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R18-0251 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 RESOLUTION NO. R18 -025 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING AND AUTHORIZING THE CITY MANAGER TO SIGN AN AGREEMENT WITH DELL FINANCIAL SERVICES FOR THE LEASE/PURCHASE OF 60 PANASONIC CF -54 SEMI - RUGGEDIZED LAPTOPS FROM INSIGHT PUBLIC SECTOR IN THE AMOUNT OF $51,456.58 FOR EACH OF THE FIRST THREE YEARS FOR A TOTAL COST OF $154,369.74; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the on November 7, 2017 the City Commission approved the purchase of a new CAD /RMS SYSTEM FROM Spillman Technologies; and WHEREAS, in order to run this new software effectively and efficiently, the mobile devices currently utilized by Uniform Services in the Police Department will need to be updated to include both Windows 10 Operating System and 64 -bit processors; and WHEREAS, of all the laptops currently deployed to the 68 Uniform Services personnel, only 10 laptops meet the optimal standards outlined by Spillman Technologies and all other laptops currently deployed are running Windows 7 with 32 -bit processors. Every single one of these laptops are well past end of life with some being over 9 years old; and WHEREAS, upon recommendation of staff, the City Commission does hereby approve the City Manager sign the Lease Agreement with Dell Financial Services for the lease /purchase of 60 Panasonic CF -54 Semi - Ruggedized Laptops from Insight Public Sector, in the amount of $51,456.58 for each of the first three years and then a $1 buyout at the end of the three (3) year lease term. Total cost of $154,369.74. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof. Section 2. The City Commission hereby approves the approve the City Manager sign the Lease Agreement with Dell Financial Services for the lease /purchase of 60 Panasonic CF -54 Semi - Ruggedized Laptops from Insight Public Sector, in the amount 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 of $51,456.58 for each of the first three years and then a $1 buyout at the end of the three (3) year lease term for a total cost of $154,369.74, a copy of which is attached hereto as Exhibit "A ". Section 3. That this Resolution shall become effective immediately. PASSED AND ADOPTED this 6 th day of February, 2018. CITY OF BOYNTON BEACH, FLORIDA Mayor — Steven B. Grant Vice Mayor — Justin Katz Commissioner — Mack McCray Commissioner — Christina L. Romelus Commissioner — Joe Casello VOTE ATTEST: Judit%A. Pyle, CMC City // lerk (City Seal) YES NO • ♦ I : I *. , 0 # - ITA 4 : 11 n 11 1 oil 01. 111191illy-XII M PIUM IV] 41010 WA4;1 2XIORTMA WAI ki 11:1-110M R ME a MITA 0 4M , I U01 — Nto nolt J;T !1PIRIJ 1 11114 . EMMIHRSMT�s= The following sets forth the Rent and Purchase Price relating to this Schedule to the Agreement: Section 2(a) of the Agreement and shall be Monthly in sequence for the duration of the Lease Term. b. Purchose Price. The Purchase Price at any particular time for the Products listed In this Schedule shall be the amount set forth for such time in the "Purchase Price" column of the Rent and Purchase Price Schedule set forth below. The Purchase Price is in addition to all Rent then due under this Schedule (including the Rent shown on the same line In the Payment Schedule). c. Payment Schedule. The Payment Schedule is as set forth below. Although a Purchase Price is shown for each Payment Number, the Products listed in this Schedule mav be Durchased oil" J Ai ,EASE PURCHASE PROVISIONS The following provsions shall apply with respect to this Schedule in addition to those provisions in the Agreement: taxes. cit or Lessee and, ineretore, that the Products will be exempt from all sales, use and property 2. SECTION 6. PERFORMANCE BY LESSOR. For purposes of this Schedule, Section 6 is hereby amended in its entirety to read as follows "Lessor shall have the right to accept or reject in Lessor's sole discretion any request by Lessee for the leasing of Products under this Agreement. Each Schedule shall be binding upon Lessor and Lessee in accordance with the terms contained herein. Lessor shall have no obligations with regard to any Schedule unless Lessee provides to Lessor the Doc Q Matte, Lease Schedule TELP FL Page has not received such Documents or title to the Products prier to the Commencement Gate of the applicable Schedule, Lessor may terminate its obligations hereunder, and reassign all rights and obligations with respect to the Products to Lessee without recourse or warranty. Lessee shall thereafter promptly reimburse Lessor for all expenses and other amounts incurred by Lessor with respect to such Products and transaction, plus interest from the date such amounts were disbursed by Lessor through the date such amounts are reimbursed by Lessee at the Overdue Rate." . SECTION 12. REPRESENTATIONS AND, WARRANTIES OF LESSEE. For purposes of this Schedule, add paragraphs 0) through (t) as follows. "(j) Lessee will comply with the information reporting requirements of Section 149(e) of the Code, Including but not limited to, the execution (and delivery to Lessor) of information statements requested by Lessor; (k) Lessee will not do, cause to be done or fail to do any act if such act or failure to act will cause this Agreement, or any transaction hereunder, to be an Arbitrage Bond within the meaning of Section 148 of the Code or a Private Activity Bond within the meaning of Section 141 of the Code; (1) The total cost of the Products listed in this Schedule will not be less than the total Principal Portion of the Vent listed in this Schedule; (m) The Products listed in this Schedule have or will be ordered within six months of the date hereof in order to commence such Schedule; (n) The Products listed in this Schedule are expected to be delivered and installed, and the Seller fully paid, within one year from the date hereof, (o) No fund or account which secures or otherwise relates to the Rent has been established; (p) Lessee will not sell, encumber or otherwise dispose of any property comprising this Schedule prior to the final maturity or termination of such Schedule without a written opinion of nationally recognized bond counsel to the effect that any such disposition will not adversely affect the exclusion of interest on the Rent from gross income for federal income tax purposes; (q) Lessee agrees to execute, deliver and provide Lessor with satisfactory evidence of the filing of such documentation, as maybe required for the purposes of properly reporting this Schedule, including, without limitation, IRS forms 8038 -0 or 8038-GC, as required under the Code; (r) It is expected that Rent under this Schedule will be paid from periodic appropriations of the Lessee, that such appropriations will equal the Rent due during each Fiscal Period of Lessee, and that all amounts paid for Rent will be from an appropriation made by the Lessee during the Fiscal Period in which such Rent is made; (s) To the best of Lessee's knowledge, information and belief, the above expectations are reasonable; and (t) Lessee will comply with all applicable provisions of the Code, including without limitation Sections 103,141 and 148 thereof, and the applicable regulations of the Treasury Department to maintain the exclusion of the interest components of Rent from gross income for purposes of federal income taxation. Without limiting the generality of the foregoing, Lessee shall acknowledge any assignment of this Schedule in writing and complete an accurate record of all such assignments in a manner that complies with Section 149(a) of the Code and the Treasury Regulations promulgated thereunder," 4. SECTION 13. WARRANTY ASSIGNMENT; EXCLUSION OF 'WARRANTIES; LIMITATIONS ON LIABILITY; FINANCE LEASE. For purposes of this Schedule, delete "FINANCE LEASE" in the title of this Section and delete the first and last sentences of paragraph (d). 5. TITLE TO THE EQUIPMENT. If Lessee has not terminated the Lease in accordance with Section 4 of the Agreement and no Event of Default has occurred and is continuing, then upon payment of all Rent and other amounts due under this Schedule and the Agreement, at the end of the Lease Term, Lessee is entitled to Lessors interest in the Products "AS IS, WHERE IS," without any warranty or representation by Lessor, express or implied, other than the absence of any liens by, through or under Lessor. Lessee will deliver to Lessor documents reasonably requested by Lessor to give public notice of Lessor's interest in the Products. Reference: 816-- 4094t64a062 Page 2 of 4 Master ease Schedule TELP FL MY OF BOYNTON REACH, FLORIDA 1 111 11121 1 1 I TAUMS11111 r: firEen notice 10 Lessor at least U47 The oafe OT purcriase, at trie tonowing Times ancs upon tne rollowing r.erms: (I) On the date of the last Rent payment set forth in this Schedule (assuming the Agreement is renewed at the end of the Primary Term and each renewal term), if the Agreement is still in effect on such day, upon payment in full of the Rent payments due on this Schedule and the payment of One (1) Dollar to Lessor, or (ii) On the last day of the Primary Term or any renewal term then in effect, upon payment in full to Lessor of the Rent payments then due on this Schedule plus the then applicable Purchase Price set forth on this Schedule; or (Ili) Provided that no Event of Default exists, and no event has occurred and is continuing that with notice or the lapse of time, �7 dVe fTTVF the Purchase Price amount set forth opposite such date, and any other amounts then due Lessor under the Agreement with respect to the Products. Upon satisfaction by Lessee of such conditions, Lessee shall be entitled to Lessor's interest in the Products, AS IS, WHERE IS, WITHOUT WARRANTY OR RECOURSE, EXPRESS, IMPL ED OR *F DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT, other than the absence of 2ny liens by, through, or under Lessor. 7. COMPLETION OF SCHEDULE. Lessee hereby authorizes Lessor to insert the Commencement Date on this Schedule determined pursuant to Section 2(a) of the Agreement and, where applicable (including on any Exhibit 'A hereto), the seri numbers of the Products. Lessor and Lessee hereby ratify and confirm the Agreement, the terms and provisions of which a sl 0 terms of the Agreement, the terms of this Schedule shall prevail. If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease lea h "Document" to Lessor b facsimile transmission and Lessor d .0 61 too 0 a ReferencetS10-9,W16"02 Page 3 of 4 Master Leas. khsdtae TFLP FL CrrY OF BOYNTO ' > � w •t'F IN WITNESS WHEREOF, Lessor and Lessee have caused this Schedule to be executed In their names by their duly authorized representatives as of the date first above written. 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