HomeMy WebLinkAbout800680.tiff RESOLUTION
RE: APPROVAL OF LEASE AGREEMENT WITH STORAGE TECHNOLOGY CORPORA-
TION AND AUTHORIZATION FOR CHAIRMAN TO SIGN THE SAME.
WHEREAS, the Board of County Commissioners of Weld County,
Colorado, pursuant to Colorado statute and the Weld County Home
Rule Charter, is vested with the authority of administering the
affairs of Weld County, Colorado, and
WHEREAS, a lease agreement between the Boulder/Weld Counties
Joint Computer Center and Storage Technology Corporation has been
presented to the Board of County Commissioners of Weld County,
Colorado for approval, and
WHEREAS , said lease agreement concerns the rental of certain
equipment, and
WHEREAS, the Board has studied said lease agreement and deems
it advisable to approve the same.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commis-
sioners of Weld County, Colorado that the lease agreement between
the Boulder/Weld Counties Joint Computer Center and Storage
Technology Corporation be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chairman of the
Board of County Commissioners of Weld County, Colorado is hereby
authorized to sign said lease agreement.
The above and foregoing Resolution was, on motion duly made
and seconded, adopted by the following vote on the 17th day of
March, A.D. , 1980.
LY '4?' BOARD OF COUNTY COMMISSIONERS
ATTEST: ''r . . ' , " ' " WELD COUNTY, COLORADO
Weld County Clerk and Recorder � � L� " (Aye)
and Clerk to the Board- C. W. Kir Kirby, C airman
cc_ ,;a. IL:-1._ (Aye)
Deputy County Clerk Leonard L. Roe, Pro-Tem
APPROVED AS TO FORM: f (Aye)
Norman Carlson
•
County Attorney 4 /CAye)
Ly Dunbar
a11�W2OZXAYe)
ne K. S einmark
800680
DATE PRESENTED: MARCH 19 , 1980
STORAGE TECHNOLOGY CORPORATION
2270 South 88th Street / Louisville / Colorado 80027 (3031 497-5151 / TLX 4-5690
March 12, 1980
Mr. Robert H. Rhinesmith
Director
Boulder/Weld Counties
Computer Services
915 10th Street
Greeley, CO 80631
Dear Mr. Rhinesmith:
As a result of our conversation concerning the potential for a •
Beta test of the STC 4500 tape in your data center several
requirements were identified. These requirements are:
1. The Beta system will be a 1x4 tape system
•
1 - 4551 Tape control unit and one drive ( 125
IPS; Tri-Density)
1 - 4555 Tape drive, Tri-Density 125 IPS �.
it,../eisc
2 - 4554 Tape drive, Dual Density 800/-1600-
2. The system ship date is on or before May 23, 1980 from
Louisville.
31 r...
3. Installation target date is May-24; 1980.
4. A 1x4 3470 system will be installed by mid-April to
test acceptance of 3410 tapes on an STC product.
5. The 3470 system will remain as back-up for 4500 system
until engineering feels 4500 system is stable.
6. Both 4500 and 3470 system will be rental free on this
schedule:
3470 - April to removal date
4500 - May 25 to August 25
Page 2
7. This is a Beta site. Although we do not intend to have
bad system failures, they must be expected.
8. At any time that Boulder/Weld Counties determine that
the 4500 attachment is impacting its ability to service
the public needs, switch over to the 3470 will be
accomplished or the 4500 will be removed and the beta
test agreement terminated.
9. At mutually agreed times, engineers will need access to
tapes for test results. These intervals will not be
extensive and should be co-ordinated through yourself
or your designee.
10. First level of maintenance will be from normal field
engineering who will co-ordinate plant engineers if
necessary.
11. STC would like to use your installation as a reference,
for selected customer visits and publicity within terms
which are mutually acceptable and agreed upon prior to
use.
Charles L. Cousins
Manager, DOS Programs
Storage Technology Corporation Boulder-Weld Counties
.
/ LL
Date: DATE:
STORAGE TECHNOLOGY CORPORATION
LOUISVILLE, COLORADO
TERM
LEASE AGREEMENT
(Master Terms & Conditions)
Agreement No.
LESSOR: STORAGE TECHNOLOGY CORPORATION (herein called "STC")
Address: 2270 South 88th Street, Louisville, Colorado 80027
LESSEE: Boulder/Weld Counties Joint Computer (herein called "Customer")
Center
Address: 915 - l0th Street,Greeley, Colorado 80631
1. LEASE any other amounts owing on each Equipment Schedule shall be
STC leases to Customer and Customer leases from STC unconditional. A handling and delivery charge to cover all Equip-
the personal property described on Equipment Schedules to be ment transportation, rigging drayage, packing, placement and
separately executed by Customer and STC. Each such Equip- handling to and from STC's plant shall be paid by Customer.
ment Schedule shall constitute a separate lease incorporating the
terms and conditions herein. Such personal property, together 3. TITLE
with all replacements, parts, cables, repairs. additions and STC and Customer hereby confirm their intent that the
accessories incorporated therein, or affixed thereto, is hereinafter Equipment shall always remain and be deemed personal property
called the "Equipment." As used herein, "Equipment Schedule" even though it may become attached or affixed to realty, and
means an Equipment Schedule in the form attached hereto as title thereto shall remain in STC or its assigns exclusively. STC
Equipment Schedule No. 1, with all blanks completed.signed by may require plates or markings to be affixed on the Equipment
Customer and STC and referencing this Term Lease Agreement indicating STC's interest.
(Master Terms and Conditions). The following terms used herein 4. USE' SITE PREPARATION; RELOCATION
shall refer to the corresponding items on the Equipment Schedule: Payment of the Monthly Rental Payment for each calen-
Effective Date, Monthly Rental Payment, Rental Term and dar month during the Rental Term shall entitle the Customer to
Rental Payments. operate Equipment at any time and for any period of time dur-
2. TERMS AND RENTALS ing that month at the convenience of Customer(exclusive of the
Each Equipment Schedule shall commence with respect to time required for preventive and remedial maintenance). Not-
Equipment described thereon upon the Effective Date designated withstanding any assignment, transfer or grant by STC and so
on that Schedule and shall continue for the Rental Term calculat- long as the Customer shall not be in default hereunder,Customer
ed from the first day of the month following the Rental Start shall have the right to quietly possess the Equipment subject to
Date. The Rental Start Date shall be the day next following the and in accordance with the provisions hereof and neither STC nor
date upon which Equipment described on the Equipment Sched- any third party claiming under STC shall interfere with Cus-
ule is installed and ready for use at the Customer's location. For tomer's right of quiet possession of the Equipment. Customer,at
the Rental Term, Customer agrees to pay STC aggregate rentals its expense, shall make all necessary site preparations and will
equal to the sum of all Rental Payments specified on the Equip- cause Equipment to be operated in accordance with STC's manu-
ment Schedule, together with payment for any partial month at als and instructions and in accordance with applicable governmen-
the commencement of the Equipment Schedule. Thereafter rent- tal regulations, if any. Installation facilities, including space,
als shall be determined as provided in Paragraph 16(Rental Term electrical power cable troughs and the like, will be provided in
Extension). The first rental payment is due on the Rental Start accordance with the installation specifications of the manufactur-
Date and remaining rents on the first day of each consecutive er and at Customer's expense. Supplies for use with the Equip-
month thereafter (the Rental Payment Date) without notice or ment are to be provided by Customer and are to meet STC speci-
demand and without abatement, deduction, or set-off of any fications. STC will supply at its expense all power and signal
amount. If the Rental Start Date does not fall on the first day cables and connectors necessary to connect the Equipment in the
of a month, the first payment shall be a pro rata portion of the computer system. STC shall have the right,at all times to inspect
Monthly Rental Payment, calculated on a 30 day basis. Interest Equipment during regular business hours. Customer shall not
on any payments which are past due shall accrue at the rate of relocate Equipment without STC's prior written consent which
I-I.21I per month, or if such rate exceeds the maximum rate shall not be unreasonably withheld:however, if consent is granted.
allowed by law. then at such maximum rate, and shall be payable STC, as its option. will be permitted to have representatives
on demand. Equipment Schedules may only be terminated as ex- present during the relocation. All costs incurred as a result of
pressly provided herein. Customer's obligation to pay rent and such relocation shall be borne by the Customer and rent shall not
Sl( nil '-,)
abate during the period Equipment is out - -service due to any AMOUNTS WHI BECOME DUE THEREUNDER AND
such relocation by the Customer. In additt ,the Customer shall FURTHER COVE.. %NTS AND AGREES THAT IT'WILL NOT
have the right to sell time to third parties provided that the Cus- ASSERT AGAINST STC'S ASSIGNEE ANY DEFENSE-OR
tomer will retain uninterrupted possession and control of Equip- COUNTERCLAIM OR SET-OFF ON ACCOUNT OF BREACH OF
WARRANTY OR OTHERWISE IN ANY ACTION FOR RENT
ment. OR FOR POSSESSION BROUGHT BY STC'S ASSIGNEE. Cus-
5. ALTERATIONS AND ATTACHMENTS tomer agrees to settle all mechanical,service or other claims with
Alterations in or attachments to the Equipment may be respect to the Equipment directly with STC, the Equipment
made only with the prior written consent of STC. If any altera- manufacturer, or the servicing agent, as provided under applicable
tion or attachment interferes with normal and satisfactory opera- law, warranty, or provisions of a separate maintenance contract;
tion or maintenance of Equipment in a manner which increases and Customer acknowledges that STC's assignee shall not be
substantially the costs of maintenance thereof,or creates a safety liable for such claims. Upon the assignment of each Equipment
hazard, the Customer will, upon notice from SIC to that effect, Schedule, STC's assignee shall have and be entitled to exercise
promptly remove the alteration or attachment and restore the any and all discretions, rights and remedies of STC hereunder and
Equipment to its normal condition. all references herein to STC shall include STC's assignee, except
6. MAINTENANCE/SERVICE CONTRACT that assignee shall not be chargeable with any obligations or lia-
Customer's obligations to obtain and keep in effect a bilities of STC hereunder or with respect hereof.
contract for remedial and preventive maintenance service (under Without the prior written consent of SIC,Customer shall
Paragraph 7), to pay property taxes(under Paragraph 10),and to not sell, assign, sublet, pledge, hypothecate or otherwise encum-
obtain and maintain insurance (under Paragraph 11), shall be ber or suffer a lien upon or against any Equipment Schedule, any
satisfied with respect to an Equipment Schedule if Customer of its rights hereunder, or the Equipment. No permitted assign-
executes gnd keeps in full force and effect an STC Maintenance/ ment or sublease shall relieve Customer of any of its obligations
Service Contract (in the form attached hereto) for such Sched- hereunder.
ule, the term of which Contract shall be at least equal to the
Rental Term of such Schedule and any extension thereof. 10. TAXES
Customer agrees to comply with all laws, regulations and
7. MAINTENANCE AND REPAIR; LOSS OR DAMAGE
orders relating to each Equipment Schedule and to pay to SIC
Customer shall effect and bear the expenses of all neces- upon invoice, all fees, assessments and sales,use, property,excite
sary repair maintenance,operation and replacements required to and other taxes now or hereafter imposed by any governmental
be made to maintain the Equipment in good condition, reason- body or agency upon any Equipment Schedule, the Rental Pay-
able wear and tear excepted, and to satisfy applicable laws, ments due thereunder, any Equipment or the use thereof,exclu-
governmental rules and regulations. All parts furnished in con- sive of taxes imposed upon the net income of STC. Any fees,
nection with such maintenance or repair shall immediately be- taxes or lawful charges paid by STC upon a failure of Customer
come the property of SIC and part of the Equipment for all pur- to make such payments, shall at STC's option, become immedi-
poses hereof. If any unit of Equipment shall become lost,stolen, ately due from Customer to STC. Unless otherwise provided on
destroyed or damaged beyond repair for any reason, or in the the applicable Equipment Schedule, no investment tax credit is
event of condemnation, confiscation, theft or seizure or requisi- available to the Customer for the Equipment.
tion of title to or use of such unit, Customer shall promptly pay
to STC or its assigns the greater of(i) the aggregate Unit Monthly 11. INSURANCE
Rental Payments then remaining unpaid for the full term of the Customer shall obtain and maintain for the entire term of
lease of such unit, or (ii)the Stipulated Loss Value for such unit, each Equipment Schedule, at its own expense, property damage
as set forth in the applicable Equipment Schedule. Customer and liability insurance and insurance against loss or damage to the
shall, at its expense, obtain and keep in full effect, throughout Equipment including, without limitation, loss by fire (including
the Rental Term and any extension thereof,a contract with STC so-called extended coverage), theft, and such other risks of loss
or the manufacturer of the Equipment or another computer as are customarily insured against on the type of Equipment
maintenance/service company satisfactory to SIC, providing for leased hereunder and by businesses in which Customer is en-
remedial and preventive maintenance service for the Equipment. gaged, in such amounts, in such form and with such insurers as
shall be satisfactory to STC, provided however, that the amount
8. WARRANTIES of insurance against loss or damage to the Equipment shall be
STC warrants that on the Rental Start Date, the Equip- not less than the greater of (i) the full replacement cost of the
ment will be in good working order, will be program compatible Equipment or (ii) the aggregate Monthly Rental Payments then
with the original OEM equipment in Customer's system,and will, remaining unpaid for the full term of the Equipment Schedule.
if an interchangeable OEM model exists,perform operating func- Each insurance policy will name Customer as an insured and STC
tions in a manner equal to (or better than) the OEM model with (or any assignee of which it gives notice) as an additional insured
which it is interchangeable. Customer acknowledges that it has and loss payee thereof as STC's (or such assignee's)interests may
made the selection of each unit of Equipment based upon its own appear, and shall contain a clause requiring the insurer to give
judgment. such additional insured at least thirty (30) days prior written
THE FOREGOING WARRANTIES ARE IN LIEU OF ALL notice of any alteration in the terms of such policy or of the can-
OTHER WARRANTIES, EXPRESS OR IMPLIED(INCLUDING cellation thereof. Customer shall furnish to SIC a certificate of
THE IMPLIED WARRANTIES OF MERCHANTABILITY AND insurance or other evidence satisfactory to SIC that such
FITNESS FOR A PARTICULAR PURPOSE), AND OF ALL insurance coverage is in effect; provided,however,that STC shall
OBLIGATIONS OR LIABILITIES OF STC FOR DAMAGES be under no duty either to ascertain the existence of or to
(EXCEPT AS PROVIDED IN PARAGRAPH 1"_'). INCLUDING examine such insurance policy or to advise Customer in the event
BUT NOT LIMITED TO CONSEQUENTIAL AND INCIDENT- such insurance coverage shall not comply with the requirements
AL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH hereof. Customer further agrees to give STC prompt notice of
THE USE OR PERFORMANCE OF THE EQUIPMENT. any damage to,or loss of, the Equipment,or any part thereof.
9. ASSIGNMENT 12. INDEMNITY; PATENT INFRINGEMENT
Customer acknowledges that STC may sell or assign its Customer does hereby agree to indemnify and covenants
interest in each Equipment Schedule and/or any Equipment. to defend STC and STC's assignee from all claims, expenses,dam-
CUSTOMER AGREES THAT UPON NOTICE OF ASSIGN- ages and liabilities arising out of or pertaining to the possession or
MENT OF AN EQUIPMENT SCHEDULE AND IF SO DIRECT- use of the Equipment; however, STC will defend, at its own ex-
ED. IT SHALL PAY DIRECTLY TO STC'S ASSIGNEE WITH- pense, any action brought against the Customer, to the extent
OUT ABATEMENT, DEDUCTION OR SET-OFF ALL that it is based on a claim that the Equipment supplied by STC
STC 01127) •
under an Equipment Schedule infringes a I' "ed States patent, Commercial Code or 'her applicable law including the right to
and STC will pay those costs and�dama, finally awarded recover damages tbi ,e breach of the Equipment Schedule.
agcinst the Customer in any such action which are attributable In addition. Customer shall be liable for reasonable attorney fees
too any such claim but such defense and payments are conditioned and other costs and expenses resulting from any default, or the
on the following: III that STC shall he notified promptly in exercise of STC's remedies, including placing any Equipment in
'critine by the Customer of any notice of such claim:and C I that the condition required by Paragraph IS hereof. In the event of
STC shall have sole control of the defense of any action on such a sale or lease of the Equipment under clause(v)above. STC shall
claims and all negotiations for its settlement or compromise;and apply any proceeds received as follows: first to the payment of or
(s) should the Equipment become, or in STC's opinion be likely reimbursement for such legal fees and other costs and expenses.
to become, the subject of a claim of infringement of a United then to the payment of any obligation of Customer to STC under
States patent, the Customer shall permit STC, at its option and the Equipment Schedule for such Equipment or otherwise.
expense, either to procure for the Customer the right to continue Customer shall pay any deficiency, and STC shall be under no
using the Equipment, to replace or modify the same so that they obligation to account to Customer for any excess proceeds
become non-infringing. or to terminate the Equipment Schedule received from such sale or leasing. No remedy referred to in this
as to such Equipment without penalty. STC will not have any Paragraph is intended to he exclusive. but each shall be cumulative
liability to the Customer under the provisions of this section for and in addition to any other remedy referred to above or otherwise
any patent infringement. or claim thereof. based upon the use of available to STC at law or in equity. No express or implied
said equipment in combination with other machines or devices waiver by STC of any default shall constitute a waiver of any
(except equipment manufactured and marketed by IBM) not other or further default by Customer, or a waiver of any of STC's
manufactured or sold by SIC to the Customer. The foregoing rights unrelated to the default. To the extent permitted by
states the entire liability of STC with respect to infringement of applicable law. Customer hereby waives any rights now or here-
patents by the Equipment or any parts thereof; this liability is after conferred by statute or otherwise which may require STC
personal to STC and is not chargeable to STC's assigness. The to sell, lease or otherwise use any Equipment in mitigation of
indemnities contained herein shall survive the expiration or STC's damages as' set forth in this Paragraph or which may
termination of any or all Equipment Schedules with regard to otherwise limit or modify STC's rights or remedies.
causes of action arising prior to the expiration or termination of
the Equipment Schedule to which such indemnities pertain. 15. RETURN OF EQUIPMENT
Further, Customer grants STC such additional indemnification as
is set forth on the Equipment Schedules. At the expiration or termination of an Equipment Sched-
13. EVENTS OF DEFAULT ule, the Customer will immediately return the Equipment leased
An event of default shall occur with respect to an thereunder to STC at Customer's own risk and expense in the
Equip-
ment Schedule if Customer (i) fails to pay an installment of rent same condition as when delivered,ordinary wear and tear except-
or other payment required under such Equipment Schedule when ed, at such location within the Continental U.S. as STC shall
due and such failure continues for a period of ten(10)days after designate.
written notice is sent from STC;or(ii)fails to perform or observe 16. RENTAL TERM EXTENSION
any other covenant, condition or agreement to be performed or A Rental Term Extension for each unit of Equipment for
observed by it under such Equipment Schedule or breaches any a period of two years will commence automatically (at the then-
representation or provision contained therein or in any other current, published rental rate applicable to the original Rental
document furnished STC in connection therewith, and such Term), unless the Customer notifies STC in writing on or before
failure or breach shall continue unremedied for a period of ten the last day of the Rental Term or current Rental Term Exten-
(10) days after written notice is sent from STC; or (iii) without sion that the Customer elects one of the following choices:
STC's consent, attempts to remove, sell,transfer,encumber,part (a) to extend on a month-to-month basis (at the then
with possession, or sublet any item of Equipment leased under
such Equipment Schedule; or (iv) commits an act of bankruptcy current, published month-to-month rate);or
or becomes insolvent or bankrupt or makes an assignment for the (b) to extend once for a period of one year or less (at
benefit of creditors or consents to the appointment of a trustee the then-current, published rental rate applicable
or receiver or either shall be appointed for Customer or for a sub- to the original Rental Term);or
stantial part of its property without its consent, or bankruptcy, (c) to purchase the unit of Equipment.
reorganization or insolvency proceedings shall be instituted by or
against Customer; or (v) shall be in default under any other agree- In addition, the Customer may discontinue a unit of
ment at any time executed with SIC pr the assignee of the Equipment effective on the expiration of the Rental Term or
Equipment Schedule. Rental Term Extension then in effect, if at least one month's
14. REMEDIES prior written notice is given.
Upon the occurrence of any event of default with respect Prior to the expiration of the Rental Term and any
to an Equipment Schedule and at any time therafter while such Rental Term Extension, STC will provide the Customer with
default is continuing, STC may, at its discretion, do any one or written notice of the date of such expiration. Unless STC pro-
more of the following: (i) terminate the Equipment Schedule up- vides written notice of changes in the terms and conditions
on notice to Customer; (ii) declare all sums due and to become applicable to an ensuing Extension at least ninety (90) days
due under the Equipment Schedule for the full term of the lease prior to the commencement thereof, the terms and conditions
immediately due and payable; (iii) demand that Customer return of this Agreement (including this Paragraph), as then in effect,
all Equipment leased under such Equipment Schedule to STC in shall apply to any such Extension.
accordance with Paragraph 15 hereof; (iv) enter upon the pre- The commencement date of a Rental Term Extension will
mises where such Equipment is located and take immediate be the day following the last day of the Rental Temi or Rental
possession of and remove the same, as permitted by applicable Term Extension then in effect.
law, all without liability to Customer,except liability for damage,
if any, caused by STC's negligence or intentional acts;(v) sell any
or all of such Equipment at public or private sale,upon notice to 17. MODIFICATIONS
Customer with or without advertisement, or hold, use, operate, Upon the Customer's written request, STC will make field
lease to others or keep idle such Equipment, all free and clear of installable model upgrades and feature additions to units during
any rights of Customer and without any duty to account to Cus- their Rental Terms. A model upgrade is defined as a model
tomer for such action or inaction;(vi)exercise any other right or change in like devices which results in an increase in the Monthly
remedy which may be available to STC under the Uniform Rental Payments.
STC 01 127')
The model upgrade or feature addit'-•-1 will be subject to parties hereto, their -miffed successors and assigns. STC shall
STC's then-current, published rental rate fc :;h model upgrade not be liable for an direct,special, consequential of incidental
or feature having a term equal to the original Rental Term of the damages in connection with or arising out of the providing, per-
installed unit. When a model upgrade is installed in a unit, the formance, or use of any of the Equipment or services provided
expiration of the original Rental Term for that unit will be de- under an Equipment Schedule or related Maintenance/Service
ferred (by the number of months already expired in such term) Contract, nor shall STC be laible for any failure or delay in
to provide a common expiration date for the unit and the model performance thereunder which is due, in whole or part, to any
upgrade. When a feature addition is installed, the unit's Rental cause beyond its control. Any provision of an Equipment
Term will not be altered: and the feature will have the same ex- Schedule which is unenforceable under the laws of any jurisdiction
piration date as the unit. which are applicable hereto shall be ineffective to the extent such
laws apply without causing such provision to be ineffective under
The Rental Start Date for a model upgrade or feature the laws of any other jurisdiction which may be or may become
addition will be the day next following the day that the model applicable and without invalidating the remaining provisions
upgrade or feature addition is installed and ready for use at the of the Equipment Schedule. Time is of the essence with respect
Customer's location. to each Equipment Schedule. The captions set forth herein are
18. NOTICES for convenience only and shall not define or limit any of the
Any notices or demands required or permitted to be given terms hereof. Each Equipment Schedule shall in all respects be
governed by, and construed in accordance with the laws of the
in connection with any Equipment Schedule shall be given to the State of New York.
parties in writing and by regular mail or telegram at the address
set forth in that Equipment Schedule, or to such other address Any consent sought under an Equipment Schedule shall
as the parties may hereafter substitute by written notice given in not be unreasonably withheld. Each Equipment Schedule sets
the manner prescribed in this Paragraph. forth the entire agreement between STC and Customer with
19. FURTHER ASSURANCES respect to the use,possession and lease of the Equipment described
Customer will promptly execute and deliver to STC such in that Schedule. No agreements or understandings concerning
further documents(including, but not limited to,financial reports the foregoing shall be binding on either of the parties thereto
and financing statements) and take such further action (such as unless specifically set forth in the Equipment Schedule.The term
obtaining a Landlord or Mortgagee's Waiver and Consent) as "Customer" shall, with respect to an Equipment Schedule,mean
STC may reasonably request in order to more effectively carry and include any and all customers who sign such Equipment
out the intent and purpose of each Equipment Schedule. Further,_
Customer will if requested provide an opinion of counsel and Schedule, each of whom shall be jointly and severally bound
other supporting documents satisfactory to STC. thereby. THIS AGREEMENT WILL NOT BE BINDING ON STC
UNTIL ACCEPTED BELOW, AND SHALL BECOME EFFECT-
20. MISCELLANEOUS IVE ON THE DATE ACCEPTED BY STC.
Equipment Schedules may not be amended except in writ-
ing and shall be binding upon and inure to the benefit of the
By execution hereof, the signer for Customer hereby certifies that he has read,understands and is duly authorized to execute this
Term Lease Agreement(Master Terms and Conditions)on behalf of Customer.
CUSTOMER-
Attest:
(Corporate Seal) By A ,t
�
(Authorized Sighture)
Name
Title
STORAGE TECHNOLOGY CORPORATION
Accepted and Effective:
By
Date:
(Authorized Signature)
Name
Title
SIC 0112.70
EQUIPMENT SCHEDULE NO. TO TERM LEASE AGREEMENT(AG. _MENT NO.
DATED , 19 ), BETWEEN THE UNDERSIGNED PARTIES
LESSOR: STORAGE TECHNOLOGY CORPORATION (herein called "STC")
Address: 22.70 South 88th Street, Louisville,Colorado 80027
LESSEE: Boulder/Weld Counties Joint Computer Center (herein called "Customer")
915 10th Street, Greeley, Colorado 80631
Business Address:
Installation Address: Same
1. RENTAL TERM: 48 Months
2. RENTAL PAYMENTS: 48 Payments of S 2,159 each,payable monthly in advance.
3. RENTAL PAYMENT DATE: First Day of Each Month.
4. EQUIPMENT DESCRIPTION:
Requested
Model& Present List Shipment Unit Monthly Extended Monthly
Qtv Description Purchase Price Date* Rental Payment Rental Payments
1 4551 Tri-Density $75,800 See Note $1,066 $1,066
Tape Drive & Tape (1) Below
Controller(125 ips)
1 4555 Tri--Density $31,000 $ 417 $ 417
Tape Drive(125 ips)
2 4554 Dual Density $51,200 $ 338 $ 676
Tape Drive(125 ips)
Note 1: Shipment to be a part of Beta Test Agreement. This contract to take effect at end
of Beta Test Period.
Note 2: This Equipment Schedule may be superseded by Equipment Schedule No. 2. Customer to
notify STC by 8/15/80 as to which Equipment will be needed.
MONTHLY RENTAL PAYMENT S $2,159
*Subject to Equipment Availability.
5. TERMS AND CONDITIONS: The terms and conditions of the above-referenced Term Lease Agreement are incorporated herein
and apply to the lease of the Equipment described herein. In addition, the following attachments apply to this Equipment Schedule
only (check those applicable): Attachment ES 277 ; Other (identify)
None__ Unless otherwise stated on an attachment to this Equipment Schedule,the Stipulated Loss Value is the replace-
ment cost of the item of Equipment.
THIS EQUIPMENT SCHEDULE WILL BECOME EFFECTIVE ON THE DATE ACCEPTED FOR STC BY ITS DULY AUTHORIZED
REPRESENTATIVE AT LOUISVILLE,COLORADO.
ACCEPTED:
By execution hereof, the signer hereby certifies that he is duly
Effective Date authorized to execute this on behalf of Customer:
STORAGE TECHNOLOGY CORPORATION Customer:
By, By j; ! i •
(Authorized Signature) (Authorized Signature)
Name Name
Title Title .
ST(' 011279
\IAINIENANCE/SERVICE CONTRACT FL EQUIPMENT SCHEDULE NO. 1 TO TERM LEASE AGREEMENT
I AGREEMENT NO. , DATED , 19 ) BETWEEN THE UNDERSIGNED PARTIES. .
LESSOR: STORAGE TECHNOLOGY CORPORATION (herein called "STC")
•
Address: 2270 South 88th Street, Louisville,Colorado 80027
LESSEE,:
Boulder/Weld Counties Joint Computer Center (herein called "Customer")
Business Address: 9)5 10th Street. Greeley Co1nrado 80631
Same
Installation Address:
1. MAINTENANCE/SERVICE TERM: 48 Months.
2. bl AINTENANCE/SERVICE PAYMENTS: 48 Payments of S 784 each, payable monthly in advance.
3. MAINTENANCE/SERVICE PAYMENT DATE: First Day of Each Month.
4. EQUIPMENT DESCRIPTION:
Unit Monthly Extended Monthly
Maintenance/ Maintenance/
Quantity Model Service Payment Service Payments
1 4551 Tri—Density Tape Drive and
Tape Controller (125 ips) $313 $313
1 4555 Tri—Density Tape Drive
(125 ips) $167 $167
2 4554 Dual—Density Tape Drive
(125 ips) $152 $304
$784
MONTHLY MAINTENANCE/SERVICE PAYMENT
5. TERM AND CHARGES . STC shall keep the Equipment in good operating condition and
Notwithstanding the above, the term and payment of will make all necessary adjustments and repairs. Customer shall
Maintenance/Service Payments for this Maintenance Service Con- not permit persons other than authorized representatives of STC
tract shall be coincident with the Rental Term and Rental Pay- to effect adjustments or repairs to the Equipment. STC shall in
ment Date, respectively, of the above-referenced Equipment no way be responsible to Customer for loss of the use of any
Schedule; and the term hereof shall be extended for the same Equipment while adjustments and repairs are being made.
period or periods as said Equipment Schedule. The first Main- Customer shall give STC field service engineers full and free access
tenance/Service Payment shall be due on the same day as the to the Equipment to the extent reasonably necessary or appropri-
Rental Start Date and subsequent payments on the same day as ate for them to effect the necessary adjustments and repairs.
the Rental Payment Date. Upon 30 days notice Maintenance/Ser-
vice charges may be changed by STC not to exceed 8%per year. All preventive maintenance shall be performed during a time
which is mutually acceptable to the Customer and STC. STC
On the terms and conditions set forth below STC shall provide shall specify the frequency and duration of the preventive main-
maintenance of the Equipment,(ii)make payment of the personal tenance time required for the Equipment.
property taxes assessed on the Equipment, and (iii) insure the
Equipment during the term of the Lease and any extension thereof. Notwithstanding the foregoing, in the event the Customer directs
and STC agrees to install Equipment at a location over 2S miles
from any STC service center, additional monthly maintenance
6. MAINTENANCE surcharges may also be charged by STC in addition to the Monthly
The Monthly Maintenance/Service Payments shall entitle the Maintenance/Service Payments.
Customer to on-call maintenance service 24 hours a day,7 days a
week. STC shall have sole option to determine on-the-site main- The Customer will provide adequate storage space for spare parts
tenance coverage. This service shall be provided at no extra and adequate working space including heat,light and ventilation,
charge unless the required maintenance is due to the fault or electrical
current,
an e andiloutletsities for the use of within areasonable distance
negligence of Customer. personnel.
from the Equipment to be serviced and wits-",e provided at no THE FOREGOING RRANTIES ARE IN LIEU OF ALL
charge to'STC. OTHER WARRANTI. , EXPRESS OR IMPLIED(INCLUDING
THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
All parts and supplies necessary for the maintenance and repair
of the Equipment will be supplied at no additional cost to Cus- FITNESS FOR A PARTICULAR PURPOSE), AND OF ALL
OBLIGATIONS OR LIABILITIES ON THE PART OF STC FOR
tomer. DAMAGES, INCLUDING BUT NOT LIMITED TO CONSE-
7. WARRANTY QUENTIAL AND INCIDENTAL DAMAGES, ARISING OUT OF
So long as the Equipment is subject to maintenance service OR IN CONNECTION WITH THE USE OR PERFORMANCE
by STC, STC warrants that the Equipment will be in good work- OF THE EQUIPMENT.
ing order and will be program compatible with the applicable
OEM equipment in the system. In addition,when an interchange- 8. PROPERTY TAXES
able OEM model exists, STC warrants that each STC unit will In accordance with Paragraph 10 of the above-referenced
perform operating functions in a manner equal to,or better than, Term Lease Agreement, STC shall make payment of personal
the OEM model with which it is interchangeable. Finally, STC property taxes assessed on the Equipment.
warrants that its performance of maintenance service hereunder
will be equal to or better than the equivalent OEM service, and 9. RISK OF LOSS AND INSURANCE
that the Equipment will be maintained in the above-warranted On behalf of the Customer, STC shall obtain and maintain
condition. the insurance to be provided under Paragraph 11 of the above-
If the Customer believes that any unit or maintenance service referenced Term Lease Agreement. Such insurance shall not,
to be provided is not in accordance with the warranties set forth however, relieve Customer of its responsibility for any injury,loss
above, the Customer shall give STC written notice detailing the or damage due to the fault or negligence of the Customer or for
deficiencies. STC shall thereafter have an opportunity, over a such loss or damage caused by nuclear radiation, nuclear reaction,
reasonable period of time, but not more than 30 days,to modify, or radioactive contamination.
adjust or repair such unit or service, as required to satisfy such STC will indemnify and hold harmless Customer, its officers and
warranty. If at the end of such period, such unit or service is employees, from any loss, cost, damage, expense or liability by
not in accordance with such warranty, then notwithstanding reason of property damage or personal injury of any nature or
anything to the contrary appearing elsewhere herein, the Cus- kind caused by the performance or act of employees of STC
tomer may thereupon terminate this Maintenance/Service Con- or its agents in the performance of their responsibilities under
tract as it relates to such unit or service or request STC to replace this Maintenance/Service Contract. STC will maintain proper
such unit or service at STC's expense. All Equipment and workmen's compensation insurance covering all its employees
maintenance service are supplied subject to the above warranties, performing hereunder.
and STC's obligation hereunder is limited to modification, 10. ASSIGNMENT
adjustment, repair or replacement of any parts, Equipment or Any assignment by STC of the Equipment Schedule
service when they do not conform to these warranties. No
for the Equipment which is subject to this Maintenance/Service
warranty set forth above shall apply to any unit of Equipment if
Contract shall not constitute an assignment of this Maintenance/
any person shall modify, adjust, or repair such unit or perform
any maintenance on it without STC's authorization. Service Contract.
11. DEFINITIONS
Unless otherwise specifically provided above, definitions in
the referenced Equipment Schedule and Term Lease Agreement
shall apply to terms used herein.
ACCEPTED:
By execution hereof, the signer hereby certifies that he is duly
Effective Date authorized to execute this on behalf of Customer.
STORAGE TECHNOLOGY CORPORATION Customer:
BY } By � 7/-
(Authorized Signature) (Authorized Signature)
Name Name
Title Title
STC 011'_79
Attachment "A" to Equipment Schedule No. 1
to Term Lease Agreement No.
With respect to the lease of the Equipment listed on the above referenced Equipment
Schedule, the following shall apply:
A. Notwithstanding any contrary provisions in this Term Lease Agreement, Customer
may upon 90 days' prior written notice to STC, terminate this Term Lease
Agreement as to the unpaid Rentals if funds authorized or appropriated to it
for the purchase or lease of the Equipment and all other functionally similar
equipment have been exhausted and Customer is not otherwise able to meet its
obligations hereunder, and Customer shall satisfy the then unpaid Rentals by
returning unencumbered title to the Equipment to STC or its assignee. The
return of the Equipment by Customer shall be deemed in full and complete
satisfaction of its obligations to make the payments required of it under
this Term Lease Agreement. However, Customer agrees that: (i) any funds
authorized or appropriated to it for the rental or acquisition of the Equip-
ment or functionally similar equipment in any fiscal appropriation shall be
applied to the payment of Rentals hereunder until such funds are exhausted;
(ii) it has not to date and will not in the future agree to give priority
or parity to the application of such funds to the lease or acquisition of
other functionally similar equipment (even if it performs additional functions
to the Equipment) ; and (iii) it will use its best efforts to obtain authori-
zation and appropriation of such funds including, without limitation, the
inclusion in its budgets of a request for adequate funds to meet its obliga-
tions in full. This provision shall not be construed so as to permit
customer to terminate this Term Lease Agreement in order to acquire or lease,
or to use hereafter acquired or leased (whether acquired or leased by Customer
or another) , equipment which performs functions similar (even if it performs
additional functions) to the functions performed by the Equipment. Customer
represents and warrants it has adequate funds to meet its obligations here-
under during its current fiscal appropriation period.
B. Customer has an option to purchase any Unit of Equipment at the "Unit Purchase
Price" in effect at the time of purchase, during the Initial Lease Term or
any extensions thereof, if Customer has paid in full all monthly charges
owing and is not otherwise in default under the Agreement. Other terms and
conditions of the purchase shall be as set forth in STC's standard Agreement
for Purchase of Equipment (Installed) then in effect. Customer will receive
a credit (the "rental credit") against the stated purchase price for any Unit
equal to 55% of the Monthly Rental Charges paid for such Unit, up to a maxi-
mum rental credit of 75% of the purchase price. No rental credit will be
allowed for a Unit terminated under the Agreement for any reason other than
its purchase by the Customer or its replacement by STC for mechanical reasons.
Rental credit against the purchase price of a replacement Unit, except when
such replacement was for mechanical reasons, will begin to accrue on the
date the replacement Unit was installed and accepted. Rental credit is not
transferable or assignable to a third party. Monthly Rental Charges under
the Agreement will continue until the full purchase price (net of applicable
rental credit) for the Unit has been received. Unless otherwise specified
terms in this Purchase Option shall be defined as set forth in the Term
Lease Agreement referenced above.
C. Customer may at any time during the Initial Lease Term or any extension
thereof, substitute other model STC Equipment (at the then current rental
charge for such substituted equipment) on a unit for unit basis, provided
that any substituted Equipment installed remains on rent for a minimum of
24 months or the remaining term of the existing Equipment, whichever is
longer. In no event shall there by a reduction of rental revenue as shown on
Equipment Schedule No. 1 because of the substitution of other model STC
Equipment.
EQUIPMENT SCHEDULE NO. 2 TO TERM LEASE AGREEMENT(AG,. .EMENT NO.
DATED , 19 ), BETWEEN THE UNDERSIGNED PARTIES
LESSOR: STORAGE TECHNOLOGY CORPORATION (herein called "STC")
Address: 2270 South 88th Street, Louisville,Colorado 80027
LESSEE: Boulder/Weld Counties Joint Computer Center (herein called "Customer")
Business Address: 915 10th Streets Greeley, Colorado 80631
Installation Address: Same
1. RENTAL TERM: 36 Months
2. RENTAL PAYMENTS: 36 Payments of S 2,111 each,payable monthly in advance.
3. RENTAL PAYMENT DATE: First Day of Each Month.
4. EQUIPMENT DESCRIPTION:
Requested
Model& Present List Shipment Unit Monthly Extended Monthly
Description Purchase Price Date* Rental Payment Rental Payments
1 3800-3 Tape $23,200 N/A $439 $439
Control Unit
1 FC 3551 9 Track $ 2,580 $ 54 •
$ 54
Feature
4 3470 Tape Drives $93,320 $399 $1,596
2 FC1010 1600/800 $ 1,870 $ 11 $ 22
BPI Dual—Density
Features
MONTHLY RENTAL PAYMENTS $2,111
*Subject to Equipment Availability.
5. TERMS AND CONDITIONS: The terms and conditions of the above-referenced Term Lease Agreement are incorporated herein
and apply to the lease of the Equipment described herein. In addition, the following attachments apply to this Equipment Schedule
only (check those applicable): Attachment ES 277 ; Other (identify)
None—_ Unless otherwise stated on an attachment to this Equipment Schedule,the Stipulated Loss Value is the replace-
ment cost of the item of Equipment.
THIS EQUIPMENT SCHEDULE WILL BECOME EFFECTIVE ON THE DATE ACCEPTED FOR STC BY ITS DULY AUTHORIZED
REPRESENTATIVE AT LOUISVILLE,COLORADO.
ACCEPTED:. •
By execution hereof, the signer hereby certifies that he is duly
Effective Date. authorized to.execute this on behalf of Customer:
STORAGE TECHNOLOGY CORPORATION Customer:
•
By ' By ['S.
(Authorized Signature) (Authorized Signature)
Name • Name
•
Title Title
•
c;It' 0l !1-r+
MAINTENANCE/SERVICE CONTRACT FC EQUIPMENT SCHEDULE NO. 2 TO TERM LEASE AGREEMENT
(AGREEMENT NO. , DATED , 19 )BETWEEN THE UNDERSIGNED PARTIES.
LESSOR: STORAGE TECHNOLOGY CORPORATION(herein called "STC")
Address: 2270 South 88th Street, Louisville.Colorado 80027
LESSEE: Boulder/Weld Counties Joint Computer Center
(herein called "Customer")
Business Address: 915 10th Street, Greeley, Colorado 80631
Installation Address: Same
1. MAINTENANCE/SERVICE TERM: 36 Months.
2. MAINTENANCE/SERVICE PAYMENTS: 16 Payments of S 826 each,payable monthly in advance.
3. MAINTENANCE/SERVICE PAYMENT DATE: First Day of Each Month.
4. EQUIPMENT DESCRIPTION:
Unit Monthly Extended Monthly
Maintenance/ Maintenance/
Quantity Model Service Payment Service Payments
1 3800-3 Tape Control Unit $125 $125 •
1 FC 3551 9 Track Feature $ 5 $ 5
4 3470 Tape Drives $167 $668
•
2 FC1010 1600/800 Dual- $ 14 $ 28
Density Feature
•
MONTHLY MAINTENANCE/SERVICE PAYMENT $826
5. TERM AND CHARGES STC shall keep the Equipment in good operating condition and
Not withstanding the above, the term and payment of will make all necessary adjustments and repairs. Customer shall
Maintenance/Service Payments for this Maintenance Service Con- not permit persons other than authorized representatives of STC
tract shall be coincident with the Rental Term and Rental Pay- to effect adjustments or repairs to the Equipment. STC shall in
ment Date, respectively, of the above-referenced Equipment no way be responsible to Customer for loss of the use of any
Schedule; and the term hereof shall be extended for the same Equipment while adjustments and repairs are being made.
period or periods as said Equipment Schedule. The first Main-
tenance/Service Payment shall be due on the same day as the Customer shall give STC field service engineers full and free access•
to the Equipment to the extent reasonably necessary or appro i-
Rental Start Date and subsequent payments on the same day as ty pp , %
the Rental Payment Date. Upon 30 days notice Maintenance/Ser-
vice charges may be changed by STC not to exceed 8%per year. All preventive maintenance shall be performed during a time—
On
the terms and.conditions set forth below STC shall(i)provide which is mutually acceptable to the Customer and STC. STC
maintenance of the Equipment,(ii)make payment of the personal shall specify the frequency and duration of the preventive main-
property taxes assessed on the Equipment, and (iii) insure the tenance time required for the Equipment.
Equipment during the term of the Lease and any extension thereof. Notwithstanding the foregoing, in the event the Customer directs
and STC agrees to install Equipment at a location over 25 miles
from any STC service center. additional monthly maintenance
6. MAINTENANCE
The 1f�mthh Maintenance/Service Payments shall entitle the surcharges may also he charged by STC in addition to the Monthly
Maintenance/Service Payments.
Customer to on-call maintenance service 24 hours a day, 7 days a
week. STC shall have sole option to determine on-the-site main- The Customer will provide adequate storage space for spare parts
tenance coverage. This service shall he prodded at no extra and adequate working space including heat,light and ventilation,
charge unless the required maintenance is due to the fault or electrical current, and outlets for the use of STC's maintenance
ne.71iaence of Customer. personnel. These facilities will he within a reasonable distance
.:,mt the Equipment to be serviced and wi" be provided at no THE FOREGOING '\RRANTIES ARE IN LIEU OF ALL
charge to'STC. OTHER WARRANT o, EXPRESS OR IMPLIED(INCLUDING
All nuts and supplies necessary for the maintenance and repair THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
of the Equipment will be supplied at no additional cost to Cus- FITNESS FOR A PARTICULAR PURPOSE): AND OF ALL
„111Cf OBLIGATIONS OR LIABILITIES ON THE PART OF STC FOR
DAMAGES, INCLUDING BUT NOT LIMITED TO CONSE-
7. WARRANTY QUENTIAL AND INCIDENTAL DAMAGES. ARISING OUT OF
So on as the Equipment is subject to maintenance service OR IN CONNECTION WITH THE USE OR PERFORMANCE
by STC. STC warrants that the Equipment will be in good work- OF THE EQUIPMENT.
re order and will be program compatible with the applicable
OEM equipment in the system. In addition, when an interchange- 8
PROPERTY TAXES
able OEM model exists. STC warrants that each STC unit will In accordance with Paragraph 10 of the above-referenced
perform operating functions in a manner equal to,or better than, Term Lease Agreement, STC shall make payment of personal
the OEM model with which ii is interchangeable. Finally, STC property taxes assessed on the Equipment.
warrants that its performance of maintenance service hereunder
will be equal to or better than the equivalent OEM service, and 9. RISK OF LOSS AND INSURANCE
that the Equipment will be maintained in the above-warranted On behalf of the Customer, STC shall obtain and maintain
condition. the insurance to be provided under Paragraph 11 of the above-
If the Customer believes that any unit or maintenance service referenced Term Lease Agreement. Such insurance shall not.
to he provided is not in accordance with the warranties set forth however, relieve Customer of its responsibility for any injury, loss
above, the Customer shall give STC written notice detailing the or damage due to the fault or negligence of the Customer or for
deficiencies. STC shall thereafter have an opportunity, over a such loss or damage caused by nuclear radiation, nuclear reaction.
reasonable period of time,but not more than 30 days,to modify, or radioactive contamination.
adjust or repair such unit or service, as required to satisfy such STC will indemnify and hold harmless Customer, its officers and
warranty. If at the end of such period, such unit or service is employees, from any loss, cost, damage, expense or liability by
not in accordance with such warranty, then notwithstanding reason of property damage or personal injury of any nature or
anything to the contrary appearing elsewhere herein, the Cus- kind caused by the performance or act of employees of STC
tomer may thereupon terminate this Maintenance/Service Con- or its agents in the performance of their responsibilities under
tract as it relates to such unit or service or request STC to replace this Maintenance/Service Contract. STC will maintain proper
such unit or service at STC's expense. All Equipment and workmen's compensation insurance covering all its employees
maintenance service are supplied subject to the above warranties, performing hereunder.
and STC's obligation hereunder is limited to modification, 10. ASSIGNMENT
adjustment, repair or replacement of any parts, Equipment or Any assignment by STC of the Equipment Schedule
service when they do not conform to these warranties. No
warranty set forth above shall apply to any unit of Equipment if for the Equipment which is subject to this Maintenance'Service
any person shall modify, adjust, or repair such unit or perform Contract shall not constitute an assignment of this Maintenance
any maintenance on it without STC's authorization. Service Contract.
11. DEFINITIONS
Unless otherwise specifically provided above, definitions in
the referenced Equipment Schedule and Term Lease Agreement
shall apply to terms used herein.
ACCEPTED:
By execution hereof, the signer hereby certifies that he is duly
Effective Date authorized to execute this on behalf of Customer.
STORAGE TECHNOLOGY CORPORATION Customer:
B1' By
(Authorized Signature) (Authorized Signature)
Name Name
Title Title
Attachment "A" to Equipment Schedule No. 2
to Term Lease Agreement No.
With respect to the lease of the Equipment listed on the above referenced Equipment
Schedule, the following shall apply:
A. Notwithstanding any contrary provisions in this Term Lease Agreement, Customer
may upon 90 days' prior written notice to STC, terminate this Term Lease
Agreement as to the unpaid Rentals if funds authorized or appropriated to it
for the purchase or lease of the Equipment and all other functionally similar
equipment have been exhausted and Customer is not otherwise able to meet its
obligations hereunder, and Customer shall satisfy the then unpaid Rentals by
returning unencumbered title to the Equipment to STC or its assignee. The
return of the Equipment by Customer shall be deemed in full and complete
satisfaction of its obligations to make the payments required of it under
this Term Lease Agreement. However, Customer agrees that: (i) any funds
authorized or appropriated to it for the rental or acquisition of the Equip-
ment or functionally similar equipment in any fiscal appropriation shall be
applied to the payment of Rentals hereunder until such funds are exhausted;
(ii) it has not to date and will not in the future agree to give priority
or parity to the application of such funds to the lease or acquisition of
other functionally similar equipment (even if it performs additional functions
to the Equipment) ; and (iii) it will use its best efforts to obtain authori-
zation and appropriation of such funds including, without limitation, the
inclusion in its budgets of a request for adequate funds to meet its obliga-
tions in full. This provision shall not be construed so as to permit
customer to terminate this Term Lease Agreement in order to acquire or lease,
or to use hereafter acquired or leased (whether acquired or leased by Customer
or another) , equipment which performs functions similar (even if it performs
additional functions) to the functions performed by the Equipment. Customer
represents and warrants it has adequate funds to meet its obligations here-
under during its current fiscal appropriation period.
B. Customer has an option to purchase any Unit of Equipment at the "Unit Purchase
Price" in effect at the time of purchase, during the Initial Lease Term or
any extensions thereof, if Customer has paid in full all monthly charges
owing and is not otherwise in default under the Agreement. Other terms and
conditions of the purchase shall be as set forth in STC's standard Agreement
for Purchase of Equipment (Installed) then in effect. Customer will receive
a credit (the "rental credit") against the stated purchase price for any Unit
equal to 55% of the Monthly Rental Charges paid for such Unit, up to a maxi—
mum rental credit of 75% of the purchase price. No rental credit will be
allowed for a Unit terminated under the Agreement for any reason other than
its purchase by the Customer or its replacement by STC for mechanical reasons.
Rental credit against the purchase price of a replacement Unit, except when
such replacement was for mechanical reasons, will begin to accrue on the
date the replacement Unit was installed and accepted. Rental credit is not
transferable or assignable to a third party. Monthly Rental Charges under
the Agreement will continue until the full purchase price (net of applicable
rental credit) for the Unit has been received. Unless otherwise specified
terms in this Purchase Option shall be defined as set forth in the Term
Lease Agreement referenced above.
C. Customer may at any time during the Initial Lease Term or any extension
thereof, substitute other model STC Equipment (at the then current rental
charge for such substituted equipment) on a unit for unit basis, provided
that any substituted Equipment installed remains on rent for a minimum of
24 months or the remaining term of the existing Equipment, whichever is
longer. In no event shall there by a reduction of rental revenue as shown on
Equipment Schedule No. 2 because of the substitution of other model STC
Equipment.
Hello