HomeMy WebLinkAboutMINUTES - 09281999 - C75-C79 TCS: 130A �OF SUPERVISORS
Costa
FROM: John Cullen, Director roe County
Employment. and Hunan Services Department � ...
DATE: September 14, 1999
SUBJECT: APPROVE and AUTHORIZE the Employment and Human Services Director, or designee,
to contract with uttered Women's Alternatives (21-303-7) in the amount of$260,000 for the
Family Preservation and Support Program (FPSP) in Parkside and domestic violence services,
for the period from September 1, 1999 through August 31, 2000.
SPECIFIC REQUEST(S)OR I.2ECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION
RECOMMENDED ACTION
APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to contract with
Battered Women's Alternatives (21-303-7) in the amount of$260,000 for the Family Preservation and
Support Program (FPSP) in Parkside and domestic violence services, for the period from September 1, 1999
through August 31, 2003.
FINNAN IAL IMPACT:
No County cost. Federal funds cover the IPSP assts in this contract ($134,884), State CalWORKs funds
support the domestic violence services portion($125,116",
CHILDREN'S IMPACT STATEMENT:
This contract supports all of Contra Costa County's community outcomes: 1) "Children heady for and
Succeeding in School"; 2) "Children and Youth Healthy and Preparing for Productive Adulthood"; 31 "Families
that are Economically Self-Sufficient"; 4) "Families that are Safe.. Stable and Nurturing"- and 5) "Communities
that are Safe and Provide a high Equality of Life for Childress and Families." FPSP provides a comprehensive
continuum of'services to children and far_�ilies that includes job skills training, parenting classes, and support
groups for parents and relative caregivers. Domestic violence services directly promote safety and economic
independence, and will address issues that may act as barriers to employment,
The Board approved a three-year Family Preservation and Support Program(FPSP)plan on June 15, 1999, and
on September 21, 1599, approved three contracts with Pittsburg Pre-School Council,the Center for Human
Development, and the YMCA of the East Bay. This contract rounds out the collaborative FPSP program,
maintaining a focus on developing and strengthening community resources.
Research 'has demonstrated a significant link between domestic violence and welfare dependency, as domestic
violence can be a significant barrier- to job placement, job performance, and job retention. In addition to the
existing FPSP-funded program in Parkside, BWA will expand domestic violence services to the targeted
community. BWA will also develop and implement domestic violence protocols and domestic violence
services to all East County CaIWORKs participants.
e
CONTINUED ON ATTACHMENT: � SIGNATURE: � �R t � Il il
*V% semi€ ,b
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
APPROVE -OTHER
CTHE
IGNATU E(S):IL
ACTION OF BOARD�I c � ' •.��� yi 3, APPROVED AS RECOMMENDED OTHER
'CTE of SUPERVISOR
I HEREBY CERTIFY THAT TH[S IS A TRUE
UNANIMOUS(ABSENT ) AND CORRECT COPY OF AN ACTION TAKEN
AYES: NOES-.- AND ENTERED ON THE MINUTES OF THE BOARD
ABSENT: ABSTAIN. OF SUPERVISORS ON THE DATE SHOWN.
12
€ HiL BATCHELOR,CLERK OF HE OARD OF
SUPERVISORS AND COUNTY ADMINISTRATOR
oopfact DANNA FABELLA,3-1583
�e. EHSD CONTRACTS€NIT
COUNTY ADMINISTRATOR BY "^�3 �� '�-� DEPUTY
AUDITOR-CONTROLLER
CONTRACTOR
TC: BOARD OF SUPERVISORS Contra
�. Costa
FROW John Cullen, Director w.. County
Employment and Human Services Department
DATE: September 16, x.999
SUBJECT: APPROVE and AUTHORIZE the Employment and Human Services Director, or designee,
to AMEND contract #21-488 with the Professional Association. For Childhood Education
(PACE), raising the contract amount by $119,300 from $173,600 to a new amount of
$292,900 for childcare services for the period from January 1, 1999 through June 311, 1999.
SPECIFIC REQUEST($)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION
RECOMMENDED ACTIO
APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to AMEND
contract #21-488 with the Professional Association. For Childhood Education (PACE), raising the contract
amo rut by $119,300 from $1.73,600 to a new amount of$292,900 for childcare services for the period from
January 1, 1999 through June 30, 1999.
FINANCIAL IMPACT:
No additional County cost. The County will use unexpended feedera.l revenues and funds from the California.
Department of Education to ever the childcare costs.
CHILDREN'S IMPACT STATEMENT-.
This contract supports all five community outcomes. 1) "Children Ready for and Succeeding in School"; 2,
"Children and Youth Healthy and Preparing for Productive Adulthood"; 3) "Families that are Economically
Self Sufficient"; 4) "Families that are Safe, Stable and Nurturing"; and 5) "Communities that are Safe and
Provide a High Quality of Life for Children and Families." Quality childcare services support all of the
Children's Report Card outcomes, because children directly benefit from the care they receive each day m a
nurturing environment, while their parents can pursue employment, education, and other opportunities that
benefit families.
BACKGROUND.
On December 15, 1998, the Board authorized the EHSD Director to apply jointly with the Contra Costa Child
Care Council and.PACE to the State Department of Socia.' services for Stage Two child care reserve funds for
children of eurrent and forn_er CaIWORKs parents, The application was successful and the County was awarded
an, additional $868,040 in funds.
Increased funds for this contract will cover childcare casts for 70 additional chi dren of working CalWORKs
parents.
F
CONTINUED ON ATTACHMENT: � SIGNATURE:
� 3
RECOMME€ DAT€C'N OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
APPROVE OTHER
ACTION OF 130ARD ON APPROVED=� '�— 3t.�y Ay��_� APPROVED AS RECOMMENDED X OTHER
VOTE OF SUPERVISORS
I HEREBY CERTIFY T€�A i THIS IS A TRUE
€3 fA €€ (ABSENT �a AND CORRECT COPY OF AN ACTION TAKEN
AYES:_- NOES: AND ENTERED ON THE MINUTES OF THE BOARD
ABSENT: ABSTAIN: OF SUPERVISORS ON THE DATE SHOWN.
lz'-
PHIL BATCHELOR,CLERK OF THE BOARD OF
SUPERVISORS AND COUNTY ADMINISTRATOR
Contact MANNA FARELLA,3-1,583
cc: EHSD(CONTRACTS UNIT)
COUNTY ADMINISTRATOR BY � ��1! � e�� �t DEPUTY
AUDITOR—CONTROLLER
CONTRACTOR
Contra
TO: BOARD OF SUPERVISORS �
„aai Costa
FROM: John Cullen, Director �� my
Employment and Human Services Department
DATE: September 15, 1999
SUBJECT: APPROVE and AUTHORIZE the Employment and Human Services Director, or designee,
to contract with the University of California, Davis (#21-099-10) in the amount of$159,300
for staff development training, for the period from July 1, 1939 through June 30, 20M
SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AN!)JUSTIFICATION
RECOMMENDED ACTION:
:
APPROVE and AUTHORIZE ORIZE the Employment and Human Services Director, or designee, to contract with
the University of California, Davis (#21-099-10) in the am.aunt of$159,300 for staff development training,
for the period. from July 1, 1999 through June 30, 2000.
FlNkN�CIAL I PACT:
No County cost. The University of California will make in-kind contributions cif$27,675 with the balance
Ended by State and Federal. sources.
CHILDREN'S MPACT STATEMENT:
Staff deveiopment training supports three Contra Costa County community outcoanes: "Families that are
Economically Self-Sufficient"; "Families that are Safe, Stable and Nurturing"; and "Communities that are Safe
and Provide a high Quality of Life for Children and Farr;,�lies." Through this training, case managers will be
better able to connect CalWOR s participants withjob training and opportunities, child welfare can improve
sum. ob tive intervention and.prevention services for families at r sk of child abuse; and the County's adult
population will benefit from enhanced responsiveness of adult services workers.
C Davis Extension has provided training to the Contra Costa County Employment and Human Services
Department over the last seven years. This training meets state regulations that allow public institutions of
higher education to provide inmlcind rrratch funding equal to the California welfare lepartn ent's share of costs,
resulting in no expense to the County.
This year, EHSD plans to continue training through three agreements totaling $159,3€10 with UC Davis
Extension. The training will address needs in the areas of eligibility services ($99,900), child welfare ($37,500),
and adult services($21,600).
{
CONTINUED ON ATTACHMENT' � SIGNATURE:
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
APPROVE OTHER
ACTION OF BOARD ON r� 'r < a r` f 1 APPROVED AS RECOMMENDED X OTHER
VOTE OF SUPERVISORS
I HEREBY CERTIFY THAT THIS IS A TRUE
UNANIMOUS(ABSENT � - � AND CORRECT COPY OF AN ACTION TAKEN
AYES: €OEs: AND ENTERED ON THE MINUTES OF THE BOARD
ABSENT: ABSTAIN: OF SUPERVISORS ON TIME DATE SHOWN.
ATTESTED _�--e8je
FML BATCHELOR,CLERK OF THE BOARD OF
SUPERVISORS AND COUNTY ADMINISTRATOR
ISTRATOR
Contact: ROBERT HOFMA N,3-1593
cc: EHSD(CONTRACTS UNIT)
COUNTY ADMINISTRATOR �Y��/a �/� � �✓ � � DEPUTY
CONTRACTOR
TO: BEARD OF SUP RV SORS
Phil Bachelor, County Administrator �, ...-�- � Costa
DATE: August ib, 1999 '� County
SUBJECT: agreement for lease of computer equipment and software
$i"5C;FIC REQUESTS)CE 4ECCaMR#NDATION(S)& BACKGROUND AND JUST!FI AT:ON
L RECOMMENDED ACTION:
Request the Chairman of the Board of Supervisors to approve the attached Munic, al
True Lease 'Master Agreement CA 221 ("Agreement"') with MLC Group, Inc, All
documents necessary to carry out the Agreement shall be executed by the Director of
General Services or his designee.
SCA. FINANCIAL ANCIAL IMS.CACI:
Ione at the present timed
mREASON FOR RECOMMENDATION.
The Agreement will allow individual County departments to enteh Lnto otagoing
agreements for the acquisition and leasing of desltop computer hardware, software, and
associated peripheral devices. Computer equipment and software now has a useful life of
about tree years. In order to react to the rapid changes in technology, the County needs
to be in a position to react to nese changes, Leasing computer equiprraent and soffivare
for varying lengths of tine, depending on department's needs, accomplishes this. It will
also allow these depa t encs, the Department of Information eche log),,the Department
of General Services and the auditor-Controller to track these County assets on an
ongoing basis.
IV: BACKGROUND:
The worldwide application of information technology is,-m, integral, com^ and
expensive portion of everyday business infrastructure 4ithin the Co: _' ° thea are
thirty-plus different departments that support a wide v4i f b4sind s f`u",
CONT i! UED ON AT SACHMENT: "t ed SIGNATURE: � 1 � •'•5x-_ fAEa
@e
.e RECOMMENDATION�F COUNTY ACT INI[STRATOR -RECOMMENDATION Of BOARD CC?,4kj..9rrC.E
APPROVE OTHER
SIGNATURE'S
ACTION OF BOARD ON - ���7'F,�'.y^.�"�"' e�'X d Y��' APPROVED A$'RSCOMMcc-NDEG Z— _.0THE€'+
VOTE OF SUPERVISORS
a , HEREBY CERTIFY THAT THIS M A TRUE
UNANt,'� OUS(ASS€NTe..._ 1 - - - t AND CORRECT COPY OF AN ACTION TAKEN
AYMS: _?gCES: e 144 ENTERED ON THE MINUTES OF THE BOARD
ABSENT: ABSTAIN: OF SUPERVISORS ON THE DATE SF6s`7WN?
cc* ATTESTED
t'
PHIL SATCHEIwOR,wLERK OR THIS SOAnD OF
SUPERVISORS AND COUNTY AOMIMS i RATOR
� � A f
AA382 (10/88) SY r � 3. %t 'DEPUTY
e`v'aa
constituents, most of which have significant informati
COUNTY OF CONTRA COSTA MLC Group; Inc.
i
By:
i iiiia. Chair President
Board of Supervisors MLC Group, inc.
ATTEST:
Phil Batchelor, irk of the Board of
Supervisors and County Administrator
Deputy Secretary
MLC Group, Inc.
RECOMMENDED FOR APPROVAL
Steven A. teir reser
Chief i r ion Officer
{
By:
Form Approved:
Victor J. Westman
County Counsel
By:
Deputy r'
County Administrator Contra
Risk anage 6;�:VV131011 costa .
2530 Aar id Drive,Brite 140 ?-%
��� Risk€�anagerrent
Mar#:�ex,Cwtifornia 9455,3 Admin-istfatiion ;925d 335A450
Fax Numbs; (925}335-142
j r
luty 27, 1999
MLC Group, Inc.
400 Herdnon Parkway
Hemdon, VA 20170
To Niom It May Conga
Res Lease Agreement for Personal Computers&Related Equipment
The minty of Contra Cosmo has a comprehensive self-insurance program to cover its
gent, automobile, and professional liability exposure, as well as its obligations under the
Wbrkers'Compensation laws of California.
The Counys self-insurance program provides for the legal defense of officials,
employees, and volunteers pursuant to government Code Section 825 and fbr the payment
of all sums that the County is obligated to pay by reason of liability imposed by law and
arising from acts or failures to act, excepting puma damages. This protection vers
services r by officers, emp , and volunteers Gln the scope of fir official
duties In accordance ith the conditions of their employment i .
self-insurance Pram is funded to provide payment of claims.
The County also purchases insurance rig real and personal pro including
buildings, Wires, office equipment and mor vehicles, e8 by the County or
where the County is obligated by contract to profit the interests of an owner, lessor, or
other party having a financial intaxst In such property,
Sincerely,
JOSEPH J. $O D
Risk Manager
UT:py
Steve Steinbrecher
DEPLMES:
VICTOR J.WESTMAN
PHiLUP S ALTHOFF
JAMCE L.AMENTA
COUN7Y COUNSE:
KORA G.BARLOW
B.qEBECCABYRNES
SILVANOB.MARCHES:: ANDREA W CASS;DY
CONTRA CO$TAz NTY MONIKA L.COOPER
C-i iEF ASSiSTANT c-OJN,-!Y COUNSEL I.I �I ViCKi=-L.DAWES
OFFICE Q�E--000. Y-COUNSEL MARKE S.ES T;S
WCHAEL 0.FARR
SHARION L.ANDERSON UCLIAN---�,Iju
DENNiSC GRAVES
ASSISTANT COUNT'COUNSEL IhE JANET: HOLMES
$�,I�P STREET.-ftFLboR
MARTIN�& 653
1*�a4 -1229 KEVIN T K=RR
GREGORY C.HARVVEY BER14ARDL KNAPP
ASSEDWARD V LANE,JR
8EA1R;Cr L;L;
IS'ANT COUNTY COUNSEL
MARY ANN MASON
GAYLE MUC-GU PAUL R.MUN2
VALEPUE J.RANCHE
OFF--E MANAGER SEVEN P RETTIG
DAWD F SCHIAOT
DIANA s-SILVER
PHONE(925)335-1800 BARBARA N SUMLIFFE
FAX(925)646-1078 JACQUELINEY WOODS
July 26, 1999
Lessee: Contra Costa County, California
Department of Information Technology
30 Douglas Drive
Martinez, CA 94553
Lessor: MLC Group, Inc.
400 Herndon Parkway
H-erndon, VA 20170
RE: Agreement between MLC Group, Inc. ("Lessor")and Contra Costa County, California,
("Lessee")
I have acted as counsel to the Lessee with respect to the subject agreement and various
related matters and, in this capacity, have reviewed a duplicate original or certified copy of the
agreement, and the exhibits attached thereto. used upon the examination of these and such other
documents as I deem relevant, it is my opinion that:
i. Lessee is a county and political subdivision of the State of California(the"State"),
duly organized, existing, and operating under the constitution and laws of the State. The Lessee
is organized under and pursuant to the Government Code of California, including Sections 23000
et seq.
2. Lessee is authorized and has the power under State law and County ordinance to enter
into the agreement and has satisfied all requirements of such laws in doing so.
3. The agreement has been duly authorized, approved, executed, and delivered by and on
behalf of Lessee and is a valid and binding contract of Lessee enforceable in accordance with its
terms, except to the extent limited by State and Federal laws affecting remedies and bankruptcy,
reorganization, or other laws of general application relating to or affecting the enforcement of
creditors' rights.
4. The authorization, approval, and execution of the agreement and all other proceedings
is
of Lessee relating to the transaction contemplated thereby have been performed in accordance
with all open meeting, public bidding, and other laws, rules, and regulations applicable to the
Lessee.
5. The execution of the lease and the appropriation of moneys to Day the lease payments
coming due thereunder do not result in the violation of any constitutional, statutory, or other
limitation relating to the manner, for or amount,of indebtedness which may be incurred by
Lessee.
6. There is no litigation, action, suit,or proceeding pending or before any court,
administrative agency,arbitrator, or governmental body that challenges the organization or
existence of Lessee, the authority of its officers, the proper authorization, approval, and/or
execution of the agreement, the exhibits, and other documents contemplated hereby, the
appropriation of monies or any other action taken.by Lessee to provide monies sufficient to make
lease payments under the agreement, the performance by Lessee of all its obligations under the
agreement, the enforceability and enforcement of the lease against the Lessee, or the ability of
Lessee otherwise to perform its obligations under the agreement and the transactions
contemplated thereby.
Very truly yours,
Victor J. Westman
County Counsel
By: Philli Althoff
Deputy County Counsel
HAPSA\I—ETTERS\164.%-pd
INCUMBENCY NCS"CERTIFICATE.
_ do hereby Certify that€am the authorized - - — of COP Va CoSta County("Lessee")
The persons)w"se name(s) and nt'.e;s)appear ielow is:are authorized officers)or re presen.tWive(s)of Lessee a.^-d hold on 'he date of tt,.:s
m";ficate and on "'he date of exeui!;cn of the lease Docvrnews (heremalter deffned) ine posy lon(5)set opposite his/her respectwe riame(s)
Each wfice?or repre5@rWive ;5 zuthcr.zed to execute and del€ver or to detegate his or her author;".y and dehver any A ssesx£ lease agreement
between Lessee and MLC Group. Inc- as wet€ as alt other docsmeots and instrsurnenf5 (a;i agreements, documents. and wstruments smell
coltectweiy be referred to as lease✓ocur:7ents")in cof nect:on therewitt.k
NA, 4E TITLE SIGNATURE
n a t.w
LETTER OF COMMITMENT
juiy 22, 1999
Mr. Steve Steinbrecher
Contra Costa County
30 Douglas Drive
Mwtinez, CA 94553
ReWunicipai True Lease Master Agreement No CAM221 dated as of July 6, 9999(the"Agreement")
between MLC Group, Inc. as Lessor(tire"Lessor")and Contra Costa County as Lessee(the"Lessee").
WHEREAS, Lessee shall issue purchase requisitions,which may be issued eieetronicaiiy,(collectively
referred to hereinafter as the'Purchase Order)to Lessor which describe asset(s)(the"Assets")to be
purchased by Lessor on behalf of Lessee and subsequently ieased to Lessee under the terms and
conditions of the Agreement. If Lessee selects to issue Purchase Orders electronically,a duly authorized
representative of Lessee shall connect to Lessor's electronic ordering software, indicate the description of
the Assets to be ordered, and export the order to Lessor's database;
VW-iEREAS, Lessee and Lessor intend to execute Schedule(sl referencing said Assets,hricorporating'hero-in
the terms and conditions of the Agreement',Collectively referred to as the"Lease Documents'):
NOW`-HEREFORE, as of the date first set forth above,the parties hereto agree as follows:
I. Upon Receipt by Lessor of Lessee's Purchase Order, Lessee agrees that Its obligations under the
Agreement(wrich is a finance lease as defined in Articie 2A of the Uniform Commercial Code)and
subsequent Lease Documents with respect to the Assets described on said Purchase Order shali be in full
force and effect.
2. Receipt by Lessor of Lessee's Purchase Order shiali be deemed to have taken place on the date
that Lessor receives a fax,a copy,an e-mail, an electronic order, or an original of a Purchase Order from.
Lessee.
3. Receipt by'Lessor of Lessee's Purchase Order shall authorize Lessor to issue a purchase order to
the vendor of the Assets described thereon,which shall bind and authorize Lessor to pay the vendor.
4. Upon Receipt by Lessor of Lessee's Purc-hase Order,Lessee's obligation to pay Rent for each
Asset described thereon commences upon delivery of each Asset as evidenced conclusively by acceptance
of the Assets by the Lessee. Promptly upon delivery, Lessee will inspect the Assets and within five(5)
business days, Lessee will provide to Lessor an executed Acceptance Certificate or written notification of any
defects in the Assets. Lessee is required to furnish an Acceptance Certificate signed by a duly authorized
individual or written notification of any defects in the Assets within five(5)business days. Further,Lessee
agrees that its obligation to pay Rent is absolute and unconditional and shall not be subject to any
abatement,reduction,set-off,defense,counterclaim or reccupment due or alleged to be due by reason of
any past, present or future claims Lessee may have against Lessor,the manufacturer,vendor,or maintainer
of the Asset(s), Lessor's assigns,or any person for any reason whatsoever. As between Lessor and Lessee,
such delivery shall be deemed acceptance and shall not be subje-,4 to rescission without Lessar's written
agreement. Should Lessee be dissatisfied with any Asset,Lessor agrees to assignLesseeall of its rights
against the manufacturer and vendor of the Asset.
5. Lessor she!'have no liability to Lessee,or any other party,nor shall Lessee abate,payments,or
neglect its responsibilities hereunder for any loss,claim,at darnage of any nature caused or alleged to be
caused directly,indirectly,incidentally,consequentially or in any way,shape or form by the failure of Lessee,
its employees,agents,subcontractors or any other individuals to either adhere to its purchasing policies and
procedures or the failure to have such.policies and procedures in place with respect to electronic ordering
systems and/or any other ordering systems,whether fraudulent or unintentional. It is and shall remain solely
the Lessee's responsibility to maintain secure standards,procedures and facilities that prevent unauthorized
or otherwise unacceptable ordering from occurring. Lessee hereby indemnifles Lessor and its assigns
against any loss,claim or damage of any kind or nature arising from placement of any orders with Lessor.
6. The auartedy Rent price, represented as a Wcentage of the acquisition cost of the Asset(s)
specified by Lessee,shall be fixed fort heinitial ninety,(903 days. The initialninety(90)days s'41
commence on July 1, 1999. After ninety(9 0)days,Lessor may adjust the Rent price for subsequently ninety
(90)days periods. Lessor wW provide thirty(3M days wrifter.nofte to Lessee of any adjustment in Rent
price. Lessee may also adjust the Rent price for any order if substantial changes in Asset(s)type,brands or
configurations are made by,lessee or if they are substantial changes to thefinancial markets. The inifiai
monthly Rent price for equicment and operating system software fi.e.,Windows 9519811 shall be 2.93 percent
The initial monthly -es
of the acquis;tion'cost of the Asset(s). Rent price for other applIcation,software,semis
or other'ther,operating systems sof tware,shafi be 3.32 percent of the acquisition cost of the
Asset(s). Lessor shelf invoice Lessee on a quarterly basis and the Rent shall be due on the first day of each
quarte.-.
7. IF, FOR ANY REASON, LESSEE AND LESSOR FAIL TO ENTER INTO THE LEASE
DOCUMENTSWITH RESPECT TO THE ASSETS DESCRIBED ON THE PURCHASE ORDER,LESSEE
AGREES THAT IT SHALL(a) REIMBURSE LESSOR FOR ANY MONIES DlSSURSED BY LESSOR(PLUS
INTEREST ATTHE RATE OF 12%PER YEAR)WTH RESPECT TO THE PURCHASE ORDER. IF NO
MONIES HAVE BEEN DISBURSED BY LESSORWITH RESPECT TO THE PURCHASE ORDER, LESSEE
AGREES T€AT SHALL ASSUME THE OBLIGATION 1*0 DlSSURSE FUNDS TO TH5 RESPE,",T!VE
VENDORS OF THE PURCHASE ORDER;AND(b)ASSUME ANY AND AIL OBLIGATIONS WITH
RESPECT TO THE VENDOR(S)AND-SIE ASSETS ON THE PURCHASE ORDER,
ACKNOWLEDG, A
rD AGREED:
LESSOR- JOU LESSEE: Contra Costa County
i U
BY: BY:
NAME: NAME:
TITLE: TITLE:
DATE: DATE:
CERTIFICATE OF ACCEPTANCE
Certificate of Acceptance under Mester Leese Agreement No. CAM221 dated as of ,eddy 22, 1999
(ccilectiueiy,the`-ease"',bemeera MLC Croup, Inc ("Lessor")and Centre Costs County("Lessee').
n Asiet(s). The Lessee hereby certifies that the Assel;(s) set forth and described on the purchase
order refererfced below have been delivered to the k=tion(s)set forth or,the purehese order, inspedted by .
the Lessee,found to be in good order and accepted,all on the Efate of Acceptance set forth below:
Purchase Order Number:
Date of R ptan : 19
2. Representations by the Lessee. The Lessee hereby represents and warrents to the Leser and
any Assignees that on ti°:e Date of Acceptance sist forth above:
(a)The representations and warranties of the Les-see set forth in the Leases are true and Correct in
all materiel respects as though made on and of such Cate of Acceptance: (b) The Lessee has satisfied or
complied with all requirements set forth in the Lesse to be satisfied or complied with on or prier to such Cate
of A pten ; (C) No Default or Event of Defauit under this Lease has marred and is continuing or. such
Date of Acceptance,and (d)The Asset(sr are insured in a rdence whh the previsions of ft fester Leese
Agreement-
LESSEE:Cure Costs County
BY:
NAME:
TITLE:
s,
'RETE LEASE SCHEDULE NO.100 dated as of October 1,1999
to llunicipaE'true Lease faster Agreement floe C AM221 dated as of July 5,1999
between the Lessee and Lessor below.
THly SCHEDULE is entered into by and between Ohs undersigned Lessee and Lessor pursuant to the Munic:pai True Lease Master Agreement
identified above. Al"terms and conditionsof s:sch Municipaf True Lease Master Agreement are incorporated hveir-,aid made a pad of hereof,
and unless otherwise specified herein,the tea is used in this Schedu e shaii have the same meanings as used .,,n the Municipal `true Lease
Waster Agmerrerit. Conflicts between the provisions of the Muncipal True Lease Master Agreement and this Schedule are governed by the
provisions hereof.
By its signature hereon, Lessee represents its has read, uriderstands arid. agrees to the Terms and Conditions of the MunieipaE Tpus Lease
Maser Agreement ideritified above and the provisions of this Schedule.
IN W N eS WHEREOF, Lessee and Lessor reaffirm 0 of the terms and conditions sof the Municipal Truce Lease Master Agreement,except
as modified hereby,and cause this Schedule to be executed by their duty authorized representatives.
€ESSOR: LC GROUPyANC LESSEE.,Contra Costa County
Y: BY.
Lj
NAME, NAME:
TITLE: TES LE:
DATE: DATE:
i. WITi AL LEASE TERM.
he er od from and inc tiding the Commencement }ate for each Asset to and inciuding the last day of the month in which the Commencement
Date for the cast Asset delivered hereunder has occurred,plus tweleve(12;quaiters thereafter.
2. RENT.
a. Due os.the first day of the month rnrnedlately following the Comn noernent Date for the last Asset delivered hereunder: fid)fntedm Rent
consisting of keret,prorated on the basis of a S ay month,for the period from,and inciud ng each Commencement Date to bull
above due date:anti(ii)one payrnen:t of Rent in the amount specified below.
b. Due on the first day of each quarter for the remaining Initial Lease herrn: Rent in the amount of V0001
3. ASSES'LOCATION.
Contra Costs Cour ty.30 Ooug!ss Drive,Martinez,CA 84553
d, ASSET DESCRIPTION.
gtL Mfg- Mode.Teat:re 20-0 tion Asset Unit Cost Value*
Sw Attach mmnt A annexed hereto and made of a part thereof. Total Asset Cost Vaiue:�
'Provided solely for the purposes of ca;!lrc!at:1!1g Proportional Casually values pursuant to Section 10 of the Nlurricipal True Lease Master
Agreement and in conjunction with Section,6 of this Schedule.
S. CASUALTY VALUES.
The Casualty Value for any Asset shaii be the percemage set forth below the Asset Unit Cost'Value set forth in Section 55 of this Schedule. if
no Assel,Unit Cost Value is given for an Asset,its'Casualty Value and the proportional,Rent,calculations for the purposes of Section 10 of the
Municipa; True Lease Master Agreement shall be based on the ratio of Lessor's original purchase price for that Asset to Lessor's original
purchase price for all Asset(s)on the Schedule. The below percentages apply from the Rest payment period listed beside the percentage to
the next listed Rent payrnenloperiod.
Rent Prntp C.V.
t09.00
2 106.48
3
4 101.44
5 9&92
6 96.40
7 93.88
91.36
88.84
86.32
83.80
.-2 and thereafter 81.28
6. FISCAL PERIOD. June 301` to July est
7.RETURN,PURCHASE OR RENEWAL OPTION: Provided Lessee is not in default hereunder and Lessee gwas Lessor wrifter.notice not less
than three(3)months prior to expiration of the initial Lease Term, Lessee shall have the option. to (;Ji return all or portion of the Assetis) to
Lessor pursuant to section *waive ;t 2) of the Municipal True Lease Master Agreement ffi) purchase al€ or portion of the Asset(s) at the
then currant fair rnarks, value,c, (iii) rensw the Schadus at the then currant "air mane* value. The Scnedule shall extend automatics;;y
for any unreturned Asset(s) for ts then fair rental value for suct--essive twe!ve (12)months fe.", beyond the e)i:rjra!ior1 of the Snft�W Schedule
Term.extend the lease term for ait of the Asset hereunder for its fair rental value as of the dale of lease te"m ina:son and for an extension period
mutually agreed to between Lessee and Lessor, bull in no event '.ass than twelve(12)months. The tam'fair rental value" shaii mean the in
place price that would be obtained in an arm's-langth transaction between an informed and w"'ing lessee under no compulsion to lease
and an informed and willing lessor under no co-npu;si--,i to lease. if Lessor and Lessee are unable to agree upon the fair rantai value,
such value shall be detarrnined. I,ns accordance with the foregoing definition, by three independent appraisers, one to be appointed by
Lessor, one to be appointed by Lessee and the third to be appointed by the first two. Lessor and Lessee shall share equally the
expenses and costs incurred in the determination of the Asset's fa;,rental value.
in the event of renewal,tt*Lessor has the right to substitute like Asset at Lassoes expense.
In the event the Lessee elects to rat-Um all or portion of Asset(s)pursant to scion twelve(12)of the Municipal True Lease Master Agreement,if the
Lessee desims,Lessor wit quota a per unft&aMe for packing and shipping charges for rete? edA-ssst(s).
9. EXECUTIOW
This Schadute sha!"l pot be binding on Lessor until executed and delivered by Lessee and executed by Lessor.
CERTI KATE OF ACCEPTANCE
Certificate of Acceptance under Schedule No. 100 dated as of October 'i, 3999 to?Master Lease Agreement No. CAM221 dated as of July 6,
1999(ccliective#y,the"Lease")between i ll-c Group, inc."Lessor`)and Contra Costa County("Lessee`).
?.Assat(s) The Lessee hereby certifms that the Asset(s)set forth and described in the above mentioned Scheduie have been deiivered to the
iocation(s)set forth in the Schedu4e,inspected by the Lessee,found tc be in good order and accepted, aii on the Date of A=eptance set forth
below:
€date of Acoeo aice: 119
2. Represenllations by the Lessee. The Lessee hereby represents and warrants to the Lessor and any Assignees that on the Date of
Arptanoe sea forth above:
(a)the representations and warranties of the Lessee set forth it the Lease are true and corract in all :r:atedW respects as though
made on and as of such Date of A tan ;(b)the Lessee has satisfied or ccrnpiied w':1h all requirements sea forth in the tease to be satisfied
or complied Wit. ,or~or prior to redo!Date of A ptance;sc)no Defauit or Event of Default under this Lease has occurred ant is ccntir:uing on
such mate of A: ptance;and(d)the Assets)are insured in a=rdancse with the prov2;sions of the Muster Lease Agree^°tent.
LESSEE: Contra Costa County
BY
NAM
Ti"LE
C'i3Bk?��$Giulr7 iiiFiFw��.`3�aC�f��l�� �it��-'�✓'�
SE
Contra Costa Count . , STEVEN A. TUN'BRECHER
CIO/Director A
e t"t e t'of o _ a
a,+ cag
Information Technology �re��--'� y/}',,,m�/$ ($ `�pTI O
''e �il!S; Y�Y�2 5 E F14���dN L
A6t Deputy Director,Operations
30 Douglas Drive
mar:inez,California 94553-4068 �°a�`" JOHN FORBER.s
510-3I3al200 �����_----', DeputyDiYecte.,Ceps uricaticsns
gustirml
12, 1999
TO- uni i al € ��� �' ration
FROM: Stever aide
hi nformation Officer
SUBJECT; Essential Use Letter
Contra Costa County has requested this lease programs with Municipal leasing Corporation
(MT—C) for the purpose of the ongoing acquisition of desktop computers, file servers,and peripheral
equipment This equipment will be used on an ongoing basis in the completion of the County's day-
to-day business activities. The County is a political jurisdiction of the state ofCalifo is
Tease address any questions with respect to this memo to me.
INVOICING INFORMATION FORM
pisase hei3 us provide a more efficient service to you by corm€eting the information requested baiow and returning this form to
us along with the Contract documentation.
Company Name:
€3iHing Address:
Attn:
Accounts iaayabie Contact: itiasra Phone i 1
Accounts Payab#e Supervisor: dame Phone ( 3
Federal Tax M Nttrt w:
Purchase Order Number:
SpacW lnvoicinig Requirements: Comment
o:oar fcts �rsician3+�tfe esa2#-1.00
THIS SPACE FOR USE OF P!UNCa OFFICE.*
---------------
Xl,
--------------
INA I STATEMENT- FOLLOW<N'STRUC 'IO S CAREFULLY
T:ri s Fipandng Statemer t is preswited for finer pursua€it;o the Uniform orr#meruai Code
an_i m;remain erective,wfmt"""win excepuoft.Tor 0'yia-s-,o It.uaze p F`ng,
A,sk. .E& L XdF CbNTRC#AT FILER'<*F+gra? } 8Fi,iNG OFFICE ACCT a ;tom#iss a:1
Phone 800-331-3282 ,ax 818-909-4717
C.RETURN'CO;,Y 70 (idama and maE;ing Acidrass) 3
Data Osie Services, inn
P.O.Box 275 E3fl�2�3A�24�2g�+
Van Nuys, CA 9'408-2750 i
e
.C.f T5fXF1L5i6NATtL`±a iK - ,%.,�5.' 55£E
.LSSFA s ESL LL LES Nf#E-inset #y tas? Bess rasz (i a #b3 FEL a Cdr : __.
ntra Costa couraly
OR _-- _ _ _�.__�._ __ --_.__,� ___
lb.#iduf�lf��.e AL'S LAST NAME ___--_--. FIRST NAME
RQ#£77E E 4dXRRE SE1F=ik
i
':Ci3
STATE -_�_
r.:v a#3Y FKla'`A,i.CC7C1�
0 Douglas Drive MARTINEZ CA
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ADv'NL INFO RE OR COUNTRY OF 4
rc?'Trry DEBTOR ORGANIZATION NONE
OR
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P0'00"N FFFC€E OR COUNTRY OF
T#TY DESTCR� ORGANIZATION f+OS*
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3.L m R' ;t3�2# iidAi Sd # !45 L AS53C �fE ,EXEC. rt3L: � CMd L NAME-Ensed only one lessor name(3a or 3b) —
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COUNT RY_—,POSTAL e-ODE
1k��y Hamdan 3��rrdon € 20170
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F&--;70f may.
See Attachment A annexed hereto and made a part hereof. CA 221
S:�}e�C.it � �"s:ta �AP2i�'334� tt"�3�2 '� by C^.�:.aster ars�:rad�F as yrs a s�accnrtty sz+za# # �.�i :rt Esq s ®ray)
ffiC?2G ;s)i f#? #y } a r ^s #aria#rs ar rsr)eerS # s NrF s ae arcxs :k+ta N is siaie, a 8?r 0—ftly Lbsa u 3ary
#?€ air?3btaj owoes umnged to ttft"te.xx;b)it rct Wilt',OOW stabr tzs( f:t?Gram moi#maty be; +ad3 i 3 a91er tt bald tax»9t a 'rcab s
•�� � �. '`� r4F�#3 SYrS:TF:AQEPcT#s tG ba f:#tsti{Pat rem;
## S F 3 (G4 )fP AL ESTATE RECORDS
Aftoch AddesdWm ;n Aim a}
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iad s�sat ozrs� °(i8j so-a2�
ATTACHMENT A
TO
FINANCING STATEMENT
,Lessee Lessor
Contra Costa County MLC Group, Inc.
30 Douglas Drive 400 Herndon Parkway
Martinez, CA 94-1511 Herndon, VA 20170
DescriDtion of Collateral
All of Lessee's now owned and hereafter acquired items of Asset(s) and inventory,
wherever located, which are now or hereafter financed by or leased by Lessor(or its assignee) for
or to Lessee under Municipal True Lease Master Agreement No. CAM221 dated as of
July 6, 1999, plus all present and future attachrnents, accessories and accessions thereto; all spare
parts, replacements, substitutes and exchanges therefor; all trade-ins or exchangedrelating
thereto; all instruments, accounts and chattel paper arising from the sale, lease or other
disposition thereof(including but not limited to licenses, leases, rental agreements and
conditional sales contracts!; and the products, proceeds, offspring, rents and profits of atl of the
foregoing, including insurance proceeds payable in respect of loss or damage to such collateral
and at" other proceeds in whatever form.
Page I of 1
MUNICIPAL TRUE LEASE MASTER AGREEMENT NO. AM221
This Master Lease Agreement dated and effective as of juiy 6, !999 between MLC Croup, a Virginia corporation with its principal
off;---- at 40{! Herndon Parkway, Herndon, Virginia 201,70 ;the "Lessor"1 and Contra Costa County with its prfncipa! office at 30 Douglas
Drive, Martinez, CA 94553 (the "Lessee").
ON WITNESS WHEREOF, Lessor and 'Lessee have caused ;his V—,asler Lease Agreement to be executed by their duly authonzed
LESSOR: li 6UP'r
" N C, LESSEE: Contra Costa County
'P�,Nc,
BY: BY:
NAME: N A tO E:
TITLE: TITLE:
DATE: DATE:
TERMS AND CONDITIONS
t. Definitions.
AsseOfsl. A:l of the personal property, including hardware, software or ilconsed products, services, and/or maintenance listed on any
Schedule. When Assets) refers to software r!cersed to Lessee it shall be understood that said software shalt continue to be owned by
licensor as set forth in the alapiicabie software iicenso agreement
Commencement Date. The datefs) Lessee's obligation to pay Rent begins, which will be the delivery date for each Asset.
!nitial Schedule Terni. The period initially agreed to constitute the lease period as set forth.in the Sc!:edule.
Schedule Tenn. For eac,.Schedule shall include the Initial Sc-adula Term and any Renewal Schedule Terms.
Renewal Schedule Tom, Any period subsecuent to the ;rAial Schedule Tarn?.
Rant, The payrnent by Lessee to Lessor of money for the'ease of the Asset(s) covered,by the Schedule.
SchadLAe. Tice document specifying the Asset(s), Rent payments, casualty values, Lessor's costs and other information.
2. Schadums. Lessor agrees to lease to Lessee, and Lessee agrees to lease from Lessor, subject to the terms and conditions of this
Master Lease Agreement, the Asset{si described in each Schedule. Each Schedule constitutes a separately assignabie agreernent
between the parties and incorporates in full the terms and conditions of this Master Lease Agreement.
3. Term of Master-Lease Agreement and Schedules.
Lai 'rho terra of the Master Lease Agreement commences on the execution date hereof and continues until W the obligations of
Lessee under every Schedule are fully discharged and (ii) either party provides thirty (30) days prior written notice of
termination.
fbt The initial Schedule Term for each Schedule shall be as set fo" thereon. Until either party provides the other with prior
written notice of termination, Renewal Schedule Terms of each Schedule shall extend aut"aticaliv, at the Rent last in
affect, for successive three-month terms beyond the expiration of the ?nitial Schedule Term. At11 such terminations are
effective nniy W following written notice received not less than ninety (901 days prior to the and of the Schedule Term, (i;)
on the liast,day of the initial,Schedule Ter; or Renewal Schedule Term then in affect" I'll!) with respect to not less than Eli
Assetist under a Schedule. Notice of terminations by Lessee rosy not be revoked without Lessor's consent.
4. Rent,Non-Abatement,Late Payments.
(a) As Rent for the Assetls), Losses shall pay Lessor the amounts cin the due dates sot forth in the Schedule.
ib) Each Schedule is a not iesaaand except as specifically provided herein,Less"shall be responsible for all costs and expenses
arising it, connection with the Schedule or Asset(a). Lessee acknowledges and agrees, except as expressly provided in
Section IS hereof, that its obligation to pay Rent and other sums payable hereunder, " the rights of Lessor and Lessor's
assigns, sW; be absolute and unconditional in all events, and shall not be subject to any abatement, reduction set-off,
defense, counterclaim or recoupment due or alleged to be due by reason of Orly past, present or fixura claims Lessee may
have against Lessor, LessWs assigns,the manufacturer, vendor, or rnaintainer of the Asset(s), or any person for any reason
whatsoever.
lc) or, all amounts not paid by Lessae When due, late charges shall accrue at the rate of eighteen percent (i 8%) per annum for
the rax!murn rate arowab:e by law, if iessl frorn ;he due dates thereof until received by Lessor. Late charges and attorney's
fees necessary to recover ?tent and other arnounts owed hereunder are considered an integral par; of this Master Lease
Agreernem.
5. Selection; !r;spection; Acceptance.
fa) The Asset(s) are of a s ze, design, capacity and manufacture selected by Lessee in its sole judgment and not in reliance on
the advice or representations of Lessor. Neither the manufacturer or vendor is an agent of Lessor. leo representation by the
rnanufactuser or vendor shall in any way affect Lessee's-luty to pay Rent a.d perform! its other obligations hereunder.
(b) Promptly upor. delivery, Lessee will inspect the Asset#sl, and, net later than S business days following the Corm^erncen;em
Date, :Lessee wit€ execute and deliver either () an Acceptance Certificate in the form of Exhibit A hereto for the Asset(s), or
iii) written notification. of any defects in the Asset,$). If Lessee has not given notice within such tirtne period, the Assetis)
shall be conclusively deemed accepted.
S.
Warranties:Assignment, Quiet Enjoyment and Disclaimer; indemnity.
€a) Each Schadu€e is a "finance lease" as defined by the Uniform Commercial Code and Lessor hereby assigns to Lessee all
assignable warranties:.bade with regard to the Assetis).
aha Lessor warrants that,provided Lessen is not in defau€t, Lessor will not interfere with Lessee's quiet use and enjoyment of the
Asset(s).
lc) EXCEPT FOP. THE PRCV#SiONS Or £sb) ABOVE, Willi REGARD TC THE ASSET(S), LESSOR MAKES NO EXPRESS OR
lMPUED WARRANTIES OF ANY KIND, !N'C-.UDl€tiG WITHOUT L€1t ITA i aON: THOSE OF€ ERC:4ANTABiL'ETY OR FITNESS FOR
PURPOSE OR USE, OF aC^NDIT3ON, PERFORMANCE, SUITABILITY OR €3ES:MLI, OR CONFORMITY TO ANY Lindh+, RULF,
REGULATION, AGREEMENT OR SPEC!FiCAT€ON, OR OF iNFRINCEMEIQ'T OF ANY PATENT, TRADE SECRET, TRADEMARK,
COPYRIGHT OR OTHER €NTANIGIBLE PROPERTY RiGHT. Lessor shad: have no €lability to Losses, .nor any other party, nor
shall Lessee abate payments, for any loss, clairn or damage of any nature caused or alleged to be caused directly, indirectly,
incidentally ar consequentially by the Assails), any inadequacy thereof, deficiency or defect therein (whether known or
knowable by Lessor), by any incident whatsoever arising in connection therewith, whether in strict liability or otherwise, or in
any away related to or arising Taut of this Master Lease Agreement or any Schedule.
;d) Except as may directly result from Lessor's cross negligence of willful misconduct, Lessee hereby indemnifies Lessor and its
Assignee(s) against, and holds thea: harmless from:, any and .all claims, including court costs and attorney's fees, arising out
of this Master Lease Agreement, any Schedule, or the Asset(sl, including without limitation: the ?.manufacture, selection,
purchase, .cense, delivery, possession, use, operation, Control, maintaraance, infringement of any patent, trade secret,
trademark, copyright or other intangible property right, or persona: i tjury car death, arising do strict €lability, breach of warranty
or negligence. Lessee's obligations hereunder shall survive the expiration of the Master Lease Agreervaent and the
Schedule(s).
7. €nsta&lstlon;Use;Repair and Maintenance.
(a) Lessee shall provide a place of installation which conforms to the requirements of the manufacturer.
(b) Subject to the terms hereof, Lessee she!!be entitled to unlim#tad use of the Assat(s) except that in the case of software, the
Asset(s) are subject to the parties rights under the applicable software license agreement. Lessee shall not use or permit the
use of the Assetls) for any purpose which, according to the specifications of the manufacturer,the Asset's) are not designed
or reasonably suited. Lessee shall use the Assets) in a careful and proper .banner and shall comply with all of the
manufacturer's instructions; governments! rules, regulations, requirements and laws, and all insurance requirements, if any,
with regard to the use,operation of maintenance of the Assat's).
(c) Lessee shall be solely responsible for the delivery, installation, maintenance and repair of the Assat(s). During the Schadu a
"Fera., Lessee shall (i# keep the Asset's} in good repair, condition and working order; (€i) maintain in force a maintenance
Mrttract with the manufacturer or with another qualified service organization; and (iii) permit, access to the Asset(s) for
installation of engineering charges required to maintain the Asset(s)at the urea wfacturar`s current eng nearing levels.
S. t3wnrawNp,Inspection,Relocation,Personal Property.
(e) The Assets)shall at all titters be and remain the sole and exclusive property of Lessor, subject to the parties rights unser any
applicable software€i nee agreement. Lessee shall have-no right,title or Intersst in the abet€s3. Lessee agrees to execute
or allow Lesscf to execute on Lessee's behalf Uniform Commercial Code financing statements evidencing the interests of
Lessor or its assigns in any Schedule, any amounts due thereunder,or the Assat(s).
(b) Lsasor, its assigns or their agants shall be permitted frays access at reasonable tithes to inspect the Asset(s),
(ca Lessee shall at a€€times heap the Assets) vvithis its exciusive possession and control. Upon Lessor's prior written consort,
which shall not be unreasonably withheld, Lessee may shove the Asset(s)to another locations of Less"within the continental
0 R � `%}
United States, orovided i!f Lessee ;s not in defai-it on any Schedule, (6) Lessee executes arid causes to be filed at its expense
st cls instruments as are necessary to preserve and perfect the interests of Lessor and Pts assigns in the Asset£s), kiii Lessee
pays a!: costs of, and provides adequate insurance during such movement and ;iv; Lessee pays ali costs otherwise associated
vvit;.such relocation.
,d; Lessee agrees that the Assets) shall be and remain personai property and shall not be so affixed to realty as to becorne a
fixture or otherwise to lose its identity as the separate property of Lessor. Upon realjest. Lessee will enter into all
acreernents necessary to ensure that the Assets) remain the persona: property of Lessor.
9. Liens,Taxes.
(al Lessee shay) at its expense keep the Assets) free ar<ef clear of all levies, liens, and encumbrances, except those in favor of
,-ess-,:or its assigns;
;b3 Throughout the Schedule Term, Lessee shaii declare arra pay all license fees, reg;stration fees, assessments, charges and
taxes related to the Asset(si, exc'!uding however, any taxes based or measured solely on Lessor's net income. Lessee may in
goad faith and by appropriate proceedings contest any Stich taxes so long as such proceedings do no, involve any danger of
sale, forfeiture cr loss of the Assetis} or any interest therein. in such event, Lessee agrees to indernn fy 'Lessor and hold it
harmless from any dernages, ciairns or charges which may result from Lessee's commencement of such proceedings. Lessee
is hereby appointed attorney-in-fact of Lessor sole:y to declare, file and dray a€i of the aforamenticned arnounts when due and
owing for any penod assessed while Lessee is in possession of the Asset(s).
10. Risk of Loss.
x) Commencing upon delivery and continuing throughout the scheduia Term, Lessee shall bear the entire risk of loss with
respect to any Asset darnage, destruction, lass, t", ft, or governmental taking, whether partial or complete, for any reason.
No wars€of loss sha:I relieve Lessee of its obligation to pad Resta under any Schedule.
sbi
if any Asset is damaged, Lessee shall promptly notify Lessor and, at Lessee's expense, within 60 days of such damage,
cause to be made such repairs as are necessary to return,such stern to its previous condition.
ice In the event any asset is destroyed,darnaged beyond repair, lost, stolen,or taken by governments: act€dn for a stated period
extending beyond th:e tsar; of any Schedule (art "Event of Loss"), Lessee shaii grow,t€y notify Lessor and gay to Lessor, on
the next Rent payment date following such Event of Loss, an amount squat to the Casualty Va€tae for the Asset suffering the
Event of Loss thaw in effect as set forth on the Schedule. After payment of such Casuaity Value and all Rent and other
amounts due and owing or. and More such Rent payment date: Lessee's obligation to pay further Rant ailocabie to the
Asset which suffered the Event of Loss shaii"; cease. After receipt of such Casuaity Value by Lessor, or its assigns, Lessee
sha€€ be entitled to receive any insurance or other recovery received by Lessor or its assigns in connection with such Event of
Loss, and the Asset{s) for which such. Casualty Value was received sha€) be conveyed to Lessee AS IS, 'a1HFRE iS and free
and clear of aii liens and encumbrances created by or arising through Lessor, but otherwise WITHOUT FURTHER.WARRANTY
(EXPRESS OF. ll PLIED1l WHATSOEVER,ER, €N°CLUDD Na itsf:Tl-OUT L€MITAFlS.N, WARRANT:ES OF I'-AEFtvHANTABlUTY OR
F€TNFSS FOR PURPOSE OR USE.
(d€ In the event of a governmental taking of an Asset for are indefinite period or for a stated period which does not extend
beyond the Schedule Term, all obligations of the Lessee with respect to such Asset ('enc€tiding payment of Rent) shall
continue. So long as Lessee is not in default hereunder, Lessor shall pay to Lessee all scams received by Lessor from the
government by reasons of such taking.
11. Insurance. Lessee at its expertise s^,a€i maintain fire and extended coverage insurance against loss, theft, damage, or destruction of
the Asset(s), *r an amount not less than the Casualty 'Value of the Asset(s). Lessee shall further, at its expense, provide and maintain
comprehensive public liability insurance in an amount of $1,000,000 per occurrence against claims for bodily injury, death andior
property damage arising ea=st of the use, ownership, possession, operation or condition of The Asset(s), together with such other
insurance as may be required by law which marries Lessee as an insured and Lessor and its assign(s) as additional insureds as Their
respective interest may appear< Lessee will self insure for the coverges referenced herein provided that Lessee forwards Lessor a Self
Insurance letter in a form acceptable to Lessor,
12. Surrender of Assat(s).
$a) On the last day of the Schedule Ferro, Lessee shall return the Assetisa to Lessor in good repair,condition and working order,
ordinary weer and tear alone excepted, at the location specified by Lessor. Lessee shall arrange and pay for deinstallation
and packing in accordance with the manufacturer's specifications and for"insured transportation,such instar ance coverage to
be not less than the A,ssst(ei Casualty Value last in effect. Lessee shall, at Its expense, cause Lech Asset to be repaired as
necessary to qualify for maintenance by the manufacturer and to contain all current manufacturer prescribed engineering
changes. Upon request, Lessee shall provide Lessor, avthin tort (10) days of the Assat;s) dei'nstailation, written certification
by the manufacturer that each Asset qualifies for such maintenance.
3
'bl
if, or,the sass day of the Schedule Term Lessee shall fail to return to Lessor any Asset listed on the Schedule, 'lessee Sha:i be
the I " One
treated as a holdover tenant for a;� of . e Asset1s) listed on tf)e Schedule for a Renewal Schedule Term 0- - year and shafl
continue to}'Jay Rer), !n the amount set -Orth!rl rhe Schedule for all Asset(s). This provision- shad co-,—nue for ", nods beyond
the *!-.St Such renewal year. �n no event may Lessee avoid the effect of this po0sion by returning ;ass than al€ AsseVsi
listed on any Schedule or by returning substitute assets unless Lessor, in its sole discretion, snali expressly agree in writing.
Thais exercised n s
his Section she!! not derogate from Lessor's right, to be exer a i its sole discretion. *o obtain return of ail Assat(sl on
the last day of any Schedu;a Terre., or to declare an Event of rafBuit for any failure of Lessee to so return the Asset(s).
13, Represemations and Warranties of Lessee. Losses represents and warrants for the benefit of Lessor and its assigns, and if
requested by Lessor will provide an opinibn of counsai to the effect that, as of the time of execution of the Master Lease Agreement and
each Schedule:
'a)
Lessee is an, entity organized and existing under and by virtue of the authorizing statue or constitutional provisions of its
,b) The Master Lease Agreement and each Schedule have been duly authorized, executed and delivered by Lessee and
constitute valid, legal and binding agreements Of Lessee, enforceable in accordance with their terms;
,c)
No approva!, consent or mithholding of
objection is required from any federal or other governmental authority or
instrumentality with respect to the entering into or performance by Lessee of this Master Lease Agreement or any Schedule;
(d) The entering into and performance of the Master Lease Agreement or any Schedule will not violate any jj�dgment. order, law
Or regulation applicable to Lessee or restart in any breach of, or constitute a default under, or result in the creation of any lien,
charge, security interest or other encurnbrance upon assets of the Lessee or on the Assetis', pursuant to any irl-strumer,,t to
which the Lessee is a party of by which it or its assets may be bound;
(o) To the best of Lessee's knowledge and belief, there are no suits or proceedings pending or threatened against or affe tin
Lessee, which if determined adversely to Lessee will have a material adverse effect on the ability of Lessee to fulfill its
obligations under the Master"ease Agreement or any Schedule; and,
M The use of the Asset(s) is essential to Lessee's proper, efficient and economic Operation, and Lessee will sign and provide to
Lessor upon,execution of each Schedule hereto writter,certification to that effect.
14. Default and Ramodiase
(a) The occurrence of any of tlse following events shall constitute or, event of default ('Event of Default l, under a Schedule: ill,
nonpayment by 'lessee of Rent or any other sum Payable by its due date; 00 failure by Lessee to perform or observe any
other term., covenant or condition of this Master Lease Agreement, any Schedule, or any applicable software license
agraernent, which is not cured within tan t 1 Ol days after notice 'thereof from Lessor; ,iii) insolvency by assee: ;iv) Lessee's
filing of any proceedings commencing bankruptcy or the filing Or any involuntary petition against Lessee or the appointment
of any receiver not dismissed within sixty (M days from the date of said filing or appointment; (v) subjection of &
vibstantial part of Lessee's property or any part of the Asset(s) to any levy, seizure, assignment or sale for or by any creditor
or governmental agency; (vi) any representation or warranty made by Lessee In this Master Lease Agreement, any Schedule
of in any docurnant furnished by Losses to Lessor in connection,therawith,or with the acquisition or use of the Assets) shall
be untrue in any material respect; of(Vii)a termination of any applicable software license agreement.
(b) Upon the occurrence of an Event of Dafauit and at any time thereafter Lessor may, in its sole discretion, do any one or more
of the following: (il By notice to Lessee, terminate the Schaduie; (:') Proceed by appropriate court action to enforce the
performance If the terms of the Schedule and/or recover damages, including all of ;LOSSW's economic loss for the breach
thereof; (ii;!) Whather or not the Schedule is terminated, upon notice to Lessee, take possession of the Assets) wherever
located, with Lessee's permission within reasonable time period or provided Lessor has court order or other process of law;
(iv) By notice to Lessee, end to the axtent permitted by law, declare immediately due and payable and recover frarn Lessee,
the sum of&!!Rent and other amounts due snd payable on or before the date of defauft, including collection costs.
(c) Upon return or repossession of the Asset(s), Lessor shap'!use reasonable efforts to sell, re-lease or otherwise dispose of such
Assat(sl, in such manw� and upon such terms as Lasser may determine in its sole discretion (the amount, if any, which
Lessor certifies it obtained through remarketing shell be conclusively Presumed to be the Assets) fair market value),With or
without notice to Lessee, which Lessee hereby waives. In the event Lessor is unable, pursuant to the terms of any
,applicable sof"Ware license agreement or otherwise, to relicanse any s0ftwgra included in the Asset(sl, Lessee waives any
lights now or harsafter confarrad by Statute Or Otherwise which may require Lessor to sell, license or othermse use any
software in mitigation ref Le"or's damages or which may Otherwise limit Or modify any of Lessor's rights or remedies. Upon
disposition of the Assalt(s), Lessor shall credit the Not Proceeds (as defined Wow) to the damages paid or payable by
Lessee. Proceeds upon sale of the Assat(s) shall be the able price paid to Lessorless the Casualty Value in affect as of the
data at defoult. Proceeds upon a ra-leass of the Assetis) %hall be all rents to be received for a term not to exceed the
ramairling Schedule Term, discounted to Present value as of the commencement date of the ro4essa at the Lessor's current
applicable debt rats, 'Not Proceeds' shall be the proceeds of sale or re-jeass as datsrm;ned above, less all costs and
4
expenses incurred by Lessor in ',he recovery, storage and rapa�T of the Asset-s), in or disposition thereof, or
otherwise as a result of Lessee's default, tnciud;ng any court costs and attorney's fees and interest on the foregoing at
eighteen Percent "18%) per annurr, or the highest rate al:owabie by law, if less, calculated from the dates such, costs and
expenses were mcurred. untit Fecewed by Lessor. Lessee shah rernain :;able fcr the amount by which all sums, includ!ng
liquidated darnages, due from. Lessee exceed the Net Proceeds. Not Proceeds in excess thereof are 'he pro:erty of and shall
be retained by Lessor.
id l,40 termination, repossession or other act by Lessor in the exercise of its rights and emedies upon an Event of Default shall
-0
iieve Lessee from! any of its obigations hereunder. No remedy referred to in this Section is intended to be exclusive, but
each shall be cumulative and ire addition to any other remedy referred to above or otherwise available to Lessor at law or in
equity.
16. Effect of Waiver; Substitute Performance by Lassor.
(a) No,delay cr omission to exercise any right or remedy accruing to Lessor upon any breach,or default -of Lessee sha!l impair any
such right--F remedy or be construed to be a waiver of any such breach or default, nor shall any waiver of any single breach
or default be construed to waive or impair Lessor's rights and remedies with ?,aspect to any breach or deflauft theratofor -or
thereafter occurring. Any waiver, permit, consent or approval on the part of Lessor of any breach or default under this
Schedule, or of any provision or condition hereof, must be in writing and shall be effective only to the extent such writing
speciflcal€Y sets forth.
tb; Should Lessee 144 to make any payment or do any act as herein prov!'ded, Lessor shall have the righit, but not the obligation,
and without releasing Lessee frorn any obligation hereunder, to make or do the sarne. All suras so incurred or expended by
Lessor shall be imrnadiate!y due and payable by Lessee and shall bear interest at eighteen percent 118%) per annum o. the
highest rate aiiowable by law, if less, caicu:ated from the date incurred until received by Lessor.
16. Assignment by Lessor;Assignment or Sublease by Losses.
(al Lessor May M assign all or a Portion of Lessor's right, title and interest in this Master Lease Agreement andtfor any Schedule;
'ii, La
,iia grant a security interest in the right, title and interest of Lessor in the Master cease ase Agreement, any Schedule andlor any
AssetiW; and/or 04) sell or transfer its tit€a and interest as owner of the Assets) andlor as Lessor under any Schedule: and
further understands and agrees that Lessor's assigns may each do the same (hereunder co€lectiveiy 'Assignment').
A;! such Assignments shall be subject to Lassee`s rights under the assigned Schedule. Lessee hereby consents to such
Assignments, agrees to comply f0y with the terms thereof, and agrees to execute and deliver promptly such
acknowledgments, opinions of counsel and other instrurnents reasonably requested to effect such Assignmen.,. Lessee
acknowledges that the assigns do not assurne Lessor's obligations hereunder and agrees to make all payments owed to the
assigns without abatement and no,10 assert against the assgns any daim, defense, setoff or counterclaim which the Lessee
.nay possess against the Lasso, or any other party for any reason. Lessor and Lessee acknowledge and agree th e* no
Assignment shall be ,'earned to materially change Lessee's duties or obligations. Upon any such Assignment, 311 references
to Lessor shall also include all such. assigns, whether specific reference thereto is otherwise made herein.
b)
Without the prior written consent of Lessor, Lessee shaii not assign, sublease, transfer, pledge or hypothecate the Master
Lease Agreement, any Schedule,the Assst(s), any part thereof,or any interest it,the foregoing,
17. Dwivary of Related Documents. For each Schedule, Lessee will provide the following docurnents and information satisfactory to
Lessor- (a) Certificate of Acceptance; (b) Opinion of Counsel; (c) Certificate of insurance; (d) Financial Statements-, (8i Incu M.bencv
Certificate; and (f) other documents as reasonably required by Lessor.
18. Appropriation of Funds Lessee intends to continue each Schedule for the S&,--due Term and to pay the Rent and other arnounts
due thereunder. Lessee reasonably t)eiisvas that legally available funds in an amount sufficient to pay all Rent during the Schedule Term
can be obtained. Losses further intends to do sit things iewfully within its power to obtain and maintain funds from,which the Rent may
be paid. Notwithstanding the foregoing, in,the event sufficient funds are not appropriated to continue the Schedule Term for any Fiscai
Period (as sal forth on the Schedule) of Losses beyond the Fiscal Period first in effect at the comynericement of the Schedule Tarm,
Lessee may terminate the Schedule with regard to not less than all of the Assets) on the Schedule so affected, provided Lessee
provides Lessor written notice sixty(M days Prior to the end of its currant Fiscal Period confirming the Schedule will be so terminated.
All obligations of Lessee to pay Rent due after the and of the Fiscal Period for which such termination applies wilt cease, all interests of
Lessee in the Assst(s) will terminate and Lessee shall surrender the Assat(s)in accordance with Section 12 hereof. Notwithstanding the
foregoing, 'lessee agrees (i) not to terminate a Schedule under this provision if any, funds are appropriated to it for the Fiscal Period in
question for the acquisition (by purchase, lease, of otherwise) of functionally similar asset(*) or asset(s) performing sim liar applications
and procedures, (ii) without creating a pledge, lion of encumbrance upon funds available to Losses in other than its current Fiscal Period,
that it will use its best efforts to obtain appropriation of funds to avoid termination of the Schedule by taking all appropriate action
including the inclusion in Lessee's budget request for each Fiscal Period during the Schedule Term hereof a request for adequate funds to
7
meet its obiiga*ions and to continue the Scheduie in force; (iii) that it w0l not give priority Or parity in the application 04 funds to any
-other funclona#!y sirmiar equpm-ent for use by th-e Lessee; and, (w) that if the Schedule is terrnmated pursuant to Section 1,8, Lessee
vvill nut in the then curran., or succeeding Fiscal Period purchase, lease or rent asset(s) perforrnmg functions Sirniiar to those performed
by the Asset(s), and agrees not to permit functions sirni!ar to those performed through the use of the Asset(si to be performed by its
own empcyees or by any agent or entity affiliated with or hired by Lessee. Lessee represents and warrants it has adequate funds to
meet its obligalions during the first Fiscal Period of the Scheduie Terri. Lessor and Lessee understand and intend that vne obligation of
Lessee _ pay Rent hereunder snall constitute a current expense of Lessee and shall not in any way be construed to be a debt of Lessee
in contravention of any applicable cconstiwtionai or statutory limitation. or requirement concerning the creation of indebtedness by
Lessee, nor shall anylNing contained herein constitute a pledge of the general revenues, funds or monies of Lessee beyond the Fiscal
Period for which sufficient funds h6ve been appropriated to pay Rent hereunder.
Is. Miscellaneous.
Notices shaf# be conciusive:y deemed 'Nto have been received by a party hereto on the day it is delivered to such party at the
address first given above (or at such other address as such party shall specify to the other party in writingt or, if sort by
certified -maii, on the third business day after the day on which mailed, addressed to such party at such address.
lb! App'licable Law/Disputes. The Master Lease Agreement and a&--h Schedule SHALL BE GOVERNED BY AND CONSTRUED
ACCORDANCE WITH, THE LAWS OF CALIFORMA, in the event of a dispute between the parties suit may be brought in the
federal or state courts of Caiffornia, or the state where Losses has its principal office or where the Asset(s) are located.
ic) Counterparts, Only one 0 original counterpart of asch Schedule shall be marked 'Original'. Any and a!; other
counterparts shall be marked 'Copy'. NO SECURITY lNTEREST IN THIS MASTER LEASE AGREEMENT, IN ANY OF TH.E
SCHFDULE(S), OR IN ANY OF THE ASSETS MAY BE CREATED, TRANSFERRED, ASSIGNIED OR PERFECTED BY THE
TRANSFER AND POSSFSSION OF THIS MASTER LEASE AGREEMENT ALONE OR OFF ANY *COPY' OF THE SCHEDULE, BUT
RATHER SOLELY BY THE TRANSFER AND POSSESSION OF THE 'ORMGANAL" COUNTERPART OF THE SCHEDU;E
iNCORPORATiNG TH:S MASTER LEASE AGREEMENT BY REFERENCE,
(dl Suspension of Obligations of Lessor. Prior to delivery of any Asset,the obligations of Lessor hereunder shah be suspended to
the extent that it is hindered or prevented from Doffoonning because of causes beyond its control.
(a, Severability. In t-he event any provision of the Master Lease Agreement or any Schedule shelf be determined by a court of
competent jurisdiction to b invalid or unenforceabie, the parties hereto agree that such provision shall be ineffective with-out
invalidating the remaining provisions thereof.
(f) Entire Agreement. Lessor and Lessee acknowledge that there are no agreements or understanWngs, W.itten or oral, between
ti,,iam with respect to the Asset(s), other than as set forth in this Master Lease Agreement and ir,each Schedule and that this
Vaster Lease Agreement and each Schedule contain the entire agreement between Lessor and Lessee. Neither this Master
Lease Agreement nor any Schedl,,Ae may be altered, modified, terminated, or discharged except by a writing signed by the
party against whom en-forcernent of such action is sought.
mla.doc
704199
20. Notwithstanding any Other term or terms of the Master Lease Agreement or any
Schedule, the Lessee, at its sole discretion. and at any time, may buy, lease or otherwise
obtain from any vendor any other equipment or other assets so long as Lessee has not
issued Lessor a purchase order or any other Durchase requisition (which has been
accepted by the Lessor) for such assets or equipment, entered into a Schedule with
respect to such assets or equipment or has accepted such assets or equipment under
this Master Lease Agreement.
5
135-9544/k 1.1
TO: BOARD OF SUPERVISORS Contra
FROM: TOGILBERT, DIRECTOR OF GELATE L SERVICES
Costa
DATE: September°28, 1999 County
SUS,_CT: AppR_ 0VJ_\—G CONSULTING SERVICES AGREEMENT FOR ARCHITECIUPZ-ALSERVICES
FOR REMODELING VOLN1yAMINTISfl <ATI 4BUILD G 100-37T ST EET,
SECOND
FLOOR,RICHMOND FOR DISTRICT A €RNEY(4405-44134;0928-V,7H404B)
SPECIFIC REQUESTS OR RECOMMEN-57T€ON(S)&BACKGROUND AND JUSTIFICA NON
I. RECOMMENDATION
TION
A, APPROVE a consulting services agreement with Muller & Caufield Architects, 339 Fifteenth Street,
0,:Kland., for architectural services for Remodeling County Administration Building 1110-37'x° Street,
Second Floor, Richmond for District .Attorney. The agreement will be effective September 28, 1999
and will provide for Schematic Design, Design. Development, Construction Documents is rind Bidding
Phase services, with a payment limit of $57,021.00, which amount shall not be exceeded without
prior, written authorization by the Director of General Services. The agreement shall apply to charges
for services froom and after Iuly 21, 1999.
Ba AUTHORIZE the Director of General Services to execute the agreement and to issue written
authorizations for extra work, provided that the cunaulative total extra cost for all such authorizations
shall not exceed $5,000.130.
UT -A I12A_iT
There are sufficient finds in the general f nd plant acquisition account to cover the amount encumbered by
this agreement.
A. The project involves the remodeling at 100-371x' Street, Second Floor, Rich-mond to suit the
requirements of the District.Attorney.
CONT:NUED ON ATTACHMENT:X_YES S,GNATU,,: &,rtJ"-ktf_
RECOMME�IDATiON OF COUNTY ADMI,NISTRA T OR RECOMMENCAT;ON OF EOARD COMMiT7E
t
APPROVE OT�€ER
ACTION OF BOARD ON �Y r ' r '? �F P' APPROVED AS RECOMMENDED � OTHER
VOTE OF SUPERVISORS
UNANIMOUS(ABSENT 2
AYES: NOES:
ABSENTS:-ABSTAIN:
MEDIA CONTACT: BARTON J.GILMERT(313-74,00)
CC: Ce legal services Department E1 tee t €HEREBY CERTIFY THAT flS IS A TRUE
AND CORRECT COPY OF AN ACTION TAKEN
A*chite.tutsi Division AND ENTERED ON T HE MINUTES OF THE BOARD
M19:135-9544/A.5 OF SUPERVISORS Oh THE DATE SHOWN.
Consultant(Via
`i AIDI rs Cf`ce ATTESTED �.� `C--' .t ��
district Attorney PVL4
6ATC�iE:OR,CLERK OF THE BOARD OF
SUPERVISORS AND COUNT`,'ADMiN1STRA T OR
3Y d a � i _a DEPUTY
H:\1995\1359544\5104406b.doc (Rev.8/11/93) Page 9 of 2 M1382(14/88)
APPROVING CONSULTINISERVICES .AGREEMENT FOR 135-9544/A.1.1
ARCHITECTURAL SERVICES FOR REMODELING COUNTY September 28, 1999
.A.D �I ST s I N BUIL ING 100-37TH STREET, SECOND
FLOOR, RICI� OIN"I)FOR DISTRICT ATTORNEY (WH404B)
B. Huber& Caufleld Architects, was selected to provide architectural services for projects such as this by
the Architectural Selection Committee at interviews held on April 13, 1999.
C. Negotiations have been cornpleted and an, appropriate agreement is ready to sign,
D. The e Co xt),must proceed with this agreement for architectural services because it does not have
su.Ffi i ent staff to provide the services
Ls:bg
HM 995\1358544151044066.doe Page 2 Y 2 M382{10/89}