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HomeMy WebLinkAboutResolution 2026-031Resolution No. 2026-31 A RESOLUTION OF THE UNITED CITY OF YORKVILLE, ILLINOIS APPROVING A LEASE AGREEMENT WITH MARCO TECHNOLOGIES LLC FOR COPIERS WHEREAS, the United City of Yorkville, Kendall County, Illinois (the "City"), is a duly organized unit of government of the State of Illinois within the meaning of Article VII, Section 10 of the 1970 Illinois Constitution; and WHEREAS, the City currently has a lease agreement with Marco Technologies LLC, a limited liability company, ("Marco") for copier equipment that is scheduled to expire in April of 2026, where Marco provides the City with copier equipment for a price of $2,690.56 per month (the "Contract"); and WHEREAS, the Contract was sourced through Sourcewell procurement and City staff has been pleased with the quality equipment and services provided by Marco; and WHEREAS, Marco has offered the City an option to renew the Contract for a term of 60 months at a reduced price of $2,607.27 per month (the "Renewal"), attached hereto as Exhibit A; and WHEREAS, the City's Finance Department recommends renewing the City's Contract with Marco pursuant to the Renewal, at a cost of $2,607.27 per month for 60 months; and WHEREAS, the City desires to enter into the Renewal agreement as recommended by the City's Finance Department, NOW, THEREFORE, DE IT RESOLVED by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, as follows: Section 1. The recitals set forth above are incorporated into this Resolution as if fully restated herein. Section 2. The Corporate Authorities hereby approve the Renewal and direct the City Administrator to proceed with renewal of the City's Contract with Marco Technologies, LLC, as described in the Renewal, in an amount not to exceed $2,607.27 per month for a period of 60 months. Section 3. That this Resolution shall be in full force and effect from and after its passage and approval as provided by law. Resolution No. 2026-31 Page 1 Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this 24`E' day of March, A.D. 2026. Y v� 'D�ITYC�LERK�� KEN KOCH AYE DAN TRANSIER AYE ARDEN JOE PLOCHER AYE CRAIG SOLING AYE CHRIS FUNKHOUSER AYE MATT MAREK AYE RUSTY CORNEILS AYE RUSTY HYETT ABSENT 1 APPROVED by me, as Mayor of the United City of Yorkville, Kendall County, Illinois this ai�k` `day of L// yd-\ , A.D. 2026. MAYOR Attest: C Y CLERK Resolution No. 2026-31 Page 2 Exhibit A APPLICATION NO. AGREEMENT NO. arcoMAP Agreement 3277335 Meter Reading Contact Person: Rob Fredrickson - dredrickson@yorkvilla.d.us The words "User," "Lessee," "you" and "your" refer to Customer. The words "Owner,"" Lessor," 'we,"" us" and "our' refer to Marco Technologies LLC. CUSTOMER•' • FULL LEGAL NAME STREET ADDRESS UNITED CITY OF YORKVILLE 651 PRAIRIE POINT DRIVE CITY STATE ZIP PHONE YORKVILLE IL 60560-1133 630-553-4350 BILLING NAME (IF DIFFERENT FROM ABOVE) BILLING STREET ADDRESS CITY STATE EQUIPMENT LOCATION (IF DIFFERENT FROM ABOVE) MAKEIMODELIACCESSORIES SERIAL NUMBER START METER COLOR START METER HW 1 See Attached Schedule A-1 SHARP SOURCEWELL #112124-SEC Minimum Payment* $ 2,605,27 Color Print Ailowance 2U,000 Excess Color Print Charge* $ B&W Print Alowance 15.500 Excess B&W Print Charge` $ o.035000 0.003500 *plus applicable taxes MARCO SUPPORT DESK (Sly selecting "YES" you agree that the Marco Support Desk Monthly Fee will be added to this Agreeraents monthly invoice.) bo you wish to enroll in the Number of Devices Marco Support Desk Device Monthly Fees Marco Marco Support Desk for equipment Enrolled: 1 - 5 Devices � $1C 6 - 15 Devices: $20 16+ pevices: 830 listed herein? ,I Q If enrc rolled, the equipment on [his Agreement will qualify for Mao Support Desk. If no box is SupportDesk ❑J Yes OR []No checked. [hen you have elected to waive Marco Support Desk Coverage for equipment listed herein, FREQUENCYOF A!FREQUENCY Please Check One: J Monthly Quarterly Semi -Annually LJ Annually Pleasecheckone: Monthly LIJ Quarterly Semi -Annually 0 Annually (if no box is checked, frequency will be Monthly) (if no box is checked, frequency wilf be Monthly) COVERAGETERM SUPPLIES Term in Months BQ lfyouore exemptfromsales tax, PieaseCheck one: 2 All Inclusive ❑ HP OEM ❑ No Supplies Included attach your certfficate. (if no box is checked, no supplies will be included) {Billed at Standard Pricing) THIS IS A NONCANCELABLE I IRREVOCABLE AGREEMENT; THIS AGREEMENT CANNOT BE CANCELED OR TERMINATED. Marco Technologies LLC OWNER SIGNATURE TITLE DATED You acknowledge that the Equipment you have received may be equipped with a hard drive that may store personal and confidential Information ("PCI"I and you understand the privacy and information security risks associated with PCI that may be stored on your Equipment. You agree to de r sponsi to for safeguarding any PCI and you agree to indemnify and hold Marco Technologies LLC harmless from any loss, misappropriation or breach of the PCI that may be stored on your Equipment. � y^ TITLE 1 UNITED CITY OF YORKVILLE '°o. ❑ ❑ CUSTOMER (as referenced above) IGN 4T41 CUSTOMER BY SIGNING BELOW OR AUTHENTICATING AN ELECTRONIC RECORD HEREOF, YQV CERIJFY THAT YOU HAVE REVIEWED AND DO AGREE TO ALL TERMS AND CONDITIONS OF THIS AGREEMENT ONTHI5 PAGE AND ON PAGE 2 ATTACHED HERETO, AND TO USE ELECTRONIC SIGNATURES, COMIil LJNIgAytONS AND RECORDS. TITLE UNITED CITY OF YORKVILLE CUSTOMER (as referenced above) SIGNATURE tL1,5LI 10-I I• TERMS AND CONDITIONS (Cnntintipr1 nn Pane 21 L AGREEMENT: You agree to .at from us the goods, together with all replacements, parts, repairs, additions, and accessions incorporated t herein or attached thereto and any and all proceeds of the foregoing, Including, without limitation, insurance recoveries ("Equipment'} and, if applicable, finance certain software, software license(s), software components and/or professional services in connection with software (collectively, the "Financed Items," which are included in the word "Equipment' unless separately stated) from software Ifcensor(s) and/or suppliers) (collectively, the "Supplier'), all as described in this Agreement and in any attached schedule, addendum or amendment hereto ("Agreement"). You represent and warrant that you will use the Equipment for business purposes only_ You agree to al I of tfre terms and conditions contained To this Agreement, which, with the acceptance certification, is the entire agreement between you and us regarding the Equipment and which supersedes all prior agreements, including any pure hase order, invoice, request for proposal, response or other related document. This Agreement becomes valid upon execution by us. If any provision of this Agreement is declared unenforceable, the other provisions beret n shall remain in full force and effect to the fullest extent permitted by law. 2. OWNERSHIP; PAYMENTS; TAXES AND FEES: We own the Equipment, excluding any Financed Items. Ownership of any Financed Items shall remain with Supplier thereot, You will pay all Payments, as adjusted, when due, without notice or demand and without abatement, set-off, counterclaim or deduction of any amount whatsoever. If any part of a Payment is more than 5 days late, you agree to pay a late charge equal to- at the higher of 10%of the Payment which is late or $26.00, or bl if less, the maximum charge allowed by law. The Payment may he adjusted proportionate ly upward or downward: (i) if the shipping charges or taxes differfrom the estimate given to you, and/or (ill to comply with the tax laws of the state in which the Equipment is located. You shall pay all applicable taxes, assessments and penalties related to this Agreement, whether levied or assessed on this Agreement, on us (except op our income} or you, Dion the Equipment, its rental, sale, ownership, possession, use or operation. If we pay any taxes or other expenses that are owed hereunder, you agree to reimburse us when we request_ You agree to pay us a yearly processing fee of up to $50 for personal property Faxes we pay related to the Equipment_ You agree to pay us an origination Fee of up to $125 for al closing costs. We may apply all sums received from you to any amounts due and owed to us under the terms of this Agreement. If for any reason your check is returned for insufficient funds, you will pay us a service charge of $30 or, if less, the maximum charge allowed bylaw. We may make a profit on any fees, estimated tax payments and other charges paid under this Agreement. Page 1 oft 29693 (2017) confidential Rev 01.2024 - SherpalCPLCfDS Docusign Envelope ID: 508E86CF-7770-8EED-8311-23B931C823CB Exhibit A APPLICATION NO. AGREEMENT NO MarcoMAP Agreement 3277335 11 Meter Reading Contact Person' Rob Fredrickson - dredricksolipyorkolle iLue The words "User," "Lessee, "you' and 'your" refer to Customer. The words'Ownl 'Lessor," Nyle s" and 'our" refer to Marco Technologies LLC CUSTOMERINFORMATION FULL LEGAL NAME STREET ADDRESS UNITED CITY OF YORKVILLE 651 PRAIRIE POINT DRIVE CITY STATE 71P PHONE YORKVILLE IL 60560-1133 630-553-4350 BILLING NAME (IF Of FFFRENT FROM ABOVE) BILLING STREET ADDRESS CITY STATE ZIP E-MAIL EQUIPMENT LOCATION (IF DIFFERENT FROM ABOVE) SERIAL NUMBER START METER COLOR I See Attached Schedule A-1 SHARP SOURCEWELL #112124-SEC Mlnirrum Payment' S 2,60527 Color Print Allowance 20,00D Excess Cufur Pnnl Charge' $ 0.035000 B&IAl Print Allowance 15,500 Excess B&W Print Charge' S O.DO3500 'plus applcable taxes MARCO SUPPORT DESK Isy-of—ll -Yr-S" you this Agmemenit's monthly invoice.) Do you wish to enroll in then Numher of Devices r Marco Supped Desk Uevice Monthly Fees Marco Supped Desk for equipment Emollad 1 - 5 Devices: S 10 6 - 15 Devices. S20 164 Devices: S30 mama listed herein? 1 fl If enroled, the equipment on this Agreement wi I qualify for Meren Support Desk If no box 1s SupportDmk ❑.r Yes OR ❑ NO checked, then you have elected to waive Marco Support Desk coverage for equipment Ilsled herein ! 49 I ! abase Caeca en_ / Monthly LjQuarterly Semi -Annually UAnnually PleexeoheCk Gne- Monthly LI Quarterly Semi -Annually L Annually pf no box is checked f equeney will he Monthly) fff no box is checked, frequency m1i be Monthly) COTERM SUPPLIES VERA GE LEVELS Term in Months 60 Jryou are exempt from safes tax, alea=e cheek one All Inclusive 0 HP OEM ❑ No Supplies Included attach your certificate. (if no hex is checked no supplies Wit be teo'uded) (silh d at Standard Pricing) THIS IS A NONCANCELABLE 1 IRREVOCABLE AGREEMENT; THIS AGREEMENT CANNOT BE CANCELED OR TERMINATED. Apnw ter, Marco Technologies LLC Print Revenue Op�Manager OWNER tAfj,0ITy3RLaa,a TITLE DATED PRIVACYAND INFORMATION You ecknoMedae that the Equlpmaill you have received may be equipped vnth a hard all that may store personal and canndenrial mfarmahan (?Cl') and you understand the privacy and information security risks assanated with PCI that may bs stored in your Equipment. You agree to be ponsl le for safeguarding any PCI and you agree to Indemnify and hold Marco Tectinalagtes LLC heial from any loss. misapprapnabon or breach or the PCI that may be stared on your Equipment . =: kTlTLEUNITED GITY OF YpRKVILLE tilD CUSTOMER (as referenced above) TIGNAFURE CUSTOMER ACCEPTANCE BY SIGNING BELOW OR AUTHENTICATING AN ELECTRONIC RECORD HEREOF, Y CE FY THAT YOU HAVE REVIEWED AND 00 AGREE TO ALL TERMS AND CONDITIONS of THIS AGREEMENT 4N THI5 PAGE AN➢ ON PAGE 2 ATTACHED HERETO, AND TO USE ELECTRONIC SIGNATURES, CO t A ONS AND RErORD5. //�l I / I�AamTITLE or UNITED CITY OF YORKVILLE CUSTOMER (as referenced ati l SJONATURE I ACiREEMENT: You agree to rent from us the goods, trig& her with A replacements, parts, repairs, add it inns, and accessions fncitporated therein or attachedIherelo and any and all proceeds of the foregoing, including, without ItmRatlun, insurance recoveries ("Equipment' I and, if appitcable, finance certain suFam e, soft Hare IicenselsJ. software co mpments aedlur proressional servkes Lr. mnnectien with software (cogert"N. the "Fnanced Items," which are included a the,xord "Equipment" unless separately stated) from software licensor(sl and,'or supplierlsi frallectixety, th e'Supplied't, all as described in this Agreement and in any attached sch=_dule, addendum or amendment hereto (`Agreement-)- You represent and waerant that you col( use the Equipment for busness purposes only You agree to all of the terms and condRions contained in thl9 Agreement, which, whir the a—plame certification, is the entire Srsaimno,t between you and us regarding the Equipment and which supersedes all prior agreements, including any pure base urde,, iiwvicc, request for proposal, response or other related document. This Agmement becomes valid upon emecutton by us, darty provision of this Agre—toll is declared uneniarceatsle, the ocher provisions raiser n duill remain in NIT force and effed to the fullest eaten[ perm#ked by law. 2 OWNERSHIP; PAYMENTS: TAXES AND FEES: We own the Equipment. excluding any Financed items Ownership of any Financed Items shall remain wish Supplier I hereof. you wog pay all Payments, as adjusted, when due. without notice ur demand and wnhput abatement, set-off, counterclaim or deducrtun of any amount w.hatsoeftar. If any part Of. Paynent n more than 5 days late, you agree repay a late charge equal to a) the higher of 10%ofthe Payment which is late or 526.W, or bi if less, the maximum :barge allowed by law. The Payment may be adjusted pre Punt innately upward or downward: II) d the shipping charges or taxes differ from the eslimate given to you; andjor(iij to comply with the tax laws of the state in which the Equipment is located You shall pay art applicable taxes, assessments and penaall related to this Agreement, whether levied or assessed on this Agreement, on us (except on our intone) or You, or on the Equipment, its rental, sale, --ship. —ship, possession, use or operation. If we pay any taxes of other expenses that are awed hereunder, you agree to 7einsbdrse as when we request You agree to pay us a yearly precessing fee of up to 550 far personal moo ty taxes we pay related to the Equipment. fou agree to pay us an originates, ee of up to S I is for aq closingcovs. we may aepty all sums rereived rraru yrm to any amounts due and owed to us ..if., Ill. terms at this Agreement. If for any reason your check is returned for Insafficient fund s, you will pay us d service charge of S30 or, if less, the max mum ehatge allowed by law. we may make a profit on any reps. estimated tax 9avmentsand other charges paid under Ihis Agnew -lit. Page t of 5 29693 l201 li Conridential Rev 01 2024 - Shemw1Cr'LClD5 3_ EQUIPMENT; SECURITY INTEREST: At your expense, you shall keep the Equipment (i) in good repair, condition and working order, in compliance with a pplicablelaws, ordinances and manufacturers' and regulatory standards-, (ik} free and clear of all liens and claims; and (iiI) at your address shown on page 1, and you agree not to move it unless we agree in writing. You grant us a security interest in the Equipment to secure all amounts you owe us under this Agreement or any other agreement with us ("Other Agreements-), except amounts under Other Agreements which are secured by lard andler buildings- You authorize and ratify our filing of any financing statements) to show our interest. You will not change your name, state of organization, headquarters or residence wrthout providing prior written notice to us. You will notify us within 30 days if your state of organization revokes er terminates your existence. 4. INSURANCE; COLLATERAL PROTECTION; INDEMNITY; LOSS OR DAMAGE: You agree to keep the Equipment fully insured against all risk, with us named as lenders loss payee, in an amount not less than the full replacement value ofthe Equipment until this Agreement is terminated, You also agree to maintain commercial general liability in withsuch coverage and From such insurance carrier as shall be satisfactory to us and to include us as an additional insured on the policy. You will provide written notice to us within 10 days of any modification or cancellation of your insurance poiicyls). You agree to pmvide us certificates or othere vidence of insurance acceptable to us. If you do not provide us wfth acceptable evidence of property insurance within 30 days after the start of this Agreement, we may, at our sole discretion, secure property loss insurance anthe Equipment from a carrier of our choosing in such forms and amounts as we deem reasonable to protect our interests. It we secure insurance an the Equipment, we will net name you as an insured party, your interests may not be fully protected, and you will reimburse us the premium which may he higher than the premium you would pay if you obtained insurance, and which may result m a profit to usthrough an investment in reinsurance. In addition, you agree to pay us our standard fees in connection with obtaining such insurance. If you are current in all ofyour obligations under the Agreement at the time of loss, any insurance proceeds received will be applied, at our option, to repair or replace the Equipment, or to pay us the remaining payments due or to become due under this Agreement, plus our booked residual, both discounted at 2%per annum. We are not responsible for, and you agree to hold us harmless and reimburse us for and to defend on our behalf against, any claim for any loss, expense, liability or injury caused by or, in any way related to delivery, insta11ation, poiownership, renting, manufacture, use, condition, inspection, removal, return or storage of the Equipment. All indemnities will survive the expimtian or termination of this Agreement. You are responsible for any loss,theft, destruction or damage to the Equipment ("Loss"l, regardless of cause, whether or not insured- You agree to promptly notify us in writing of any Loss. Fla Loss occurs and we have not otherwise agreed in writing, you will promptly pay to is the unpaid balance of this Agreement, Including any future Payments to the end ofthe term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. Any proceeds of insurance willbe paid to us and credited against the Loss. You authorize us to sign on your behalf and appoint is as your attorney-infact to endorse in your name any insurance drafts or checks issued due to a Lass. 5. ASSIGNMENT: YOU SHALL NOT SELL, TRANSFER, ASSIGN, ENCUMBER, PLEDGE OR SU8RENT THE EQUIPMENT OR THIS AGREEMENT, without our prior written consent. You shall not consolidate or merge with or into any other entity, distribute, sell or dispose of all or a substantial portion of your assets other than in the ordinary course of business, without our prior written consent, and the surviving, or successor entity or the transferee of such assets, shall assume all of your obligations under this Agreement by a written Instrument acceptable to us. No event shall occur which causes or results in a transfer of majority ownership of you while any obligations are outstanding hereunder. We may sell, assign, or transfer this Agreement without notice to or consent from you. You agree that ifwe sell, assign ortransfer this Agreement, our assignee will have the same rights and benefits that we have now and will not have to perform any ofour obligations_ You agree that our assignee will not be subject to any claims, defenses, or offsets that you may have against us. This Agreement shall he binding on and inure to the benefit of the parties hereto and their respective successors and assigns. 6_ DEFAULT AND REMEDIES: You will be in default if: (ij you do not pay any Payment or other sum due to us or you fail to perform in accordance with the Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any otherentity, (ill you make or have made any false statement or misrepresentation to us; (0) you or any guarantor dies, dissolves, liquidates, terminates existence ore; in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; ar(v} any guarantor defaults under any guaranty for this Agreement- If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to theend oftefm plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12%per year. Concurrently and cumulatively, we mayalso use any remedies available to us under the UCC and any other law and we may require that you Immediately stop using any Financed Items_ Ifwe take possession ofthe Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and anyother collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACTOR OMISSION BY ANYONE, Any delay or failure to enforce .-rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Cease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 ofthe UCC. If interest is charged or collected in excess ofthe maximum lawful rate, we will refund such excess to you, which will be yoursole remedy_ 7. INSPECTIONS AND REPORTS: We have the right, at any reasonable time, to inspect the Equipment and any documents relating to its use, maintenance and repair. You agree to provide updated annual and/or quarterly financial statements to us upon request. 8. END OF TERM: At the end ofthe initial term, this Agreement shall renew far successive 12-month renewal term{s) under the same terms hereof unless you send us written notice between 90 and 15U days before the end of any term, and you timely return the Equipment. You shall continue making Payments and paying all other amounts due until the Equipment is returned. As long as you have given us the required written notice, you will return all of the Equipment to a location we specify, at your expense, in retail re -saleable condition, full working order and complete repair. YOU ARE SOLELY RFSPONS18EE FOR REMOVING ANY DATA THAT MAY RESIDE IN THE EQUIPMENT, INCLUDING BUT NOT LIMITED TO HARD DRIVES, DISK DRIVES OR ANY OTHER FORM OF MEMORY. 9. USAPATRIOT ACT NOTICE; ANTI -TERRORISM AND ANTI -CORRUPTION COMPLIANCE: To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial ins titutions to obtain, verify, and record information that identifies each customer who opens an account. When you enter lnm a transaction with us, we ask for your business name, address and other information that will allow us to identify you, We may also ask to see other documents that substantiate your business identity. You and any other person who you control, owna controlling interest in, or who owns a controlling interest in or otherwise controls you in any manor ("Representatives"l are and will remain in full compliance with all laws, regulations and government guidance concerning foreign asset control, trade sanctions, embargoes, and the prevention and detection of money laundering, bribery, corruption, and terrorism, and neither you norany ofyour Representatives is or will be listed in any Sanctiontrelated list of designated persons maintained by the U.S. Oepartment of Treasury's Office of Foreign Assets Control or successor orthe U.S. Department of State. You shall, and shall cause any Representative to, provide such information and take such actions as are reasonably requested by us in order to assist us in maintaining compliance with antfmoney laundering laws and regulations. 10. MISCELLANEOUS: Unless otherwise stated in an addendum hereto, the parties agree that:(!) this Agreement and any related documents hereto maybe authenticated by electronic means; (ii) the "original" of this Agreement shall be the copy that bears your manual, facsimile, scanned or electronic signature and that also hears our manually or electronically signed signature and is held or controtled by us; and (!!!)to the extent this Agreement constitutes chattel paper (as defined by the UCC), a security interest may only be created In the original. You agree not to raise as adefense to the enforcement ofthls Agreement or any related documents that you or we executed or authenticated such documents by electronic or digital means or that you used facsimile or other electronic means to transmit your signature on such documents. Notwithstanding anything to the contrary herein, we reserve the right to require you to sign this Agreement or any related documents hereto manually and to send to us the manually signed, duly executed documents via overnight courier on the same day that you send us the facsimile, scanned or electronic transmission of the documents You agree to execute any further documents that we may request to carry out the intents and purposes of this Agreement- Whenever our consent Ss required, we may withhold or condition such consent in our sole discretion, except as otherwise expressly stated herein. From time to time, Supplier may extend tous payment terms for Equipment financed under this Agreement that are more favorable than what has been quoted to you crthe general public, and we may provide Supplier Informat€on regarding this Agreement if Supplier has assigned or referred it to us. All notices shall be mailed or delivered by facsimile transmission or overnight courier to the respective parties at the addresses shown on this Agreement or such other address as a party may provide in waiting from time to time. You authorize us to make non -material amendments {including completing and conforming the description of the Equipment) on any document in connection with this Agreement. Unless stated otherwise herein, all other modifications to this Agreement must be in writing and signed by each party or in a duly authenticated electrons record. This Agreement may not be modified by course of performance. 11. WARRANTY DISCLAIMERS: WE ARE RENTING THE EQUIPMENT TO YOU"A5-IS." YOU HAVE SELECTED SUPPLIER AND THE EQUIPMENT BASED UPON YOUR OWN JUDGMENT. IN T HE EVENT WE A5516N THIS AGREEMENT, OUR ASSIGNEE DOES NOT TAKE RESPONSIBILITIES FOR THE INSTALLATION OR PERFORMANCE OF THE EQUIPMENT. SUPPLIER 15 NOT AN AGENT OF OURS AND WE ARE NOT AN AGENT OF SUPPLIER, AND NOTHING SUPPLIER STATES OR DOES CAN AFFECT YOUR OBLIGATIONS HEREUNDER. YOU WILL MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST ANY SUPPLIER, LICENSOR OR MANUFACTURER, AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WILL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, OF, AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR, MERCHANTABILITY, FITNESS FORANY PARTICULAR PURPOSE, CONDITION, QUALITY, ADEQUACY, TITLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS, INFRINGEMENT OR ANY OTHER ISSUE IN REGARD TO THE EQUIPMENT, ANY ASSOCIATED SOFTWARE AND ANY FINANCED ITEMS. 50 LONG AS YOU ARE NOT IN DEFAULT UNDER THIS AGREEMENT, WE ASSIGN TO YOU ANY WARRANTIES IN THE EQUlRMENT GIVEN TO us. 12. LAW; JURY WAIVER: This Agreement will be governed by and constmed 1. accordance with the law of the principal place of business of Owner or, i I assigned, its assignee. You consent to jurisdfctian and venue of any state or federal court in the state of Owner or, if assigned, its assignee has its prncipal place of business and waivethe defense offnccuvenfent forum. For any action arising out of or relating to this Agreement or the Equipment, BOTH PARTIES WAIVE ALL RIGHTS TO A TRIAL BY JURY. 13. MAINTENANCE AND SUPPLIES: You have elected to enter Into a service and maintenance arrangement with Supplier, and if Indicated by the selection of a Supplies Coverage Level on page 1, for maintenance, inspection, adjustment, parts replacement (excluding ink print heads), drums, cleaning material required for proper operation and toner and developer (collectively, the "Services and Supplies"l_ Paper, staples and MICR cartridges must be separately purchased by you. Imager network support on connected Equipment is not included and will he billahle at the prevailing hourly rate, at your expense. Supplies for equipment may or may not be included in this Agreement. If included, the amount payable under this Agreement for Supplies is based on the industry standard and the manufacturer estimated yield for black toner and developer based on an average per page coverage of 6% and for color toner and developer based on an average per page coverage of 20%. If your toner and developer usage exceeds the average page coverage amount, we in our sole discretion reserve the fight to increase the amount payable under this Agreement for Supplies in orderto adjust forany increased toner and developer usage in excess of the industry standard You agree to pay all amounts owing underthis Agreement regardless of any claim you have against Supplier relating to the Services or Supplies. Supplier will be solely responsible for performing all Services and providing al I Supplies. You agree not to hold Owner (if different from Supplier) or any assignee of this Agreement responsible for Supplier's Service and Supplies obligations As a convenience to you we will provide you with one invoice covering amounts owing for your renting of the Equipment under this Agreement and the amounts owning to Supplier for the Services and Supplies. If necessary, Supplier's obligations to you for the Services and Supplies may be delegated by us to another company. You agree to pay a monthly supply freight fee to coverthe costs of shipping supplies to you. Each month, you are entitled to produce the minimum number of prints shown on page 1 of this Agreement for each applicable print type_ Regardless of the number of prints made, you will never pay less than the minimum Payment. You agree to provide periodic meter readings on any Equipment capable of reporting meters electronically using our electronic meter collection method. You consent to implementation of a data collection agent (" DCA") for such purposes_ For any Equipment that does not report into the OCA, you agree to provide the meters in a mannersa6sfactory to us. dwe are unable to gather a meter reading from you using DCA methods, you will he assessed a $3 fee per month per device for us to collect your meter reads, You agree to pay the applicable excess print charge for each metered print that exceeds the applicable minimum number of prints. Prints made on equipment marked as net financed under this Agreement will be included in determining your print and excess charges. At the and of the first 12 months after commencement of this Agreement, and once each successive 12-month period thereafter, we may increase the Minimum Payment and the Excess Print Charge(s) by a maximum of 15%of the existing Minimum Payment or Excess Print Charge(s). In order to facilitate an orderly transition, the start date of this Agreement will be the date the Equipment is delivered to you or a date designated by us, as shown on the first invoice. If a later start date is designated, in addition to all Payments and other amounts due hereunder, you agree to pay us a transitional payment equal to 1/30th of the Payment, multiplied by the number of days between the date the Equipment is delivered to you and the designated start date_ The first Payment is due 30 days after the start of this Agreement and each Payment thereafter shall he due on the same day ofeach month. 14. SUPPLIES LEVEL COVERAGE INFORMATION: All Inclusive is defined as including all colors (cyan, magenta, yellow and black) oftemers, developers, drums and drums kit. HP OEM is defined as including all colors (cyan, magenta, yellow and back) of HP Original Equipment Manufacturer toners, developers, drums and drums kits. No Supplies Included is defined as not including any toners, developers, drums or drums kits. 15. MARCO SUPPORT DESK: If you selected "yes" on page 1, you will have access to the Marco Support Desk, Monday -Friday fram 7:00 am to 5:00 pm CST via phone or internet for the following matters: 1) Required reconfiguration of Equipment imagers on your network for printing and scanning because of replaced or upgraded workstations and/or servers and IF address changes (One attempt (thirty (301 minutes) to reconfigure scan to email resulting from changes made by your internet service provider); 2) Reinstallation and configuration of manufacturer companion software for Equipment and drivers hereunder an additional or upgraded workstations for the following: 5harpdesk, PC Fax Drivers, EFI Command Workstation, EH Remote scan, and Marco installed meter monitoring software; 3) Other printing or scanning software related issues as applicable to the normal function of imager(s) for the Equipment; and 4) Request support for the Software identified on page one of this Agreement, Jf you have a current support ageement with Software provider. Device network support on connected Equipment and reconfiguration to imagers inquired because of changes to your network, including but not limited to, different or upgraded network operating systems are not included in this Agreement and maybe purchased separately at our prevailing rates. Anysuch purchase shall be subject to the terms of this Agreement - Page 2 of 5 29683 (20171 Confidential Rev 31,2024 - Sherpa/CPLCID5 Marc® STATE AND LOCAL GOVERNMENT ADDENDUM AGREEMEtJT NO. I Phone: :00 : 800.847.3087 Addendum to Agreement # UNITED CITY OF YORKVILLE and any future supplements/schedules thereto, between , as Customer and Marco Technologies LLC, as Lessor ("Agreement"). The words "you" and "your" refer to Customer. The wards "we," "us" and "our" refer to Lessor. 1. The parties wish to amend the above -referenced Agreement by adding the following language: REPRESENTATIONS AND WARRANTIES OF CUSTOMER: You hereby represent and warrant to us that: (i) you have been duly authorized under the Constitution and laws of the applicable jurisdiction and by a resolution or other authority of your governing body to execute and deliver this Agreement and to carry out your obligations hereunder; (fi) all legal requirements have been met, and procedures have been followed, including public bidding, in order to ensure the enforceability of this Agreement; (iii) this Agreement is in compliance with all laws applicable to you, including any debt limitations or limitations on interest rates or finance charges; (iv) the Equipment will be used by you only for essential governmental or proprietary functions of you consistent with the scope of your authority, will not be used in a trade or business of any person or entity, by the federal government or for any personal, family or household use, and your need for the Equipment is not expected to diminish during the term of this Agreement; (v) you have funds available to pay Payments until the end of your current appropriation period, and you intend to request funds to make Payments in each appropriation period, from now until the end of the term of this Agreement; and (vi) your exact legal name is as set forth on page one of this Agreement. INITIAL TERM AND RENEWALTERM(S): The term of the Agreement consists of an initial term beginning on the date we pay Supplier and ending at the end of your fiscal year in which we pay Supplier, and a series of renewal terms, each co -extensive with your fiscal year. Except to the extent required by applicable law, if you do not exercise your right to terminate the Agreement under the Non -Appropriation or Renewal paragraph as of the end of any fiscal year, the Agreement will be deemed automatically renewed for the next succeeding renewal term. An election by you to terminate the Agreement under the Non -Appropriation or Renewal paragraph is not a default. Notwithstanding anything to the contrary set forth in the Agreement, if we cancel. the Agreement following a default by you, we may require that you pay the unpaid balance of Payments under the Agreement through the end of your then -current fiscal year, but we may not require you to pay future Payments due beyond that fiscal year or the anticipated residual value of the Equipment. If we sell the Equipment following a default by you, you will not be responsible for a deficiency, except to the extent of our costs of repossession, moving, storage, repair and sale, and our attorneys' fees and costs. NON -APPROPRIATION OR RENEWAL: If either sufficient funds are not appropriated to make Payments or any other amounts due under this Agreement or (to the extent required by applicable law) this Agreement is not renewed either automatically or by mutual ratification, this Agreement shall terminate and you shall not be obligated to make Payments under this Agreement beyond the then -current fiscal year for which funds have been appropriated. Upon such an event, you shall, no later than the end of the fiscal year for which Payments have been appropriated or the term of this Agreement has been renewed, deliver possession of the Equipment to us. If you fail to deliver possession of the Equipment to us, the termination shall nevertheless be effective but you shall be responsible, to the extent permitted by law and legally available funds, for the payment of damages in an amount equal to the portion of Payments thereafter coming due that is attributable to the number of days after the termination during which you fail to deliver possession and for any other loss suffered by us as a result of your failure to deliver possession as required. You shall notify us in writing within seven days after (i) your failure to appropriate funds sufficient for the payment of the Payments or (ii) to the extent required by applicable law, (a) this Agreement is not renewed or (b) this Agreement is renewed by you (in which event this Agreement shall be mutually ratified and renewed), provided that your failure to give any such notice under clause (i) or (ii) of this sentence shall not operate to extend this Agreement or result in any liability to you. SUPPLEMENTS; SEPARATE FINANCINGS: To the extent appficable, in the event that the parties hereafter mutually agree to execute and deliver any supplement or schedule ("Supplement") under the above -referenced Agreement, such Supplement, as it incorporates the terms and conditions of the Agreement, shall be a separate financing distinct from the Agreement or other Supplements thereto. Without limiting the foregoing, upon the occurrence of an event of default or a non - appropriation event with respect to the Agreement or a Supplement (each, a separate "Contract"), as applicable, we shall have the rights and remedies specified in the Agreement with respect to the Equipment financed and the Payments payable under such Contract, and we shall have no rights or remedies with respect to Equipment financed or Payments payable under any other Contract unless an event of default or non -appropriation event has also occurred under such other Contract. 2. The parties wish to amend the above -referenced Agreement by restating certain language as follows: Any provision in the Agreement stating that you shall indemnify and hold us harmless is hereby amended and restated as follows: "You shall not be required to indemnify or hold us harmless against liabilities arising from this Agreement. However, as between you and us, and to the extent permitted bylaw and legally available funds, you are responsible for and shall bear the risk of loss for, shall pay directly, and shall defend against any and all claims, liabilities, proceedings, actions, expenses, damages or losses arising under or related to the Equipment, including, but not limited to, the possession, ownership, lease, use or operation thereof, except that you shall not bear the risk of loss of, nor pay for, any claims, liabilities, proceedings, actions, expenses, damages or losses that arise directly from events occurring after you have surrendered possession of the Equipment in accordance with the terms of this Agreement to us or that arise directly from our gross negligence or willful misconduct." Any provision in the Agreement stating that the Agreement is governed by a particular state's laws and you consent to such jurisdiction and venue is hereby amended and restated as follows: "This Agreement will be governed by and construed in accordance with the laws of the state where you are located. You consent to jurisdiction and venue of any state or federal court in such state and waive the defense of inconvenient forum." Any provision in the Agreement stating this Agreement supersedes any invoice and/or purchase order is hereby amended and restated as follows: "You agree that the terms and conditions contained in this Agreement, which, with the acceptance certification, is the entire agreement between you and us regarding the Equipment and which supersedes any purchase order, invoice, request for proposal, response or other related document." Any provision in the Agreement stating that this Agreement shall automatically renew unless the Equipment is purchased, returned or a notice requirement is satisfied is hereby amended and restated as follows: "Unless the purchase option is $1.00 or $101.00, you agree to send us written notice at least 30 days before the end of the final renewal term that you want to purchase or return the Equipment, and you agree to so purchase or return the Equipment not later than the end of the final renewal term. If you fail to so purchase or return the Equipment at or before the end of the final renewal term, you shall be a holdover tenant with respect to this Agreement and the Equipment, and this Agreement shall renew on a month -to -month basis under the same terms hereof until the Equipment has been purchased or returned." NOTE: CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. Page 3 of 29692 Conridential Rev 01 2D24 - SherpaIGPLUnS Any provision in the Agreement stating that we may assign this Agreement is hereby amended and restated as follows: "We may sell, assign, or transfer this Agreement without notice to or consent from you, and you waive any right you may have to such notice or consent." Any provision in the Agreement stating that you grant us a security interest in the Equipment to secure all amounts owed to us under any agreement is hereby amended and restated as follows: "To the extent permitted by law, you grant us a security interest in the Equipment to secure all amounts you owe us under this Agreement and any supplements hereto. You authorize and ratify our filing of any financing statements) and the naming of us on any vehicle titles) to show our interest." Any provision in the Agreement stating that a default by you under any agreement with our affiliates or other lenders shall be an event of default under the Agreement is hereby amended and restated as follows: "You will be in default if: (i) you do not pay any Payment or other sum due to us under this Agreement when due or you fail to perform in accordance with the covenants, terms and conditions of this Agreement; (ii) you make or have made any false statement or misrepresentation to us; or (T) you dissolve, liquidate, terminate your existence or are in bankruptcy. Any provision in the Agreement stating that you shall pay our attorneys' fees is hereby amended and restated as follows: "In the event of any dispute or enforcement of rights under this Agreement or any related agreement, you agree to pay, to the extent permitted by law and to the extent of legally available funds, our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee." Any provision in the Agreement requiring you to pay amounts due under the Agreement upon the occurrence of a default, failure to appropriate funds or failure to renew the Agreement is hereby amended to limit such requirement to the extent permitted by law and legally available funds. 3. If your end -of -term option is the purchase of all Equipment for $1.00 or $101.00, the following applies: Unless otherwise required by law, upon your acceptance of the Equipment, title to the Equipment shall be in your name, subject to our interest under this Agreement. 4. With respect to any "Financed Items," the following provisions shall be applicable to such Financed Items: This Addendum concerns the granting to you of certain software and/or software license(s) ("Licensed Software"), the purchase by you of certain software components, including but not limited to, software maintenance and/or support ("Products") and/or the purchase by you of certain implementation, integration, training, technical consulting and/or professional services in connection with software ("Services") (collectively, the "Financed Items") from software licensor(s) and/or supplier(s) (collectively, the "Supplier'), all as further described in the agreements) between you and Supplier (collectively, the "Product Agreement"). For essential governmental purposes only, you have requested and we have agreed that instead of you paying the fees pursuant to the Product Agreement to Supplierfor the Financed Items, we will satisfy your obligation to pay such fees to Supplier, and in consideration thereof, you shall repay the sums advanced by us to Supplier by prompdy making certain installment payments to us, which are included in the Payments set forth in the Agreement. To the extent permitted by law, you grant us a security interest in the license(s), including without limitation, all of your rights in the Licensed Software granted thereunder, the Products, all rights to payment under the Product Agreement, the Financed Items, and all proceeds of the foregoing to secure all amounts you owe us under this Agreement. You authorize and ratify our filing of any financing statements) to show our interest. Ownership of any Licensed Software shall remain with Supplier thereof. All Financed Items shall be provided by a Supplier unrelated to us, and your rights with respect to such Financed Items shall be governed by the Product Agreement between you and Supplier, which shall not be affected by this Agreement. IN NO EVENT SHALL WE HAVE ANY OBLIGATION TO PROVIDE ANY FINANCED ITEMS, AND ANY FAILURE OF SUPPLIER TO PROVIDE ANY FINANCED ITEMS SHALL NOT EXCUSE YOUR OBLIGATIONS TO US IN ANY WAY. YOU HAVE SELECTED SUPPLIER AND THE FINANCED ITEMS BASED UPON YOUR OWN JUDGMENT. WE DO NOT TAKE RESPONSIBIL#TY FOR THE INSTALLATION OR PERFORMANCE OF THE FINANCED ITEMS. SUPPLIER IS NOT AN AGENT OF OURS AND WE ARE NOT AN AGENT OF SUPPLIER, AND NOTHING SUPPLIER STATES OR DOES CAN AFFECT YOUR OBLIGATIONS HEREUNDER. YOU WILL MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST ANY SUPPLIER, LICENSOR OR MANUFACTURER, AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WILL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AS TO THE FINANCED ITEMS COVERED BY THE PRODUCT AGREEMENT AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR AS TO ANY PATENT, TRADEMARK OR COPYRIGHT INFRINGEMENT, CONDITION, QUALITY, ADEQUACY, TITLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS OR ANY OTHER ISSUE IN REGARD TO THE FINANCED ITEMS. YOU HEREBY WAIVE ANY CLAIM (INCLUDING ANY CLAIM BASED ON STRICT LIABILITY OR ABSOLUTE LIABILITY IN TORT) THAT YOU MAY HAVE AGAINST US FOR ANY LOSS, DAMAGE (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF DATA OR ANY OTHER DAMAGES) OR EXPENSE CAUSED BY THE FINANCED ITEMS COVERED BY THE PRODUCT AGREEMENT OR ATERMINATION OF THE FINANCED ITEMS PURSUANT TO AN EVENT OF DEFAULT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, LOSS, EXPENSE OR COST. The following shall be additional events of default under the Agreement: (i) you fail to perform in accordance with the covenants, terms and conditions of the Product Agreement, or III) the Product Agreement is terminated, suspended, materially restricted or limited. The following shall be additional remedies we have for your default under the Agreement: We shall have the right to: (a) cause the termination of the Financed Items and you irrevocably consent to such termination of the Financed Items by Supplier; and (b) require you to immediately stop using the Financed Items (regardless of whether you are in default under the Product Agreement) and you shall, at our option, either deliver to us a certification executed by a duly authorized officer certifying that you have ceased use of the Financed Items or deliver the Financed Items to a location designated by us. in the event you are entitled to transfer the right to use the Financed Items to any third party, you hereby agree to transfer any such right to use the Financed Items to any third party selected by us and acknowledge that you shall have no right to fees payable by any third party in connection with such transfer. However, we shall not be required to mitigate our damages caused by a default by transferring any Financed Items to a third party. By signing this Addendum, Customer acknowledges the applicable changes noted above are incorporated by reference into the Agreement. In all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer. In the event of any conflict between the terms and conditions of the Agreement and this Addendum, the terms and conditions of this Addendum shall control. Customer has caused this Addendum to be executed by its duly authorized officer as of the date below. Marco Technologies LLC LESSOR SIGNATURE TITLE DATE UNITED CITY OE,YORKVILLE CU5T01IE11 T' SIG411ATURE TITLE T DATE NOTE: CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE. Page 4 of 5 29692 Confidential Rev 01 2024 - SherpafCPLUDS Docusign Envelope ID: 508E86CF-7770-GEED-8311-23B931C823CB Any provision in the Agreement stating that we may assign this Agreement is hereby amended and restated as follows: "We may sell, assign, or transfer this Agreement without notice to or consent from you, and you waive any right you may have to such notice or consent" Any provision in the Agreement stating that you grant us a security interest in the Equipment to secure all amounts owed to us under any agreement is hereby amended and restated as follows: "To the extent permitted by law, you grant us a security interest in the Equipment to secure all amounts you owe us under this Agreement and any supplements hereto. You authorize and ratify our filing of any financing statement(s) and the naming of us on any vehicle title(s) to show our interest." Any provision in the Agreement stating that a default by you under any agreement with our affiliates or other lenders shall be an event of default under the Agreement is hereby amended and restated as follows: "You will be in default if: (I) you do not pay any Payment or other sum due to us under this Agreement when due or you fail to perform in accordance with the covenants, terms and conditions of this Agreement; (ii) you make or have made any false statement or misrepresentation to us; or IN) you dissolve, liquidate, terminate your existence or are in bankruptcy. Any provision in the Agreement stating that you shall pay our attorneys' fees is hereby amended and restated as follows: "In the event of any dispute or enforcement of rights under this Agreement or any related agreements you agree to pay, to the extent permitted by law and to the extent of legally available funds, our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee." Any provision in the Agreement requiring you to pay amounts due under the Agreement upon the occurrence of a default, failure to appropriate funds or failure to renew the Agreement is hereby amended to limit such requirement to the extent permitted by law and legally available funds, 3. If your end -of -term option is the purchase of all Equipment for $1.00 or $3.01.00, the following applies: Unless otherwise required by law, upon your acceptance of the Equipment, title to the Equipment shall be in your name, subject to our interest under this Agreement. 4. With respect to any "Financed Items," the following provisions shall be applicable to such Financed Items: This Addendum concerns the granting to you of certain software and/or software licenses) ("Licensed Software"), the purchase by you of certain software components, including but not limited to, software maintenance and/or support ("Products") and/or the purchase by you of certain implementation, integration, training, technical consulting and/or professional services in connection with software ("Services") fcollectively, the "Financed Items") from software licensor(s) and/or supplier(s) (collectively, the "Supplier"), all as further described in the agreements) between you and Supplier (collectively, the "Product Agreement"), For essential governmental purposes only, you have requested and we have agreed that instead of you paying the fees pursuant to the Product Agreement to Supplier for the Financed Items, we will satisfy your obligation to pay such fees to Supplier, and in consideration thereof, you shall repay the sums advanced by us to Supplier by promptly making certain installment payments to us, which are included in the Payments set forth in the Agreement. To the extent permitted by law, you grant us a security interest in the license(s), including without limitation, all of your rights in the Licensed Software granted thereunder, the Products, all rights to payment under the Product Agreement, the Financed Items, and all proceeds of the foregoing to secure all amounts you owe us under this Agreement. You authorize and ratify our filing of any financing statement(s) to show our interest. Ownership of any Licensed Software shall remain with Supplier thereof. All Financed Items shall he provided by a Supplier unrelated to us, and your rights with respect to such Financed Items shall be governed by the Product Agreement between you and Supplier, which shall not be affected by this Agreement. IN NO EVENT SHALL WE HAVE ANY OBLIGATION TO PROVIDE ANY FINANCED ITEMS, AND ANY FAILURE OF SUPPLIER TO PROVIDE ANY FINANCED ITEMS SHALL NOT EXCUSE YOUR OBLIGATIONSTO US IN ANY WAY. YOU HAVE SELECTED SUPPLIER AND THE FINANCED ITEMS BASED UPON YOUR OWN JUDGMENT. WE DO NOTTAKE RESPONSIBILITY FOR THE INSTALLATION OR PERFORMANCE OF THE FINANCED ITEMS, SUPPLIER IS NOT AN AGENT OF OURS AND WE ARE NOT AN AGENT OF SUPPLIER, AND NOTHING SUPPLIER STATES OR DOES CAN AFFECT YOUR OBLIGATIONS HEREUNDER. YOU WILL MAKE ALL PAYMENTS UNDER THIS AGREEMENT REGARDLESS OF ANY CLAIM OR COMPLAINT AGAINST ANY SUPPLIER, LICENSOR OR MANUFACTURER, AND ANY FAILURE OF A SERVICE PROVIDER TO PROVIDE SERVICES WILL NOT EXCUSE YOUR OBLIGATIONS TO US UNDER THIS AGREEMENT. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AS TO THE FINANCED ITEMS COVERED BY THE PRODUCT AGREEMENT AND TAKE ABSOLUTELY NO RESPONSIBILITY FOR MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR AS TO ANY PATENT, TRADEMARK OR COPYRIGHT INFRINGEMENT, CONDITION, QUALITY, ADEQUACY, TITLE, DATA ACCURACY, SYSTEM INTEGRATION, FUNCTION, DEFECTS OR ANY OTHER ISSUE IN REGARD TO THE FINANCED ITEMS. YOU HEREBY WAIVE ANY CLAIM (INCLUDING ANY CLAIM BASED ON STRICT LIABILITY OR AB50LUTE LIABILITY IN TORT) THAT YOU MAY HAVE AGAINST US FOR ANY LOSS, DAMAGE (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF DATA OR ANY OTHER DAMAGES) OR EXPENSE CAUSED BY THE FINANCED ITEMS COVERED BY THE PRODUCT AGREEMENT OR A TERMINATION OF THE FINANCED ITEMS PURSUANT TO AN EVENT OF DEFAULT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY Of SUCH DAMAGE, LOSS, EXPENSE OR COST. The following shall be additional events of default under the Agreement: (i) you fail to perform in accordance with the covenants, terms and conditions of the Product Agreement, or (ii) the Product Agreement is terminated, suspended, materially restricted or limited. The fallowing shall be additional remedies we have for your default under the Agreement: We shall have the right to: (a) cause the termination of the Financed Items and you irrevocably consent to such termination of the Financed Items by Supplier; and (b) require you to immediately stop using the Financed Items (regardless of whether you are in default under the Product Agreement) and you shall, at our option, either deliver to us a certification executed by a duly authorized officer certifying that you have ceased use of the Financed Items or deliver the Financed Items to a location designated by us. In the event you are entitled to transfer the right to use the Financed Items to any third party, you hereby agree to transfer any such right to use the Financed Items to any third party selected by us and acknowledge that you shall have no right to fees payable by any third party in connection with such transfer. However, we shall not be required to mitigate our damages caused by a default by transferring any Financed Items to a third party. By signing this Addendum, Customer acknowledges the applicable changes noted above are incorporated by reference into the Agreement. in all other respects, the terms and conditions of the Agreement remain in full force and effect and remain binding on Customer. In the event of any conflict between the terms and conditions of the Agreement and this Addendum, the terms and conditions of this Addendum shall control. Customer has caused this Addendum to be executed by its duly authorized officer as of the date below. LESSOR ACCEPTANCE C US TOJWER ACCEPTANCE Marco Technologies LLC LESSOR �t�n Stiul.w.i, SIGNATURE Print Revenue Operations Manager 6/2/2026 TITLE DATE UNITED CITY OF.,YORKVILLE CUSTOMER SIGNATURE MAk �r TITLE IDATE NOTE CAPITALIZED TERMS IN THIS DOCUMENT ARE DEFINED AS IN THE AGREEMENT, UNLESS SPECIFICALLY STATED OTHERWISE - Page 4 or i 29692 Canfidmtiai Rev 0 t.2024 - SherparCPLGfDS APPLICATION NO. AGREEMENT NO. m a ro Schedule "A-1 ° 3277335 Meter Reading Contact Person: Rob Fredrickson -rfredricksonQyorkville-4ELis This Schedule "A" is to be attached to and becomes part of the above -referenced Agreement by and between the undersigned and Marco Technologies, LLC MAKEIMODELIACCESSORIES SERIAL NUMBER START METCR coLOR START METER BW 1 SHARP BP-71 C31 ADVANCED 31 PPM A3 COLOR MFP - [610 TOWER LN, YORKVILLE, IL, 60560-11751 2 SHARP BP-71 C31 ADVANCED 31 PPM A3 COLOR MFP - It 85 WOLF ST, YORKVILLE, IL, 60560-00001 3 SHARP BP-71 C55 ADVANCED 55 PPM A3 COLOR MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IL, 60560-6500 4 SHARP BP-71 C55 ADVANCED 55 PPM A3 COLOR MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IL, 60560-6500 5 SHARP BP-71 C55 ADVANCED 55 PPM A3 COLOR MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IT, 60560-6500 6 SHARP BP-71 C55 ADVANCED 55 PPM A3 COLOR MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IL, 60560-6500 7 SHARP 1311-71055 ADVANCED 55 PPM A3 COLOR MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IL, 60560-6500 8 SHARP BP-71 C55 ADVANCED 55 PPM A3 COLOR MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IL, 60560-6500 9 SHARP BP-71055 ADVANCED 55 PPM A3 COLOR MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IL, 60560-6500 10 SHARP BP-71 M31 ADVANCED 31 PPM A3 B&W MFP - [651 PRAIRIE POINTE DR, YORKVILLE, IL, 60560-65001 11 12 SHARP SOURCEWELL#112124-SEC 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 26 28 30 31 32 33 34 35 36 37 38 39 40 41 42 This Schedule "A" is hereby verified as correct by the undersigned Customer, UNITED CITY OF YORKVILLE CUSTOMER (as referenced above) SIGNATURE receipt of a copy TITLE RA (AU A r DATED Page 5of5 29691 Confidential Rev 01,2024 - SherpalCPLCIDS Exhibit B marco February 4, 2026 PROPOSAL, FOR UNITED CITY OF YORKVILLE Prepared by: Karrie Altringer Technology Advisor 815.762.2323 karrie.altrincierC@marconet.com Pricing Valid Through 3.31.2026 @3 Managed Services # Copiers & Printers © Audio Visual ❑ Business IT Services 0 marco CURRENT SITUATION Existing Marco Agreement(s).......................................................................... $2,257.56/Month Usage Over Marco Contracted Volumes............................................................... $423.00/Month TOTAL ....................................... $2,680.56/Month Make &Model Serial Number Location Address B/W Meter Display Color Meter Display B/W AMV Color AMV SHARP BP-50055 25048499 2ND FLOOR WORKROOM 651 PRAIRIE POINTE DR 18.696 63,914 620 2,014 SHARP BP-50055 25048529 ROOM 142 RECORDS 651 PRAIRIE POINTE DR 25,953 45,673 910 1,429 SHARP BP-50055 25063628 ROOM 204 ADMIN ASSISTANT 651 PRAIRIE POINTE DR 54,986 68,183 1,913 2,064 SHARP BP-50055 25063578 2ND FLOOR CONFERENCE ROOM 651 PRAIRIE POINTE DR 23,501 58,694 611 1,670 SHARP BP-50055 25183436 3RD FLOOR RECREATION MANAGEMENT 651 PRAIRIE POINTE DR 59,098 177,381 1,811 5,785 SHARP BP-50055 25048519 RM 3061COPY RM 651 PRAIRIE POINTE DR 175,754 172,323 4,986 5.733 SHARP SP-50055 25183246 104 COPY ROOM 651 PRAIRIE POINTE DR 59,254 22,626 1,787 587 SHARP BP-50C31 25020640 OFFICE - PUBLIC WORKS 610 TOWER LN 13,465 14,126 373 525 SHARP BP-50C31 25021610 MAIN OFFICE 185 WOLF ST 4.2851 81838 127 300 SHARP BP-50M31 25003590 ROOM 129 REPORT WRITING 1651 PRAIRIE POINTE DR 65.091 2:040 Page 1 2 marco RECOMMENDED PRINT SOLUTION - Partial Refresh Option 36 Month Term: DEVICE SHARP BP-50055 ACTIONCURRENT Upgrade- Sharp BP-71055 • • 3RD FLOOR RECREATION MANAGEMENT SHARP BP-50055 Upgrade- Sharp BP--71055 RM 306/COPY RM SHARP BP-50055 Keep - New Term 104 COPY ROOM SHARP BP-50055 Keep - New Term 2ND FLOOR CONFERENCE ROOM SHARP BP-50055 Keep - New Term ROOM 142 RECORDS SHARP BP-50055 Keep - New Term 2ND FLOOR WORKROOM SHARP BP-50055 Upgrade- Sharp BP-71055 ROOM 204 ADMIN ASSISTANT SHARP BP-50C31 Keep - New Term OFFICE - PUBLIC WORKS SHARP BP-50C31 Keep - New Term MAIN OFFICE SHARP BP-50M31 Keep - New Term ROOM 129 REPORT WRITING PaperCut Extend 3 Years *Validation* of device configurations required prior to ordering MANAGED ACCOUNT PROGRAM (MAP) Our Managed Account Program includes equipment, service, and supplies (except staples and paper). The result is a system with the capabilities and features you need —without the administrative headaches. 36 Month MAP......................................................................................... $2,.578.76/Month Sharp Black and White Prints included per Month: 15,500 1 Overages: $.004/Print Sharp Color Prints included per Month: 20,0001 Overages: $.04/Print DELIVERY, INSTALLATION, INITIAL SUPPLIES AND INITIAL TRAINING Delivery, Installation, Initial Supplies & Initial Training ....................................................Included Due to changing economic conditions pricing and availability is subject to change without notice at any point during or after the quotation. The a�o pricing does not include applicable sales tax. Accepted by: Date:% By signing this proposal, you are authorizing Marco Technologies LLC to order, install and invoice the above listed equipment. Page 1 3 marco RECOMMENDED PRINT SOLUTION - Full Refresh Option 60 Month Term: QTY 7 CURRENT DEVICE Sharp BP-50055 ACTIONDEVICE Upgrade Sharp BP-71055 2 Sharp BP-50C31 Upgrade Sharp BP-71C31 1 Sharp BP-50M31 Upgrade Sharp BP-71M31 PaperCut Extend 5 Years *Validation* of device configurations required prior to ordering MANAGED ACCOUNT PROGRAM (MAP) Our Managed Account Program includes equipment, service, and supplies (except staples and paper). The result is a system with the capabilities and features you need —without the administrative headaches. 60 Month MAP......................................................................................... $2,605.27/Month • Sharp Black and White Prints Included per Month: 15,500 1 Overages: $.0035/Print • Sharp Color Prints included per Month: 20,0001 Overages: $.035/Print DELIVERY_._ INSTALLATION. INITIAL SUPPLIES AND INITIAL TRAINING Delivery, Installation, Initial Supplies & Initial Training ....................................................Included Due to changing economic conditions pricing and availability is subject to change without notice at any point during or after the quotation. The above pricing does not include applicable sales tax. Accepted by: I i �' Date: By signing this proposal, you are authorizing Marco Technologies LLC to order, install and invoice the above listed equipment. Page 1 4