1 • l~ ~ ~9 I.~ r~ q .C '] v s. ! ~1 K 3 E .. ~ . 3 v u ~ ~~ .~ ~ r ~.. .= c _ .. ' 7 5.17 x'i,f.G ~',C~i°,y3' i~~~Gxx y .t F .'.! ~' J . -_1 ~.' ? .: ~'' f 3 s 3 r :? it ~ ~ ~s~ G ~S~ ~ ~t.Y.r1~=~. d ~. :~ ti . ~ ~ ,;~ ;' r ~. ~• ~ . ,; . i} i7 L ~ .i'.. a z1. ~ s.'<T:k'.:1 ; .7, r~ 3 . ~~ 'y'' .w ~ # •7 ~9 . i J TOTAL , .' :~ s .i ~ :} . '~i Terms and Conditions ~s .~a ~~ y ~.i?.`u t+ 1. Cash Price (if this were a cash sale) ................................................. 2. Cash Down Payment ................................................................~ 3. Unpaid Cash Price -(Item 1 minus Item 2) ..... . .......................................~ %iir~~~7e'.;~t 4•. Interest .. .................... . .................... . ................................ ~~ 3 ~ a') :~ f {~ `. 5. Contract Time Balance (Sum of Items 3 and 4} ..........................................~ 3:3 , 3 a:~ > 8:;~ ~ 1. ~ -~ 6. Deposit ........................................................................... ;is.z.t:~ !. Interest on Deposit .................................................................. ~ ~ 5 ~ , i 3. 1`et Contract Time Balance (Item 5 minus Items b and 7) .................. .............~ ~~ I• r ~~~? = • ~ 4 9. Insurance Cltarges ..................................................................~ 10. Official Fees (Filinb or Aecordino) .................................................... None None 11.. State and Local Taxes (if applicable) ...................................................$ ~ : _~~-~` . ~~~. 12.'I'otalCashl'aymettt(SumofItems2,6and]I) ....••••.••••••-••••••••••••••••••••••••~ ~'~ ]3. Total Time Sale Fric;e (Sum of Items 8 and 12) ......................................... ~ ~`~ k' ' ~; ~' ~ Please send alt cmm~ruraica[rons to pant at its branch once address listed uboue unless raotified to the contrary. izo-~zas.o ~ The Purchaser promises to pay i, .Il the Total (if applicable) {a) upon the date of installation elective date of the purchase, and to pay the let Interest for the fiscal Periods as set forth below: PAYMENT PLAN I Cash Payment COE1Slsttnh of l,- !}own Payment, Deposit and taxes of the machines or (b) •tvith respect to installed machines, on the Contract Time Balance in consecutive Periodic Payrztents including Fiscal (Anneal) (]iicnnial) Interest I'erind Periodic Payment (Included in Payment) PAYM)JNT PLAN II Iota] of 1'ota! Interest hlnnthly A~lonthly Payments for Fiscal Period l'aynrc;nt for Fiscal Perilyd (Included in Naynrcnts} 6 ~.S~a ~~ ..M...._-..~ 5 # Paymcnt~ payments have been reduced by application of deposit and simple interest accrued thereon a[}I% per annum as set forth in attached Worksheet. The Deposit does not reduce the Unpaid Cash Price until such time as it is applied as indicated in the attached ~7ork- sheet. The Unpaid Cash Price at the beginning of the first fiscal period is 9tf°Jo of the Cash Price, not SSA/o of this amount. The Periodic Payment for Period 1 is due with respect to new machines on the first business day of the month following the month of installation and with respect to installed ma- chines on the first business day of the month following the month of effective purchase, and the Periodic Payments far Periods 2 through :~~~-are due on the first business day of each succeeding Fiscal Period. If Payment Plan I has been chosen, payments must be made in full on the due dates. 1€ Payment Plan II has been chosen, payments must be made in eilual consecutive monthly installments, beginning on the due dates and continuing on the corresponding day of each month o€ the Fiscal Period until folly paid. Payments include interest in the appropriate amount indicated above. All remittances axe to be made at ~ "?~~t'33t;~~'. ;~~;1~ ,.:±,.3 ~- ~. ~ °l rl4='2.°.'~?12C3i"t~:'7i ~ ~rs ~_ ~~~l~n"I d. S:i ~ ~ ~ Period, tarot will, within a reasonable time after the end of such Period, enter and take the machines from Purchaser's premises and 4vi11 retain all sums previously paid by Pur- chaser to tort, consisting of the Cash Down Payment, Deposit {including accrued interest) and Periodic Payments; pro- vided, however, that upon Purchaser's request, Purchaser may retain the machines during a reasonable conversion , period agreed to by tttnt at then current rental charges. beginning on the first day following the last Fiscal Period for which payment has been made hereunder. If the machines, at the time of repossession by ttirvr, are not in average good con- dition and appearance for machines of their age and type, fully operational and in good working order, ordinary wear and tear excepted, the Purchaser shall reimburse tttrtit for the actual time and materials, at tsrvt's then current rates, expended by text to restore the machines to such condition. The machines shall remain personal property, not become part of the freehold, and be kept at No. (Street Address) flt~to~; i ~ ~! r:~ "',tF, r',.-~ ~i i.,,_,_, r ,:~r"re i.-:~~ Notwithstanding the foregoing, if the legislative body appro- (ctty) (coanty) (state) priating funds for the Purchaser does not allocate funds far General such Periodic Payment for arty future Fiscal Period, the Purchaser will not be obligated to pay the Net Contract The Purchaser having been offered the choice of purchasing Time Balance remaining unpaid beyond the then current at the foregoing Cash Price (plus applicable taxes) or at the Fiscal Period. The Purchaser agrees to notify tun+t of such Total Tirne Sale Price, has elected to purchase at such Total nonallocation at the earliest possible time, by a letter directed Time Sale Price. to ~. f. , ^r~ }, -. ~~ p Any credit issued for the delivery of trade-in machines to °,i ~~~~.'"sk~'3.*:~~3 d i ea~.3_ ~&7'~'~'^ ~.t~. ~ ~s ~ ~ -3 ttsnt by the Purchaser or any credits and/or deposit accrued - by the Purchaser under an Option Agreement for Purchase Title to the machines and any replacements and additions h 1 h d h 1 h shall remain in tons and assigns until the Total Time Sale Price fs fully paid. Iu the event that funds are not allocated as provided above, and the Purchaser is unable to make #urther payments under this contract beyond the then current Fiscal of IBM Mac toes w nc is converse to t is pan may ~ applied against the Total Cash Payment. . This Installment Payment AgreentenC is not assignable by the Purchaser; none of the machines may be leased, assigned or transferred by the Purchaser. Any attempted assignment ar 2 Gontinuatian Sheet far Install~~ent Payment Agreement (State and Laca~. Government} Machines and features (conta.nued and made apart thereof)o Caurxty of Butte Courthouse Oroville, Califarnis, 95965 Agreement No: Sr. ©ff . ~~a .: 374 Customer ~uv.: 13252-00 Unit T e Mod~:~ Descri tion Qt Fri cc Amount x429 822 Key Pcanch ~. a~3,45fl.44 $ 3,O:i0.fl0 0059 Ofl2 Verif~.er 1 2,7fl9.40 2,7x9.00 4059 002 ~erf,fier 2 ?,70g.00 2,709.00 Snb-Total $ $,468.00 transfer by the Purchaser of any of , rights, duties or obli- gations of this installment Payment Agreement will be a breach of this contract and will result in termination of the Agreement and repossession of the machines by tBn7, with all monies paid to be considered partial compensation for ma- chine use to the date of such regossession. The Purchaser agrees to assume full responsibility for all taxes and other charges payable in connection with this Agreement and to pay them promptly to the governmental body or agency which levies or assesses such taxes or charges; except that any taxes which the assessing body or agency is not empowered to collect from the Purchase"r must be paid to z>;tvx in full on the date of installation of new machines and/or the effective date of purchase of installed machines. The Purchaser agrees to pay reasonable attorney's fees far enforcing rights a#ter the Purchaser's default; and to satis#y all liens against the machines. Time is of the essence; if any of the Purchaser's payments are not gaid promptly when due or if the machines or any of them, be removed, destroyed, or encumbered, or if the Purchaser assigns or disposes of any legal or equitable right, interest, property or special property right in the machines, or any of them, this Agreement will have been breached and tumt wil'1: (1) retain all monies paid by Purchaser, which will be considered as partial compensation far machine use; (2) take the machines from Purchaser's premises (and the machines may be sold with or without notice at private sale or at public sale, with or without having the machines at the sale, at which sale 1en~r or assigns may purchase) and (3) pursue any other remedy permitted by law. Waiver of any default shall not be a waiver of any other default; all of trim's rights hereunder are cumulative and not alternative. If the,unit price #or any machine is adjusted as provided in the Agreement herein referred to, Items No. i through No. 13 on the face hereof and the payments herein agreed to be paid shall be adjusted and this Installment Payment Agreement steal} be amended accordingly. ~~c~~~Y~:z~:~ r C~31i~C:cn~a Received by IBM at---------------------------------------- Date-___-- ISM Brnnch Manager flccepted by: International Business Machines Corporation $y-----------------~-------------___-__----- Date___ Witness to Seller's Signature Witness to Seller's Signature The Purchaser aL s to procure and maintain fire insur- ance with extended coverage on the machines for the full insurable value thereof for the life of this Installment Pay- ment Agreement, the policy for such insurance being endorsed to show loss payable to tiitvt and assigns as resttective interests may appear. )i'ailure by the Purchaser to obtain such insurance will be deemed a default. Upon request a certificate of such insurance will he furnished to [nnz or assigns. If any of the provisions lfereof are in conflict with any applicable statute or rule of law, then such provisions shall be deemed inoperative to the extent that they may conflict therewith and shall be deemed to be modified to conform with such statute or rule of law. Tltis Installment Payment Agreement and its attached ~orkslteet and the Agreement Herein re- ferred to relating to the purchase by the Pnrcltaser of the tnacliines constitttte a single agreement and the entire agreement between the Purchaser and tn~>t with respect to the purchase and sale of, and terms of payment for, the machines listed in the said Agreement. The terms and conditions of this Installment Payment Agreement shall prevail notwithstanding any variance with the terms and conditions of the said Agreement. NOTICE TO THE PURCHASER I. Do not sign this contract before you read it or if it contains any blank spaces. 2. You are entitled to an exact copy of the contract you sign. 3. You have the right to pay off in advance the full amount due and to obtain a martial refund of the charge for interest. THE PURCHASER ACKNOWLEDGES RECEIPT OF A TRUE COPY OF THIS AGREENIENT AND THE ATTACHED WORKSHEET, AND THE AGRIJEMENT HEREIN REFERRED TO. `.~- l ` • ~:Ii~L:~s { r-tom - ~ By----~_ ~ ~ -----------=----------------__------- _______________ P r ser r~ iHcer's Ti 1e Da ----Sept.__30 _1969___.._------------_------------- CLkl A,. NELSQN, COUN'£YCLIsRK -, - BY---------_---------_ -zS__~~,~ ___--- Witness to t'urchase 's Signature l~ep~ ~~ -- W- -Witness to Purchaser's Signature 720.1256-0 3 ~~ a j L [ ~ ~z ~ N i~ O ~ C [~ ~ ,-y ~~ [ti ~C 4,l PI FM ~v ~Q.pi~ I~q r~ 1d h td G 47 .~ cr ix] r~ tr i,i'1 ~ ~ ~ ~ rs c~ ~ Cis rFa cs~ y ~~ ~ G4 O ~ U II X ~~ a ~ O w 3~ o p" II ~ ~ is ~o O ~ .~ ~ O I~ U ~ ~ ~ ~ L1r ~ ~ ~ ~_ ' 0 ~l ~-. C..} Gl1 ~ ~ ~ ~ ~ C i a F4 W f~l ca ~~ ~ b ~ "~ • ~+ .,~ ~ v ,C? . a ~ S"± CI? ~ .~ is o ~ . ~ a v_+ !!7 tP1 ~, ~ ~ ~ U a~ 3f9 d''3 v-i ~ ~i ~ '~` ~.y Lzi . U a ~ ~ o ~ ~, ~ '~ ~z (d3 ~ a ~ Cfl 'C [„M, .... y yr O ~y} _ 4~ W L,' 'O ~ f~ y e ~ W W ,o ~. O U ~ ~ _ti ti O ~ ~ H~ H y y y ro ' ~ ~ F." i t-" U F ~ ~~ yy ~ ~ U ~ ~ +~ ~ ~4 W a+ a~ a~ o ~ 7 ~ , ~ ~~~~~ o a a R a~ .Vr ~ ~ ~ O O O O O O •p' ~° ~ U V U C3 ~ ~ ~" ~ O O O o 0 ~ y ~ . ~ ~ ti ¢M] W C~1 0~,) N R~. AFAZZZZZ ff F- O ~ W "~ ~ w z a '4` 'h] C.7 r CT GU c } -~ z . q • 4°1 e C'$4 , G • [:`~ ~ r-~ , rte} ~ ~ -- rRi ['9 L'S ~:7 4'4 ~'~ o m :~ ~ :":+ L l`+ ~f+ ~- r~i '- ~t ~: a F"+ tr7 !f,'r C„ r x r M a~ N N ~ ~~ W W r I o Q f~ ,~ } ~ ¢ •_~ r fJ z 0 4,..~ u z a Z J o a m y V. U m _ r • r • • • a ~' 47 h ~ C.'1 o w r ~ ..f ~? r.!t r^~ ~~~ ~: V W 1['~ T`~ P"°T f'0~ ~"'~~ ~'~i t~ P- t'- 1'~ ~ qr <r1, '4+ a~ ~': L:. ~ ;:J . ~'f + r W V ~ 6 ~ m 0. ~'~ ~. r'~ ~.Z ~ .a s s a • • o N ~.~ r. u'1 c~ an ~ r ~ 1'+1 PV ~ r~ ' h 0 L .. \ M 4 ° ~ ra .•-! W (~ m y o O ~ O a w ,1 a • • • , a " a ¢ ~ ~ s _ C'v 6 s~ w s+i ~. ~ ~ ~ w ~ va . ~ z o ~ w 3 ` ~$ '~? ~ ~ r~ t^'- t°9 f'1 s~ tss ~: ~w~ ~~ tc7 o rs : a s~ ;a ~ ~t W O O O O O O J a U N ~ j ;~ ~ ~ ~ f..s ~. rr n. r. r. W t..7 P=~ ~i. F. C i r a ~:. .~ T ,.C, c :{. .. Internati©nal Business Machines Corporation IBM Maintenance Agzeement To: International Business Machines Corpozation Branch Office Address• ~a'~S ~~t#~f~~~ [Name and Address of Customer: ~t~€4i"~liB~ hlrnaonk, jt'civ York 111511-1 Refcrr.nce: ,ligrecmcnt [do.: Revenue $r. Off. No.: ~~~ Service Br. OR. No.: ~~~+ Customer Na.: ~'~~~~~`~ Service Commencement Date: ~I3M agrees to maintain the machines and features (called machine or machines}, listed below, in accordance with the folloFVing provisions. ~~ ~~ ~~~~~ ~~~~~~~ ~~~~~ C~~~.~f~~38 Machine User/Location Name of User Street Address City State M inimum Monthly Periods of Maintenance Service Availability Sanda Total Optional Total hEonthl}' Type Serial Nn. Model/ f1'Iaintenancc Special heature Group Charge Mon.-Fri: No. Hrs. From Opt. Pct. No. Hrs. i y Saturday From Opt. Pct. Nn. Hrs. From I I Opt. Pct. Perrrnt I I {'harries `a~is rN~bi.7^~~~ Ce~~ ~.s~ ~: ~.~~~~ ~ ~y a~ I ail ~.73i [o i i ~ i.~r.Ft~ ~v. €3 r,° k~~~~~~? ~3~~ ~~ ~ 1 . 7~ ~ i ~a+~c~~ ~`~ ~ .a~ I ~ .3. 7 ~ ~g EJ<'~~'....t.aJ 3 ~ / ~di. . ~ { g g R.3* l ~ ~ ~ r ~ dz i ~i > ~ ~ i q i i~i~'r S ~ 7 L i.. I ~ LL+ ~ r ~Jt ~,3":3 'K~..~ ~ J 9 / iG. ~ ~ ~ 1 W @ qg .~ d ,J A~ + ~ ¢+ ~ }g ~? Y l.7r 9F i S 7 4~ . i ~ ~ I g I .Lf r ~ q ~ q ~ a ~. F i gg /~ yy / ~ g S $ idl '~T~.7'J~ ~w ~ yy 1 { ~ IaL'a~i4a L~ yp Yr yy } i--^J~ ~ ~ y l I ~~ ~~ y~gq ~ g p + Q 'i \Y7d~4 3.1.4 1 + ff E c , I ~4 r rY ~y L ~ y d ~ ~ l 3 ~ 1.~ + ?t 9 3:E~L. Y'~'w~iw~~~ •L6~F ~ ~ } ~~s S ~ h 9 ~ ? 4i Vtf'~ i. iJ lu j j {~ 4 i .[eTr~je { e t ~ i.J . J~ fl ~~:34~"J ~ d : ~ $ 4 R7 a 8~ ~ k ~ in ~ r' i Ldtit~ Aa ~ 7J IEr j~ ~.i.. 1 .S d at~j s~r~ ~ 'c~~ ~ ` ~ y. A ~ yv + P ~FL ~ : c ~,~i~~~ S9 6 y r , #S~i ~3o i ~1' ~ y da~ssHi ~ .C~.r.~ ~ ~ p , ; g s ~ ~f':i.3~"'.~J6 f ~ Ls~~~ c ! ~ R. q J~"+~~~ ~ ~y~ y ~:':~5"~r. A.c~~~ i f I i I I I y ~ dw~t. ~ I I I 1 y ~ ] i~«~9J I I I I I 1 , I 1 , , I I f I I 1 I I I 1 I I I 3 E 1 I I I TOTALS r' e, sl There shall be added to the charges provided for in this Agreernent amounts equal to any taxes, however designated, levied or leased on such charges or on Ehis Agreement, or on the services rendered or parts supplied pursuant hereto, including state and local pri~•ile~~e or excis+; taxes based oft brass revenue, and any taxes or amounts in lieu thereof paid or payable by ttint in respect of the iort~;.;nin~~„, exclusive, however, of taxes based on net income. Monthly charges will be invoiced as of tEte first of each month. Payment is due within thirty days of date of invoice. Please send all conununic¢tions to tBat ¢t its branch once address listed above unless notifred to the contrary. 1 Term of Agreement This Agreement shall remain in force, except as otherwise provided, for at least one year from the date monthly main- tenance charges commence for the first machine to become subject to these charges. Maintenance charges for a machine will commence on the stated service commencement date or the day following the last day of the service warranty period, whichever is Inter. The Agreement may he terminated prior to the end of the first year by either party by giving three months' lsrior written notice. It may be terminated at the end of the first year, or thereafter, by either party, provided one month's prior written notice has been given. The Customer may withdraw any machine from this Agreement at any time ]ty one month's prior written notice. tttrit may withdraw any machine from this Agreement at the end of the first year, or thereafter, by one month's prior written notice. Maintenance Service Availability tstt~I agrees to provide maintenance service availability dur- ing the periods selected by the Customer to keep the machines in good working order. This includes: (a) Scheduled preventive maintenance. The schedule will 13e based upon the speeific needs of the individual machines as determined by rant. Preventive maintenance will include lubrication, necessary adjustments and re- placement of unserviceable parts. (b) Unscheduled, on-call remedial maintenance, includ- ing replacement of unserviceable parts. Parts will be furnished an an exchange basis when installed by tt;itii service personnel and will be new part ar parts equiva- lent to new in, performance when used in these machines. Replaced parts become the property of tenet. Charges for Periods of Maintenance Service Availability A. The minimum monthly maintenance charge entitles the Customer to weekday maintenance service availability during any period of 9 consecutive hours between the hours of 7:00 a.m. and 6:00 p.m., daily, Monday through Friday, as selected by the Customer. B. To suit his work schedule, the Customer may select, in lieu of the hours available for the minimum monthly main- tenance charge, one of the following optional weekday periods of maintenance service a~ailabiIity far an additional charge: 1. 9 consecutive hours, daily, Monday through Friday (anti] 8:00 a.m. on Saturday), any part of which is outside the hours of 7:00 a.m. to 6:00 p.m.; or 2. 12, lb, 2D or 24 consecutive hours, daily, Monday through Friday (until $:00 a.m. on Saturday). C. In addition to the weekday period of maintenance service availability selected by the Customer, he may also select one of the following optional periods of maintenance service availability on all Saturdays and/or Sundays (until 8:00 a.m. on dte following day), fox an additional charge: 9, I2, 16, 20 or 24 consecutive hours D. The hours of maintenance service availability fora ma- cltine on Monday through Friday shall be the same each day and the hours on Saturday or Sunday shall ]te the same hours on all Saturdays or Sundays. E. The charge for any optional period of maintenance service availability is based on the minimum monthly main- tenance charge plus a percentage of that charge. The per- centage depends on the optional period selected and the machine group in which the machine is included. These per- centages are set forth in Exhibit #1, which is attached to this Agreement. F. The Customer may change his selected periods of main- tenance service availability at the beginning of any calenc.lar month by giving tt;nt 15 days' prior }vritten notice. G, All machines comprising a single system shall have the same periods of maintenance service availability. For this purpose, a single system is defined as a combinalton of s:ta- chines containing only one centt-a] processing unit and inter- connected by tts;tt power or signal cables. 1'I. If the Customer requests unscheduled, on-call remedial maintenance to be performed at a tirnr. +rltic:h is c:rutside thr selected periods of maintenance service availability, th~~ st:rvice 5+'111 be furnished at s[sat's standard hourly rates once terms then in effect. `t'ravel time turd expenses arc Linable. There is a minimum charge of one hour including h~avel time per tisnt shift for calls taken within tttnt's normal t~urkinr !tours, and two hours including Erave] time, per that shift fur calls taken outsjdc of tt3mt's mtrmal rvarking Jtours. 1. All charges specified are those currently in effect and are suhject to change by three months' prior written notice. If the charges axe increased the Customer may, on the effective date of such increase, terminate this Agreement or withdraw from service any machine affected. Otherwise, the new charge shall become effective upon the date specified in the notice. ,T. Charges for a part of a calendar month will be prorated on the basis of a thirty-day month. Maclaine Changes Changes in machine specifications, attachments or features may result in an adjustment o[ the specified minimum monthly maintenance charge. Travel Expenses Travel expenses of ttsht's customer engineers will be charged to the Customer as follows: 1. Within the hours of maintenance service availability, customers located beyond 15 miles from isdt's nearest branch office, sub-office or resident location-all expense incurred for travel beyond 15-miles from such tstvt location. 2. Outside the maintenance service availability hours, but within Int4I's normal working hours-all expense for travel. The mileage billed will not exceed the distance to and from the sans branch office, sub-office or resident location. 3. Outside both maintenance availability ltonrs and tttmt's normal working hours----all expense for travel. Other Service When the Customer requests service outside the scope of this Agreement, it will be furnished at mot's applicable time and material rates and terms then in effect. Exclusions Service does not include: (a) electrical work external to the machines or main- tenance of accessories, attachments, machines or other devices not furnished by tIInt; (b) repair of damage resulting from accident, transpor- tation, neglect or misuse; failure of electrical power, air conditioning or humidety control; or causes other than ordinary use; 2 {c) furnishing platens, supplies. accessories; painting or refinishing the machines or furnishing material there- for; making specification changes or performing services connected with re}ovation of machines; or adding or removing accessories, attachments or other devices; and (d) such servicti which is impractical fox tnnt Customer Engineers to render because of alterations in the rna- chiraes or their can[rection by mechanical or electrir~al means to another machine or device. flccess to Maciaines rant shall have full and free access to the machines to pro- vide service thereon. If persons other than rani representatives shall perform maintenance, or repair a machine, and as a result further repair by tr;nt is rertuirerl to restore the machine to good operating condition, such repairs will 6e made at rs;vt`s applicable time and material rates and terms then in effect. F,n~'ineerin.g Changes---Installation and Control All engineering changes, including safety changes, as deter- mined necessary by tr3nt, will he controlled and installed }ry rsm on equipment covered by t11is Agreement. If total engi- neering change installation and control is not desired, initial either box belovv and engineering change installation and control will be furnished as indicated thereby. Only safety changes will be installed. Customer may specifically request any other engineering c}range, which will be installed if determined necessary lay rrsnt. ^ All engineering changes, including safety changes; as determined necessary by tBiti, will be controlled and in- stalled by rsr~t on equipment covered by this Agreement, except equipment listed laelow. On such equipment, only safety changes will be installed unless Customer speci- fir-ally requests any other engineering change, which will then tae installed if determined necessary Ly rsmt. Received by IBM at----•------•------•--•--•----------------------------------- flccepted by: International ~Husiness Machines Ctarporatian BY--------••- -------•-----•----------------------•--- - PlJ Branch nianaKer Dnte---------------------------------------------------•-•°---°------- BY---------------•--•-•--• - ----------..._.............-----------------------._.. IBM Branch MrlntiKCr ,n l ~' .. S ....... ~ .l ~'~ ~.._-•--•-.... ~ Y.. f~3=.1ti~ p~ ~L4~t~ ------------- -------•--•-------------r--- ---•----------------------------------•---.. ( Cu to r t\ ` r.- \- •' t 7 i ~ Officer's'ritrc Date-----•-•----------------•-------------------°---------.._..-•---•------•-------- Date Miscellaneous This Agreement shall be governed by the laws of the State of New York- It replaces any previous Maintenance Agree- ment far these m;.tchines. It constitutes the entire Agreement between the Customer and want fur the repair and taintenance of the machines. Its lerm5 and conditions shall prevail should there he any v;rriance with the terms and conditions of any order submitted by the Ctrsrontcr for the reFaair nr maintenance of the machines. Either party may terminate this Agreement at any time for failure of the other to comply with any of its terms aml conditions. rg~w is not responsible [or failure to render service due to causes beyond its control. The Customer represents that he is the owner of t}se ma- cltines subject to this Agreement or if not the owner that }ac has authority to enter into this Agreement. ---- S e~ t .---30-'---].9 b 9 --------------- sza.oar~-s 3 F~ 1w3:<:A.i"Cf-~ O:"s='C~ ~' 1 AP'1EP?DMEtiT TO T~iE IBM AGRLEI°IENTS 2 3 THIS AGREEI°i~':T supplements and amends the attached agreement 4 for purchase of installed IBM machines and installment payment ~ agreement, No. , dated september 30, 1969 by the g International Business Machines Corporation, hereinafter called q "IBM", and Butte County, hereinafter called "the County", with g respect to the IBM machines and features set forth in said attachzc g contract. The County promises to pay in full payment for fiscal 10 period I~To. 1, within thirty days of the effective date of the 11 agreement, and to pay the payments for the remaining fiscal periods 22 as set forth in the installmznt payment agreement on the first 13 business day of each fiscal period.- The County also promises to I4 pay the deposit set forth in the installment agreement. DTotwith- lg standing anything to the contrary in either the agreement for Zs purchase of installed IBM machines or the installment payment 27 agreement, the following provisions shall be applicable to said Zg agreements: Zg 1. State of California sales tax will be paid by the County 20 over the-term of the agreement as follows: 21 The amount of tax applicable to each payment will be paid 2S together with each payment, in accordance with the attached payment 23 plan. 24 Tn the event the County elects to pay the remaining balance 25 due in advance, thereby completing the agreement, the amount of , 26 tax applicable to that payment will be paid together with that 27 final payment. gg 2. Title to the machines and any replacement or additions 29i shall remain in IBP1 and assigns until all payments are made. In 30I the event that funds are not allocated as provided in the afore- 3I mentioned agreements, and the County is unable to mare further 32 II payments under this agreement beyond the ten-current fiscal period, I~ ~~ 1 2 3 .~ s 6 7 8 9 10 11 12 13 1~ 15 16 17 18 19 20 2I 22 23 24 25 26 27 28 29 ~ 30 31 i 32 I IBM will, Saithin a reasonable time, after the end of such period, enter and take the machines from the County's remises and shall retain all sums previously paid by the County to IBii.under this agreement; provided, however, that upon the County's request, the County may retain the machines during a reasonable converstion period, not to exceed six months, at then-current rental charges beginning on the first day following the last fiscal period for which payment has been made hereunder. ` 3. Credits accrued by the county under an agreement for rental of tBM machines have-been applied against the amount other- wise due on the effective date of the agreement. 4. The County shall have the option, in advance of the completion of the term of this agreement, to purchase the machines and equipment hereinabove described at the beginning of either fiscal periods 2, 3, 4, or 5, pay the total of the remaining pay ' and interest accrued there` meats less any interest and Less the amount of deposit/(not ye applied. Upon such-payment, the obligation of the County hereunde shall be satisfied in full and title to the machines and equipment shall vest unconditionally in the County. If such option shall not have been exercised by the County, and provided all previous payments shall have been made, the payment of the amount due at the beginning of fiscal period 6 shall cause title to vest in the County unconditionally and the obligation of the County hereunder shall be satisfied in full, 5. Notwithstanding any other provisions of the installment pa yment.agreement to the contrary, ~•rith reference to the time of making any payment, the County shall have the right to defer for not more than two calendar months the making of any payment due on July 1st of any year if the legislative body of the County sh~.11 not, prior to that date, have made its appropriation for payment of the amount due on that date, 'provided that in that event the amount due on that date shall bear interest thereafter until the 2. 1 ~" ~f 1 date of payment at the rate of 5% per annum if the appropriation 2 for payment of the amount due on that date shall subsequently be 3 made. If the appropriation of the amount due on that date is not made, the machines shall be deemed to have been placed on rent at 5 IBM's then current charges until they are removed by IBNI in accord- 6 once with terms of the installment sales agreement covering such q noncompliance. The term "then current fiscal period", as used in g this agreement, shall mean the latest fiscal period for jrhich the g legislative body of the County shall have appropriate funds for a 10 payment due under this agreement. 11 6. This agreement, the installment payment agreement, the 12 agreement for purchase of installed IBM machines, and the separate 13 maintenance agreement for the maintenance of the machines covered 3.4 herein, shall be governed by the laws of the State of California 15 applicable to such agreements, rather than the laws of the State of 16 -dew -York. 17 7. The parties have determined and hereby declare that the lg payments hereunder attributable to each fiscal period commencing lg with the fiscal period beginning October 1, 1969, represents no 20 more than the fair rental value for the machines and equipment 21 during such fiscal period based upon IBM lease charges in effect 22 on October 1, 1969. 23, 8. Wherever the terms "installment payment agreement", 2~ "contract time balance", "net contract time balance", "total time 25 balance price", and "periodic payments'" are utilized in the 26 attached installment agreement, they and the agreement itself is 27 to be construed as a lease with option to purchase, as defined in 28 the ca°se of L.agiss v. Contra Costa County, 223 CA2d, 77. 29' 9. This agreement, the attached installment payment ~0 agreeme.nt, the attached agreement for purchase of IBM machines, 31i constitute a single agreement and the entire agreement between 32~i the County and IBM with respect to the terms for payment of the j. 3 . ~~ ,; 1 2 3 ~I 5' 6 7 8 9 10 11 12 13 i4 15 16 17 18 19 20 21 22 23 2~ 25 26 27 2s 29 30 31 32 machines listed in said agreement. Provided further that the terms' and conditions of this amendment shall prevail~notjrithstanding any variance with the terms and conditions of said insta.l~.ment payment agreement or sa.id.,a.greement for purchase of installed TBM iru,chines. DATEp: ~rovc~~ a c 'I~.'I EE ,3Y... ~ ~=--- ~ I___~-.~_-- ATTEST: CLARK A. NELSOr?, County Clerk and ex-officio Clerk of the Board of Supervisors Bye--~~ ~h _~ .P ~-~_ COUPS Y OF BCFTTE By ~ / ' ~ P cK LL `Cha i man of the tte County Board of Supervisors r IPdTERPYATIOPdAL $USIPdE5S P1AC~iTP,ES CORFOPATTOPI By FE Branch Manager Date By IBM Firanc Manager. Date 4. !, ~~ 4l ~ ~ ' '. `~ International Business Machines Corp`ra#ian 4 A k ~: e~N. 5 i Agreement for Purchase of Intstalled IBM Machines ,4rmonk, New York 10504 To : international Business Machines Corporation Agreement Nv.: , Branch Qffice Address: Br. Off. No.: 33~ ~~! ~°~~~~ Customer No.: ~.3~J~"~4) ~~a ~p~CQ~ ~c~.~. 5~~!"li:O~ C~}.~E1r~l~8. 9j$~.~i ~0~-4)2-69 Name and Address of Purennaser: Effective Date of Quotation: ~~~~ ~~ ~~~~~ Quotation Expiration Date: 143-•31-~69 ~p6~~t:~fittl~~ DfCEY~~9.~y ~~~D~~ ~~l'3~ Effective Date of Purchase: The Purchaser hereby agrees to purchase and International Business Machines Corporation (iaNt) by its acceptance of this Agreement by signature at its Regional Headquarters agrees to sell, on the folloxving terms and conditions, the machines and features listed below {called machine{s) } which are now instaIled under an Agreement for IBM Machine Service and in the possession of the Purchaser: Tye Model/ Special Feature Serial No. Description Price 629 .&2~ 8E~3~~ Kcy Pu~x~ ~ 2,57~3.43p 653.Qt3 3 B~~ C+~ * ~iJ6.~i f ~ Punch ~ ~p ~E$$1~1 , ~ s~~~Do4143 ~~~~ ~~~ &r ~. Ct47~ €i ~ ~~ 3,~~~.~a. 49Q29 ~c+1~ I;22 ~.~~ : ~~~~~ ~~~~ 3~765s434} 199.4341 2 431329 112 22943 fey cb ~y Puiasf~ , 2,199.Ofl 134329 5~.2 22i3~ 3~ Ke 'Ouch ~ 3yO3~4l.4343 04329 E22 43432 2525 ~'~1€fe~ 2,34.00 UOS~ Of3~9 C~2 2~2~~i 9'~1fiE.~ 2,749.434) TOTAL $343 ~ 335.4)(3 There shall be added to the above prices amounts equal to any taxes however designated, levied or based on such prices or on this Agreement or the machines, including state and local privilege or excise taxes based on gross revenue, and an~- taxes or amounts in lieu thereof paid or payable by isnt in respect of the foregoing, exclusive, however, of taxes based on net income, Any personal property taxes assessable on the machines on or after the Effective Date of Purchase shall be borne by the Purchaser. The above prices are not valid after the Quotation Expiration Date shown above. These prices are subject to change unti] the Effective Date of Purchase. Thereafter, these prices are subject to verification and correction if necessary by Yst at its Regional Headquarters prior to acceptance. The Effective Date of Purchase shall be the later of the Effective Date of Quotation or the date on which this Agreement in its present form, signed by the Purchaser and accompanied by payment in full of the above total amount, or the down payment and an Installment Payment Agreement, approved for this purchase. is received by IsM at its Branch Office address shown above, provided that such receipt is not later than the Quotation Expiration Date. The machines will be discontinued under the Agreement for IBM Machine Service between istit and the Purchaser as of the day immediately preceding the Effective Date of Purchase. Please send all communications to iBM at its branch once address listed above unless notified to the contrnry. Terms-and Conditions of l~urchasa _ Terms Payment in full must be sulmitted to ttsn2 with this Agree- ment, unless this purchase is also the subject of an Installment Payment Agreement approved for this purchase, in which case, an Installment Payment Agreement, signed by the Pur- chaser, and the down payment thereunder must be submitted to stint with this Agreement. Price The prices stated herein are exclusive of any charges which are due or may become due from the Purchaser under any Agreement for IBM iViachine Service relating to the machines. Title Title to each of the machines shall pass to the Purchaser on the Effective Date of Purchase subject to acceptance of this AgreemenE by Inst. repair or parts replacement is required because of accident, neglect, misuse, failure of elecaric power, air conditioning, humidity control, transportation or causes other than ordinar}• use. Ism shall not be responsible for failure to }zrovicle service or parts due to causes beyond its control. tnn2 shall not be required to adjust. or repair any machine or part if it tvottld be impractical to do so because of alterations in the machine or its connection by mechanical nr eler.trical rneans to another machine or device, or i€ the machine is located outside the United States, Puerto Rico or Canal `Lone, [[sort will not be liable €or personal injury or property damage except personal injury or property damage caused by Isrt's negligence. Isnt shall in no event have obligations nr liabilities for consequen- tial rlamages. fT~ith respect to machines which. have been installed far more. tharz one year: the Purchaser agrees to purchase Elte machines as is with all faults. The foregoing ff/arranties and Limitations are exclusive remedies and are in lieu of all other warranties express or implied, including but not linu:trd to the i.rrrplied warranty of merchantability. Risk of Loss Intvi and its insurers, if any, relieve the Purchaser of resgon- sibility up to and including the Effective Date of Purchase for all risks of lass or damage to the machines, including Pur- chaser's negligence, except for responsibility for loss or dam- age due to nuclear reaction, nuclear radiation or radioactive contamination caused by the Purchaser. After the Effective Date of Purchase, the risk of loss or damage shall be on the Purchaser. Mainten¢nce Service and Parts sent will, if requested, provide the Purchaser with mainte- nance service for the machines, and repair or replacement parts, as long as they are generally available, on the basis o{ stint's established prices and terms prevailing at the time. Addition¢l Fe¢tures I~¢rr¢nty The Purchaser will be responsible for assuring the proper nSe, management and supervision of the machines and pro- grams, audit controls, operating methods and office procedures, and for establishing a]] proper check points necessary for the intended use of the machines. The Purchaser agrees that Isn7 t+~ill not be liable for any damages caused by the Purchaser's failure to fulfill these responsibilities. The following Warran- ties shall apply to the machines described herein. I. Service and Parts if~fth respect to machines which have been installed for less than ninety days: tnrR will maintain each of the machines in good working order for a period o£ ninety days from the date of installation at no charge to the Purchaser. At the Pur- chaser's request, sons will make all necessary adjustments, repairs and parts replacements. All replaced parts will be- come the property of toot on an exchange basis. Service pursuant to this Warranty as required at any time twill normally be furnished by Isnt's nearest Branch Office or resident location. Inmt shall have full and free access to the machines to perform this service. Expenses of toot's Customer Engineers for travel of more than fifteen (15) miles between the Purchaser's location and [amt's nearest point of service will be charged to the Purchaser. Service outside the scope of this ~TV'arranty will he furnished at stint's established rates and terms then in effect, II. Parts with respect to machines which have been installed for Less than one year: IAnt warrants the machines (excluding vacuum tubes and solid state and other electronic devices which are warranted for ninety days) to be free from defects in material and workmanship far a period of one year from the date of such installation. [ewe's ohligatimt is limited to furnishing on an exchange basis replacements for gams which have been promptly reported by the 1'urc:haser as having been, in his opinion, defective and are so found by snn~ upon insgection. 111. Limitations The foregoing Warranties will not apply if adjustment, Additional #eatures which are field installable may be ordered in writing by the Purchaser under this Agreement, at any time after its acceptance by tent, for installation in the machines subject to the then prevailing prices and terms and conditions. The warranties on such features will be limited to the unexpired warranties attd limitations, if any, provided by Isnr on the machines in vvhiclt such features are installed, pro- vided however, that the prevailing parts warranty, if any. and limitations shall apply to such features for ninety daya at the Purchaser's option. Accessories, Engineering Changes, Cards, Tapes and Supplies The Purchaser agrees that tn:vt may make alterations, at its own expense, to the above machines after the Effective Date of Purchase in order to make tltc machines conform to the machine descriptions set forth above. Such alterations will he performed on a mutually agreed to schedule during Inns-s normal working hours. ISnr will, upon request, furnish to the Purchaser, at Inx's established prices and terms prevailing at the time, any ma- chines, attachments, features and engineering changes as ts~t shall have available for sale astd [which may he suitable for use on, or in connection with, the machines. But tsmz m;;kes no representatiott that such machines, attachments, features r.r engineering changes which may he announced in the fuuu•e. will be suitable for use on, or in connection with, these ma- rhines, ssni will also furnish to the Purchaser, upon request. at ta;v['s establfslted prices and terms prevailing at the time. cards, tapes and other sugglies used in the operation of the machines, as long as ssi,rt has them available for sale. Portent Indemnity tam will defend, at its own expense, any action bro+tglst against the Purchaser, to the extent that i1 is based on a claim that the machines supplied by snort infringe a United States patent, and stint will pay those costs and damages finally awarded against tlse Purchaser in any such notion which are attribuEahle to any such claim, but sum„ defense and payments are conditioned on the following: (i) that [srvt shall be noti- fied promptly in writing by the Purchaser of any notice of such claim; and (ii) that [snI shall have sole control of the defense of any action on such claim and all negotiations #or its settlement or compromise; and (iii) should t11e machines become, or in [sn1's opinion be likely to become, the subject of a claim of infringement of a United States patent tl[at the Purchaser shall permit [ntil, at its option and expense, either to procure for the Purchaser the rigllt to continue using the machines, to replace or modify the same so Ehat they become noninfringing, or to grant the Purchaser a credit for such machines as depreciated and accept their return. The depre- ciation shall Le an ettual amount per year over the lifetime of the machines as established by [sM. u;n~ shall have no liability to Purchaser under any provision of this clause with respect to any claim of patent infringement which is based upon the comhinatinn of machines furnished hereunder with machines or devices not made by [sNI. The foregoing states the ...~~ire liability of Isnt with respect to in- fringement of patents by the machines or any parts thereof. General T11is Agreement is not assignable without written permission from nitvt; any attempt to assign any rights, duties or obliga- tions which arise under this AgrcemrnE without such permis- sion shall be void. Phis fgreement shall Le governed by the laws of the Stutc of New York, and constitutes tJte compete and exclusive statement of the agreement betzrcen the Purchaser and [stir with respect to the parchase and sale of the machines and no representation or statement not contained in this ilgrcement shall be binding upon [[3aI as a warranty or otherwise. The foregoing terms and conditions shall prevail notwithstanding any variance with the terms and conditions of any order sub• milted by the Purchaser for the machines. :i I LL::. - .~."~... I~ .~ ~; -.Y -- _ _ _ ... ___° - - --~.I Received by iBM at____~,~.~,_ ~.7,#,~ttrz<tf.~-_ Date------------------58~31`~ ~ -~$' ---~p~-~-- ------ ISM Branch Manager _--_-~-tau-~~ .~3~ ------------------------- tlecepted by: infernaiional Business Machines Corporation By_____ By--------------------------.._..-----------------------• Date..------------------------------------------------- /f-Chairman of the Board of Supervisors -----¢V-~ --------------------------------- Officer's title Date-----..Sept ._ 30 , _ 1969 ------------------------- __.. r~ . Internatianal Business~~: shines Corporation Installment Paytnent Agreement (State and Local Government} To: Inteznational Business Machines Corporation Branch Oifice Address: 52~ C~~~tOI. I$~~~ ~acra~.~t~r~ta, ~'.al.f.~carz~~a ~ 5~ ].~ 1v`amc and Address of Purchaser: ~4L$2]~G~7 t3~ 1::i2'I:'IVr~' ~3~~~v~.l~~r ~a~~.~~rn~~t ~59G~ tlrtnonk, New fork IQ50~ A'~;rccuicnt IVo.; Br. Off. No.: ~ ~ l,I This Installment Payment Anreelnent supplements and amends Agreement No. ,dated , l~ ,between International Business Machines Corporation (hereinafter called 'tanz) and the above-named Purchaser with respect to the following 1~M machines and features (hereinafter collectively called the machines} referred to in said Agreement: Type Mode] Description Quantity Unit ]'rice Amotlnt i~~329 ~~~ }'t~:~ 1`':art~li I. 3,fi5t;.~;~ ~PVJb.~,7 V L ~ i ~ . s3 <. ~L~ls/ ~>,3~ E ~ . ~ j .~+ / ~' y i7 a ~ ~ i ~ t ~ J~'I ~ ~ ~ ~ : ~ ~ ~ y ; 9 Sp! ~ ~~~',~ ~p 4 E 5~~~.a'~' l w y - 7- r ~ ~9 . i~ : J ~ t'J a r +~ ~ ~! 3 , ( ~ r : Y ~' ~~ F , y ~ / lJV ~ J . y ~~ G ~1.'~~ ~ y~ ,~ «~~•r~~4.-1i 3 .~• S ~ ry t ~ ~ p 3.1 ~ • ~ i1 t - y ) { ~ ~Ca f .t J :f . ~J TOTAL ~' (,I f 3 ~ 7 . ~} ~~ Terrrls and Conditions I. Cash Price (if this were a cash sale) ..................................................$~ a'Jr375,Di? 2. Cash Down Payment .................................................................~a 3. Unpaid Cash Price- (Item 1 minus Itern 2} . . ............................................."~ 3t? r 3~~ . -'.I {; •1. interest ...........................................................................~ 'tri]4!1_L 3 5. Contract Time Balance (Sum of Items 3 and ~l•) .......................................... ~~ :~ 3 j d S ~ . ~ ~i G. Deposit ............................................................................ ~~ I,. ~ S L ~ . 7 S 7. Interest on Deposit ..................................................................~ > >$ ._~~ i;. Net Contract Time Balattee (Item 5 mlltus Items G and 7} .......................... . 9. Insurance Charnes ....: .............................................................~ 10. Official Dees (Filing or Ilecording) .................................................... None Nane 11. SEate and Loral Taxes (if applirable) ...................................................~ ~. s ~~~' • ~7t~ _ ~~~~-~- I2. 'T'otal Cash Payment (Sum of Items 2; G and II) ........................................~ r ] 3. Total Time Sale Price (Sum of Items 8 and I2) ......................................... ~ "~ 2 r <s = ? ~ Please send all communications l0 3anz at its brancla office address listed abuue unless natifietl to the contrary 120-12GG•O 1 The Purchaser Promises to pay in rdll the Total Cash Payment consisting of ti. sown Pa}'meat, Deposit and takes (if applicabie~ (aj upon the date of installation of the machines or (b) with respect to installed machines, on the elleclive date of Elie purchase, and to pay the Net Curttract Time Balance in consecutive l crioclic Payments includinn Interest for the Fiscal Periods as set forth below: PAYMIJNT PLAN I Fisral {Annual) (Ricnnia]) Interest Period Periodic Paynx~nt (Included ]n Payment) 2 ~ ~~,33,29 ~~~,~~ ~ ~ . 7' S t? . ~ ii ~' ~,~5~.7'3 ~ ~ ~Z73..~.3 6 251.7 ~` Payment f payments hove been reduce Worksheet. PAYMIINT PLAN II Total of "1'ota] Interest R-lonthly 13ontltly Payatenls for Fiscal Period E'ayment for Fiscal Period (Included in f'ayntents) ~75.t~~' 3~'~. ?~. ~n,43 .,__.,~~...~_ 5 d by application of deposit and simple interest accrued thereon ate°/a per annum as set forth in attached The Deposit does not reduce the Unpaid Cash Price until such time as it is applied as indicated in the attached Work- sheet. The Unpaid Cash Price at the beginning of the first fiscal period is 90°fo of the Cash Price, not 85~% of this amount. The Periodic Payment for Period 1 is due with respect to new machines on the first business day of the month following the month of installation and with respect to installed ma- chines on the first business day of the month following the month of effective purc}ase, and the Periodic payments for Periods 2 through-;~.3,~ mare due on the first business day of each succeeding t' fiscal Period- If Payment Plan I has been chosen, payments must be made in #ull on the due dates. if Payment Plan II has been chosen, payments must be made in equal consecutive montlily installments, beginning on the due dates and continuing on the corresponding day of each month of the fiscal Period until fully paid. Payments include interest in the appropriate amount indicated above- All remittances are to be made at ~'~~ ~"-•--~a ~"° i 7- ^ s'h ~~" ~ ~ Period, IBM will, within a reasonable time after the end of such Period, enter and take the machines from Purchaser's premises and will retain all sums greviously paid by Pur- chaser to IBM, consisting of the Cash Down Payment, Deposit (including accrued intcrestj and Periuciic Payments; pro- vided, however, that upon Purchaser's request' Purchaser may retain the machines during a reasonable conversion period agreed to by tort at then current[ rental charges. beginning on the first day fallowing the last Fiscal Period for which payment has been made hereunder. If the machines, at the time of repossession by IBM, are no! in average goad con- dition and appearance for machines of their age and type, fully operational and in good working order, ordinary wear and tear excepted, the Purchaser shall reimburse tBM for the actual time and materials, at IBrvI's then current rates, expended by rant to restore the machines to such condition. The machines shall remain personal property, not become part of the freehold, and be kept at No. (Street Address) r. ~ Y C { oty) ~ •~ (County) ~ (State) Notwithstanding the foregoing, if the legislative body appro- priating funds for the Purchaser does not allocate funds fox General such Periodic Payment for any future Fiscal Period, the The Purchaser having been offered the choice of purchasing Purchaser will nut be obligated to pay the l~let Contract at the foregoing Cash Price (plus applicable taxes) or at the 'Circe Balance remaining unpaid f?eyond the then current Total Time Sale Price, has elected to purchase at such Total Fiscal Period. The' Purchaser agrees to notify IBivI of such Time Sale Price. nonallocation at the earliest possible time, by a letter directed ~, Any credit issued for the delivery of trade-in machines to to °, _ ' ~ - ~ ~'~`+It;n2 by the Purchaser or any credits and/or deposit accrued ~~~'-'~'~°~1'~-~-p ~ry~~-~ ~~~ ~ ~~f~~~• by the Purchaser under au Option Agreement for Purchase Title to the machines and any reglacements and additions f IBM M •hines which is converted to this plan may be shall remain in IBM and assigns until the Total Time Sale Price is fully paid. In the event that funds are not allocated as provided above, and the Purchaser is unable to make further payments under this contract beyond the then current Fiscal o ac, applied against the 't'otal Cash Payment. • This Installment Payment Agreement is not assignable by the Purchaser; none of the machines maybe leased, assigned or transferred by the Purchaser. Any attempted assignment or 2' Continuation Sh~:et for ~nstal~.ment Payment Agreement (State and Local Government) Machines and features (cont~.nued and made a part thereof): County of Butte Agreement No: Courthvuss Orovi.lZe, California 95965 Br. Off. Pdo.: 37~ Cu~toa:-er No.. 13252~4G Unit e Model Descri tion Qt Price Amount C?029 B22 Key Punch 1 $3,05(},04 $ 3,05fl.OG 0058 002 Verifier ~. 2,709.00 2,709.04 0059 fl02 Verifier 1 2,709.D0 2,709 ,40 S~at~-Total $ 8,~6S.4G transfer by the Purchaser of any of tia._. rights, duties or obli- gations of this Installment Payment Agreement wtll be a breach of this contract and will result in termination of the Agreement and repossession of the machines by tslvt, with all monies paid to be considered partial compensation for ma- chine use to the date of such zepossession, The Purchaser agrees to assume full responsibility for all taxes and- other charges payable in connection with this Agreement and to pay Ehem promptly to the governmental body or agency which levies or assesses such taxes or charges; except that any taxes which the assessing body or agency is not empowered to co]lect from the Purchaser must be paid to tsn~ in full en the date of installation of new machines and/or the effective date of purchase of installed machines. The Purchaser agrees to pay reasonable attorney's fees for enforcing rights after the Purchaser's default; and to satisfy all liens against the machines. 'l'ime is of the essence ; if any of the Purchaser's payments are not paid promptly when due or if the machines or any o{ them, be removed, destroyed, or encumbered, or if the Purchaser assigns or disposes of any legal or equitable right, interest, property or special property right in the machines, or any of them, this Agreement will have been breached and ia>tiz will: (1) retain all monies paid by Purchaser, which will be considered as partial compensation for machine use; (2} take the machines from Purchaser's premises {and the machines may be sold with or without notice at private sale or at public sale, with or without having the machines at the sale, at which sale tslvt or assigns may purchase} and (3) pursue any other remedy permitted by law. Waiver of any default shall not be a waiver of any other default; all of tHivz's rights hereunder are cumulative and not alternative. If the unit price for any machine is adjusted as provided in the Agreement herein referred to, Items No. I through No. 13 on the #ace hereof and the payments herein agreed to be paid shall be adjusted and this Installment Payment Agreement shall be amended accordingly. Iiieceived by IBM at__5~~~~3~ri~0~ - ~`'~" ~' ~~~~-r~-`~ Date----------------- ---- -------- IIIIrS Branch Manager Accepted by: International Business Machines Corporation By Date---------------~---------- __------------_-_-----------_-- - -Witness Ea Seller's Signature - -Witness to Seller's Signature The Purchaser a~ ; to procure and maintain fire insur- ance with extended coverage on the machines for the full insurable value thereof far the life of this Installment Pay- mentAgreement, the policy for such insurance being endorsed to show loss payable to isai and assigns as respective interests may appear. Failure by the Purchaser to obtain such insurance will be deerned a default. Lipon request a certificate of such insurance will be furnished to ]lint or assigns. If any of the provisions hereof are in conflict with any applicable statute or rule of law, then such provisions shall be deemed inoperative to the extent that they may conflict therewith and shall be deemed to be modified to conform with such statute or rule of law. This Installment Payment Agreement and its attached Worksheet and the Agreement herein re- ferred to relating to the purchase by the Purchaser of the nachines constitute a single agreement and the entire agreement between the Purchaser and t~n~ with respect to the purchase and sale of, and terms of payment for, the machines listed in the said Agreement. The terms and conditions of this Installment Payment Agreement shall pre~~ail notwithstanding any variance with the terms and conditions of the said Agreement. NOTICE TO THE PURCHASER 1. Do not sign this contract before you read it or if it contains any blank spaces. 2. You are entitled to an exact copy of the contract you sign. 3. You have the right to pay off in advance the full amount clue and to obtain a partial refund of the charge for interest. THE PURCHASER ACKNOWLEDGES RECEIPT OF A TRUE COPY OF THIS AGREEMENT AND THE ATTACHED WORKSHEET, AND THE AGREEMENT HEREIN REFERRED TO. ~~- By----- _ °atxtw~~ o~ _f3zxtt:~ ---_------------ _~.._ __- 9CIt ..-...._.....___-_ _______ _ ~_'____ -_ _. ~-~Mar~' --------- -_~ ~ J O cer s e Chairma o the Board of Sttpervasors Date - ---~.~p-t___3~`.___~G~----------------------------- CLARK NELSON, COL~I~TTX-F~ERK r Witness to Purchase s Signature Deputy ------- ----- Witness to Purchaser's Signature ,za-~zse-o 3 : - ~~ ~ ~ ~•+ m v GI Q7 ~ ~ „~ ~ z N O ro I ~ F4 ~ ~~ ~ r W ~ y ~ z ~ ~ o ~ etk ec3 I I c€, ~, ~ a R. a1 ~ II X ~ ~ II ~~ O X ~ ~ E X "'' R I~ I I ~.a o dl~ ~ II ,.. o ~ ~ it G G7 ' ~ `~ U b ~ w .~ ~l O U N Cw ~ N ~ N Q N IUn ~ • O ~ 'n T V ~ ~ ~ m ~ W w r~ .. . ~ s~ f '; ~ ~~ ~~ "~ ,~ _O "0 r l~l .Q © y U p i-I ~ ~`` A~ U ~ s Cxy ~ U R. In ~ ~` 0 C. 4? •~CJ C~ A ~ •~ .-c ~ - ~ ~ .~ a i m C b .-. W W W ~ . ~ ..~ •w p., •~ ~N •N Pi • ~4'".. N Qi ~ ~".. y ~--~ W •~ 61 G GS C U N Ill {~ U W ~ ~ ~ W o ~ ~ a~ a~ ~ ;; ~ ~ ~ 17s P. W ~ _ N O p U E~ ' k O O O O L" ~ f V C3 ~' a. ~ ~ V c G ~ ~ .. 7..O V O O O o O N A ~M ~ Qi :'' 41 N d? N ~ 0. .a: V ~ O .S] .C .A .a .A ~ w a; A~A;~zzzz ~ r o ~ _i ~ ~ ~ ~ a -H (+. +CN ~Ci a~+ ~*, c ~• ~ Pa f m ~ ~ y G ~ y~ , ^ ~ " ~ y w f- z w a t. ]~ 0.N w z O ~ ~a M W O iW. IO ~ O z wQ i O y r z ~ 0 i a z ~ O 4 m N ~ U A .3~ ' 45 ~ +"~ C~ ~ a m . .. i a • o • • • o ~q ~ sg, t'~'1 ~ if•1 S.f} i.L•? i.fl ~ w ~ ~ ~a ~ O w ~ r?y rl C"~ {~y ~ ~ I m W~ ,~ .~ ~ ,.~ ~~ ~ ~~ ~ ~ ~ ~ ~ ~ ~ ~ ~, :.~ c~ ~s L7 •~ V ~ x a ~ [7 L:J C"i S.•7 m Eft !~ i;? ;ti7 Vl O s. \ \ r ~. a 0 ~ " W ~ -~* ,v , -, Y 3 ^~ m ~ 0 .a a 0. ~ Q C.'` C? r~`1 Lq7 y a a a 4U ~ ~ a ~+'1 t ~ • .~ • • v i h - ~ ~ t t f C+ Lf'! ~ K ~ ~• ~ C:3 C:7 C:? r+l ti d A * i ~ ~ 4i7 !53 l,~l °a o o t" ~ r"~ e-~ 9"'~ ~ ~ ~ o • Q ~ ~.r (/ tt°} M r''i fl'1 t+l P~ I 9 L ~^1 k fl ~ ~ ~ :7 Q q g~ V ~ ~ LI ~ { a J O F O t^ O h O W O ]-^ O F u [~ Ca p,.~ Cti1 Tl ~ ~ d"'~ ~ 7~ T"~ p{ i'~ ~ ~ ~ ~ ~ International Husiness I~lachiites Corporation TBM Maintenance Agreement To: International Business Machines Corporation Branch Office Address• , #~Y~f G©rp~sra~f~~i St~~~t~~a, ~~3~"resrzt~s 35~3~.~ Name and Address of Customer: ~~5~ tt~ ~t8.>I:~B ~~~~~ flrnxonk, New York 10,70.E Reference: ltgreement No.: Revenue Br. Oft. No.: ~~~ Service Br. Ofi. No.: ~~~ Custontcr No.: ~~~~~-'"f'~-' Service Commencement Date: III a;rees to maintain the machines and features (called machine or machines},listed below, in accordance with the following provisions. Machine User/Location ~ 4~ ~~~~'~ ir~~~s~ ~~~~~ ~~ ~ Name of User Street Address City State e Serial No. Minimum Monthly Model/ Maintenance vial Feature Group Charge fE~~~--G a~3~ ~~ 1 0 1~. ~ 5 f ~ / ~ ` ~ ^ ;,ttj~r ylif:~i~~ ~~ . 0 ~.~. ~~ ~€.+z9-~3~ 35 ~2. i i ~2 C ~ ~3 .7 ~ gq ~~ yg y pp ~ y fJ~i <:7'.•~lC~,{.J ~ v''~dc. 4 .JO / ~ ~ ~J r~Jf~'..~~i~L7.i n S'.~~ p v 4 S q i~r i 9 J 9 Periods of Maintenance Service Availability Mon.-Fri: 5aturd ay Sunday rs. from 6pt. Pct. No. Hrs. From Opt. Pct. No. Hrs. From ~ ~ R~~~ ~~~ ~ ~ ~ : ~1~S~tt ~.~-~- ~b h~V~ .~.. t//J ~ ~: G3~3~a T.~3~ ~ d t~k2Stt ~~~ ~3: ~4~~t ~~~ ~ : i~~ ~~~ L" i'JLi l~llt 1~.{i ~ 1 i TOTALS ~~ 5. fit? There shall be added to the charges provided for in this Agreement amounts equal to any taxes, however designated, levied or l,ast•{1 n,+ such charges oz on this Agreement, yr on the services rendered or parts supplied pursuant hereto, including state and locale privile,,e or exr;ise taxes based on gross revenue, and any taxes or amounts in lieu tl-ereof paid or payable b}' ziint itt respect of the foregoing, exclusive, however, of taxes based on net income. Monthly charges will be invoiced as of the first of each month. Payment is due within thirty days of date of invoice. Please send all communications to trsnt at ils branch once address listed above unless noei~ed to the contrary. Total Total Optional sllontlily P<:rcent Citargc ~;~~• 1q• ~•~~~ yy n r.: ~ .LV fi I0~ I ' ~s`t ti I ~~{{. t(^.~l ~gg ~ .k ;r k. s ~~~a ~ ~Ck ' 1t~ 2L°P&3 2~e.i3 ~~• ~~ ~~ .73 ~1 ~ ~ j ~~,53 ~~r~r~ ~~ . 7.~ ~1=;,~~ +zo•o~rr-s Term of tlgreement This Agreement shall remain in force, except as otherwise provided, for at least ono year from the date monthly main- tenance charges commence for the first machine to become subject to these charges. Maintenance charges for a machine will commence on the stated SCrV1Ce commencement date or the day following the last day of the service warranty period, whichever is later. The Agreement may Ese terminated prior to the end of the first year by either party by giving three monthti' prior written notice, It may be terminated at the end of the first year, ur thereafter, by either party, provided one month's prior written notice has been given. `fhe Cnstomer may withdraw any machine from this Agreement at any time by one month's prior written notice, trtni may withdrawn any machine from this Agreement at the end of the first year, or thereafter, by one month's prior written notice. Maintenance Service /Ivailability tfimr agrees to provide maintenance service availability dur- ing the periods selected by the Customer to keep the machines in guar] working order. This includes: (a) Scheduled preventive maintenance. The schedule will he based upon the specific needs of the individual machines as determined by tBni, Preventive maintenance will include lubrication, necessary adjustments and re- placement of unserviceable parts. (b) Unscheduled, on-call remedial maintenance, includ- ing replacement of unserviceable parts. Parts will be furnished on an exchange basis when installed by i$nt service personnel and will be new part or parts equiva- lent to new in. performance when used ~in these machines. lleplaced parts become the property of t>3mi. Charges for Periods of Maintenance Service Availability A. The minimum monthly maintenance charge entitles the Customei to weekday maintenance service availability during any period of 9 consecutive hours between the hours of 7:00 a.m. and 6:00 p.m., daily, Monday through Friday, as selected by the Customer. l3. To suit his work schedule, the Customer may select, m lieu of the hours available for the minimum monthly main- tenance charge, one of the following optional weekday periods of maintenance service availability for an additional charge: 1. 9 consecutive hours, daily, Monday through Friday (until 8:00 a.m. on Saturday}, any part of which is outside the hours of 7:00 a.m. to 6:00 p.m,; or 2. 12, 16, 20 or 24 consecutive hours, daily, Monday through Friday (until 8:00 a.m, on Saturday). C. In addition to the weekday period of maintenance service availability selected by the Customer, he may also select one of the following optional periods of maintenance service availability on all Saturdays and/ar Sundays (until 8:00 a.m. on the following day), #or an additional charge: 9, 12, 16, 20 or 24 consecutive ]tours 13. The hours of maintenance service availability fora ma- chete on Monday through Friday shall be the same earls day and the hours on Saturday or Sunday shall be the same ]tours on all Saturdays or Sundays. L. The ch;rrge for any ulrtiunal period of maintenance service availability is based on the minimum monthly main- t.enanre charge plus a percentage; of that charge. 't'he per- centage depends on the optional period selected and the machine group in which the machine is included. These per- centages are set forth in Lxhibit #1, which is attached to this Agreement. F. The Customer may change Esis selected periods of main- tenance service availability at Elte beginning of any calendar month by giving lr3m 15 days' prior written notice. G. All machines comprising a single system shall have the same periods u€ maintenance service availability. Far this purpose, a single system is defined as a combination of rna• c.hitse~ containing only one central processing unit and inter- connected by tttm power or sjgnal cables. l~. if the Customer requests unscheduled, on-call remedial mainicnanre to be performed at a time which i~ uut~iele tlrr sclecteci periods of maintcnanr:c service availahilit}-, th,~ service will he furnished at tint's standard ]sourly rates and terms then in of€er•t. "I'ruvel time and expenses arc hillahlr. '1'Ircre is a minimum char;;e o€ one hone iru•htrling travel tirnr> ~scr risen shift. fur calls taken wvilhin roar's norrnal wcorl:inp hours, amE two hoary includinn travel time, per ns~t shift Fur' calls taken outside of tint's normal working hours. 1. All charges specified are those currently in effect and are subject to change by three months' prior written notice- lf the charges are increased the Cnstomer may, on the effective date of such increase, terminate, this Agreement or withdraw from service any machine affected, Qtherwisc, the new charge shall become effective upon the date specified in the notice. J. Charges for a part of a calendar month will be prorated on tite basis of a thirty-day month. Machine Changes Changes in machine specifications, attachments or features may result in an adjustment of the specified minimum monthly maintenance charge. Travel Expenses Travel expenses of n3ni's cusmmer engineers will fie c}targed to the Customer as follows: 1. Within the hour, of maintenance service availability, customers located beyond 15 miles from titmi's nearest branch oice, sub-office or resident location----all expense incurred for travel beyond 15-miles from such semi location. 2. Outside the maintenance service avaiEability hours, but within ti3nt's normal working hours-all expense for travel. The mileage billed w,•ill not exceed the distance to and from the rant branch office, sub office or resident location. 3. Outside both maintenance availability hours and semi's normal working hours-all expense for travel. OtTter Service When the Customer requests service outside the scope of this Agreement, it will be furnished at tfini's applicalile time and material rates and terms then in effect. Exclusions Service does not include: (a) electrical work external to the machines or maits- tenunce uF accessories, attachments, iuarhinrs or uthrr devices not furnished by sums; , (b) repair of damage resulting from accident, transpor- tation, neglect or misuse; failure of electrical powver, air condiLiwiing or humidity contra]; ox causes other than ordinary use; {c) furnishing platens, supplies _ _ accessories; painting or refinishing ttte machines or furnishing material there- for; making specification changes or performing services connected with relocation of machines; or adding or removing accessories, attachments or other devices; and (d} such service which is impractical for tr;nt Customer Engineers to render because of alterations in the ma- chines or their connection by mechanical or electrical means to another machine or device. tlccess to Machines tAna shall have full and free access to Ehe machines to pro- vide service thereon. If persons other than dint representatives shall per#oren maintenance, or repair a machine, and as a result further repair lay tzint is required to restore the macl-ine to good otserating condition, sur.h repairs will he made at tttnt's applicable time and material rates and terms then in effect. Engineering Ckanges-Installation and Gnntrol All engineering changes, including safely changes, as deter- mined necessary by rant, will be controlled and installed by roan on equipment covered by Ellis Agreement. If total engi- neering change installation and cwttrol is not desired, initial either box below and engineering change installation and contra} will he furnished as indicated thereby. Only safety changes will be installed. Customer may specifically request any outer engineering change, which will he installed if determined necessary by Sant. ^ All engineering changes, including safety changes, as determined necessary by tE?nt, will be controlled and nt- stalEed by tE3M on equipment covered by this Agreement, except equipment listed below, On such equipment, only safety changes will he insta}led unless Customer speci- fically requests any outer engineering change, which will then he installed if determined necessary by tent. ~`~~~~S~+Ffe ~~~~O~itit~Ft Received by IBM at----------------------------••--•--------------•----•------~ tlccepted by: International Business Machines Corporation EY-• •-------------------------•---------------.....-------------•--•-----------------• I~'t: Branch Mana~;cr Dale-----------•--•--------------------------•-°------------.....-•-- ~Y------•-------------- -------.....----------- TBM Branch Mxnat;er Date ---------•-------------------•---------------------•---------- Miscellaneous "Phis Agreement shall be governed by the laws of the State of 1Vew York. It replaces any previous Maintenance Agree- ment for these machines. It constitutes t}tc entire Agreement between the Customer and tans for the repair and maintenance of the machines. Its terms and conditions shall prevail should there be arty variance wttlt the terms and conditions of any order submitted by the Customer far the repair or m;tintenanr•e of the machines. Either Marty may terminate this Agreement at any time fur failure of the other to comply wilt any of its terms and conditions, tuns is noE responsible for failure to render service due to causes beyond its control. The Customer represents that he is the oK'ner of the ma- chines subject to this Agreement or if not the owner that he has authority to enter into this Agreement. 's ;;y ._- ~----__ - ~ _. r. _.~ ...._ _..-_.~--~ ~~u~.l~~ air` i?nt:t:e - .~ (~ ,ua ur r Chairman of the Board. of Supervisors QtrSCL`I'~S ~rltt L• Sept. 30, 19b9 Date-------------•--•---------------------------°---......------...-•----- •---------- 3 €7E=' E3~A~3Ci-k Off':-i~.~~ :zo-on7-s 1 AP'iEt'DME'PiT TO THE IBM AGRLE?°I~iTS 2 3 THIS AGREEi°~TT supplements and amends the attached agreement ~ for purchase of installed IBP, machines and installment payment 6 agreement, No. dated September 30, 1969 by tree g International Business Machines Corporation, hereinafter called ~ "IBM", and Butte County, hereinafter called "the County", with g respect to the IBM machines and features set-forth in said attached g contract. The County promises to pay in full payment for fiscal 10 period No. 1, within thirty days of the effective date of the Il agreement, and to pay the payments for the remaining fiscal periods 12 as set forth in the installment payment agreement on the first 13 business day of each fiscal period. `The County also promises to Z~ pay the deposit set forth in the installment agreement. Pdotwith- 15 standing anything to the contrary in either the agreement for 16 purchase of installed IBM machines or the installment payment 17 agreement, the following provisions shall be applicable to said lg agreements: ~g 1. State of California sales tax will be paid by the Count 20 aver the term of the agreement as follows: 21 The amount of tax applicable to each payment will be paid 82 together with each payment, in accordance with the attached paymen 23) plan. 24 In the event the County elects to pay the remaining balance 25 due in advance, thereby completing the agreement, the amount of 26 tax applicable to that payment will be paid together with that 27 final payment. 2g 2. Title to the machines and any replacement or additions 29` shall remain i.i ISP4 and assigns until all payments are made. In 30j the event that funds are not~al7.ocated as provided in the-afore- 31~ mentioned agreements, and the County is unable to mace further 32 ii payments under this agreement beyond the ten-current fiscal period, I .. ii ~ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18' 19 20 2i 22 23 24 25 26 27 28 29 i 30 f 31 , 32 II IBM will, ~~rithin a reasonable time, after the end of such period, enter and take the machines from the County's premises and shall retain all sums previously. paid by the County to IBM~und~~r this agreement; provided, however, that upon the County's request, the County may retain the machines during a reasonable converstion period, not to exceed six months, at then--current rental charges beginning on the first day following the last fiscal period for which payment has been Wade hereunder. 3. Credits accrued by the county under an agreement for reiital of IBM machines have been applied against the amount other- wise due on the effective date of the agreement. 4. The County shall have the option, in advance of the completion of the term of this agreement, to purchase the machines and equipment hereinabove described at the beginning of either fiscal periods 2, 3, 4, or 5, pay the total of the remaining p"" and interest accrued ther ments less any interest and less the amount of deposit(not y applied. Upon such payment,. the obligation of the County hereunder shall be satisfied in full and title to the machines and equipment shall vest unconditionally in the County. if such option shall not have been exercised by the County, and provided all previous payments shall have been made, the payment of the amount due at the beginning of fiscal period 6 shall cause title to vest in the County unconditionally and the obligation of the County hereunder shall be satisfied in full. 5. Notwithstanding any other provisions of the installment payment agreement to the contrary, with reference to the time of making any payrnent, the County shall have the right to defer for not more than two calendar months the making of any payment due on .July 1st of any year if the legislative body of the County shall not, prior to that date, have made its appropriation for payment of the smount due on that date, provided that in that event the amount due on that date shall bear interest thereafter until the 2. ff 1 ~ date of payment at the rate of 5% per annum if the appropriation 2 for payment of the amount due on that date shawl subsequently be 3 made. If the appropriation of the amount due on that date is not '4 made, the machines shall be deemed to have been placed on rent at g IBP~I's then current charges until they are removed by IBM in accord- g ance with terms of the installment sales agreement covering such ry noncompliance. The term "then current fiscal period", as used in g this agreement, shall mean the latest fiscal period for ~•~hich the g legislative body of the County shall have appropriate funds for a 10 payment due under this agreement. 11 6. This agreement, the installment payment agreement, the 12 agreement for purchase of installed IBM machines, and the separate 13 maintenance agreement for the maintenance of the machines covered 14 herein, shall be governed .by the laws of the State of California 15 applicable to such agreements, rather than the laws of the State of 16 Pdew York. 17 7. The parties have determined and hereby declare that the lg payments hereunder attributable to each fiscal period commencing 19 with the fiscal period beginning October 1, 1969, represents no 20 more than the fair rental value for the machines and equipment 21 during such fiscal period .based upon IBM lease charges in effect 22 on October 1, 1969, 23 8. Wherever the terms "installment payment agreement", 24 "contract time balance", "net contract time balance", "total time 25 balance price", and "periodic payments" are utilized in the 26 attached installment agreement, they and the agreement itself is 27 to be construed as a lease with option to purchase, as defined in 2£3 the case of Lagiss v. Contra Costa County, 223 CA2d, 77. 29 9. This agreement, the attached installment payment 30 agreement, the attached agreement for purchase of IBP4 machines, 31i constitute a single agreement and the entire agreement bet~•reen 321 the County and IBM with respect to the terms for payment of the 3. 1 2 3 4 5 6 7 s 9 10 11 12 13 14 ~~~ i5 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 machines listed in said agreement. Provided further that the terms and conditions of this amendment shall prevail+n.otwithstanding any variance z~ith the terms and conditions of said insta.l~.ment payment agreement or said agreement for purchase of installed IBM machines. DATEp: w~-_ s ATTEST: CLARK A. AIELSOD?, County Clerk and ex-officio Clerk of the Board of Supervisors Bye ~. c~_ COUP Y OF B E 1~cKILL ," C ai man of the utte County Board of Supervisors IPiTERNATIONAL BUSINESS P1ACF~INES CORPORATION i By FE Branch Manager Date By IBM Branch Manager I' Date 4. t`. }, V' f ' € ` } #S. - ~, t~ ~~ ~ In#e'natipnal~'"Business-~Machines Corp~rafiien ~i: ~ ,i ~ ~ Y `~ flrmonk, New York 1050 Agreement for Purchase of Installed IBM Machines To. International Business Machires Corporationz Agreement No.: , Branch Office Address: /~~ Br. Oft. No.: 37~ a /~(~ ~r~Ia~~OY! (~,u9t0IIIeY Nn.: ~.3Z52~-fl4 520 Cagital Aia~.3. ~SCY~ita?Xltia ~ Ca~.iforn~.a 95814 Effective Date of Quotation: 1(3~-D1-69 (tame and Address of Pur aser: ~,011t1ty ~ B>i~~~ Quotation Expiration Date: 14-31-69 COil~ ~hp~BE Q~OV~-lE~ ~~~~~~ ~59~5 Effective Date of Purchase: The Purchaser hereby agrees to purchase and International Business Machines Corporation (iBM) by its acceptance of this Agreement by signature at its Regional Headquartexs agrees to sell, on the following terms and conditions, the machines and features listed below {called machine(s)) which are now installed under an Agxeement for IBM Machine Service and in the possession of the Purchaser: 'j'ygg Model/ Special Feature Serial No. Description Price fl029 ~f22 88928 Key Punch ~ 2,579.(1a 553.0€ 3 va29 I3Z2 G5231 ~ Key Punch IZey Punch , 3,656.04 Qggg 822 B22 a71 ~3 Bfl474 Key Funcla 3, 656.04 G429 13029 B22 .I6551 Key Punch 3,965.00 199.00 2 0429 812 22590 Key Punch icey ~mch , 2,199.04 fl029 3332 22735 3713 Key Pts~ach 3 si35U.Ofl 0029 3322 OQ2 25285 Ves i~ ~.er 2 , 749.04 fla59 #3059 fl02 2528fs Qerl~ 2 ,709.40 TOTAL X34,375.00 ,. `' '~` ~- There shall he added to the above prices amounts equal to any taxes however designated, levied or based on such prices or on this Agreement or the machines, including state and local privilege or excise taxes based on gross revenue, and any taxes or amounts in lieu thereof paid or payable by zsn~t in respect of the foregoing, exclusive, however, of taxes based on net income. Any personal propexty taxes assessable on the machines on or after the Effective Date of Purchase shall be borne by the Purchaser. The above prices are not valid after the Quotation Expiration Date shown above. These prices are subject to change until the Effective Date of Purchase. Thereafter, these paces are subject to veriftcation and correction. if necessary by iBat at its Regional Headquarters prior to acceptance. The Effective Date of Furchase shall be the later of the Effective Date of Quotation or the date on which this Agreement in its present form, signed by the .Purchaser and accompanied by payment in full of the above total amount, or the down payment and an Installment Payment Agreement, approved for this purchase, is received by ions at its Branch Office address shown above, provided that such receipt is not later titan the Quotation Expiration Date. The machines will be discontinued under the Agreement for IBM Machine Service between tti~t and the Purchaser as of the day immediately preceding the Effective Date of Purchase. Please send all communications to trsnt at its branch office address listed above unless notified to the contrary. 120.7086.10 Ternn.s and Conditions of Purchase '; Terms Payment in full must be submitted to tent with this Agree- ment, unless this purchase is also the subject of an Installment Payment Agreement approved for this purchase, in which case, an Installment Payment Agreement, signed by the Pur- r.haser, and the down payment thereunder must be submitted to tttnt with this Agreement. Price The prices stated herein are exclusive of any charges which are due or may become due from the Purchaser under any Agreement far IBM Machine Seiwice relating to the machines. Title Title to each of the machines shall pass to the Purchaser on the Effective Date of Purchase subject to acceptance of this agreement by trtM. repair or parts replacement is required because of accident, neglect, misuse, failure of electric power, air conditioning. humidity control, transportation ur causes other than ordinary use. dint shall not be responsible for failure to provicJe service or parts due to causes beyond its control. tii~ shall not be required to adjust or repair any machine or part if iE would be impractical to do so because of alterations itt the machine ur its connection by mecltanic~l or electrical means to another machine or device, or if the mac~ltine is located outside the United States, Puerto Rica or Canal 7orle. tntit will not be liable for personal injury or property damage except persona} injury or property damage caused by F64t's negligence. ttstit shall in no event have obligations or liabilities for consequen- tial damages. IJ'/itla respect to mac)ines which Iraue been installed f or more than one year: the Purchaser agrees to purchase the maehiues as is with all faults. T)te foregoing 1T/arranties and Z.imitatians are exclusive remedies and are in Lieu of all other warranties express or implied, including but not lirnitcd to the implied warranty of merchantability. Risk o f Loss tsnt and its insurers, if any, relieve the Purchaser of respon- sibility up to and including the Effective Date of Purchase for all risks of Ioss or damage to the machines, including Pur- chaser's negligence, except for responsiltility fur loss or dam- age due to nuclear reaction, nuclear radiation or radioactive contamination caused by the Purchaser. After the Effective Date of Purchase, the risk of loss or damage shall he on the Purchaser. Mainterucnce Service and Parts tttn+ wi!}, if requested, provide the Purchaser with mainte- nance service for the machines, and repair or replacement parts, as long as they are generally available, on the basis o[ taint's established prices and terms prevailing at the time. Additional ,~`eatures l~arranty The Purchaser will be responsible fox assuring the proper use, management and supervision of the machines and pro- grams, audit controls, operating methods and office procedures, and for estahlishhtg all proper check points necessary for the intended use of the machines. The Purchaser agrees that tent soil] not be Iiable for any damages caused by the Purchaser's failure Co fulfill these responsibilities. The following CVarran- ties shall apply to the machines described herein. I. Service and Parts pith respect to machines tchich have been installed for less than ninety days: iB;r4 will maintain each of the machines in good working order for a period of ninety days front the date of installation at no charge to the Purc}taxer. At the Par chaser's request, tti~vt will make all necessary adjustments, repairs and parts replacements. All replaced parts will he- crome tkte property of ttitvt on an exchange basis. Service pursuant to this Warranty as required at any time evil] normally lte furnished by tBtvt's nearest Branch OEl'tce or resident location, runt shall have full and free access t.o the machines to ;ierfnrm this service. Expenses of tam's Customer Engineers for travel of more than fifteen (15) miEes between the Purchaser's location and runt's nearest paint ~of service «•ill ]te charged to the Purchaser. Service outside the scope of this Rtarranty will be furnished at trim's establis}ed rates and terms then in effect. li. Parts I~itla respect to machines whirla have been installed for less than one year: tent warrants the machines (excluding vacuum tubes and solid state and other electronic devices which are warranked for ninety days) to be free from defects in material and workmanship for a period of one year from the date of such installation. taint's ohligatimt is limited to furnishing on an exchange basis replacements for parts which have been promptly reported by the Purchaser as having been, in his opinion, defective and are so found by tgna upon inspection. III. Limitations The foregoing Warranties will not apply if adjustment, Additional features which are field installable may be ordered in writing by the Purchaser under this Agreement, at any time after its acceptance by tenT, for installation in the machines subject to the then prevailing prices and terms and conditions. The warranties an such features will Ire limited to the unexpired warranties and limitations, if any. provided by runt on the machines in vvhich such features are installed, pro- vided however, that the prevailing parts warranty, if any. and limitations shall apply to such features fur ninety days at tht• Purchaser's option. Accessories, Engineering Changes, Cards, Tapes a.nd Supplies The Purchaser agrees that runt may make alterations, at its own expense, to the above mac]tincs after the Effective Date of Purchase itt order to make the machines nonfarm to the machine descriptions set forth above.. Such alterations will be performed on a mutually agreed to schedule during iR:[t's normal working hours. tour will, upon request, furnish t.o the Purchaser, at tti~t's established ttrices and terms prevailing at the time. anv ma- chines, attachments, features anc! engineering change; as tags shall have available for sale anal which may be suitable fur use on, ur in connection with, chi machines. lint ttt~t [nakc° no representation that such machines, att.[chments. features ur engineering changes which map be a[tnounred in the ft[turrs, will be suitable for use on, or in connection with, these tna- chines, tnn~r twill a}sa fnrnish to the. Purchaser, neon request. at taint's established prices and lenus prevailin ; at the time. cards, tapes and other supplies used in the operation of thz machines, as long as taint has them available for sale. Patent Indemnity rant will defend, at its own expense, goy actioit brought against [he Purchaser, to the extent Ihat it is based on a claim that the machines supplied by taint infringe a []Wiled States patent, and rant will pay those costs and damages finally awarded against tEte Purchaser in any such action which are 2 attributable to any such claim, but such defense and payments are conditioned on the following: (i} that IBNi shall be noti- fied promptly in writing by the Purchaser of any notice of such claim; and (ii) that tgty[ shall have sole control of the defense of any action on such claim and all negotiations for its settlement or compromise; and (iii) should the machines become, or in tttnl's opinion be ]ikely to become, the subject of a claim of infringement of a United States patent that the Purchaser shall permit Inns, at its option and expense, either to procure for the Purchaser the right to continue using the machines, to replace or modify the same so that they become noninfringing, or to grant the Purchaser a credit for such machines as depreciated and accept their return. The depre- ciation shall be an equal amount per year aver the lifetime of the machines as established by 3E3tiI. ittn2 shall have no liability to Purchaser under any provision of this clause with respect to any claim of patent infringement which is based u~3on the combination of machines furnished l:creunder with machines or devices atot made by Ian7. The foregoing states the entire liability of tsyY2 with respect to in- fringement of patents by the machines or any parts thereof. General This Agreement is not assignable without written permission from I13M; any attempt to assign any rights, duties or obliga- tions which arise under this Agreement without such permis- sion shall be void. t; This Agreement shall be governed by the laws of the State of New Yark, and constitutes the 'complete and exclusive statenxcnt of the agreement Getwecn the Prrchaser and tBnt with respect to the purchase and sale of the machines and no representation ar statemen.t not contained in. this Agreement shall Ge binding upon IE3ID2 as a warranty or otherwise. The foregoing terms and conditions sha[1 prevail notsvitltstanding any variance with the terms and conditions of any order sub• misted by the Purchaser for the machines. ' ~ .~ S Ly--. ._ L-.-_-_.~~---- ~-..I Received by iBM at____.~~r~~~a -£~}~~p~~g___ Date......---------------5~7~Tt~sE~-3$'- ~.b9________ IBM Braneh 24Eanager Accepted by: Interrtational Business Machines Corporation BY-------------------------------------°-------------~ Date--------------------------------------------------- _--___- II't~-0~ serer----------------------- hairman of the Board of Supervisors Officer's Title September 30, 1969 Date--------------------------=---------........__-------- -_ .~~~ . - Internatianal Business 1 shines Carparatian Installnrtent Payment Agreement (State and Local Government) To: International Business Machines Corporation Branch Oii'icc Address: 52a Calaito~. I~Iai3. Sacratctentoo Ca~.i£o~ia 953~.~ Name and Address of Purchaser: County Qf .Butte C4u~thousa fl~ov'± lie, California 959#15 llrmonk, New York 10504 r Agreement Noy: Br. OEF. Nv.: 3 ~ EI Customer No.: ~~ ~,S j ~-- ~ ~ j Tltis Installment Payment Agreetxtent supplements and amends Agreement No. ,dated , 19 ,between International Business Machines Corporation (hereinafter called tent) and the above-named Purchaser with respect to the following tent machines and features (hereinafter collectively called the machines) referred to in said Agreement: Type Model 1]escription Quantity Unit Price Amount i~029 i~22 Key Punch I a2,579.t70 ~ 2,579.x? !3029 ]322 f:ey Punch ~. 3,653.00 3,.53.+1 i3 0029 B22 Key Pesch - 3. 3.6:56.00 3,5:~c.~3i~ (3029 B2? Key PurzCiz ~ 3,65G.0[} 3,6:.6.'30 13(]29 B22 lc~y. Pus-ach. ~. 3,9~i5.~30 3,9b5.Clf~ C~C29 B12 Kpy Pt:xt.Git 1 2,I99.Ot3 2,199.00 i3t329 B12 ICeV P'tzitc2J~ ~' 39.t30 ~ TOT ~ _00 ~3t3,37 -Terms and Conditions I. Cash Price (if this were a cash sale) .................................................. $ .3 ~ r 3 7 $ , C L 2. Cash Down Paytnent ................................................................$ ~. Unpaid Cash Price {Item I minus Item 2) ................ ............................$ 3B : 37S . ~;; 4~. Interest...... ........................ .........................................~ ~ n~y~ +~~ 5. Contract Time Balance (Sum of Items 3 and 4} .......................................... "~ 3 ? ~ ; ~ r, ~~ - >`i S 6. Deposit ..............................................,.............................~ 1reiJ_8_7 7. Interest on Deposit .................................................................. ~ '~ ~ d ~ 8. Net Contract Time Balance (ltem 5 minus Items 6 and 7) ................................. ~N ? 1.. n y :~ _ 7 2 9. Insurance Charges ..................................................................$ None I0. OfTicial Fees (Filing or Recarding) ....................................................$ None I I. State and Local Taxes { if applicable) ................................................... ~ ~ ~ a 1 g . 7 ~; ' i,5iF ,,~ ~~ I2. Total Cash Payment (Sum of Items 2, b and II) ........................................5 •~._-~3~-- I3. Total Time Sale Frice {Sum of Items 8 and I2) ......................................... ~,~, 7 Pleuse send all canrnrusicauons to iEint at its branch once address ~isded above artless notifed [o the conerury. izo-ixss-a I 'The Purchaser promises to pay it...ull the Total {if applicable} (a) upon the date of installation effective date of the purchase, and to pay the Net Interest for the Fiscal Periods as set forth below: PAYMENT PLAN I Cash Payment consisting of t,.._ Down Payment, Deposit and taxes of the machines or {b} with respect to installed machines, on the Contract Time Balance in consecutive Periodic Payments including Fiscal (Annual) (Biennia]) interest Period Periodic I'uyntcnE (Included in PaymenE) ~ $5~~19.42~ $969.42 2 7 rE339 .29 964.29 3 5,75~}.~t~ 675.c~f3 `1' 6r46t~.71 335.71 5 6,172.43 90,43 * PaymentJpayments have been reduced by application of deposit and simple interest accrued thereon ate°fo per annum as set forth in attached Worksheet. ~. \~ ~~ ~, it ~' ~ . The Deposit does not reduce the Unpaid Cash Price until such time as it is applied as indicated in the attached Work- sheet. The Unpaid Cash Prico at the beginning of the first fiscal period is 90% of the Cash Price, not 85°jo of this amount. The Periodic Payment for Period 1 is due with respect to new machines on the first business day of the month following the month of installation and with respect to installed ma- chines on the first business day of the month following the month of effective purchase, and the Periodic Payments for Periods 2 through-.(~--axe due on the first business day of each succeeding Fiscal Period. If Payment Plan I has been chosen, payments must be made in full on the due dates. if Payment Plan II has been chosen, payments must be made in equal consecutive monthly installments, beginning on the due dates and continuing on the corresponding day of each month of the Fiscal Period until #ully paid. Payments include interest in the appropriate amount indicated above. All remittances are to be made at..~.~-- xF-.9l C~rzrm~rr,~»~-n_ f''a 4'~Fnr:~y ~ C1CiA."i d. Notwithstanding the foregoing, i# the legislative body appro- priating funds for the Purchaser does not allocate funds for such Periodic Payment for any future Fiscal Period, the Purchaser will not be obligated ,to pay the Net Contract Time Balance remaining unpaid .beyond, the then current Fiscal Period. The Purchaser agrees to notify tt;tvl of such nonallocation aL the earliest possible time, by a letter directed PAYMIINT PLAN II Total of Total Interest ' Rlan[hly lVlonlhly Payutcnts for Fiscul Pcrind Payment for Fiscal Pe{iod (Included in Payntentsl 5 Period, IBM WEII, within a reasonable time after the end of such Period, enter and take the machines from Purchaser's premises and will retain all sums previously paid by Pur- chaser to Int1I, consisting of the Cash Down Payment, Deposit {including accrued interest} and Periodic Payments; pro- vided, however, that upon Purchaser's request, Purchaser may retain the machines during a reasonable conversion period agreed to by tnM at then current rental charges, beginning on the first day following the last Fiscal Period for which payment has been made hereunder. If the machines, at the time of repossession by tttM, are not in average good con- dition and appearance for machines of their age and type, fully operational and in good working order, ordinary wear and tear excepted, the Purchaser shalt reimburse IIIffi for the actual time and materials, at Isnr's then current rates, expended by I13M to restore the machines to such condition. The machines shall remain personal property, not become part of the freehold, and be kept at No. {street Address) (C~ty) (Countyf ~ i~t<Rte) General The Purchaser having been offered the choice of purchasing at the foregoing Casll Price (plus applicable taxes) or at the Total Time Sale Price, has elected to purchase at such Total Time Sale Price. ~ . Any credit issued for the delivery of trade-in machines to . IIII4I by the Purchaser or any credits and/or deposit accrued ~, t'+x' att'terzt[z ~~ ~ ~ ~~~ ~-~ ~ ~ ~ ~`~ by the Purchaser under an Option Agreement for Purchase Titlo to the machines and any replacements and additions f IBM M• ~hines which is converted to this plan may be shall remain in II3Nt and assigns until the Total Time Sale Price is fully paid. In the event that funds are not allocated as provided above, and Ehe Purchaser is unable to make further payments under this contract beyond the then current Fiscal o ~~ applied against the Total Cash Payment.• This Installment Payment Agreement is not assignable by the Purchaser; none of the machines may be leased, assigned or trattsferred by the Purchaser. Any attempted assignment ur 2 transfer by the Purchaser of any of t: ~ghts, duties or obli- gations of this Installment Payment Agreement will he a breach of this contract and will result in termination of the Agreement and repossession of the machines by talus, with all monies paid to be considered partial. compensation for ma- chine use to the date of such repossession. The Purchaser agrees to assume full responsibility for all taxes and other charges payable in connection with this Agreement and to pay them promgtly to the governmental laody or agency which levies or assesses such taxes or charges; except that any saxes wllich the assessing body or agency is nut empowered to collect from the Purchaser must be paid to Ii}aT in fuIl on the date of installation of new machines and/or the effective date of purchase of installed machines. The Purchaser agrees to gay reasonable attorney's fees for enforcing rights after the Purchaser's default; and to satisfy all liens against the machines. Time is of the essence; if any of the Purchaser's payments are not paid promptly when due or if the machines or any of them, be removed, destroyed, ar encumbered, or if the Purchaser assigns or disposes of any legal or equitable right, interest, property or special property right in the machines, or any of them, this Agreement will have been breached and IBM will;: (1} retain all monies paid by Purchaser, which will be considered as partial compensation for machine use; (2) take the machines from Purchaser's premises (and the machines may be sold with or without notice at private sale or at public sale, with or without having the machines at the sale, at which sale Manx or assigns may purchase) and (3) pursue any other remedy permitted by law. Waiver of any default shall not be a waiver of any other default; all of fetus's rights hereunder are cumulative and not alternative. If the unit price for any machine is adjusted as provided in the Agreement herein referred to, Items 1Vo. I through No. 13 an the face hereof and the payments herein agreed to he paid shall be adjusted and this Installment Payment Agreement shall be amended accordingly. Received by IBM at__~~~rartento~__4~~?~a~'~?~-~ Date.._-----------~--------------- `-------...._---------- IB11S Branch A'Ianaser Accepted by: International Business Machines Corporation By-----___- Date__ Witness to Se1[er's Signature Witness to-Seller's Signature - The Purchaser a~ . to procure and maintain fire insur- ance vvith extended coverage on the machines for the full insurable value thereof for the life of this Installment Pay- men€ Agreement, the policy for such insurance being endorsed to show loss payable to II3VI and assigns as respective interests may appear. Failure by the Purchaser to obtain such insurance will be deemed a default. Upon reRuest a certificate of such insurance will be furnished to 1t314r or assigns. If any of the provisions hereof are in conflict with any applicable statute or rule: of law, then such provisions shall be deemed inoperative to the extent that•they may conflict therewith ones shall be deemed to be modified to conform with such statute or rule of law. Tltis fnstallrnent Payment Agreement and its attached Worksheet and the Agreement herein re- ferred to relating to the purchase by the Purchaser of the machines constitute a single agreement and the entire agreement between the PIrI•clraser and tl;m[ with respect to the purchase and sale of, and tarots of payment for, the machines listed in the said Agreement. The terms and conditions of this Itrstallrrtent Payment Agreement shall prevail trotwithstancling any variance with the terms and conditions of the said Agreement. NOTICE TO THE PURCHASER I. Do not sign this contract before you read it or if it contains any blank spaces. 2. You are entitled to an exact copy of the contract you sign. 3. You have the right to pay off in advance the full amount due and to obtain a partial refund of the charge for interest. THE PURCHASER ACKNOWLEDGES RECEIPT OF A TRUE COPY OF THIS AGREEMENT AND THE ATTACHED WORKSHEET, AND THE AGREEMENT HEREIN REFERRED TO. .,.~. c~~r! ,.... , r... __....._ _. .-,.. _, _._._...._- County_ `---~ _ vu ~t~------------------------_ urcheser ,._ Offic is Title Chairman of the Board o~ Supexvisors a ------------5 ep~._3Q,__1.9-6.~-----_w------------------ CIARK A. NELSON,. CONY--CLERK ----------B.y---- -- D e p u t y Wi#ness to Parch is Signature Witness to Purchaser's Signature ,ZO-,ass-o 3 .w.a _ ~ , .a ~ ~ W ~ 0] ~ ~, N o ~ ... ~ m ' j ~ C Q~t B7 M E~3 ++ Ea N w ~+ C~ w D .. p,y L7 !'I~ ~r 1 t u a r i~ ~ . a ~ ry a +~ r ~ ll ~ ~ ~ ~l X ° A" ~ I U X ~~ ~ H A I~ l X ro ~ ~ ' II • ~ o ~ ll . ~ ~ ,-~ U O N 'F~ U Qi U 67 N ~ ~ w ~, as ~ o 'q U ~ ~ ~ ~ p4 W W G~ 4. b .q o .~ "° ~ a~ o p" r„ U U O ~ ~ w ~ ~ ~ ~ m U .-~ pcr ~ U 3 ~ ~ ~ ~ q c G" C [} ~ ~ q Q ~ 49 "b ul ~ ~ ~ ~~ ~ ~ O ~ ~ V ~ C ~ ~ N .. ~ N -.c.. t+ " C U ~ ~ ~ ~ ~ c ~ 3 ~'' eg ~ ~ a. ca as ~ R. a~ ,~ ~° x 0 0 0 0 {~ 'k v R'~~ V UUU ~ ¢` ~~ v o 0 0 0 0 M cV ~ p-I : , N ~ 0] v dl Lk , V C p ~ A ~7 .3a .~ w wa~sazzzzz F~ ar o W _ J '~ Id a a. N ~ q r~l t~Y A z a `~ ~ N O A ~ ~ a a + C d rte! r-~k ~ y _4 r-1 a+'! in ~ {~ e11 r m a . . • - tl1 {~ lp ~ W r z u~ ~ r ar r a- N N a ~° M ~ r~'- ! °o o N z 40 a- O 4 Q r z ~ 0 z a z W 0 a _ m U A {~ ~ (~ a ~ m ~ (51 . / r z r~ N a A b' z ~ ~ lC! ~` ~ 01 . ~ cxs cti ~ ~ u I ~ _ q O d G O w r SV WSJ '~ lC1 lfl N l~ C~ [`• ~'- lYt 'C1~ ~ '~' ~ O O Q Q O w u o Z 4 q a w O C3 Q Q ~7 m a 4 S~ C~ D C] t7 1 • • o a • ~ Q C y ~ ~ Q N ~ a C+T fV wl r'4 L7 ~ '~ iD O ~' CO CV ° N N ri m z o O ° 7~ C~ q O Q t7 A ~ -i ° a a a p s d • C'J • Q a Q • ~ r ~ ~ ~ N p to I.C1 3S3 LC1 sal _ r _ ~ ~. ['~ A r ~ d a" p C o - c'~ ~ C] ~` ~ w 'qe s ~p ~! lSJ ~ ~ o ~ ~ -"'{ r"'1 !~ b ` ~ C~ G7 [,~ + ~ ~ ` ~ ~£+ t A t!~ C7 °° q Cj Q C'1 O r-I J a 4 ~ O O f- ~ O o o O k ~ ~~* ~"'i ~ 1 1 ~ ~ ~ ,..~ t• n t~ e~ t~ rt Q Q C7 p A 'International Business Machines Cnrporatian ZBM Maintenance Agreement To: International Bt><siness Machines Corporation Branch Office Address: • ~ CO~'j}t3~8i:3.Q~ 520 Capitol Mall Sacram~tlra, Ca33.forntia 9537.G Name and Address of Customer: Cot~.nty of ~utt~ ~Oi]~ lVll~18 S: i}rovil3.e, Ca7.ifornia 95965 Reference: Atgreemcnt No.: Armonk, !1'ew York 10,511=~ Revenge Br. Off. No.: ~7~e Service Br. Oli. No.: 376 Guswrner No.: 1352-~~ Service Commencement Date: aR~ agrees to maintain the machines and features {called machine or machines), listed belorv, in accordance with the following provisions. Machine User/Location Coun.tY O~ Ii~~t2 t;D~xt:l<20sX6p: DIarne of User Street Address City State T4odc1/ Serial No. Special FeaEUrc G Minimum 11'fonttely 14iaintenance D029-88928 11.22 C 3.$.75 U02:'--5231 i~22 C x.9.75 .0029--a047I. B22 C 39.75 Of~29--T104.7G S22 C 19.75 ~J029-3557. B22 C 19.75 OU29-~22S9a 812 c 17.75 0029--•22735 832 C 7.7.75 a C } 2p--3 787.9 ~3 2 2 0 I9 .75 ~ y ! y 7 VV59^25Z~.) ~g / 002 ~ C G rC 1Vs7J OQSS-25285 (l02 C 3.75 Periods of 14iaintenance Service Availability Mon.-Fri.' - Saturday Sunday No. Hrs. From Opt. Pct. No. firs. From Opt. Pct. Na. Hrs. From ~ I Total Total Optional Aionthly Pct. Percent Charges 9 8: Q#3ata 7.fl7 ~ 30~ I 2.0. G3 ~ 0 ~ ; a : € x ~atn z z ~~ 2 i . 73 9 s q 7 n /~ ~ n 8: (l{)8Ai -1..17 fu ~ // r nr j i 7-tllo 1 23.s 73 9 8:OOam 107 ~ lt}k 21.73 9 8;OOaart 7.f3% 3.On 23..73 9 $:OOam. 1€1~ 103; 19.53 9 8: f30am 10~ ~ 7.0% 3.^a ..53 9 8:QOa~t 7.0% IE~X 21.73 9 $ t Ot?a~t 30~ 1 0 ff 18 : ~+3 9 $;O~t~ 7.~/u ~ i I I I y [ ~ o / ~ i 307 I I I I I I I ~ I I ~ / 1LJ.r'f J' I I I I = I I I I i I I ] I I I I k I I r I I i I I I i I I i I I I I I r r I 3 I TOTALS 2~35.2C There shall be added to the charges provided for in this Agreement amounts equal to any taxes, however designated, levied pr based nn such charges ar on this Agreement, or on the services rendered or parts supplied pursuant hereto, including slate and local privilc«e or excise taxes based on grass revenue, and any taxes or amounts in lieu thereof paid or payable by tE31~t in respect of the ftrrcgoing; exclusive, however, of taxes based on net income. ' Monlltly r;harges will be invoiced as of the first of each month. payment is due within thirty clays of date of invoice. Please send all conununicatians to rAnz at its branch once address listed above unless notified to the contrary. 120-0777.3 ~ eta t:iE~~iV =~~__ i ~, C'~'.~. ._ w~~~ i~. Term of Agreement This Agreement shall remain in force, except as otherwise provided. fur at least one year from the date monthly main- tenance charges commence for the first machine to become s+tbjeci to these charges, Maintenance charges for a machine will commence on the stated scrvit:e commencement date or the day following the last day of the service warranty period, whichever is later. The Agreement may be terminated prior to the end of the first year by either party by giving three month' prior written notice. It may be terminated at the end of the first year, or thereafter, by either party, provided one month's prior written notice has been given. The Customer may withdraw any machine from this Agreement at any time by one month's prior written notice. t>3m may withdraw any machine from this Agreement at the end of the. first year, or thereafter, by one month's prior written notice. IYlainten¢nce Service l~vail¢bility font agrees to provide maintenance service availability dur- ingthe periods selected by the Customer to keep the machines in good working order. This includes: (a) Scheduled preventive maintenance. The schedule will be based upon the specific needs of the individual machines as determined by tent. Preventive maintenance will include lubrication, necessary adjustments and re- placement of unserviceable parts. (b) Unscheduled, on-call remedial maintenance, includ- ing replacement of unserviceable parts. Parts will be furnished on an exchange basis when installed 6y tunz service personnel and will be new part or parts equiva- lent to new in performance -when used in these machines. replaced parts become the property of lent. Charges for Periods of Maintenance Service flvailtibility A. The minimum monthly maintenance charge entitles the Customer to weekday maintenance service availability during any period of 9 consecutive hours between the hours of 7:00 a.m, and 6:00 p.m., daily, Monday through Friday, as selected by the Customer. B. To suit his work schedule, the Customer may select, in lieu of the hours available for the minimum monthly main- tenance charge, one of the following optional weekday periods of maintenance service a~=ailability for an additional charge: 1. 9 consecutive hours, daily, Monday through Friday (until 8:00 a.m. on Saturday}, any part of which is outside the hours of 7:00 a.m. to 6:00 p.m.; or 2. 12, lb, 20 or 24 consecutive hours, daily, Monday through Friday (until 8:00 a.m. on Saturday}. C. Tn addition to the weekday period of maintenance service availability selected by the Customer, he may also select one o€ the following optional .periods of maintenance. service availability on all Saturdays and/or Sundays (until 8:00 a.m. on the following day}, for an additional charge: 9, 12, 16, 20 or 24 consecutive hours I). The hours of maintenance service availability fora ma- chine on Monday through Friday shall be the same each day and the hours on Saturday or Sunday shall be the same hours on all Saturdays or Sundays. E. The charge for any optional period of maintenance service availability is based an the minimum monthly main- tenance charge plus a percentage of that charge. The per- centage depends on the optional period selected and the machine group in which the machine is included. These per- centages are set forth in Exhibit #I, which is attac}ted to this Agreement. F. The Customer may change his selected periods of main- tenance service availability at the beginning of any calendar moat}t 6y giving tnmt 15 days' prior written notice. G. All machines comprisin ; a single system shall have the same periods of mainten:utce service availability. For this purpose, a single system is defined as a comhinatio^ of ma- chines contaiising only one central processing unit and inter- connected Ly te;43 potis°er or s~gnal cables. H. Tf the Customer requests unscheduled, on-call remedial maintenance to he perfw•tned at a lime tihiclt is outside flit' selected periods of maintenance service availability, the service will be furuislted at tunr's standard ltottrly rates a^,I tertns then in effect. ']"ravel time and expenses arc billable. There is a minimum charge o€ one hutir including travel time per lust shift fur calls taken tvitliirt t[tat's norrnal ~vrukin hours, and two hours incactding travel tune. per nt~t shi€t fur calls taken outside of ti;it's n+trma] working hour.. I. All charges specified are those currently in effect and are subject to change lay three months' prior written notice. If the charges are inc.reascd the Customer may, on the effective date o€ such increase, terminate this Agreement or withdraw {rem service any machine affected. Otherwise, the new charge shall become effcrtivc upon the date specified in the notice. 1- Charges for a part of a calendar month will he prorated on the basis of a thirty-day month, Maclaine Changes Changes in machine specifications, attachments ar features may result in an adjustment of the specified minimum monthly maintenance charge. Travel Expenses Travel expenses of tttmt's customer engineers will be charged to the Customer as follows: 1. Within the hours of maintenance service availability, customers located beyond l5 miles from n;nt's nearest branch office, sub office or resident location-all expense incurred for travel beyond 15-miles from such tent location. 2. putside the maintenance service availability hours. but within font's normal working hours----all expense for travel. The mileage billed will not exceed the distance to and from the [ant branch office, sttb-office or resident location- 3. Outside bath maintenance availability hours and tttn3's normal working hours-all expense for travel. Other Service W1ten the Customer requests service outside the scope of this Agreement, it will be furnished at tom's applicable time and material rates and terms then iu effect. Exclusions Service does not include: (a) electrical work external to the machines or main• tenance of accessories, attachments, machines or other devices not furnished by [But; (b) repair of damage resulting from accident, transpor• tation, neglect or misuse; failure of electrical power, air conditioning or humidity control; or causes outer than ordinary use; (c) furnishing platens, supplies o_ :.ccessories; painting or refinishing the machines or furnishing material there- for; making specification changes or performing services connected with relocation of machines; or adding or removing accessories, attachments or other devices; and I;d) such service which is impractical for t3sm Customer Engineers to render because of alterations in the ma- chines or their connection by mechanical or electrical means to another machine or device. Access to Machines IBm shall have full and free access to the machines to pro- vide service thereon. If persons other than tnal representatives shall perform maintenance, or repair a machine, and as a result further repair by tttal is required to restore the machine to good operating condition, s~clt repairs will be made at IIlM'S applicable time and material rates and terms t}-en in effect. lr'ngirzeering Chan.bes---Installation anal Control All engineering changes, including safety changes, as deter- mined necessary by rant, will be controlled and installed by tnne on equipment covered by this Agreement, If total engi- neering change installation and control is not desired, initial either box below and engineering change installation and control will be furnished as indicated thereby. (~ Only safety changes Will he installed. Customer may specifically request any other engineering change, wh3clt will be installed if determined necessary by ttznt. ^ All engineering changes, including safety changes, 'as determined necessary by tam, will lee controlled and in- stalled by teal on equipment covered by this Agreement, except equipment listed below. On such equipment, only safety changes will be installed unless Customer speci- fically requests any other engineering change, which will then be installed if determined necessary by ram. Sacr~ertta? Ga13.i:arxt~a Received by lI3M at--------------•--•-------------------•--••------------~ Accepted by: International Rosiness N[achines Carparatian BY•-•-------•------------ •-•------•------------•------------•---------.. I~'); Branch hLtnaKCr N>'ate--•-----•----•----------•----'---••-------------•------._.....-----° ~Y---•----•------------------ ---------------------------------- IBMBranch NCanaKer Date -----• -----------------------------------------------------------• -- S20.OT 77-3 Miscellaneous Tltis Agreement shall be governed by the laws o[ the State of 1`rew York. it replaces any previous Maintenance Agree- ment for these machines. It constitutes the entire Agreement between the Customer and trim for the repair and maintenance of the machines. Its terms and conditions shall prevail should there be any variance wit}i tl~e terms and conditions of any order submitted by the Customer fr,r the repair or maintenance of the machines. Either party may terminate this Agreement at any time for failure of tlEe other to comply 4vith any' of its terms and conditions. tllm is not responsible for failure to render service duo to causes beyond its control. The Customer represents that he is the otivner of the ma- chines sul,ject to tllis Agreement or if not the ownr_r that he has authority to enter into this Agreement. i ... - . .:. ~_ : -. .. ~` i ~; ., .. unto of T3u~te ~. 1 ,/ ~~ w ~~- -:~.T_~---•------ - ------------- Chairman of the Boa Yd of Supervisors Officer's Title Sept. 30, 19b9 Date ------•----------------------•------------------•-----------------------....-..-- Armonk, New Yark 10504 Agreement for Purchase of Installed IBM Machines To: International Business Machines Corporation Branch Office Address: obi i f"~~~~~~4.~~ ~~~~ ~~I~~~~ik ~:~ Name and Address of Furchaser: ~~ ~ kt~S~ Agreement No.: Br. Off. Na.: ~~~ Customer No.: Effective Date of Quotation: ~'=.~s-~u~.°HSt Quotation Expiration Date: ~•~'~ ~~~`'~~' Effective Date of Purchase: The Purchaser hereby agrees to purchase and International Business Machines Corporation (ts~+~t) by its acceptance of this Agreement by signature at its Regional Headquarters agrees to sell, on the following terms and conditions, the machines and features listed below (called machine(s)) which are now installed under an Agreement for IBM Machine Service and in the possession of the Furchaser•: Type Model/ Feature Specia l Seri al No. Description rice P ~~ ^~Jfi r +g ~ F3L ~p ay ~+iKJ S Y l ~ A~3~~8" ~ * r~ ~ ~C. p ~'~~~ a G°#-~ ~ ~A0 r ~ 7 w ti~ ` ~ ~~~ ~ y , ,, a p p Yy4 @I [+ 9a .~ d ~ ~~~ ~ ti s~s..~ . . . ( 11~~~ ~q / ~~ ~, ~; Q 1'~~~~ ~, ~ / ~ 4~ $p j t ~ ~~J~~t~ VEJ i3O~5t ~i« ~~~i ~"~ $'u~t~~ ~, ~:r~'.eJir L'i'1~i~ ~ t,i~ .'~. ~~ ~"tis~ ~~ ~~1' ~ ,, ~~~ . i'~ T0TA1a ~~t5~~~5.w"~ There shall be added to the above prices amounts equal to any taxes however designated, levied or based on such prices or on this Agreement or the machines, including slake and local privilege or excise taxes based on gross revenue, and an}' taxes or amounts in lieu thereof paid or payable by tt31~r in respect of the foregoing, exclusive, however; of taxes based on net income. Any personal property taxes assessable an the machines on or after the Effective Date of Purchase shall be borne by the Purchaser. The above prices are not valid after the Quotation Expiration Date shown above. These prices are subject to change until the Effective Date of Purchase. Thereafter, these prices are subject to verification and correction if necessary by tBat at its Regional Headquarters prior to acceptance. The Effective Date of Purchase shall be the later of the Effective Date of Quotation or the date on which this Agreement in its present form, signed by the Purchaser and accompanied by payment in full of the above total amount, or the dawn payment and an Installment Payment AgreemenC, approved for this purchase, is received by t$M at its Branch Ofpice address shown above, provided that such receipt is not later than the Quotation Expiration Date. The machines will be discontinued under the Agreement for IBM Machine Service between tsar and the Purchaser as of the day immediately preceding the Effective Date of Purchase. Pletue send all communications to ts~E at. its branch once address listed above unless notifEed to the contrary. 120.7065•E0 Terms and Conditions of Purchase Terms Payment in full must be~submitted to [rtmz with this Agree- ment, unless this purchase is also the subject of an Installment Payment Agreement approved far tills purchase, ill which case, an Installment Payment Agreement, signed by the Pur- chaser, and the down payment thereunder must be submitted to tsnt with tills Agreement. Price The prices stated herein are exclusive of any charges which are due or may become due from the Purchaser under any Agreement far IBM Machine Service relating to the machines. Title Title to each of the machines shall pass Eo the Purchaser on the Isflectivc Date of Purrhase subject to acceptance of this Agreement by tsnt. repair or parts replacement is required because of accident, neglect, misuse, failure of electric power, air conditioning, humidity control, transportation or causes other than ordinary use. ]sm shall not be responsible for failure to provide service or parts due to causes beyond its control. tsar shall not be rec;wired to adjust or repair any machine or part if it would be impractical to do so because of alterations in the machine or its connection by mecilanic~l or electrical means to another machine or device, or if the mar.hine is located outside the United States, Puerto .Rico or Canal Zone, tsar will not he liable for personal injury or property damage except personal injury or property damage caused by Teat's negligence. irtat shall in no event have obligations or liabilities for consequen- tial damages. JV'/ith respect to machines which have been installed f ar m.ore than one year: the Purchaser agrees to purchase the machines a5 15 with all faults. The foregoing ll•~arranties anti Limitations are exclusive remedies and ¢re in lieu of all other warranties express or implied, including but not limited to the implied warranty a/ merchantability. Risk o f Lass ]Bnz and its insurers, if any, relieve the Purchaser of respon- sibility up to and including the Effective Date of Purchase for all risks of loss or damage to the machines, including Pur- chaser's negligence, except for responsibility for loss or dam- age due to nuclear reaction, nuclear radiation or radioactive contamination caused by the Purchaser. After the Effective Date of Purchase, tale risk of Ioss or damage s1taI1 be on the Purchaser. Maintenance Service and Parts IBM will, if requested, provide the Purchaser with mainte- nance service for the machines, and repair or replacement parts, as long as they are generally available, on the basis of tntvr's established prices and terms prevailing at the time. Additional Features WaTTanty The Purchaser will be responsible for assuring the proper use, management and supervision of the machines and pro- grams, audit controls, operating methods and office procedures, and for establishing all proper check points necessary €or the intended use of the machines. The Purchaser agrees that rem will not be liable for any damages caused by the Purchaser's failure to ftdfill these responsibilities. The following lyJarran- ties shall apply to the machines described herein. I. Service and Parts With. respect to machines which have been installed far less than ninety days: tst4r will maintain each of the machines in good working order for a period of ninety days from the date of installation at no charge to the Purchaser. At the Pur- chaser's request, rstvr will make all necessary adjustments, repairs and parts replacements. All replaced parts will be- come the property of [en~r on an exchange basis. Serv'zce pursuant to this ~an•anty as required at any time will normally he furnished by [sot's nearest Branch Office or resident location. 1t3M shall have full and free access to the machines to perform this service. Expenses of rent's Custnmer )~ngineers for travel of more than fifteen {IS) miles between the Purchaser's location and rnnr's nearest point of service will be charged to the Purchasor. Service outside the scope of this ~iarranty ,will be furnished at ]stir's established rates and terms then in effect. II. Parts With respect to madiines tuhicla have been installed for lrss than one year: tern warrants the machines (excluding vacuum whes and solid state and other electronic devices which are warranted for ninety days) to fie free from defects in material and workmanship for a period of one year from the date of such installation, tsmt's obligation is limited to furnishing on an exchange basis replacements for parts which have been promptly reported by the Purchaser as having been, in his oirinion, defective and are so found by rstvt upon inspection. IIf. Limitations The foregoing Warranties will not apply if adjustment, Additional features which are field installable may be ordered in writing by the Purchaser under this Agreement. at any time after its acceptance by rstir, fur installation in the machines subject to the then prevailing prices and terms and conditions. The warranties on such features will be limited to the unexpired warranties and limitations, if any, provided h}• tsni on the machines in which such features are installed. pro- vided however, that the prevailing parts warranty, if any, and limitations shall apply to such features for ninety days at thr Purchaser's option. Accessories, Engineering Changes, Cards, Tapes and Supplies - The Purchaser agrees that rn;tt may make alterations, at its own expense, to the above machines alter the Effective Date of Purchase in order to make the machines conform to the machine descriptions set forth above. Such alterations will he performed on a mutually agreed to schedule during ts5t's normal working hours. [aml will, upon request, furnish to the Puzcllaser, at tsar`s established prices and terms prevailing st rile time, anp ma- chines, attachments, features and engineering ctlanges as [sal shall have available for sale and which may hr, suitable for use on, or in connection with, the machines. But tatit makes no representation that such machines, attachments, features or engineering chanties which may be announced in the future, will fie suitable for use on, or in cnnnect-son with, these ma- chines. ]nm will also furnish to the Purchaser, upon request. at rsnt's established prices and terms prevailint; at the time, cards, Eapes and other supplies used in rite operation of the machines, as long as rent has them available for sale. Patent Indemnity ]Bnt will defend, at its own exilense, any action brought against the Purchaser, to the extent that it is based on a claim that the machines supplied by ttsnr infringe a United States patent, and tsvt will pay those costs and damages finally awarded against the Purchaser in any such action which arc; attributable to any such claim, but such defense and payments are conditioned on the following: (i) that Ii314I shall be noti- fied promptly in writing by the Purchaser of any notice of such claim; and (ii) that [Art shall have sole control of the defense of any action on sucll claim and all negotiations far its settlement or compromise; and (iii) shotlld the machines become, or in tAM's opinion be Ii[cely to become, the subject of a claim of infringement of a CJnited States patent that the PUYC}laser S11al) permzt IB11I, at its option and expense, either to procure for the Purchaser tl-e right to continue using the machines, to replace or modify the same so that they become noninfringing, or to grant the Purchaser a credit for such machines as depreciated and accept their return. The depre- ciation shall be an etlual amount per year aver the lifetime of the machines as e-tablished by tltnt. stirs shall have no liability to Purchaser under any provision of this clause with respect to any claim of patent infringement which is based upon the combination of machines furnished hereunder with machines or devices not made by IRM. The foregoing states the entire liability of tsNt with respect to in- fringement of patents by the machines or any parts thereof. General This Agreement is not assignable without written permission from tuhl; any attempt to assign any rights, duties or obliga- tlOns w171G11 arise under this Agreement without such Eaermis• lion shall be void- t This Agreement shall Ge governed Ly the laws of tlxe State of New York, and constitutes the canplete and exclusive statement of the agreement Uettueen the Yu.rchascr and IsSt with respect to the purchase and sale of the machines and no representation or strttement rtot contained in this ,4greement shall Le Girtding upon Inn2 as a warranty ar otherwise. The foregoing terms and conditions shall prevail notwithstanding any variance with the terms and conditions of any order sub- misted by the Purchaser for the machines. ,:~~ - i E ~_ _ .. _ .~ ...F.~_ i Received by IBM at__-- S~scr~as~ta~ e_ C~I1lEasin3~ - - ----------------- Date----------------- ~~s~t~~tse~ _~.~3,_ ~~~~ _ :. IBM Braneh Manager Accepted by: International Business Machines Corporation By-----------------------...»........ -_ ------------------ Date-------------°_°___-----------------------------_-__ tzY3~~- i?~_ Ba~Cc ~ •cha r BY---- - -- ---- -- -- ......--~~-`,~=-~------~ fficer's Tit3e Date------- --- -----'--~~- / 9 ~ I---------- r---------- International Business Machines Ctsrporati©n IBM Maintenance Agreement To: International. Business Machines Corporation Branch Office Address}~„ ,~,~~~~~ ~s3ai~'~GFrri'~3.$69~ tf:~#.~`t~i'~$~t 4p5~~r Name and Address of Customer: ta1~s~i~ flrmonk, New York 10,50~~ Reference: ,{greement No.: Revenue Br. Off. No.: Service Br. Ofi. No.: Customer No.: Service Commencement Date: ~~~ l~ ~'~}} ((~~ tsM agrees to maintain the machines and features (called machine or machines}, listed below, in accordance with the following provisions. Machine User/Location Name of User Street Address C"sty 5£ate Type Serial No. f~~~~--i~u{{t~:~y~ ~k~~=~ °~~ ~~~ i3L~~~° a.~~~ ~i~;;?~w??~~r~~ Madeli pedal Feature ~d~ ~~~ ~~~ 'sS~ ~~.~ 'a~~.R4 ~~ Minimum Monthly Periods of Maintenance Service Availability I4laintenance Mon.-Fri: Saturday Sunday gun Charge No. Hrs. Prom Opt. Pct. Na. Hrs. From Opt. Pct. Na. Hrs. From c d~ C ~; i{y+~3 3:~ ~ ?~ ~.~,~~ 3~:~ i~~pr'ig~ ~F i~ 43~ ~ei~ ~~:~ N 1.7i #~ ~~~ ~i ~ ~: ~~ ~.~ ~ ~e r r~zt I~~ '~ sir t< 6~"v'd~n r~.~ i t ~ r, ~~ yy ..~ ~ ~ ~'t,~ ~L 7F i~ i SFT,~+~ %7AY ~; ~ :~~~ i I 1 TOTALS i I I I I I i 1 I I I I I i i ~~~~ ~~ There shall be added to the charges provided for in this Agreement amounts equal to any taxes, however designated, levied or based on such charges or on this Agreement, or on the services rendered or parts supplied pursuant hereto, including skate and local privilege or excise taxes based on grass revenue, and any taxes or amounts in lieu thereof paid or payable by IBM in respect of the fareooing, exclusive, however, of taxes based on net income. Monthly charges will be invoiced as of the first of each month. Payment is due wsthin thirty days of date of invoice. Please send all comrnunicacions to lent at its branch o~rce address listed above unless notifred to the contrary. Total Total Optional ]4lonlhl}' Pct, Pcrccnt Charges ~~,l y A ~ s• i ,Y q i:~K~i q I [ ~L _lr ~a~ ~ ~i~'~- ~~.~~ ~.~ ~ ~ ~Y . ~ ~ ** ~ r pp ~ ~ p 3,f~x ~.~. ~C3 ~i1~ ~fl.~.~ 120.0777-9 1 CC3~TCJh~~~" Term. of Agreement This Agreement shall remain in force, except as otherwise provided, for at ]east one year from the date monthly main- tenance charges commence for the first machine to become subject to these charges, Maintenance charges for a machine will commence on the stated service commencement date ar the day following the last day of the service warranty period, wbic:hever is later. The Agreement may be terminated prior to the end of the first year by either party by giving three tnontlt=' prior written notice. It may be terminated at the end of the first year, or thereafter, by either party, provided one month's prior written notice has been given. The Customer may ++;itltdraw any marltine from this Agreement at any time by orre month's prior written notice. tHn~t may withdraw any machine from this Agreement at the end of the first year, ar thereafter, by one month's prior written notice. Maintenance Service Availability tarot agrees to provide maintenance service availability dur- ing the periods selected by the Customer to keep the machines in goad working order. This includes: {a) Scheduled preventive maintenance. The schedule will be based upon the specific needs of the individual machines as determined by tetvt. Preventive maintenance will include lubrication, necessary adjustments and re- placement of unserviceable parts. (b} Unscheduled, on-call remedial maintenance, includ- ing replacement of unserviceable parts. farts will be furnished on an exchange basis when installed by tarot service personnel and will he new part or parts equiva- lent to new in performance when used in these machines. Replaced parts become the property of tziM. Charges for Periods of Maintenance Service Availability A. The minimum monthly maintenance charge entitles the Customer•to weekday maintenance service availability during any period of 9 consecutive hours between the hours of 7:00 a.m. and 6:00 p.m., daily, Monday through Friday, as selected by the Customer. ~. To suit his work schedule, the Customer may select, in lieu of the hours available for the minimum monthly main- tenance charge, one of the following optional weekday periods of maintenance service availability for an additional charge: 1. 4 consecutive hours, daily, Dfonday through Friday (until 8:00 a.m, on Saturday), any part of which is outside the hours o£ 7:00 a.m. to 6:00 p.m,; or 2. 12, 16, 20 or 24 consecutive hours, daily, Monday through Friday (until 8:00 a.m. on Saturday}. C. In addition to the weekday period of maintenance service availability selected by the Cnstomer, he may also select one of the following optional periods of maintenance service availability on all Saturdays and/or Sundays (until 8:00 a.m. on the following day), for an additional charge: 9, 12, 1G, 20 or 24 consecutive hours D. The hours of maintenance service availability fora ma- chine on Monday through Friday shall he the same each day and the hours on Saturday or Sunday shat] be the same hours on all Saturdays or Sundays. E. The ,;barge fox any optional period of maintenance service availability is based on the minimum monthly main- tenance charge pins a percentage of that charge. The per- centage depends on the optional period selected and the machine group in which the machine is included. These per- centages are set forth in Exhibit #1, which is attached to this Agreement. F. The Customer may change his selected periods of main- tenance service availability at tlu• beginning of any calendar month by giving tt3m 15 days' prior written notice. G. All machines comprising a single system shall have the same periods of maintenance service availability. For ,this purpose, a single system is defined as a combination of ma• clones containing only one central processing unit and inter- connected by ttttvr power or si~nal cables. H. 1£ the Customer requests unscheduled, on-call remedial maintenance to he performed at a time tivftirh is outside the selected periods of maintenance service availability, the service will be furnished at tent's standard hourly rates and Eerms then in effect. 'Travel time and expenses are billable. There is a minimum charge of one hour including travel time per runt shift for calls taken within runt's normal worktng hours. and two hours including travel time, per tart shift fur calls taken outside of run't's normal working hours. I. Al] charges specified are dtose currently in effect and axe subject to change by three months' prior written notice. If the charges are increased the Customer may, on the effective date of such increase, terminate this Agreement or withdraw #rom service any machine affected. Qtherwise, the new charge shall become effective upon the date specified in the notice. J. Charges for a part of a calendar mondt will be prorated on the basis of a thirty-day month. MCLCILLne ClLangCS Changes in machine specifications, attachments or features may result in an adjustment of the specified minimum monthly maintenance charge. Travel Expenses Travel expenses of tttn:'s customer engineers will be charged to the Customer as follows: ~. Within the hours of maintenance service availability, customers located beyond 15 miles from ttsnt's nearest branch office, soh-offtce or resident location----all expense incurred for travel beyond 15-miles from such tntvt location. 2. Outside the maintenance service availability hours, but within tent's normal working hours-all expense for travel The mileage billed will not exceed the distance to and from the ittm branch office, sub-office or resident location. 3. Outside both maintenance availability hnars and ttsm's normal working hours-all expense for trar-el. Other Service When the Customer requests service outside the scope of this Agreement, it wit! be furnished at tsnt's applicable time and material rates and terms then in effect. Exclusions Service does not include: (a) electrical work external to the machtttes or main- tenance of accessories, attachtm~nts, machines or other devices not fttrniskted by tarot; (b} repair of damage resulting from accident, transpor- tation, neglect or misuse; failttrc of electrical power, air conditioning or humidity control; or causes other than ordinary use; ... 2 /- .. .. i , {c) furnishing platens, supplies oz accessories; painting or reftnishing the machines or £urnishing material there- for; ~ynaking specification changes or performing services connected with relocation of machines; or adding or removing accessories, attachments or other devices; and {d) such servic4 which is impractical for tQm Customer Engineers to' render because of alterations in the ma- chines or their connection by mechanical ar electrical means to another machine or device. Access to Machines tt3Ivt shall have full and free access to the machines to pro- vide service thereon, If persons other than ts~t representatives shall perform maintenance, or repair a machine, and as a rc,ult further repair by tnNt is required to restore the machine to good operation condition, sorb repairs will he made at rum's applicable time and material rates and terms then in effect. Engineering CJaanges-Installation and Control All engineering changes, including safety changes, as deter- mined necessary by trim, will be controlled and installed by tnm on equipment covered by this Agreement. if total engi- neering change installation and control is not desired, initial either box below and engineering change installation and control will be furnished as indicated thereby. Only safety changes will 6e installed. Customer may specifically request any other engineering change, which will be installed if determined necessary by tBm. ^ All engineering changes, including safety changes, as determined necessary by ttrm, will he controlled and in- stalled by turn an equipment covered by this Agreement, except equipment listed below. On such equipment, only safety changes will he installed unless Customer speci- fically requests any other engineering change, which will, then be installed if determined necessary by tem. Miscellaneous This Agreement shall be governed by the laws of tkse Stale of New York. It replaces any previous 11'Iaintenance Agree- ment fur these machines. It constitutes the entire Agreement between the Customer and ttitit for the repair and maintenance of the machines. Its terms and conditions shalt prevail should there be any variance with the terms and conditions of any order submitted by t}te Customer for the repair or maintenance of the machines. ~ Either party may terminate this Agreement at any time for failure of the other to comply wttlt any of its terma and conditions. 113m is not responsible for failure to render service due to causes beyond its control. `l`hc Customer represents that he is flee owner of the ma- chines subject to this Agreement or if not 1}te owner that lte has authority to enter into this Agreement. P~- Received by IBM at----------------------•-•-----••-----------...------------.. Accepted by: lnternatioaial Business Machines Carparatipn Y---------•-------------- -----------•--- F'E Branch tYZ:tnager , ate --------------- ---------• y -•-- dRNE Branch Manar;cr Date----•-----••----- -----------------------------------------------•--------••----- c;.~3d~ tt~ ~~~~+lY~ __ Cuatot r - --- -- BY----------- - ..--- •------ -°- ~"~,.•,11V,s+ryt~! f7F !?C:!•k~ OF ]:i:tf'.'it_`-~- OEticer's Tittc I Date--°----~~~-r,~-"-~~ = -- ~-----~----f •-~--~%------•------• 3