Exhibit 3 - County of Orange Amendment One — Santa Ana City Council, August 4, 2026

________________________________________________________________________________________________________ County of Orange
County Executive Office
Digital Multifunctional Copiers, Printers,
Software, Related Accessories and Services

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AMENDMENT NO. ONE TO
CONTRACT RCA-017-23010022
WITH C3 OFFICE SOLUTIONS, LLC., DBA C3 TECH

This Amendment No. One to Contract RCA-017-23010022 (hereinafter referred to as “Amendment No. One”) is made and entered into as of the date fully executed by and between the County of Orange, a political subdivision of the State of California , hereinafter referred to as “County” and C3 Office Solutions, LLC., doing busin ess as C3 Tech , a Limited Liability Company registered in the State of California (hereinafter referred to as “Contractor”), with County and Contractor sometimes referred to as “Party” or collectively referred to as “Parties”.

RECITALS

WHEREAS, County entered into a contract with Contractor for Digital Multifunctional Copiers, Printers, Software, Related Accessories; and effective May 3, 2023, through May 2, 2028; and

WHEREAS, Parties now desire t o amend the Contract to revise the original Contract term, Attachment A, Scope of Work to add Section II – Contract Usage and Section XVI - Miscellaneous Clause; and replace Exhibit 1 – Equipment Lease Agreement; and

NOW, THEREFORE, in consider ation of the mutual obligat ion set forth herein, both Parties mutually agree to ament the Contract as follows:

ARTICLES

1. Contract shall be amended to revise the original Contract term.

2. Article “2. Term” of the Contract shall be amended to read in its entirety as follows:

2. Term: Contract shall be effecti ve May 3, 2023, through and including May 2, 2029, unless otherwise terminated as provided herein.

3. Attachment A “Scope of Work,” has been revised and attached hereto and incorporated herein by this reference.

4. Exhibit 1 “– Equipment Lease Agreement ,” has been replaced and attached hereto and incorporated herein by this reference.

5. This Amendment No. One to the Contract modifies the Contract only as expressly set forth above. This Amendment No. One does not modify, alter or amend the Contract or in any other way whatsoever. Except as amended herein, all other terms and conditions of the Contract remain unchanged. Except as otherwise expressly set forth herein, all terms and conditions c ontained in the Contract and any Amendments thereto are incorporated by this reference and shall remain in full force and effect as amended herein.

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SIGNATURE PAGE

IN WITN ESS WHEREOF, th e Parties hereto have executed t his Am endment effective upon signatures.

C3 OFFICE SOLUTIONS, LLC., DBA C3 TECH

_____________________________________________________________________________________ Print Name Title
_____________________________________________________________________________________ Signature Date
_____________________________________________________________________________________ Print Name Title
_____________________________________________________________________________________ Signature Date
*Pursuant to California Corporation Code Section 313, if the Contracting party is a corporation, (2) two signatures are required:
1) The document must be signe d by two people. One of them must be the chairman of the boar d, the president or any vice -president. The other m ust be the se cretary, any assistant secretary, the chief financial officer or any assistant treasurer.
2) One corporate officer may sign the doc ument, providing that written evidence of the office’s author ity to bind the corporation with only his or her signature must be provided. The evidence would ideally be a corporate resolution.

County Of Orange, a political subdivision of the State of California

Print Name Title

Signature Date
*************************************************************************************

DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 Tony Sanchez
6/26/2023
President
CFOTricia Sanchez
6/26/2023
6/26/2023
SPCSRobert Esparza

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ATTACHMENT A

SCOPE OF WORK

I. INTRODUCTION
The County of Orange has established a Regional Cooperative Agreement (RCA) for Digital Multifunctional Copiers, Printers, Software, Related Ac cessories and Services (hereinafter referred to as “Services”). This Contract is a usage contract between County and Contractor for the following Scope of Work.

II. CONTRACT USAGE:

A. Agencies/departments utilizing this Contract will submit a Scope of S ervice or Scope of Work and request a quote/proposal from Contractor. Services to Agencies/Departments will be “project specific” or at contracted rates, on an as-needed basis.

B. Agencies/Departments must allow a minimum of five (5) Business Days (Monday th rough Friday) for Contractors to respond to their quote/proposal.

C. Equipment may be added or deleted from the Subordinate Contract periodically, at the discreti on of the County. County shall notify Contractor when equipment has been added or removed.

Contractor shall provide Services for added equipment at contracted hourly rates when applicable.

III. CONTRACTOR RESPONSIBILITIES :

A. Contractor must provide copier(s) and services as listed in Attachment C, to any requesting County Department.

B. Contractor is responsibl e for the professional quality and technical competence of Contractor personnel/employees designated to provide services to County.

C. Contractor must comply with all applicable local, state, and federal laws and regulations.

D. Contractor must comply with all a pplicable County Department rules of conduct, policies, and procedures while on County premises.

E. Data Removal - Contractor must provide County with its written policies and procedures associated with permanently removing all stored Customer data/images from the hard disk drives and Cache memory that resides within Copiers. Procedures associated with permanently removing all stored Customer data/images from the hard disk drives and Cache memory that resides within Copiers must be in c ompliance with NIST SP 8 00-88 and Department of Defense (DoD) 5220.22-compliant sanitation programs.

F. Hard Disk Drive Replacements Due to Copier Malfunction/Failure - Contractor must permanently remove all stored County data/Images from the hard disk drive and Cache memory within seven (7) calendar days of removal of replacement hard disk drives from County. Within seven (7) calendar days of hard disk drive replacement services or request by County, Contractor must provide written certification (Attachment E. Certification for Dat a Removal) that data removal was completed.

G. Confidentiality - Contractor must ensure its employees maintain confidentiality of all information and County records that may become accessible to the employees.

H. Contractor Staff: Contractor must provide, but is not limited to, the following information to each employee given a County assignment:

1. Location of assignment

2. Name of Reporting Supervisor or Manager
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3. Length of Assignment

4. Working Hours

5. Complete job description

6. Performance Expectations
IV. SECURITY REQUIREME NTS AT COUNTY SECURED FACILITIES :

A. County operates several secured facilities, including several Probation, Sheriff and John Wayne Airport operated sites. Contractor and its employees who perform services in County secured facilities are required to comply with stric t operation policies and may be required to pass a background check, at the sole discretion of the County department, prior to performance due to security requirements at County secured facilities. The a pplicable County policies and security requirements h ave been designed with the primary purpose of ensuring a safe and secure environment for all involved.

B. Contractor must provide a list of all Contractor personnel/employees who will be directly performing tasks associated with the Contract. Contra ctor’s per sonnel/employees providing service in a County secured detention facility, Probation facility or Sheriff’s facility, will be expected to pass two (2) separate background checks performed by the Orange Co unty Sheriff’s Department and the Orange County Probation Department. No changes must be authorized to the approved list without a request in writing submitted by Contractor and approved by the County Site Coordinator. At no time will unauthorized Contractor employees perform any task associated with this Co ntract. If this occurs, Contractor will be notified that it has not complied with the terms of this Contract and is subject to Contract termination. The list of all Contractor Personnel/Employees performing under this Contract must be submitted p rior to aw ard of this Contract.

C. Contractor must prepare and submit a Security Clearance form to the County Site Coordinator for all persons who will be working on or who will need access to County secured facilities.

1. Security Clearance forms must be submit ted at lea st five (5) business days prior to the start of work or prior to the use of any person subsequent to the start of work.

2. Said Security Clearance forms must be thoroughly and accurately completed.

Omissions or false statements, regardless of the na ture or ma gnitude, may be grounds for denying clearance.

3. No person shall be employed on this work who has not received prior clearance from the Probation Department, Sheriff’s Department or John Wayne Airport.

4. County is not under any obligation to give a reason clearance is denied.

D. Contractor is responsible for signing in with the County Site Coordinator or designee, as required, upon arrival at a County secure facility (e.g., JWA, Probation). Contractor must repor t to the Central Control Center (Control).

E. Contractor personnel/employees must closely monitor all tools, equipment and other materials at all times while performing services under this Contract, especially at County detention facilities.

F. Contractor pers onnel/employees must have no contact, eithe r verbal o r physical, with internees/inmates in County secured detention facilities. Specifically, Contractor employees must:

1. Not give names or addresses to internees.

2. Not receive any names or addresses from internees.

3. Not disclose the identity of any internee to anyone outside the facility.

4. Not give any materials to internees.

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5. Not receive any materials from internees (including materials to be passed to another individual or internee).
*Failure to comply with these requirements is a criminal act and can result in prosecution.

G. Any Contractor personnel/employee(s) engaged in the performance of work under this Contract at John Wayne Airport are expected to pass the screening requ irements and abide by all of the security requirements set forth by th e Federal Aviation Administration (FAA) and the County of Orange.
“The Federal Aviation Administration (FAA) approved security program for John Wayne Airport requires that each pe rson issued a John Wayne Airport security badge is made aware of his/h er responsibilities regarding the privilege of access to restricted areas of the airport”.

All persons within the restricted air operation areas of the airport are required to disp lay, on their person, a John Wayne Airport security badge, unless they are specifically exempted for reasons, or they are under escort by a properly badge individual. Each airport employee or airport tenant employee who has been issued a John Wayne Airport security badge is responsible for challenging any individual who is not properly displaying an airport issued or approved and valid identification badge. Any person who is not properly displaying or who cannot produce a valid John Wayne Airport security b adge must immediately be referred to the Sheriff’s Department Airport Detail Office for proper handling.

The John Wayne Airport security badge is the property of the County of Orange and must be returned upon termination of employment at John Wayne A irport. The loss of a badge must be reported within twenty-four (24) hours to the Sheriff’s Department Airport Dispatch Center (949) 252-5000. A report must be made before a replacement badge will be issued.

H. All vehicles parked on -site at a County secured facility must always be locked and thoroughly secured.

I. All equipment and materials must remain in Contractor’s possession at all times and must never be left unattended while at a County secured facility. All lost or misplaced equipment or materials must be reported immediately to the (a) security staff or Control in County secured d etention facilities or (b) the escort or Control in Sheriff’s facilities.

J. Contractor personnel/employees must not smoke or use profanity or other inappropriate language while on-site.

K. Contractor personnel/employees must not enter a County secure d facility while under the influence of alcohol, drugs or other intoxicants and must not have such materials in their possession.

L. Contractor personnel/employees must plan their activitie s to minimize the number of times they must enter and exit a County se cured facility, i.e., transport all equipment and materials needed for the day at the start of work and restrict all breaks to the absolute minimum.

M. Contractor personnel/employee(s) must be well-disposed to the public and County staff utilizing the facilities but mu st be responsive only to the requests of the County Site Coordinator unless otherwise directed and must direct all inquiries or requests to the County Site Coordinator.

V. TRANSITION REQUIREMENTS :

A. Contractor must work with appropriate County IT, Pr ocurement and/or department personnel to assess user department needs and coordinate a migration/transition schedule (as applicable).

B. Contractor shall coordinate and provide without additional charge any other transition services County determines necessary to transition to another vendor at the end of the contract term.

VI. PRICE GUARANTEE
A. Contractor will guarantee fixed hardware and service pricing for a period of 24 mon ths after DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65

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contract has been awarded.

B. For devices that the County may wish to acquire after the price guarantee expires, the Contractor agrees to offer the County a discount over retail pricing (as reported by a 3rd party such as Buyer's Laboratory) equivalent to the discounts being offered in this Contract VII. DEVICE DATA COLLECTION : METER USAGE AN D SUPPLY LEVELS A. Contractor will use ECI FM Audit to collect and store device meter and supply level data for the fleet at no cost to the County and provide access to the software to the County.

B. ECI FM Audit is to report device level meters for service bil ling and supplies levels for supplies management, this tool is also capable of capturing and reporting:

1. Make/Model

2. IP Address

3. MAC Address

4. Location

5. Total Meters B/W

6. Total Meters Color

7. Supply Levels (including historical fill rates)
C. All data collected by the software tool will remain the property of the County.

VIII. SERVICE RESPONSES
A. 12 Orange County Based Technicians
B. The average in-person service response time, as calculated from the time the service call is placed to the factory-trained service technician's on -site arrival, including preventive maintenance calls, will be: 4 Hours
C. The maximum in -person service response time, as calculated from the time the service c all is placed to the factory-trained service technician's on-site arrival, including preventive maintenance calls, will be: 5 Hours
D. The average time it will take a field engineer to acknowledge the County's service request once a service call has been placed with Contractor, as calculated from the time the service call is placed until a service technici an calls t he County to provide an estimated time of arrival, will be: 60 Minutes
E. To assure the County that Contractor 's intention is to respond to the servi ce requests within the maximum response times stated above, Contractor shall compensate the County with the following credit of the monthly service cost (for the device in question) for each response that exceeds the guaranteed maximum response time: 5%
F. Contractor shall provide a loaner device of equal or superior capabilities to the County if any device installed by Contractor is unable to perform to the County's specifications for more than 8 hours of normal business operation.

G. Contractor shall provide Cu stomer Support by phone at no additional charge during normal business hours; Monday – Friday 8:00am to 5:00pm.

H. For issues related to service responses, supplies management, non -reporting devices, etc., Contractor will provide customer support by email and is expected to response within 1 hour.

IX. TERMS AND CONDITIONS OF ACQUISITION
A. 100% money-back guarantee for a particular device, regardless of the problem within 30 days.

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B. The Contractor guarantees each machine to perform within the County’s specifications fo r a period of 60 MONTHS or the volume listed below, whichever occurs first.

C. The Contractor will replace each machine on a like-for-like basis with the then current technology if the machine fails to perform to the County’s specifications while continuously under a service agreement with Contractor, so long as the County uses supplies recommended by the equipment manufacturer.

D. Volume Guarantees:

Copier/MFD 35 PPM B/W 60 Months OR 750,000 Impressions
Copier/MFD 45 PPM B/W 60 Months OR 1,200,000 Impressions Copier/MFD 55 PPM B/W 60 Months OR 2,100,000 Impressions Copier/MFD 65 PPM B/W 60 Months OR 2,700,000 Impressions Copier/MFD 75 PPM B/W 60 Months OR 3,900,000 Impressions Copier/MFD 75 PPM B/W 60 Months OR 4,800,000 Impressions Copier/MFD 95 PPM B/W 60 Months OR 5,700,000 Impressions Copier/MFD 35 PPM Color 60 Months OR 750,000 Impressions Copier/MFD 45 PPM Color 60 Months OR 1,200,000 Impressions Copier/MFD 55 PPM Color 60 Months OR 2,100,000 Impressions Copier/MFD 65 PPM Color 60 Months OR 2,700,000 Impressions Copier/MFD 75 PPM Color 60 Months OR 3,900,000 Impressions Production Copier/MFD 110 PPM B/W 60 Months OR 18,000,000 Impressions
Production Copier/MFD 120 PPM B/W 60 Months OR 18,000,000 Impressions
Production Copier/MFD 75 PPM Color 60 Months OR 3,900,000 Impressions MFP 30PPM B/W (Laser) 60 Months OR 300,000 Impressions MFP 30PPM Color (Laser) 60 Months OR 300,000 Impressions MFP 40PPM Color 60 Months OR 420,000 Impressions
MFP 50PPM B/W 60 Months OR 600,000 Impressions
Printer 30PPM B/W (Laser) 60 Months OR 300,000 Impressions Printer 30PPM Color (Laser) 60 Months OR 300,000 Impressions Printer 50PPM B/W (Laser) 60 Months OR 600,000 Impressions Printer 50PPM Color (Laser) 60 Months OR 600,000 Impressions E. Impressions Between Calls (IBCs) Guarantee: the Contractor guarantees each machine to operate at the fixed average number of Impressions Between Calls (IBCs) listed below for the entire life of the contract.

F. IBC Guarantees:

Copier/MFD 35 PPM B/W 12,500 IBCs
Copier/MFD 45 PPM B/W 20,000 IBCs
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Copier/MFD 55 PPM B/W 35,000 IBCs
Copier/MFD 65 PPM B/W 45,000 IBCs
Copier/MFD 75 PPM B/W 65,000 IBCs
Copier/MFD 75 PPM B/W 80,000 IBCs
Copier/MFD 95 PPM B/W 95,000 IBCs
Copier/MFD 35 PPM Color 12,500 IBCs
Copier/MFD 45 PPM Color 20,000 IBCs
Copier/MFD 55 PPM Color 35,000 IBCs
Copier/MFD 65 PPM Color 45,000 IBCs
Copier/MFD 75 PPM Color 65,000 IBCs
Production Copier/MFD 110 PPM B/W 250,000 IBCs
Production Copier/MFD 120 PPM B/W 250,000 IBCs
Production Copier/MFD 75 PPM Color 65,000 IBCs
MFP 30PPM B/W (Laser) 5,000 IBCs
MFP 30PPM Color (Laser) 5,000 IBCs
MFP 40PPM Color 7,000 IBCs
MFP 50PPM B/W 10,000 IBCs
Printer 30PPM B/W (Laser) 5,000 IBCs
Printer 30PPM Color (Laser) 5,000 IBCs
Printer 50PPM B/W (Laser) 10,000 IBCs
Printer 50PPM Color (Laser) 10,000 IBCs
G. These averages are stated below by segment. The ave rages shal l include Preventative Maintenance (PM) service calls and be calculated during any immediately preceding 12 - month period. These calculations will exclude service calls caused by operator error and the guarantee will remain in effect while the eq uipment is continuously under a service agreemen t with Contractor.

H. Contractor will replace any machine on a like -for-like basis with the then current technology if that machine fails to produce the average number of Impressions Between Calls.

I. Fair Market Value (FMV) Leasing

1. The Contractor will use Wells Fargo, Leasing Company to provide Fair Market Value (FMV) funding for leasing.

2. FMV monthly lease rate factor:
a. 60-month FMV Lease rate factor for a monthly billing cycle: 0.01953

3. FMV quarterly lease rate factor:
a. 60-month FMV Lease rate factor for a quarterly billing cycle: 0.01953

4. Contractor will provide a fair market value buyout to keep at the end of the lease that does not exceed 15% of the purchase price of the device.

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5. Contractor will provide a written notice to the County 90 days pr ior to the date the letter of intent is due to prevent any automatic renewal period.

6. Contractor agrees to a maximum automatic lease renewal period of 30 days.

7. Contractor is responsible for the return of equipment acquired from the Contractor under this con tract to the Leasing Company at the end of the lease term. This shall include shipping costs, insurance, or any other shipping or equipment repair costs associated with the return of this equipment.

J. $1.00 Buyout Leasing

1. $1 Buyout monthly lease rate factor:
a. 60-month $1 Buyout Lease rate factor for a monthly billing cycle: 0.021525.

2. $1 Buyout quarterly lease rate factor:
a. 60- month $1 Buyout Lease rate factor for a quarterly billing cycle: 0.021525.

3. Will provide a written notice to the County 90 days prior to the lease end date.

K. Lease Rate Adjustments

1. Contractor will adjust the proposed lease rates (up and down) in a manner that is directly proportional to any adjustments made by the Lease Company, with no increase in profit margin.

2. Will provide the County with 30-day notice prior to any rate adjustments.

L. Insurance Documentation

1. Upon request, t he County shall provide Contractor with insurance documentation if required by the Leasing Company, once the lease contracts are signed.

2. Contractor shall provide documentation to the Leasing company, any and all necessary actions to correct any insurance billing problems. On -Appropriation / Funding-Out Clauses

3. Contractor shall include in all leasing options and lease documents, non-appropriation and/or funding -out clauses as required by the State Code of California. Lease Documentation Fee

4. Contractor will require the fol lowing Lease Documentation Fee per contract at no cost.

M. Training

1. Contractor will sc hedule, in advance at no additional cost, the installation and simultaneous basic instruction of the operation of the new equipment

2. In-Service Training: Contractor will schedule, in advance and at no additional cost, at each location's convenience, In-Service training (2 operators for each device) covering the complete operation of the new equipment as needed.

3. Copy Center Staff Training: Contractor agrees to schedule, in adva nce and at no additional cost, in-depth training to designated indi viduals on general and advanced copier functions and features; basic maintenance and troubleshooting; supply replenishment; use of the copier management system; and related items.

4. IT Staff Training: Contractor agree to schedule, in advance and at no additio nal cost, specialized network connectivity, configuration and other information technology training as requested by County.

N. Equipment Delivery and Timing
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1. Pre-Installation Coordination: agr ee to coordinate the delivery, set -up/installation, and removal of devices with the ordering County department.

2. Delivery Tools and Waste: agree to, at all times, keep the premises and the areas in which the work is performed free from accumulation of waste materials or rubbish as well as the tools, installa tion equipment, machinery, and surplus materials during the progress of the work and until completion thereof? Will Contractor remove from the premises all crates, wrappings and other flammable waste materials or trash.

3. Site Damages Caused During Delive ry: agree to take responsibility for any damage to County premises as a result of delivery, set -up/installation, and pick-up of devices and repair and restore such premises to the original condition.

4. Pre-Installation Procedures: agree to advise the Coun ty of any an add specialized installation and environmental County site requirements for the delivery and installation of devices ordered under the resulting contract? This information must include, but is not limited to, the following: air conditioning, e lectrical requirements, special grounding, cabling requirements, space requirements, and any other considerations critical to the installation. After receipt of the County site requirements, the County may canc el an order for a particular copier before acc eptance of copier.

Additionally, inspections, tests, measurements, or other acts or functions performed by the County must in no manner be construed as relieving Contractor from full compliance with Contract requirements.

5. Damaged Items: Replacement Timi ng: agree to replace any items and/or components that are received with damages within thirty (30) consecutive calendar days after the notification of damage.

6. Damaged Items: Late Delivery: agree to pay, as liquida ted damages, the sum of $50.00 per devic e per cons ecutive calendar day after thirty (30) days from the date of notification until the replacement of damaged items have been received by the County.

7. Current Firmware: agrees to install the most current versio n(s) of firmware into all devices prior to installation.

8. Contractor does not experience hardware delivery delays for the proposed model(s) due to issues with the supply chain.

O. Equipment Disposal

1. Equipment Pick -Up and Disposal: agree to pick up and dispose of used equipment already owned by the County, if requested, at no additional charge to the County? (This applies only to existing equipment that is owned by County, not equipment that is under a lease agreement.) The County will provide Contractor with a list of all equipment to be removed and disposed of.

2. Existing Devices Data Security: agree to either destroy the hard drives (for devices with removable hard drives) and provide a certificate of completion at no cost.

P. Equipment Demonstration or Trial

1. Equipment demonstration: The County agencies may want to test the equipment onsite prior to awarding the contract. If requested, Contractor agrees to provide equipment, configured as proposed, for on -site testing for a minimum of 5 business days. The demonstration must not be conditi oned upon an agreement to purchase/lease or execution of a purchase order.

2. Maximum Demonstration or Trial Period: agree that any demonstration or trial period will not exceed 30 calendar days.

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3. Conversion of Demonstration or Trial Device: agree that any demon stration or trial device will not be converted to a permanent placement unless the device was new/unused prior to placement.

4. Data Security for Demonstration or Trial Devi ce: Upon removal of a demonstration or trial device, Contractor agrees to take responsibility of securely erasing or destroying residual data stored in the hard disk drive. Contractor will permanently remove all stored County data/images from the hard disk drive and Cache memory within seven (7) calendar days of termination of the placement. Within seven (7) calendar days of data removal services or request by the County, Contractor will provide written certification (See Model Contract Attachment E. Certif ication for Data Removal) that data removal was completed.

X. TERMS AND COND ITIONS OF SERVICE
A. Tracking/Crediting Service Copies: any copies run by any representative of Contractor be tracked and credited back to the County at the end of each service-billing period.

B. Preventative Maintenance and Parts Replacement

1. Preventative Maintenance Parts List(s): Contractor will provide the pages from the service manual, for each installed device, indicating the manufacturer's replacement schedule for preventative maintenance (PM) parts, including parts names which may be included in PM Kits, and manufa cturer's part numbers to the County? (This information will be used by the County to evaluate service work that is being performed by Contractor.

2. Original Equipment Manufact urer Parts: Contractor agrees to provide only Original Equipment Manufacturer Parts and supplies when repairing, servicing, or supplying consumable items for each device. Failure to do so will constitute a breach of contract and require Contractor to fully compensate the County for any real or perceived loss or damage.

3. Parts Replacement: For the entire life of each device covered under a service contract with the Contractor , Contractor shall replace all parts and provide "Preventative Maintenance" parts acc ording to the manufacturer's recommended replacement schedule. In additio n, if any part fails before reaching the manufacturer's estimated life expectancy, Contractor will replace failed parts as long as the device is covered under a service contract by Contractor.

4. Management and Evaluation: The County reserves the right to mon itor and e valuate all aspects of Vendor's invoicing and service work that is executed by Contractor for all equipment that is leased or covered under a service contract by Contractor on an ongoing basis. Contractor shall provide all requested lease and ser vice contract data, billing and invoicing data, and/or service call history data within ten (10) business days of such a request whether made by telephone or e-mail. Contractors agree not to object or hinder in anyway the ongoing evaluation of cost, volume , equipmen t performance and Contractor’s performance of services provided to the County.

5. Data Request: Contractor agree to pay to the County $50.00 in liquidated damages per consecutive day, beyond 10 business days, that Vendor delays delivering requested lease and/ or service contract data, billing and/or invoicing data, and/or service call history data.

6. Monthly Reports: Contractor will deliver monthly reports in an electronic format acceptable to the County. The reports will be formatted in an acceptable m anner and include the following for each device acquired from Contractor. - make/model - serial DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65

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number - Contractor ID number – location - room number - the monthly meter readings (for each billable meter per device)
i. In addition to the above data, each re port will include all service calls performed during the past 30 days, the date and time the call was placed, the date and time the technician arrived onsite, the beginning meter reading of the service call, the ending meter reading of the service call, a complete description of the reason for each call, the remedy provided by Supplier, and a complete list of all parts including the manufacturer’s part numbers that were required to complete each service call.
ii. All calls will be recorded and be categorized a s a servic e call, return with parts call, a call back, operator error call or courtesy call. These monthly reports shall be provided at no additional expense to the County for the life of the equipment.

C. Equipment Relocation

1. Within a building: If, during th e contract period, the need arises to move or relocate equipment purchased under this contract within a building, will Contractor agree to move the equipment at no additional charge to the County.

2. From one building to another building: If, during the contract period, the need arises to move or relocate equipment purchased under this contract from one building to another building, will Contractor agree to move the equipment at no additional charge to the County.

D. Data Security for proposed Equipment

1. Overwrite Capability: proposed devices have the capability for at least a onetime overwrite after the completion of each copy/print/scan job and a structured three (3) times overwrite (DoD) on a weekly off hours (outside of wor king days, 8:00a.m. - 5:00p.m.) schedule.

2. De-installation of Hard Drives for Purchased Devices at end -of-life: Contractor agrees, at no additional charge, to de -install each hard drive and turn each hard drive over to the custody of personnel authorized by the County so that the County may oversee the co mplete destruction of the hard drive and any confidential data contained therein. This applies to purchased devices only.

3. Replacement Hard Drive / Overwrite Software: Overwrite Software is included in pricing. Note: Any hard drive replacement sh all occur at the end of the life cycle before the device is deinstalled and while the device is still located at the County’s site.

4. Hard Drives Erasure and Certification: Contractor agrees to take responsibility of securely erasing or destroying residual d ata stored in the hard disk drive.

Contractor will permanently remove all stored County data/images from the hard disk drive and Cache memory within seven (7) calendar days of termination of the placement. Within seven (7) calendar days of data removal ser vices or r equest by the County, Contractor will provide written certification (See Model Contract Attachment E. Certification for Data Removal) that data removal was completed.

5. Removal of Hard Drive from the County’s S ite: Contractor agrees that no hard drive, for any reason, for any device acquired under this Contract, will be removed from the County’s site at any time by Contractor, unless all data contained in the hard drive has been removed utilizing software that w ill overwrite the hard drive, and that removing a hard drive from the County’s site without confirming that the hard drive has been erased will constitute a breach of contract.

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6. Protection of Confidential Information: Contractor understands that documents left in or on any device may contain co nfidential information that must be protected and agrees that all documents found in or on any device by Contractor will be handed to authorized County personnel and that the documents will not be placed in a trash can or recycle bin by any representative of Contractor.

E. Supplies

1. Supply Shipping: agree to ship and/or deliver supplies (including toner and staples) to the County for no additional charge? If no, please explain how shipping charges will be determined.

2. Supply Shipping: 1-2 Business day for toner to be del ivered after it has been ordered.

3. Supply Shipping: Late Delivery: To assure the County that Contractor's intention is to deliver toner within the number of days stated above, Contractor will compensate the County with $5.00 credit for each late delivery.

4. Used Toner and Toner Containers: Contractor will pick up the empty/used toner containers at no cost.

5. Cost of Staples: $50.00 per box of 3 cartridges. 15000 Staples Per Box.

6. Auto Supply Replenishment: Contractor ship supplies automatically based o n the usage of each device without the County having to place an order.

7. Spare set of toners on-site: Contractor will allow the County to keep a spare set of toners on hand (at each site) for each model type as well as for each high -volume device, at no additional cost.

F. Extended Service Coverage

1. Years 6 and 7: When any device is 5 years old, if the device has not reached the 60 - month volume (see Terms and Conditions of Acquisition) and the device i s experiencing an average of 1 or fewer service calls per mon th, will Contractor offer extended coverage for years 6 and 7.

2. Terms for Extended Coverage: Contractor will offer the same level of service for years 6 and 7 (as provided for the first 5 years).

3. Service Rate Increase: As compared to the proposed rates for Year 5, the estimated service rate increase for years 6 and 7 is 10%.

XI. CURRENT PRINTER FLEET SERVICE /SUPPLIES
A. Current Printer Fleet Services/Supplies Terms

1. Makes/Models: Service/Supplies will be p rovided for all currently installed make/models listed.

2. On an “As-is” Basis: Contractor provide service for the existing printer fleet on an as-is basis, i.e., with no inspection or charges to "bring the equipment up to contract- level specifications" before the contract begins? Any device that will not produce a printed page at the start of the contract will be excluded from this requirement. The County will take into consideration the exclusion of any printer found to be operable, but in extremely poor condition.

3. Contractor agrees that the contract cannot be assigne d to another Service Company without the written permission of the County or canceled by Contractor except for non-payment of the service contract by the County.

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4. Contractor agrees to submit all contract invoices and billing in a timely manner. The contract shall include network interface support, labor, and all consumable parts and supply items excluding paper. The contract shall include all parts required by the equipment manufacturer to keep al l equipment operating within manufacturer specifications. The service contract shall also include all travel time, mileage, and labor.

5. Firmware Upgrades (after initial installation): Except for firmware upgrades Contractor will install prior to delivery of a device, Contractor agrees to NOT take the initiative to do any addit ional firmware upgrades or change configuration settings without the County’s permission.

6. Adding Printers/MFPs to the Contract: Contractor agrees that printers/MFPs can be added to the contract at the proposed rates at any time, provided the mode l of the additional printer is already under contract or a new model is approved by Contractor and connected to the County's network.

7. Equipment Replacement: Contractor shall replace printers that cannot be repaired on a like-for-like basis at no additional cost as long as the contract is in effect and also agree that all replacement devices shall become property of the County? (This will apply to all devices covered under the contract. NO

8. Printer Relocation by the County : If during the contract period, the need arises to move a printer covered under this contract, Contractor allows County personnel to move the equipment without affecting the contract coverage.

9. Printer Relocation Notification: Contractor allows printer/MFP relocation notifications via email at [email protected].

10. Annual Preventative Maintenance on all devices covered under the contract:

Contractor provide annual preventative maintenance for printers/MFPs covered under this contract at no additional cost.

11. Parts Replacement for Existing Devices: For the entire life of each existing device covered under a service contract with Contractor, Contractor will replace all parts and provide "Preventative Maintenance" parts according to the manufacturer's recommended replacement schedule? In addition, if any part fails before reaching the manufacturer's estimated life expectancy, will Contractor replace failed parts a s long as the device is covered under a service contract by Contractor.

12. Supply Failure Rate: average failure rates for OEM: 1%, and for 3rd Party: 1%.

B. Current Printer Fleet Service/Supplies Pricing

1. Cost-per-print for a contract that uses only OEM parts and supplies as well as pricing for a contract that uses third party high-quality compatible supplies.

Pricing for B/W Prints on Color Devices
(OEM parts and supplies) (3rd Party parts and supplies) $0.044 $0.0179

Pricing for B/W Prints on B/W Devices
(OEM parts and supplies) (3rd Party parts and supplies) $0.044 $.0179
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Pricing for Color Prints
(OEM parts and supplies) (3rd Party parts and supplies) $0.24 $0.11

XII. SOFTWARE TECHNICAL REQUIREMENTS
A. Option 1 - On-Premises Software Solution: PaperCutMFD version 22.0 B. Support and Recommended Server Operating System(s)

1. Supported Server Operating Systems: M icrosoft Windows (64 -bit), Apple macOS

10.15 (Catalina) or higher, Windows Server 2022 / 2019 / 2016 / 2012 R2 / 2012 / Windows 11 / Windows 10

2. Recommended Server Operating Systems: Note: Core, server, advanced server, enterprise edition, 64-bit edition, workstation, professional versions all supported. If using Windows Server 2012 or 2012 R2, make sure the Server -Gui-Mgmt-Infra feature of Windows Server is installed.

3. Universal Print Driver Offered
i. Universal Print Driver allow the user full access the device's finishing options, i.e., stapling and 3-hole punch
ii. Devices can be remotely configured individually or in groups of like devices.

4. Secure Print Release ("Follow -Me"): This capability provides the ability for the sender to have thei r document(s) printed only if their ID code is entered at the machine. The user should be able to request, from a ny device on the network which is configured for this function, that their print job be printed at the device from which the request is made.

5. User Identification: Users can be assigned a unique identification number

6. Cost Accounting: Tracked activity can be assigned to one or more accounting codes as defined by the County.

7. Activity Management: Device features and fun ctions can be limited by user, organization, accounting code, or any combination.

8. User Limiting Function: Users can be assigned hard volume or c ost limits that prevent further use until approval(s) are granted. These same limits can be "awareness" warnings at various thresholds, with no usage prevention.

9. Server-Based Document Processing: Action taken for a scanned document will be handled at the server level rather than making use of device resources.

10. Automatic Generation and Distribution of Reports: reports are able to have automatic generation and distribution.

11. User Authentication: Users must use an assigned access code in order to gain access to device features and functions. This access code can be entered at the desktop or at the device.

12. Active Dir ectory Authentication Support: solution being proposed supports Active Directory authentication.

13. Print Driver Auto Deploy: has an auto print driver deploy option which allows for auto-loading of print drivers based on specific subnets with no additional cost.

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14. Pricing: Embedded Software License Cost: one -time purchase cost per newly installed device for the license to enable the proper functiona l interoperability with software.
i. $332.80 per license per Multi-Function device
ii. $1,16.80 per device for required installation/configuration support iii. $520.00 per server

15. Pricing: Card Reader for Copier/ MFDs: $144 per card reader, connected via USB.

16. Pricing: Ongoing Maintenance/Support Pricing: $416 per device for 5 years.

17. Multiple Instances: In the event that the County would need multiple instances of the proposed software for departments due to the network infrastructure/firewalls. i. $520.00 per server

18. Training: Training included during implementation and ongoing. i. User Based Training
ii. Admin Training.
iii. Knowledge Base and Manuals available 24/7
iv. $0 per hour for up to 10 people

19. Professional Services: price for professional services for solution customization and/or additional support.
i. $116.80 per hour.

C. Option 2 - Cloud Based Solution: PaperCut 22.0- PaperCut MF

1. Universal Print Driver Offered
i. Universal Print Driver allow the user full access the device's finishing options, i.e., stapling and 3-hole punch
ii. Devices can be remotely configured individually or in groups of like devices. iii. Device provides automatic device discovery.

2. Secure Print Release ("Follow-Me")- This capability provides the ability for the sender to have their document(s) printed only if their ID c ode is entered at the machine. The user should be able to request, from any device on the network which is configured for this function, that their print job be printed at the device from which the request is made.

3. User Identification: Users can be assigned a unique identification number

4. Cost Accounting: Tracked activity can be assigned to one or mor e accounting codes as defined by the County.

5. Activity Management: Device features and functions can be limited by user, organization, accounting code, or any combination.

6. User Limiting Function: Users can be assigned hard volume or cost limits that prevent further use until approval(s) are granted. These same limits can be "awareness" warnings at various thresholds, with no usage prevention.

7. Server-Based Docume nt Processing: Action taken for a scanned document will be handled at the server level rather than making use of device resources.

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8. Automatic Generation and Distribution of Reports: reports are able to have automatic generation and distribution.

9. User Authentication: Users must use an assigned access code in order to gain access to device features and functions. This access code can be entered at the desktop or at the device.

10. Active Directory Authentication Support: solution being proposed supports Active Directory authentication.

11. Print Driver Auto Deploy: Solution proposed has an aut o print dr iver deploy option which allows for auto-loading of print drivers based on specific subnets.

12. Pricing: Embedded Software License Cost: the cost per newly installed devic e for the license to enable the proper functional interoperability with software proposed. i. $332.80 per license per Multi -Function device per one -time (specify one -time, monthly, annually)
ii. $116.80 per device for required installation/configuration support iii. $520.00 per server

13. Pricing: Card Reader for Copier/ MFDs: $144 per card reader, connected via USB.

14. Pricing: Ongoing Maintenance/Support Pricing: $416 per device for 5 years.

15. Multiple Instances: If the County would need multiple instances of the pro posed software for departments due to the network infrastructure/firewalls. iv. $520.00 per server

16. Training: Training included during implementation and ongoing. v. User Based Training
vi. Admin Training.
vii. Knowledge Base and Manuals available 24/7
viii. $0 per hour for up to 10 people

17. Professional Services: price for professional services for solution custo mization and/or additional support.
ix. $116.80 per hour.

XIII. SUPPORT FOR SOFTWARE SOLUTION
A. Device Management and Usage Tracking Software Support

1. Placing a Support Call:
i. Support calls are available by web portal 24/7 (www.c3tech.com/my-c3) ii. Phone M-F 8:00am-5:00pm phone (714) 689-1700
iii. Email ([email protected]).
iv. Asset Tag and or Serials will be needed to initiate support.

2. Method of Delivery of Support Services: Software Supp ort will b e delivered by a remote access conference connection. Users can also p hone in to listen/speak in conversation.

3. Priority 1, Critical:

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“Critical” is defined as any system status where a major feature fails to function, the system is not functioning, or a major business process is seriously disrupted. i. Target Response in 1 hours
ii. Target Resolution in 4 hours

4. Escalation Process for Priority 1 Issues: “Escalation Process” is defined as a specific sequence of documented, hierarchical actions tha t is expec ted to take place to reach problem resolution. For issues not resolved within the target resolution period, please describe your escalation process for Priority 1 issues. i. Escalation of Priority 1 Issues will be taken by C3's internal CIO and soft ware Contractor's emergency team. Client will be communicated as information are updated.

5. Compensation for Exceeding the Target Resolution Period for Priority 1 Issues: NO

6. Priority 2, High:
“High” is defined as any system status where a major fe ature inte rmittently fails to function, or a major business process is intermittently seriously disrupted. i. Target Response in 4 hours
ii. Target Resolution in 8 hours

7. Escalation Process for Priority 2 Issues: “Escalation Process” is defined as a specific sequence of documented, hierarchical actions that is expected to take place to reach problem resolution. For issues not resolved within the target resolution period, please describe your escalation process for Priority 2 issues. i. Escalation of Priority 2 Iss ues will b e taken by C3's internal IT Manager and software Contractor's level 3 team. Client will be communicated as information are updated.

8. Compensation for Exceeding the Target Resolution Period for Priority 2 Issues: NO

9. Priority 3, Medium:
“Medium” is defi ned as any system status where a feature intermittently fails to function, or a business process is intermittently disrupted. i. Target Response in 8 hours
ii. Target Resolution in 24 hours

10. Escalation Process for Priority 3 Issues: Escalation of Priority 3 Issues will be taken by C3's internal Level II Team and software Contractor's level 2 team. Client will be communicated as information are updated.

11. Priority 4: Low: resolution time period for support calls related to a minor usability, presentation or cosmetic problem that does not affect the ability to use the product. i. Target Response in 24 hours
ii. Target Resolution in 48 hours
XIV. HARDWARE CATALOG AND HARDWARE PRICING
A. Hardware Catalog and Hardware pricing on Attachment D, page 42.

B. All devices shall be new/ unused, th e most current model version, and newly manufactured as defined in the Contract.

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a surge protector, a line conditioner (if recommended by the ma nufacturer), and a stand/pedestal as recommended by the manufacturer (if required).

D. Prices include a truck or van delivered price to the i nstall location. Prices are F.O.B. to the delivery point, with Contractor assuming all responsibility in making necess ary adjustments with freight companies or in replacing all devices damaged in transit to the satisfaction of the County.

E. All prices for Optional Equipment shall include all expenses for set -up, delivery, and installation of optional equipment.

XV. SERVICE PRIC ING
A. Contractor agrees that the service contract cannot be assigned to another Service Company without the written permission of the County or canceled by Contractor except for non -payment of the service contract by the County. Contractor also agrees to sub mit all se rvice contract invoices and billing in a timely manner. All service contract requirements shall apply if equipment is purchased or leased.

The service contract shall include network interface support, unlimited supplies of all toner, all developer, drums, all consumable parts, toner waste containers, and all other supply items excluding paper. The service contract shall include all parts and Preventive Maintenance (PM) parts as required by the equipment manufacturer to keep all equipment operating within manufacturer specifications. Contractor will be required to use Original Equipment Manufacturer (OEM) parts and supplies when serv icing the fleet of equipment. Replacement of PM parts shall occur according to the manufacturer's schedule. The servic e contract shall also include all travel time, mileage, and labor.

B. Service billing shall occur Quarterly in Arrears based on actual usage, with no minimum volume guaranteed. Rates are as listed below:

Segment: Year 1: Year 2: Year 3: Year 4: Year 5:

Copier/MFD - 35PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 45PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 55PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 65PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 75PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 85PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 95PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 35PPM
Color
$0.00297 B/W
$0.0347 Color
$0.00297 B/W
$0.0347 Color
$0.00318 B/W
$0.0371 Color
$0.00343 B/W
$0.04 Color
$0.00378 B/W
$0.044 Color
Copier/MFD - 45PPM
Color
$0.00297 B/W
$0.0347 Color
$0.00297 B/W
$0.0347 Color
$0.00318 B/W
$0.0371 Color
$0.00343 B/W
$0.04 Color
$0.00378 B/W
$0.044 Color
Copier/MFD - 55PPM
Color
$0.00297 B/W
$0.0347 Color
$0.00297 B/W
$0.0347 Color
$0.00318 B/W
$0.0371 Color
$0.00343 B/W
$0.04 Color
$0.00378 B/W
$0.044 Color
Copier/MFD - 65PPM
Color
$0.00297 B/W
$0.0347 Color
$0.00297 B/W
$0.0347 Color
$0.00318 B/W
$0.0371 Color
$0.00343 B/W
$0.04 Color
$0.00378 B/W
$0.044 Color
Copier/MFD - 75PPM
Color
$0.00297 B/W
$0.0297 Color
$0.00297B/W
$0.0297 Color
$0.00318 B/W
$0.0371 Color
$0.00343 B/W
$0.04 Color
$0.00378 B/W
$0.044 Color
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Segment: Year 1: Year 2: Year 3: Year 4: Year 5:

Production Copier/MFD -
110PPM B/W
$0.00297 B/W $0.00297 B/W $0.00318B/W $0.00343 B/W $0.00378 B/W Production Copier/MFD -
120PPM B/W
$0.00297 B/W $0.00297 B/W $0.00318B/W $0.00343 B/W $0.00378 B/W Production Copier/MFD -
75PPM Color
$0.00297 B/W
$0.0297 Color
$0.00297 B/W
$0.0297 Color
$0.00318 B/W
$0.0318 Color
$0.00343 B/W
$0.0343 Color
$0.00378 B/W
$0.0378 Color
MFP - 30PPM B/W (Laser) $0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W MFP - 30PPM B/W (Laser)
Software Compatible
$0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W
MFP - 30PPM Color (Laser) $0.044 B/W
$0.24 Color
$0.044 B/W
$0.24 Color
$0.047 B/W
$0.257 Color
$0.051 B/W
$0.278 Color
$0.056 B/W
$0.306 Color
MFP - 30PPM Color (Laser)
Software Compatible
$0.044 B/W
$.24 Color
$0.044 B/W
$.24 Color
$0.047 B/W
$0.257 Color
$0.051 B/W
$0.278 Color
$0.056 B/W
$0.306 Color
MFP - 50PPM B/W (Laser) $0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W MFP - 50PPM B/W (Laser)
Software Compatible
$0.044 B/W
$0.24 Color
$0.044 B/W
$0.24 Color
$0.047 B/W
$0.257 Color
$0.051 B/W
$0.278 Color
$0.056 B/W
$0.306 Color
MFP - 50PPM Color (Laser) $0.044 B/W
$0.24 Color
$0.044 B/W
$0.24 Color
$0.047 B/W
$0.257 Color
$0.051 B/W
$0.278 Color
$0.056 B/W
$0.306 Color
MFP - 50PPM Color (Laser)
Software Compatible
$0.044 B/W
$0.24 Color
$0.044 B/W
$0.24 Color
$0.047 B/W
$0.257 Color
$0.051 B/W
$0.278 Color
$0.056 B/W
$0.306 Color
Printer - 30PPM B/W
(Laser)
$0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W
Printer - 30PPM Color
(Laser)
$0.044 B/W
$0.24 Color
$0.044 B/W
$0.24 Color
$0.047 B/W
$0.257 Color
$0.051 B/W
$0.278 Color
$0.056 B/W
$0.306 Color
Printer - 50PPM B/W
(Laser)
$0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W
Printer - 50PPM Color
(Laser)
$0.044 B/W
$0.24 Color
$0.044 B/W
$0.24 Color
$0.047 B/W
$0.257 Color
$0.051 B/W
$0.278 Color
$0.056 B/W

0.306

XVI. MISCELLANEOUS CLAUSE:

Contractor shall provide a quote for items not listed under Attachment A and shall not exceed $25,000 per invoice . Miscellaneous items not listed in the Contract, may be purchased off this Contract. Contractor will provide requesting dep artment with quote and process order once the County department has authorized the order in writing.

Prices shall include all costs, but not limited to, overhead, all necessary labor, transportation, freight, delivery and/or shipping/handling fees, fuel/fuel surcharges, mileage, storage, self-imposed fees and any other costs necessary to provide the item/s requested.

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In addition to the commodity requirements and all other terms and conditions provided herein, Contractor shall satisfy the fol lowing bil ling/invoicing procedures for miscellaneous items not named specifically on this attachment. Failure to follow these procedures fully may delay payment of miscellaneous items.

A. An authorized County Department staff member will contact the Contract or to obta in a written quote for any items needed that are not listed above or are of a different quantity than specified.

B. An authorized County Department staff must obtain a quote for items on the Contract if purchased in different quantities than listed on the Contract.

C. Contractor to include all charges in the quote inclu ding but not limited to; initial set -up fees and/or color matching fees, rush charges (if applicable) and shipping charges.

D. If the authorized County Department staff member finds the quot e satisfac tory, the authorized staff member will sign the quote and email or fax it back to the vendor authorizing the purchase. The Contractor under no circumstance shall release or deliver any miscellaneous items without a written quote signed by an auth orized Cou nty Department staff member, in their possession.

E. Contractor must attach with the invoice a copy of the matching quote with the authorized County Department staff member signature.

F. The agency/department shall certify on the invoice that the prices are per the signed quote.

DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 DocuSign Envelope ID: 76D1 4AB2-9F4A-4DCF-91 EC-97E053923777 Municipa l Lease Agreement
$1.00 Purchase Option Transa ction
Agreement #
Lessor: Lessee:
coun ty of orange
w�a,e�I Nnmc) , •
est c, v,c center Dri ve
(SI reel Address)
CA 927 01 or angeSanta Ana
(City) (Stnte) (Zip
Code) (Co11nty)
We have written this Agreement in plain language because we want you to understand its tenns. Please read your copy of this Agreement carefully and feel free to ask us any questions you may have. The word "Agreement" means this master lease agreement. The word "Schedule" means any lease schedule under this Agreement which has been signed by you and accepted by us. The word "Lease" means this Agreement and a Schedule. The words and "you" and "your" mean the Lessee named above. The words "we," "us," and "our" refer to the Lessor named above. Other capitalized tenns not othetwise defined in this Agreement are desctibed in the Schedule.

TERMS AND CONDITIONS
IMPORTANT: THE l1ROVISIONS OF THIS AGREEMENT MAY NOT BE ALTERED EXCEl'T DY WAY OF WRlITEN AGREEMENT BETWEEN YOU AND US,

1. AGREEMENT; PAYMENTS: We agree to lease to you and you agree to lease from us the Equipment ("Equipment") listed on any Schedule. You promise to pay us the Lease payments according to the tenns of the schedule. Subject to tennination for non-appropriation described in Section 17, you are unconditionally obligated to pay to us all Lease payments and other amounts due under each Schedule for the full Term unless section K; Termination in RCA-0 l 7�230 10022 is exercised.You are not entitled to reduce or set-ofTagainst Lease payments or other amounts due under each Schedule for any reason whatsoever. If payment is not received when due, you agree to pay a charge at the rate often (10%) percent per annum or the maximmn amount permitted by law, whichever is less, on any unpaid delinquent balance. You may make separnte ammgements with Sh arp or its authorized dealers ("Sharp Dealers") to provide maintenance, service, and supplies for the Equipment. You agree that we will not be responsible to provide you with any maintenance, service, and supplies and that any payments you make to us on account of any combined billing will be attributed first against any Lease payments which are then due, with the remainder to be paid to the Sharp Dealer, In the event of conflict between the terms of the Lease and any other agreement, including but not limited to Invitations for Bid or Purchase Orders, the tenns of the Lease shall control.

2. GENERAL TERMS; EFFECl'IVENESS: You agree to all the terms and conditions of this Agreement and each Schedule. All Equipment will be used for business and/or commercial purposes and will not be used for personal, family or household purposes. You acknowledge receipt of this Agreement and each Schedule.

THIS AGREEMENT AND EACH SCHEDULE WILL NOT COMMENCE AND WILL NOT BE BINDING ON US UNTIL ACCEPTED IN OUR DOUGLAS COUNTY, MINNESOTA OFFICES. You appoint us as your altomey-in-foct to execute, deliver and record financing statements on your behalf to show our interest in the Equi pment. You agree that we are authorized, without notice to you, to supply missing infonnation or c01Tcct obvious etrnrs in this Agreement and any Schedule.

3. ACCEPTANCE; COMMENCEMENT: You agree to furnish us a written statement (a) acknowledging receipt and proper installation of the Equipment in good working condition and (b) accepting the Equipment for all purposes under the Lease, The tenn of this agreement will begin on the date the lessor signs the Jease (called the "Commencement Date") and continuing on the same day of each billing period for the tenn of the Lease. Unless othe1wise stated in the contract, the first payment will be due thirty days from the "Commencement Date".

4. PURCHASE OPTION: Upon expiration of the original Tenn or the extended Tenn, and if (a) you have paid all Lease Payments, all outstanding charges, (b) the Schedule contains a purchase option, uml (c) you have given us at least thirty (30) days written notice, prior to the end of the Tenn, that you will exercise the purchase option, then you will have the option to purchase the Equipment at the end of the Term for the purchase option amount of$ !. At the time of purchase, you must pay us the purchase option amount for the Equipment, plus any prope1ty, sales or use taxes assessed or levied on the equipment or its sale. Upon our receipt of the purchase option amount plus all applicable taxes, we will transfer title to the equipment to you "AS-IS, WHERE-IS" WITHOUT ANY REPRESENTATION OR WARRANTY.

5. WARRANTmS: WE ARE LEASING TUE EQUIPMENT TO YOU "AS IS," WITH NO WARRANTIES EXPRESSED OR IMPLIED AND SPECIFICALLY DISCLAIMING WARRANTIES OF MERCI-I ANTABILTY OR Ji'ITNESS FORA ]>ARTICULAR PURPOSE. You acknowledge that you have selected the Equipment covered by each Schedule. We are not liable to you for any breach of those wammties. You agree that upon your acceptance of this Equipment, you will huve no set-offs or counter-claims against us.

IMPORTANT: READ BEFORE SIGNING. THE TERMS OF TI-IIS AGREEMENT (INCLUDING THOSE ON THE REVERSE SIDE) AND ANY SCHEDULES SHOULD llE READ CAREFULLY BECAUSE ONLY THOSE TERMS IN WRITING AUE ENFORCEABLE. TERMS OR ORAL PROMISES THAT ARE NOT CONTAINED IN THIS WRITTEN AGREEMENT MAY NOT BE LEGALLY ENFORCED. YOU AGREE TO COMPLY WITH THE TERMS AND CONDI TIONS OF EACH LEASE. EACH LEASE IS NOT CANCELABLE unl ess section K; Termination in RCA-017-23010022 is exercised.

YOU CERTIFY THAT ALL THE INFORMATION GIVEN IN THIS AGREEMENT, ANY SCHED ULES AND YOUR APPLICATION WAS CORRECT AND COMPLETE WIIF..N THIS AGREEMENT WAS SIGNED. TI-11S AGREEMENT IS NOT BINDING UPON US OR EFFECTIVE UNLESS AND UNTIL WE EXECUTE THIS AGREEM ENT. THIS AGREEMENT AND ALL SCHEDULES WILL BE GOVERNED BY THE LAWS OF THE STATE IN WHICH YOU ARE LOCATED IN. YOU AGREE TO THE JU RfSDICTION AND VENUE OF FEDERAL AND STATE COURTS IN THE STATE YOU ARE LOCATED IN.

ACCEPTED BY:

LESSOR:

DY, -TlJar_k/ l/:5)u-1st
(Signature ofAuth01ized Signer) ,/{t)r
)TITLE: /rQt v.1/::sh us+ ��
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(PrintedNume and Title)
LESSEE:

DY:

TITLE:

PROPOSED BY:
,--DoouSlgried by: ,,,..-DocuSigried by:
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·:rn5 �BDBA88AaGBB747'·' ~ ... --------------(Stgmirure tWJ\.mf&J QCd Signer) DP A DPA Kevi n Wo rk Hel en He rna ndtz
{Title)
6/21 /2023 DATE: 6/2 1/2023
Pdnted Name
FEDTAX ID#:

SHARP ELECTRNICS COPORATION
100 Paragon Drive, Box Q
Montvale, NJ 07645
Email: [email protected]
Phone: (201) 529-8932
DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 DocuSlgn Envelope ID: 76D1 4AB2-9F4A-4DCF-91E C-97E053923 777

6. LIAUILITY: WE ARE NOT RESPONS IBLE FOR ANY LOSSES OR INJURIES TO YOU OR ANY THIRD PARTIES CAUESD BY THE EQUIPMENT OR ITS USE NOR IN ANY EVENT WILL WE BE RESPONSIBLE FOR ANY CONSEQUENTIAL OR lNClDENTIAL DAMAGES. You agree to reimburse us for, and to defend us against any claims for losses 01· injuries caused by the Equipment and any costs or 11ltomey fees related to those claims.

7. MAINTENANCE AND INSTALLATION: A Sharp Denier will install (and remove wltl1 our Jll'ior written consent) the Equipment In accordance with Sl1n1·p's service policies. You will be responsible to maintain tile Equipment in good working order and In compliance with all laws and regulations. Even tr the E11ui11mc11t malfunctions, or is dnmaged, you agree to continue to make Lease 1mymcnts unless section K; Terminntion ill RCA-017-23010022 is exercised, , 8, ACCESS; METER READING; RETURN AND ALTERATION: You agree to give us, Sl111rp nnd the Slrnr11 Dealers mu·estrictcd nccess to your premises to rend metcn, inspect, h1stall, witl1 our 11rior wl'ittcn consent remove and, if npplicable, repair the Equl1iment • .J.. In the event of a locution having restricted access, the county will accom11nny tile Shal'JJ Denlel' to lrnve access to tlrn equipment 11s ncetled, You agree to provide meter readings for each Item of Equipment ns we, Sharp, 01' a Sharp Dealer may 1·cquest, You will not make or permit nny alteJ"ations lo tl1e Equipment exee11t ns n11proved by us or pel'fol'med by Shnrp or II Sharp Dealel'.

9. EQUIPMENT OWNERSHIP: You sltall have title to tile Equipment immediately upon delivery and shall be deemed to be the ownel' of Uie Equi1im1mt as long ns you are not In default under the Lcnse, In the l.lvent of default, title to the Equipment shall rcvel't to us free 1tnd clear of any rights ol' interests you may hnve lu the Equipment. If tl1is document is found not to be a Lease, then you grant us a security interest in the equipment. You also give us the I'ight to immediately file, at no expense, any Unifo1·m Commel'clal Code ("UCC") financing statements 01· related filings and you appoint us your attomey-ln-fact to sign your 111une to any sucl1 filing that wus mnde,

10. EQUIPMENT LOCATION: Yon will keep tile Equipment at tlic addl'CSS shown 011 the Scbedule and you will not allow tile Equipment to be moved from that addl'ess unless you get our prior written consent.
11, TAXES; PERSONAL PROPERTY TAX: Yem agree that you will pay us, when Invoiced, all taxes (including any sales, use, and pel'sonal pl'Operty taxes), fines, Interest and penalties relating to each Lease and the Equipment (excluding tnxcs based ou Olli' net lneome), You agree to file any requh'ed pl.ll'sonal pl'0J>erty tax returns and, if we ask, you will provide us witlt proof of payments. We may, but do not have to, contest any tax assessment,

12. INSURANCE: You will bear flac entlrn risk ofloss, theft and destrnction of tile Equipment until all amounts due and to become dne undl.lr tile Lease al'e paid in full and the Equipment bas been J"etumed to us In good working order. You will eitl1er: (11) (n1ion our written appl'Oval) self Insure the Equi11ment and elthc1· replace OJ' l'epalr any lost, stolen, dmnaged or destroyed Equipment witl1l11 tl1irty (30) days after tlac occUl'J'CJICe tllercof(wlth clear title to any rcpl11ceme11ts OJ' repah's being transfcl'red to us); or {b) keep the Equipment Insured for Its full replacement value against all types ofloss, including tlteft, and name us or Olli' Assignees 11s loss payee and provide 11nd maintain 1111 acceptable gencl'nl 1mblic liability insurance J>Olicy, or wltl1 our written appl'oval self Insure against general public liability, Ifwc have not aJJpl'oved a self insurance plan and you have not provided acee11table evidence of Insurance, or If you request tl111t we obtain properly insurance for om· interest only we nmy, but will not be obligated to, obtain such lnsurnnce for the loss, damage or destruction of tlie Equipmen t, and cltal'ge you the lnsurnnce p1·cmiums we mnst pay fo1· such coverage for tile foll tcl'm of the Lease. Tl1ls cost for coverage may be dlffel'ent from your cost to obtain coverage under your own insurance policy. Cover1tge will Include such risk all() deductibles, if any, ns we may request from our insurance pl'ovider. At your sole disc1·etion and expense, you may wish to obtain lnsul'ance coverage from your insurance company for any interest you may have iu tl1e Eqnl11ment or Lease. No loss, tlleft or damage will l'elll.lve you. of any payment obligations under any Lense. 13,) ASSIGMENT: YOU MAY NOT SELL, PLEDGE, TRANSFER, ASSIGN OR SUOLEASE THE EQUIPMENT JlOR THIS AGREEMENT OR ANY SCHEDULE. We may, witliont notifying you, sell, assigu or transfer all or any parts of tllls Agreement, any Scbcdnle and/ol' the Equipment. Any sucl1 assignment, sale, or transfel' will not relieve us of any obligation we may have to you undel' the Lense. Our Assignee (and any s1•bse<111cnt Assignees) will have the snme rights tilat we l1avc, but will not have to perfol'm any ofom· obligations, You agree that you will not assert 1tgai11st tile Assignee nny claims, defensl.ls OJ' set-offs that you m1ty have against us or nny supplier, If you are given notice of an Assignee, yon agree to respond to any requests about tile Lease aud, If directed by us, to pay the Assignee all Lensc payments and othe1· 1tmounts due under the Lease, You agree that if we sell, assign, transfel' this agreement, the new Lessor will ltnvc tlrn saml.l rights and benefits that we now have and will not have to perform any of our obligations. You agree tllat the rights of tile new Lessor will not be subject to any claims, defonses, or set offs tllat you m1ty have against us.

14.) Default; Damages: lfyou. fail to make nny LI.lase payment whcu due or yon arc othel'wise In default ofyoul' duties OJ' obligations m1der any Lease, we may (as Uquidatl.ld damages nnd not as II pcnnlty) accelerate the remaining balance due or to become due under such Lease and demand tlie immediate return of tlie Equipment to us. IF you do not return the Equipment to us witltin (10) dnys of our notice of your default, you will also pay 11 liquidnted Equipment charge equal to our reasonable estimate of the fair_market value oftlic Eq11ipment wl1ich slrnll not be less tlian the anticipated Lease-end residual value of the Equipment. We may also use any remedies available to us under tlrn Uniform Commcl'clal code or any otl1el' applicable law. You agree to pay our attorney fees agreed to be 25% of any outst1tmling balance plu.s 1111 actual costs, Including nil costs of any Equipment rnpossession. You agree that we have no duty to mitigate any damages to us caused by your default. You waive any notice of oul' repossession or dls1iosltlon of the Equipment, Ry repossessing any Equipment, we do not waive onr right to collect the balance due OJ' to become due on any Lease. Our delay or failul'e to enforce our rights nndel' this Agreement or any Schedule will not prevent us from doiug so at a late I' time,

15.) FINANCE LEASE; AMENDMENTS: THIS AGREEMENT AND EACH SCHEDULE IS A "FINANCE LEASE" UNDER THE UNIFORM COMMERCIAL CODE ("UCC").

TIIIS AGREEMENT AND EACH SCHEDULE MAY NOT BE AMENDED EXCEPT IN WRITING, WHICH WE HAVE SIGNED. YOU WAIVE ANY AND ALL RIGHTS AND REMEDIES YOU MAY HAVE UNDER UCC 2A-303 AND UCC 2A-508 THROUGH 2A-522, INCLUDING, WITHOUT LIMITATION, ANY RIGHT TO; (a) CANCEL THIS AGREEMENT AND EACH SCHIWUtE; unless section K; Tern1ination in RCA-017-230 10022 is exercised,(b) REJECT TENDER OF THE EQUIPMENT; (c) REVOKE ACCEPTANCE OF THE EQUIPMENT; (d) RECOVIm DAMAGES FOR ANY BREACH OF WARRANTY; (e) GRANT A SECUJUTY INTEREST IN THE EQUIPMENT; AND (t) MAKE DEDUCI'IONS OR SET - OFFS, FOR ANY REASON, FROM AMOUNTS DUE US UNDER TJIIS AGREEMENT AND EACH SCHEDULE. IF ANY PART OF THIS AGREEMENT AND EACH SCHEDULE IS INCONSISTENT WITH UCC 2A, TIIE TF,RMS OF TIIIS AGREEMENT AND EACH SCHEDULE WILL GOVERN. 16,) GOVERNMENT WARRANTIES: Yon rnpresent and warrnnt tllat: (n) you are a duly organized public body corpol'ate and politic with full JJOWel' and nntlml'ily to enter into and perfol'm your obligations under this Agreement; (b) nil necessul'y actions of your goveming body lrnve been taken aud 11II necessary pl'occduJ"es l1ave been compiled with to give full effect to the execution, delivery and pcl'formance of tllls Agreement; (c) this Agl'eement ls valid binding aud enfol'ceablc according to Its terms; (d) you have budgeted and appropriated sufficient f1111ds to make all Payments nnd meet HII of your other obligations for the current fiscal year and such fnuds have not becu expended for other pul'poses; (c) you will do all things lawfully within your 110wer to obtain and maintain funds for 11aymcnts (including 11roviding for such payments in eael1 budget or appropl'iation request su.bmitted aud adopted), to liave such pol'tlons of budgets or appropriation requests npproved, and t"o exhaust all nvailablc reviews and appeals in the event sucl1 portion of any complied budget or appropl'latlon l'equcst is not 11ppruved; (f) you have complied with all Jlllblic bidding re11uirements ap11llenble to tills Agl'eement and the acquisition of the Equipmeut; and (g) the Equl11ment will be used only by you and only to pel'fol'm essential government or propl'ietal'y functions consistent witll the pel'missibfo scope of your authority. 17,) NON-APPROPRIATION: You intend to remit nnd 1·eason1tbly believe that moneys iu an amount sufficient to l'emlt all Lease payments and other payments can and wlll lawfnlly be 1tp11roprlated aud made available to pcl'mif you I' continued utilization of the Equi11ment and tbe pel'formance of its essential function during the Term, Tl1c pel'son(s) In charge of pre1iarlngyour budget will include in eacl1 ofyonl' fiscal budgets a rc11uest for tile Lease payments to become due hi such fiscal period, We acknowledge that appropriations of moneys for Lease payments is a governmental function which you cannot contractunlly commit youl'self in 1tdvance to pel'form nnd tills agl'eement does not constitute: (i) a multlple fisc1tl yeal' direct OJ' Indirect debt or fhrnnci al obligation; OJ' (II) an obligation payable in any fiscal year beyond tlac fiscal year for which funds arc lnwfully appl'oprialed; or (ill) an obligation crenting a pledge of ol' a lien of your tax or general revcuucs. In the event that your governing board docs not appl'ove an nppl'opl'iatlon of funds nt n11y time during tl1e Term for the Equi11me11t subject to the Lease, you shall have the rigllt to return the Equipment to us and terminate the Lease on tile Inst day of the fiscal period fol' whlcb 1tppmpl'latlons were received without J>cnalty or ex11ense to you, except as to the portion ofLease payments for whicl1 funds shall have been ap11ropriated 11ml budgeted. In the event you 1·eturn tile Equ.ipment to us, you will J"emove the Equi11mcnt nud return it to a place designated by us, freight and Insurance pl'C-J>ald, In good working ordel', ordinary wear and tear expected; you will be res110nslble for any damage to tlic Equipment during shipping. At least thh'ty (30) days prior to the end of your fiscal year, your cllief executive office I' (or legal counsel) shall certify In w1•iting tllat (n) funds have been appl'op1i1tted fol' the fiscal period, and (b) you have exllausted all funds legnlly available fol' the payment of Lease payment.�. You nckuowledge and agree Uiat this 11011-appl'Opl'iation provision is not intended to be used ns a .�ubstitute fol' convenience termination nor for the purpose of replacing the Equipment with other substantially ide11tical property, To the extent permitted by applicable lnw, you acknowledge 1111d agree not to utilize the no11-a1ipropri11tio11 provision for sucl1 pul'poses. 18,) SA VINOS: If any provision oftl1is Agreement or any Schedule is unenforceable, invalid or illegal, the remaining provisions will continue to be effective, If a Lease provides fol' a 10% OJ' $1.00 purchase option, each I,cusc payment iucludes a pl'i11cl1rnl component based on to Equipment cost and 1111 intel'est component. Tlic Equipment cost is the Rent divided by the Lease Rate Factor. Tile portion of the Rent tllat constitutes interest can be determined by applying to the E<Jnipment cost the rate which will amortize tile Equipment cost down to the purchase 011tion amount by payment of the Rent. The lease charge rate cau also be cnleulated using tile sum of the 1!:quipmcnt Cost as tile present vahie, the purchase option amount as the future value, the LI.lase payment ns the payment nm! the Lease Term as the term. The lease chal'ge rate may be higher than tile actual annual intel'est r1tte because of the amortization ofcel'taln, expenses and fees incUJ"l'ed by us, If Lessee ls located in Geol'gla, Mal'ylm1d, New Ham11shire, New Mexico, or Wisconsin: Ifa Lease 111·ovldcs for a 10% 01· $1,00 Purclmse O1ition, each Lease payment Includes a payment of principal aud lnterc,�t based on the Equipment Cost, and the Lease Rnte, Tlie Equipment cost is the present vnlue of the Lease payment discounted nt the Lease Rate ovel' the Lease Term. We both intend to comply with all appllc11blc laws. If It Is determined that you I' payments under 11 Lease result in an Interest payment bighllr tllan allowed by npplicnble law, then any excess Interest collection will be applicable law, tllen any excess interest collected will be applied to the repayment of pri ncipal and intel'est will be charged 11t the higlacst rate allowed by law. In no event will we chal'ge or l'ecelve or will you p1ty any amounts in excess of the legal amount. 19,) MERGER: TUE ABOVE TERMS AND CONDJTJONS RF.PRESENT AND MERGE ALL THE TERMS l)pNDI' b'ITO THIS AGREEMENT. NEITHER THIS AGIUmMENT NOR ANY SCHIWU l.,E MAY BE MODIFIED OR ALTERED EXCEPT IN WRITING AND SIG ED BY ON OF OUR OFFICERS. � � ft.ft �SIGNER'S INITIALS (REQlJIH.ED)
DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 DocuSign Envelope ID: 76D14AB2-9F4A-4DCF-91 EC-97E053923777 DEALER:
(Full Legal Name)
(Street Address)

MUNICIPAL SCHEDULE
(To Lease, Cost-Per-Copy, or Rental)
LESSEE/ RENTER:
(Full Legal Name)
(Street Address)
Schedule#
Master Agreement#
(City) (State) (Zip Code) (City) (State) (Zip Code)
(Phone) (Contact Phone) (Contact Name)
Eouinment Descriotion Lease Only
Quantity Model No. Description Serial No. Equipment Service Monthly Lease Payment Pavment(A) Pavment /B) /A+Bl
Totals
*ADDITIONAL PROVISIONS: We will not be re.sponstble to provide you with any mamtenance, service, and/or supphes. Lessor ts authonzed to add VIN/Sena! Numbers later when available.
/FOR ADDITIONAL UNJTS ATTACH ADDITIONAL EOUJPMENT SCHEDULES. PAYMENTS ARE EXCLUSIVE OF TAX) TRANSACTION TERMS:

TERM: MONTHS@ $.00 (Plus tax) Per Month
PURCHAS E OPTION: (Applies To Lease Only) _$1.00 Buyout Equipment Location if different from Lessee/ Renter address above:
-'--- Advance Payment
___ Security Deposit $.00
The First navment, when annlicable will be due on the "Commencement Date." Additional navments will be due on the same date of each following billing oeriod.

IMP ORTANT: READ BEFORE SIGNING.

TUE TERMS OF THIS SCHEDULE "INCLUDING THOSE IN THE MASTER AGREEMENT" SHOULD BE READ CAREFULLY BECAU SE ONLY THOSE TERMS IN WllITING ARE 1!:NFORCEABLE. TERMS OR ORAL PROMISE S WHICH ARE NOT CONTAINED IN THIS WRlTTEN AGREEMENT MAY NOT BE LEGALLY ENFORCED. YOU CERTIFY THAT ALL THE

INFORMATION GIVEN IN THIS SCHEDULE AND YOUR AP PLICATION WAS CORRECT AND COMPLETE WHEN THIS SCHEDULE WAS SIGNED. THIS SCHEDULE INCORPORATES ALL TI-IE TERMS AND CONDITIONS IN THE MASTER AGREEMENT IDENTIFIED ABOVE. EACH SCHEDULE IS NOT CANCELABLE unless section K; Termination inRCAw017w23010022 is exercised.

ACCEPTED BY: PROPOSED BY:

LESSOR/ RENTOR: LESSEE / RENTER:
(Full Legal Name)
DY: llY: X
TITLE: Title:

DATE: DATE: FED TAX ID#:

DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 DocuSign Envelope ID: 76O14AB2-9F4A-4DCF-91 EC-97E053923777

CERTIFICATION OF AUTHORITY TO SIGN GOVERNMENTAL LEASE
Re: Municipal Lease Agreement dated
Between
For Lease# ---------------------------
, Lessor
, Lessee
(The LEASE)
The undersigned hereby certifies that he/she has signed the LEASE; that he/she had, and continues to have, full power and authority to do so, and that he/she has followed all required administrative procedures and has complied with all legal or other provisions necessary to ensure that the LEASE is a legal and binding obligation of the LESSEE.

Date of this certification:

Lease Signatory: Signature X
Name
Title
Attesting Official: Signature X
Name
Title
Please sign this document in the presence of a notary to confirm signatures. The notary may sign in the space below. If no notary is available each above signor may provide a photocopy of his/her driver's license. This is a legal document, which confirms your signatures and does NOT personally obligate you for the lease payments.

Signed before me on this ____ day of ---------- ,20_.
(Stamp)
Signature of Notary
DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 DocuSign Envelope ID: 76D14AB2-9F4A-4DCF-91 EC-97E053923777

LESSEE RESOLUTION
Re: Municipal Lease Agreement# __ dated as of __ � between __________ (Lessor) and ________ (Lessee) and Schedule No. __ .

At a duly called meeting of the Governing Body of the Lessee (as defined in the Agreement) held on -----� 20_ the following resolution was introduced and adopted:

BE IT RESOLVED by the Governing Body of Lessee as follows:

1. Determination of Need. The Governing Body of Lessee has determined that a true and very real need exists for the acquisition of the Equipment described on Equipment Schedule A of Municipal Schedule No. _ to the Municipal Lease Agreement#, ___ dated as of---� between __________ (Lessee) and __________ (Lessor).

2. Approval and Authorization. The Governing Body of the Lessee has determined that the Agreement and Schedule, substantially in the form presented to this meeting, is in the best interests of the Lessee for the acquisition of such Equipment, and the Governing Body hereby approves the entering into of the Agreement and Schedule by the Lessee and hereby designates and authorizes the following person(s) to execute and deliver the Agreement and Schedule on Lessee's behalf with such changes thereto as such person(s) deem(s) appropriate, and any related documents, including any Escrow Agreement, necessary to the consummation of the transaction contemplated by the Agreement and Schedule. ____________ is authorized to enter into the lease/purchase financing with Lessor to finance their _________ for months.

Authorized lndividual(s):
(Printed or Typed Name and Title of individual(s) authorized to execute the Agreement)

3. Adoption of Resolution. The signatures below from the designated individuals from the Governing Body of the Lessee evidence the adoption by the Governing Body of this Resolution.

By:
(Signature of Secretary, Board Chairman or other member of the Governing Body) Print Name: ____________________ Title:. _______________ _ (Print name of individual who signed directly above) (Title of individual who signed directly above) Attested By:
(Signature of one additional person who can witness the passage of this Resolution) Print Name: ____________________ Title:. _______________ _ (Print name of individual who signed directly above) (Title of individual who signed directly above) DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 DocuSign Envelope ID: 76014AB2-9F4A-4DCF-91 EC-97E053923777

REQUEST FOR CERTIFICATE OF INSURANCE
(THIS FORM IS PROVIDED FOR TIIE LESSEE TO APPROVE AND FORWARD TO OWNER) TO: Customer's Insurance Agent Description of item(s) to be insured:

Name of Arrencv: X
Arrent: X
Address: X
Phone Number: X
Fax Number: X
Insurable Value: $ ____ _
We have entered into a Lease Agreement with Lessor _________ and its assigns for the above-described item(s).

This is a "NET" Lease and we are responsible for the insurance. The insurance policy must include a provision for the following requirements:

COMPREHENSIVE GENERAL LIABILITY/PROPERTY DAMAGE COVERAGE:

PLEASE SHOW AS ADDITIONAL INSURED AND LOSS PAYEE ON THE CERTIFICATE OF INSURANCE. ALSO, $1,000,000.00 OF LIABILITY COVERAGE JS REQUIRED FOR ALL MOTOR VEHICLES.

I authorize the above agent to immediately place the insurance coverage required for the described item(s). Please issue a binder of insurance to the above named Additional Insured and Loss Payee by return mail and place it with the original insurance policy or endorsement within 30 days.

This Certificate should indicate the following: "It is agreed that Lessor ________ and its assigns will be notified in writing 10 days prior to cancellation or other material change in the conditions of this policy". *LEASE NUMBER: ___ _
*Please reference the lease number (above)
on the Insurance Certificate. Also, fax &
mail the original to the fax number & address listed above Signature of
Title
DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65 DocuSlgn Envelope ID: 76D14AB2-9F4A-4DCF-91 EC-97E053923777 Sharp Order#: ____ _
Date:

Lease#:

NOTICE OF INSTALLATION
Installing Dealer: Customer Installation Location:

Contact Person Telephone Contact Person Telephone
Please complete this form upon installation of all equipment noted below. After signature by the customer acknowledging installation, the Dealer is to sign Page 1 of this form and promptly mail all pages to:

Lessor
Method of Acquisition: Purchase (Install)

EQUIPMENT DESCRIPTION
Quantity Model Dcscri11tio11 Inst, Date Install Serini No, Meter Reading The Undersigned has: J. Received in good condition and accepted all Sharp Electronics products listed above;

2. Verified the serial numbers listed above;

3. Verified that the copier starting meter reading is correct.

Customer Acceptance: ___________ _ Installation Date:

Print Customer Name:

Title: Date: Installing Dealer:

DocuSign Envelope ID: 23D5551C-857B-495B-BAAA-3F77C3713E65

Santa Ana City CouncilAugust 4, 2026

Santa Ana City Council
August 4, 2026