HomeMy WebLinkAbout20091240.tiffAgreement to Lease Equipment
THIS AGREEMENT TO LEASE EQUIPMENT ("Lease") is made and effective May 19, 2009,
by and between Touch Legal, Inc. DBA Touch Sonic Technologies, ("Lessor") and Weld County
Sheriff's Department ("Lessee").
Lessor desires to lease to Lessee, and Lessee desires to lease from Lessor, certain tangible
personal property.
NOW, THEREFORE, in consideration of the mutual covenants and promises hereinafter set
forth, the parties hereto agree as follows:
1. Lease.
Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, the following described
equipment (the "Equipment"):
• Five (5) TST15 Library Kiosks
• Legal research materials and data as provided by LexisNexis a Mathew Bender
Company.
• Five (5) Mobile Cart Brackets
2. Term.
The term of this Lease shall commence on May 1, 2009 and shall expire on April 30, 2010.
3. Shipping.
Lessee shall be responsible for shipping the Equipment to Lessee's premises.
4. Rent and Deposit.
A. The monthly rent for the Equipment shall be paid in advance in installments of One Thousand
Eight Hundred and Ninety Five Dollars and Zero Cents ($1,895.00) each month, beginning
on May 1, 2009 and on the first day of each succeeding month throughout the term hereof, at
Touch Sonic Technologies, 2630 Mendocino Avenue, Santa Rosa CA 95448, or at such other
place as Lessor may designate from time to time. Any installment payment not made by the tenth
(10th) day of the month shall be considered overdue and in addition to Lessor's other remedies,
Lessor may levy a late payment charge equal to three percent (3%) per month on any overdue
amount. Rent for any partial month shall be prorated.
5. Use.
so 00.10
2009-1240
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Lessee shall use the Equipment in a careful and proper manner and shall comply with and
conform to all national, state, municipal, police and other laws, ordinances and regulations in any
way relating to the possession, use or maintenance of the Equipment.
6. Legal Content Updates.
Lessee shall be responsible for performing installation of legal content updates, which will be
provided to Lessee by Lessor via electronic hard drive approximately four (4) times per year or
as said content updates are released by Lexis Nexis. Lessor to provide training and telephone
support as required to ensure proper installation of said updates.
7. Right to Lease.
LESSOR WARRANTS THAT LESSOR HAS THE RIGHT TO LEASE THE EQUIPMENT,
AS PROVIDED IN THIS LEASE.
8. Repairs.
Lessor, at its own cost and expense, shall keep the Equipment in good repair, condition and
working order and shall furnish any and all parts, mechanisms and devices required to keep the
Equipment in good mechanical working order.
Lessee shall provide Lessor with facility clearance and access as required to repair equipment.
9. Loss and Damage.
A. Lessee hereby assumes and shall bear the entire risk of loss and damage to the Equipment
from any and every cause whatsoever. No loss or damage to the Equipment or any part thereof
shall impair any obligation of Lessee under this Lease which shall continue in full force and
effect through the term of the Lease.
B. In the event of loss or damage of any kind whatever to the Equipment, Lessee shall, at
Lessor's option:
(i) Place the same in good repair, condition and working order; or
(ii) Replace the same with like equipment in good repair, condition and working order; or
(iii) Pay to Lessor the replacement cost of the Equipment.
10. Surrender.
Upon the expiration or earlier termination of this Lease, Lessee shall return the Equipment to
Lessor in good repair, condition and working order, ordinary wear and tear resulting from proper
use thereof alone excepted, by delivering the Equipment at Lessee's cost and expense to such
place as Lessor shall specify within 14 days of termination.
11. Indemnity.
Lessee shall indemnify Lessor against, and hold Lessor harmless from, any and all claims,
actions, suits, proceedings, costs, expenses, damages and liabilities, including reasonable
attorney's fees and costs, arising out of, connected with, or resulting from Lessee's use of the
Equipment, including without limitation the manufacture, selection, delivery, possession, use,
operation, or return of the Equipment.
12. Default.
If Lessee fails to pay any rent or other amount herein provided within ten (10) days after the
same is due and payable, or if Lessee fails to observe, keep or perform any other provision of this
Lease required to be observed, kept or performed by Lessee, Lessor shall have the right to
exercise any one or more of the following remedies:
A. To declare the entire amount of rent hereunder immediately due and payable without notice or
demand to Lessee.
B. To sue for and recover all rents, and other payments, then accrued or thereafter accruing.
C. To take possession of the Equipment, without demand or notice, wherever same may be
located, without any court order or other process of law. Lessee hereby waives any and all
damages occasioned by such taking of possession.
D. To terminate this Lease.
E. To pursue any other remedy at law or in equity.
Notwithstanding any repossession or any other action which Lessor may take, Lessee shall be
and remain liable for the full performance of all obligations on the part of the Lessee to be
performed under this Lease. All of Lessor's remedies are cumulative, and may be exercised
concurrently or separately.
13. Bankruptcy.
Neither this Lease nor any interest therein is assignable or transferable by operation of law. If
any proceeding under the Bankruptcy Act, as amended, is commenced by or against the Lessee,
or if the Lessee is adjudged insolvent, or if Lessee makes any assignment for the benefit of his
creditors, or if a writ of attachment or execution is levied on the Equipment and is not released or
satisfied within ten (10) days thereafter, or if a receiver is appointed in any proceeding or action
to which the Lessee is a party with authority to take possession or control of the Equipment,
Lessor shall have and may exercise any one or more of the remedies set forth in Section 14
hereof; and this Lease shall, at the option of the Lessor, without notice, immediately terminate
and shall not be treated as an asset of Lessee after the exercise of said option.
14. Ownership.
The Equipment is, and shall at all times be and remain, the sole and exclusive property of Lessor;
and the Lessee shall have no right, title or interest therein or thereto except as expressly set forth
in this Lease.
15. Additional Documents.
If Lessor shall so request, Lessee shall execute and deliver to Lessor such documents as Lessor
shall deem necessary or desirable for purposes of recording or filing to protect the interest of
Lessor in the Equipment including, but not limited to a UCC financing statement.
16. Entire Agreement.
This instrument constitutes the entire agreement between the parties on ^e subject matter hereof
and it shall not be amended, altered or changed except by a further writing signed by the parties
hereto.
17. Notices.
Service of all notices under this Agreement shall be sufficient if given personally or mailed
certified, return receipt requested, postage prepaid, at the address hereinafter set forth, or to such
address as such party may provide in writing from time to time.
If to Lessor:
Touch Legal, Inc.
2630 Mendocino Avenue
Santa Rosa CA 95448
If to Lessee:
Weld County Sheriffs Office
2110 O Street
Greeley, CO 80634
18. Assignment.
Lessee shall not assign this Lease or its interest in the Equipment without the prior written
consent of Lessor.
19. Headings.
Headings used in this Lease are provided for convenience only and shall not be used to construe
meaning or intent.
20. Governing Law.
This Lease shall be construed and enforced according to laws of the State of California.
WITNESS THE SIGNATURES OF THE PARTIES TO THIS AGREEMENT TO LEASE
EQUIPMENT:
LESSOR:
Sign: I �? Print:
'ZAci,i7c/cScrhicc Date: -' i
LESSOR:
Sign: Print:
LESSEE:
Sign:���� C/
William F. Garcia, Chair
LESSEE:
Date: PIO 2 7 2009
Sign: Print:
Date:
LESSEE:
Sign: Print:
Date:
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