HomeMy WebLinkAboutLease Proposal - Lease Four (4) ToughBook Laptops for Water Works and Wastewater – Dell Inc.1316 COUNTY —CITY BUILDING '` "' /' .
227 W.JEFFERSON BOULEVARDS
Z� d
SOUTH BEND, INDIANA 46601-1830
a
SOUTHCITY OF BEND JAMES MUELLER, MAYOR
BOARD OF PUBLIC
March 24, 2020
Dell Financial Services LLC.
Records Department
MS RRIDF-28
One Dell Way
Round Rock, TX 78682
RE: Lease Proposal
To Whom It May Concern:
PHONE 574/235-9251
FAX 574/ 235-9171
The Board of Public Works, at its meeting held on March 24, 2020, approved the above
referenced proposal for the lease of four (4) ToughBook laptops for Water Works and
Wastewater in the amount of $2,743.08 annually for five (5) years with $1.00 buyout option
for a total of $12,000.
Enclosed please find the original of the proposal for your signature. Please sign and return the
original agreement to our office and retain a copy for your records.
If you have any further questions regarding this matter, please call this office at (574) 235-
9251.
Sincerely,
Linda M. Martin, Clerk
Enclosure
GARY A. GILOT ELIZABETH A. MARADIK THERESE J. DORAU JORDAN V. GATHERS JOSEPH R. MOLNAR
CITY OF SOUTH BEND, INDIANA
LEASE PURCHASE SCHEDULE NO. 810-6813484-002
TO MASTER LEASE AGREEMENT SCHEDULE NO. 1844711999-60992
THIS SCHEDULE IS SUBJECT TO AND INCORPORATES THE TERMS AND CONDITIONS OF MASTER LEASE
AGREEMENT NO. 1844711999-60992 ("Agreement") DATED December 2, 2019 BETWEEN DELL FINANCIAL
SERVICES L.L.C. ("Lessor") AND CITY OF SOUTH BEND, INDIANA ("Lessee").
Lessor hereby agrees to lease and/or make available to Lessee subject to the terms, conditions and provisions set forth in
this Schedule and in the Agreement, the Products described below. Any capitalized term used herein and not defined
herein shall have the meaning ascribed to it in the Aareement.
PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit "A" attached to and made a part hereof.
PRODUCT SELLER: Dell Inc. One Dell Way, Round Rock, TX 78682
Product
Descri tion
Product,
Location
Lessee Purchase Prima!y Term
Order No. Mos.
Commencement
Date
See Exhibit'A'
See Exhibit'A'
TBD 60
TBD
Rent is payable: in: Advance
Payment Period: Annually
LEASE PURCHASE PROVISIONS
The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:
SECTION 4. RENT; TAXES; PAYMENT OBLIGATION.
Insert as a new last sentence to subsection (a) the following:
"For the purposes of this Schedule, the Rent, as well as the principal and interest portions of each Rent payment and the
Purchase Price as of the applicable Purchase Date are shown in the chart provided on Exhibit "B", attached to and made a
part hereof.
2. SECTION 11. REPRESENTATIONS AND WARRANTIES OF LESSEE.
For purposes of this Schedule, add paragraphs (j) through (t) as follows:
"a) 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 Rent listed in
this Schedule; :
ReN,,I.mIce: Page 1 of 3
AM 1
a�8!!I'r ,c�',wiuk: N�.,;d..F,
(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
may be required for the purposes of properly reporting this Schedule, including, without limitation, IRS forms 8038-G 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 deposited into the
general fund 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, Lessor hereby gives notice to Lessee that, upon execution of this Schedule
by Lessor, Lessor shall assign all of its right, title and interest in, to and under this Schedule, including all Products and all
payments owing under such Schedule, to Dell Equipment Funding L.P. ("DEF") pursuant to a purchase agreement between
the Lessor and DEF. Lessee hereby acknowledges and consents to such assignment and shall keep, or cause to be kept,
a complete and accurate record of all such assignments in a manner and form necessary to comply with Section 149(a) of
the Code and the Treasury Regulations promulgated thereunder. Lessor hereby directs Lessee to continue to make any
and all payments required to be made under this Schedule directly to Lessor, as servicing agent for DEF, at the same
address to which Lessee is currently making payments unless and until Lessor is directed by DEF to make such payments
to a different address or payee."
TO THE EXTENT PERMITTED BY LAW, AND IN ADDITION TO LESSEE'S OBLIGATION UNDER SECTION 16 OF THE
AGREEMENT AND ANY AMENDMENTS THERETO, LESSEE HEREBY ASSUMES LIABILITY FOR, AND SHALL PAY
WHEN DUE, AND SHALL DEFEND LESSOR AND ITS SUCCESSORS AND ASSIGNS AGAINST, ANY AND ALL
LIABILITIES, LOSSES, DAMAGES, CLAIMS AND EXPENSES (INCLUDING REASONABLE ATTORNEY FEES)
RELATING TO OR ARISING OUT OF LESSEE'S BREACH OF ANY OF ITS REPRESENTATIONS, WARRANTIES, OR
COVENANTS CONTAINED IN SECTION 11 OF THE AGREEMENT AS SUPPLEMENTED HEREIN.
3. SECTION 12. 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).
4. SECTION 17. OWNERSHIP; LIENS AND ENCUMBRANCES; LABELS.
Insert at the end of this paragraph the following: "Notwithstanding the first sentence of this Section, upon Lessee's
acceptance of the Products under this Schedule, title to the Products shall vest in Lessee subject to Lessor's rights under
the Agreement; provided that, upon an Event of Default or any termination of this Schedule, other than by Lessee's purchase
of the Products, title to the Products shall immediately and without any action by either party vest in Lessor, and Lessee
shall immediately surrender possession of the Products to Lessor. Any such transfer of title shall occur automatically without
the necessity of any bill of sale, certificate of title or other instrument of conveyance. Lessee shall, nevertheless, execute
and deliver any such instruments as Lessor may request to evidence such transfer.
Reference: Page 2 of 3
Master Lease Schedule TELP
5. PURCHASE OPTION.
Provided that no Event of Default has occurred and is continuing, and upon satisfaction of all payment obligations herein
by Lessee, Lessee shall be entitled to Lessor's interest in the Products, AS IS, WHERE IS, WITHOUT WARRANTY OR
RECOURSE, EXPRESS, IMPLIED OR OTHERWISE, BY OR AGAINST LESSOR, INCLUDING ANY WARRANTIES OF
DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT, other than
the absence of any liens by, through or under Lessor.
As continuing security for Lessee's obligations hereunder, Lessee hereby grants to Lessor, a first -priority security interest
in all of Lessee's rights and interest in and to the Products and all proceeds thereof, free and clear of all security interests,
liens or encumbrances whatsoever.
6. COMPLETION OF SCHEDULE: Lessee hereby authorizes Lessor to insert or update the serial numbers of the
Products from time to time as necessary.
If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease
(each a "Document") to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document,
Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document
from Lessor's database which conforms to the version number at the bottom of the page. If Lessee delivers a signed
Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is
relying on Lessee's representation that the Document has not been altered. Lessee further agrees that, notwithstanding
any rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may
produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such
signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel
paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor
or its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other
copies are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative
copy, or corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be
restored from a backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor's option, this
electronic record may be converted into paper form. At such time, such paper copy will be designated or marked as the
authoritative copy of the Document.
By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the
attached Exhibits "A" and "B".
CITY OF SOUTH BEND, INDIANA DELL FINANCIAL SERVICES L.L.C.
"Lessee" "Lessor"
By:
Name°:
Title: fle"14 Of
By:
Name:
Title:
Date: 202n, Date:
"' a_
ZEL-
Reference: Page 3 of 3
Information Technologies Department
TO: The Board of Public Works
FROM: Information Technologies Department
SUBJECT: Dell Master Lease and Laptops
DATE: 3/10/2020
Members of the Board -
Attached for your approval is a new Dell lease schedule under Dell Master Lease
1844711999-60992. This schedule is to lease four ToughBook laptops. Three
laptops are for Water Works Meter reading operations and one laptop is to
replace a Waste Water laptop at the end of its life cycle.
The total amount financed is $12,000.00. Payments will be made annually for five
years. After the lease we have the option to buy the equipment for $1.00 each.
Thank you for your consideration.
Sue Gerlach
Cc: Ben Dougherty
Amy Shirk
Michael Schmidt
Clara McDaniels
Sandra Kennedy
W Financial Services
DELL FINANCIAL SERVICES LEASE PROPOSAL
CITY OF SOUTH BEND
March 3, 2020
Thank you for the opportunity to provide leasing information to you on the proposed acquisition of Dell product. Dell Financial Services (DFS) is a leasing institution fully
integrated into Dell Computers' systems and operations allowing you to benefit from one stop shopping for all your hardware, software, peripherals, service, support, and
financing needs. The lease quote provided below outlines only a few of the options available to you through DFS programs. If the information does not meet your needs, please
let us know and we will work with you to tailor a lease program that does. Should the attached lease quote meet to your satisfaction, the next step is to issue a purchase order for
the equipment. Please refer to the "Purchase Order" section and fax in your PO, Once your order(s) is entered by your Dell Hardware Representative, I will fax you the lease
contract. It is the returned and signed lease contract that sends the orders into production. If you have any questions or comments, please don't hesitate to call me a512-724-
5095. Thank you for your interest in Dell Financial Services.
Sincerely,
Missy Totten
Dell Financial Services
LEASE PROGRAM:
Quote # I Equipment
3000056892873,1 Latitude 12 Rugged
Extreme 7214
1 Buyout Tax Exempt Lease Purchase
I Total
Unit Price
$3,000.00
Qty, Amount Payment Lease Term Lease Rate Lease
L.- - - - I Frequency I (months) I Factor I Payments
12,000.001I Annual 1 60 n 0.22859 1 $ 2,743.08
END OF LEASE OPTIONS:
1 BUYOUT LEASE OPTION
Option available to lessee upon completion of the base lease term are as follows:
Exercise the option to purchase the products for 1.00.
LEASE QUOTE: The Lease Quote is exclusive of interim rental, shipping costs, maintenance fees, fling fees, licensing fees, property or use taxes, insurance premiums and
similar items which shall be for Lessee's account. Lessee will pay Payments and all other amounts without set-off, abatement or reduction for any reason whatsoever.
Additionally, Lessee shall declare and pay all sales, use and personal property taxes to the appropriate taxing authorities If V2U are sales tax exetn t;, please fax a copy of your
Exemption Certificate with the Lease Contract,
PURCHASE ORDER: The Purchase Order will be made out to Dell Financial Services, One Dell Way, RR3 / MS8468, Round Rock, TX 78682. The Purchase Order will
include the quote number, quantity and description of the equipment, Please be sure to indicate that the PO is for a lease order and shows the type of lease, the term length,
and payment frequency. The date of the lease quote referenced should be included. Please be sure to include any applicable shipping costs as a line item. Please include
your address as the SHIP TO destination.
APPROPRIATION COVENANT: The Lease shall contain an appropriation of funds clause. The Lessee will covenant that it shall do all things legally within its power to obtain
and maintain funds from which the payments may be paid and Lessee will not give priority or parity in the application of funds to any functionally similar equipment,
DOCUMENTATION: Duly executed Agreement and other appropriate documents, including, opinions of counsel. UCC financing statements, audited financials and such other
documentation as is reasonably requested by Lessor.
PROPOSAL VALIDITY/APPROVALS: This is a proposal based upon market conditions and is valid fut jtk rd,a is subject to final credit approval, review of the economics of
the transaction, and execution of mutually acceptable documentation,
CITY OF SOUTH BEND, INDIANA
Schedule No. 810-6813484-002
Exhibit A
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BOARD OF PUBLIC WORKS
AGENDA ITEM REVIEW REQUEST FORM
Date
Name
03/10/2020 m
Gerlach
Department IT
BPW Date 03/24/2020 Phone Extension 6209
MIMIMmmmmmmIMMMmmwmuw�M.� a �ermr v�:n. . , �un�mm�nmm�omm�rmomwmmo ummmnreirrrcattm� .... r rr a... �nugm it ...-A
.._.. _ .......... _.._ . Lf� oval Ruu ._.._..
Review and A r�i�~d Prior to Submittal to Board
Diversity Compliance
and Inclusion Officer Officer Name
BPW Attorney ; Attorney Name Clara McBaniels
Dept. Attorney Attorney Name Sandra Kennedy
Purchasing ® Michael Schmidt
Check the Appropriate Item Type
Ll Professional Services Agreement ❑ Contract
❑ Open Market Contract
❑ Amendment/Addendum
❑ Bid Opening
❑ Bid Award
Quote Opening
[:] Quote Award
Proposal Opening
F-1 C/O & PCA No.
Chg. Order, No.
F] Traffic Control
El Other: Lease Schedule
euire In ormation
All Submissions
Proposal
L Special Purchase, QPA
❑] Req. to Advertise
Reject Bids/Quotes
PCA
❑ Resolution
Ease./Encroach
❑ Title Sheet
Company or Vendor Name Dell
m®...Nos._..YeE]If Yes, A roved... b.................r m...............................................
New Vendor Pp y Purchasing
MBE/WBE Contractor ❑❑ WBE Completed E-Verify Form Attached ❑' Nos
Project Name TouhBook L,aJteJs for Water Works and Waste Water
��. . � ...
Project Number N/A
Funding Source I.... �, _....m.. ..._..........w.
T Lease
..
Account No. Prm.279-0672-4.................... �..........__ _......
...........
15-38.01Int.279-0�6.7�2._.4.1.�5._.3.........__�...........................................................
8.02
Time Extension Amount:
New Completion Date: