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HomeMy WebLinkAboutPollock Company Augusta Richmond GA . DOCUMENT NAME: \=0\ \OC-'<.- Corn~ DOCUMENT TYI?E: C~OC/-t Y~AR: C\'6 BOX NUMBER: Ol.\ FILE NUMBER: \~L\l NUMBER OF PAGES: 30 1" ., "I' 'r. ...'f' CONTRACT This Contract is entered into on and as of January 2, 1998, by and between Augusta, Georgia, by and through the Augusta- Richmond County Commission, and the Pollock Company. This contract is prepared in accordance with the Purchasing Regulations of Augusta-Richmond County and shall be controlled by provision thereof. 1. DEFINITIONS As used in this Contract the terms below are defined as follows: a. "Augusta" shall mean Augusta, Georgia, acting by and through the Augusta-Richmond County Commission. b. "Using Department" shall mean all departments listed on Attachment "A" attached hereto and incorporated herein by reference, e. "Commission" shall mean the Augusta-RiChmond County Commission. 2. TERM; TERMINATION a. This Contract shall be for an initial term of three (3) years, beginning January 2, 1998. This Contract may be renewed for two additional terms of one (1) year each~ by the mutual written consent of the parties, unless earlier terminated. b. The parties agree that Augusta may terminate this Contract or any work or delivery required hereunder., from time to time, either in whole or in part, in accordance with Sections 1.24 through 1.25.3 of RFP No, -97-108. 1 ;. .~ Termination, in whole or in part, shall be effected by delivery of a Notice of Termination signed by the Mayor, mailed or delivered to Contractor, and specifically setting forth the effective date of termination, Upon receipt of such Notice, Contractor shall: i. Cease any further deliveries or work due under this Contract, on the date, and to the extent, which may be specified in the Notice; ii. Place no further orders with any subcontractors except as may be necessary to perform that portion of this Contract not subject to the Notice; iii, Terminate all subcontracts except those made with respect to Contract performance not subject to the Notice; iv. Settle all outstanding liabilities and claims which may arise out of such termination, with the ratification of the Purchasing Department of Augusta; and v. Use its best efforts to mitigate any damages which may be sustained by him as a consequence of termination under this clause. After complying with the provisions of paragraph iii, above, the Contractor shall submit a termination claim, in no event later than six months after the effective date of termination, unless an extension is granted by the Director of Purchasing. The Director of Purchasing, with the approval of the Commission, shall pay from the Using Department's budget reasonable costs of termination, including a reasonable amount for profit on services delivered or completed, In no event shall this amount be greater than the original contract price, reduced by any payments made prior to Notice of Termination, and further reduced by the price of the services not delivered, or those services not provided. This Contract shall be amended accordingly, and the Contractor shall be paid the agreed upon amount. In the event that the parties cannot agree on the whole amount to be paid to Contractor by reason of termination under this clause, the Director of Purchasing shall pay to the Contractor the amounts determined as follows, without duplicating any amount which may have already been paid under the preceding paragraph of this clause: 2 i' ." i. with respect to all Contract performance prior to the effective date of Notice of Termination, the total of: a. Cost of the work performed; b. The cost of settling and paying any reasonable claims as provided in subparagraph iv above; c. A sum as profit on (a) determined by the Director of Purchasing and approved by the Commission to be fair and reasonable. ii. The total sum to be paid shall not exceed the Contract price, as reduced by the amount of payments otherwise made, and as further reduced by the Contract price of services not terminated. In the event that Contractor is not satisfied with any payments which the Director of Purchasing shall determine to be due under this clause, the Contractor may appeal any claim to the Commission in accordance with the. "Disputes" clause of this Contract. Contractor shall include a provision similar to this one in any subcontract, and shall specifically include a requirement that subcontractors make all reasonable efforts to mitigate damages which may be suffered. Failure to include such provisions shall bar Contractor from any recovery from Augusta whatsoever of loss or damage sustained by a subcontractor as a consequence of termination for convenience. c. Either party may terminate this Contract, without further obligation, for the default of the other party or its agents or employees with respect to any agreement or provision contained herein. d. In the event Contractor sells, transfers or relinquishes, whether involuntarily or voluntarily, its ownership interest in the corporation, partnership or proprietorship identified in this Contract, this Contract shall terminate in accordance with section 1.14 of the RFP. 3. INCORPORATION OF DOCUMENTS The following documents are hereby incorporated by reference into this Contract: a. Contractor's Proposal: Copier Management Service for Augusta-Richmond County, RFP #97-108 3 'j j i' . .,~ <0" b. Augusta's RFP: RFP No. 97-108, Copier Services, August 13, 1997 (date). In the event of any inconsistency between the Contractor's Proposal and Augusta's RFP, the terms and conditions of the RFP shall control. 4. PROVISION OF SERVICES Contractor hereby agrees to provide to Augusta the services described herein and further outlined in Attachment B, Scope of Work. The Scope of Work shall take precedence over the documents set forth in section 3 in the event of inconsistency. 5. CONTRACT AMOUNT In return for the services identified above, and subject to the "Non-Appropriation of Funds" clause herein, Augusta certifies that sufficient funds are budgeted and appropriated and shall compensate the Contractor a base monthly a amount of Twenty-Two Thousand Eight Hundred Thirty-Nine and 68/100 Dollars ($22,839.68), in accordance with the pricing structure contained in Attachment "C," which is attached hereto and incorporated herein by reference (the "pricing Structure"), for the 36-month term of this Agreement. Contractor shall not invoice, or receive any payments in excess of this amount, except pursuant to the provisions of the pricing Structure and/or section 11 herein. Contractor specifically 'acknowledges and agrees that it shall not receive payment or reimbursement for expenses, including those relating to travel, purchase of supplies or related items. 6. METHOD OF PAYMENT Contractor shall submit monthly invoices listing the services performed and completed as outlined in Attachment B. The invoice should cite the backup itemized charges separately for service to each cost center. An original summary invoice shall be sent to: Accounting Department, Room 105, 530 Greene street, Augusta, Georgia 30911, Augusta will make payment to Contractor within 30 days of receipt of a correct invoice based upon the Pricing Structure. Payment will be based on unit prices. 7. TIME OF ESSENCE AND COMPLETION Time shall be of the essence to this Contract, except where it is herein specifically provided to the contrary. Contractor shall provide the contract services in accordance with the schedules set forth in Attachments Band C. 4 . . , . 'F 8. KEY PERSONNEL a. Contractor shall assign to this Contract the following key personnel: i. steve Baxter ii. Diane Inglett iii. Tammy Williams b. During the period of performance, Contractor shall make no substitutes of key personnel unless the substitution is necessitated by illness, death, or termination of employment. Contractor shall notify the Augusta-Richmond County Director of Purchasing within five (5) calendar days after the occurrence of any of these events and provide the following information, providing a detailed explanation of the circumstances necessitating the proposed substitutions, complete resumes for the proposed substitutes, and any additional information requested by the Augusta-Richmond County Director of Purchasing. Proposed substitutes should have comparable qualifications to those of the persons being replaced. The Augusta-Richmond County Director of Purchasing will notify the Contractor within fifteen (15) calendar days after receipt of all required information of the decision on substitutions. This clause will be modified to reflect any approved changes of key personnel, 9. INSPECTION AND ACCEPTANCE All tasks and reports shall be conducted and completed in accordance with recognized and customarily accepted industry practices, and shall be considered complete when the products are approved as acceptable by the Contract Administrator in writing. In the event of rejection of any report or deliverable, Contractor shall be notified in writing and shall have ten (10) working days from date of insurance of notification to correct the deficiencies and re-submit the report/deliverable. Failure to submit acceptable work within said ten-day period shall constitute a breach of this contract for which the Contractor may be held in default. 10. ASSIGNABILITY OF CONTRACT Neither this Contract, nor any part hereof, may be assigned by Contractor to any other party without the prior express written permission of Augusta. 11. MODIFICATIONS OR CHANGES TO THIS CONTRACT All modifications and changes to this Contract shall be in writing and signed by both parties. 5 0;. The Contract Administrator, with the approval of the Commission, shall have the authority to order changes in this Contract which affect the cost or time of performance. Such changes shall be ordered in writing specifically designated to be a "change Order." Such change orders shall be limited to reasonable changes in the services to be provided or the time of delivery; provided that the Contractor shall not be excused from performance under the changed Contract by failure to agree to such changes, and it is the express purpose of this provision to permit unilateral changes in the Contract now subject to the conditions and limitations herein, Contractor need not perform any work described in any Change Order unless it has received a written certification from Augusta that there are funds budgeted and appropriated sufficient to cover the cost.of such changes. Contractor shall make a demand for payment for completed changed work within thirty (30) days of completion of Change Order, unless such time period is extended in writing, or unless the Director of Purchasing requires submission of a cost proposal prior to the initiation of any changed work or services. Later notification shall not bar the honoring of such claim or demand unless Augusta is prejudiced by such delay. No claim for changes ordered hereunder shall be considered if made after final payment in accordance with the Contract. 12. EMPLOYMENT DISCRIMINATION - CONTRACTS OVER $10,000 During the performance of this Contract, Contractor agrees as follows: a. Contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, disability, or national origin, except where religion, sex, or nation origin is a bona fide occupational . qualification reasonably necessary to the normal operation of Contractor, Contractor agrees to post, in conspicuous places, notices setting forth the provisions of this nondiscrimination clause. b. Contractor, in all solicitations or advertisements for employees placed by or on behalf of Contractor, will state that such Contractor is an equal opportunity employer. c. Notices, advertisements, and solicitations placed in accordance with Federal law, rule, or regulation shall be deemed sufficient for the 6 ~ . .. purpose of meeting the requirements of this section. Contractor will include the provisions of the foregoing paragraphs a, b, and c in every subcontract or purchase order over $10,000 so that the provisions will be binding upon each subcontractor or vendor. 15. EXAMINATION OF RECORDS Contractor agrees that Augusta or any duly authorized representative shall, until the expiration of three (3) years after final payment hereunder, have access to and the right to examine and copy any directly pertinent books, documents, papers, and records of Contractor involving transactions related to this Contract. Contractor further agrees to include in any subcontract for more than $10,000 entered into as a result of this contract, a provision to the effect that the subcontractor agrees that Augusta, or any duly authorized representative, shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine and copy any directly pertinent books, documents, papers, and records of such Contractor involved in transactions related to such subcontract, or this Contract. The term subcontract as used herein shall exclude subcontracts or purchase orders for public utility services at rates established for uniform applicability to the general public. The period of access provided in the paragraphs above for records, books, documents, and papers which may be related to any arbitration, litigation, or the settlement of claims arising out of the performance of this contract or any subcontract shall continue until any appeals, arbitration, litigation, or claims shall have been finally disposed of, 16. DISPUTES Disputes by Contractor with respect to this Contract shall be decided in the first instance by the Augusta-Richmond County' Director of Purchasing, who shall reduce her decision to writing. Further appeal shall be made in writing to the Commission, Decisions by the Commission shall be final and binding unless set aside by a court of competent jurisdiction as fraudulent, capricious, arbitrary, or so grossly erroneous as necessarily to imply bad faith, or not be supported by any evidence. Pending a final determination of a properly appealed decision of the Director of Purchasing, Contractor shall proceed diligently with the performance of the Contract in accordance with that decision. 7 17. INTEGRATION CLAUSE This Contract, and any and all exhibits thereto, and/or documents incorporated by reference into this Contract, shall constitute the whole agreement between the parties. There are no promises, terms, condition, or obligations other than those contained herein, and this Contract shall supersede all previous communications, representations, or agreements, written or verbal, between the parties hereto related to the provision for Services described herein. IN WITNESS WHEREOF, the parties have set their hands and seals as of the date first written above. ~ ~ -'" ~~'l'-~.~""-""l.'"'"':. .......- . ~:' r SEhL]:-:. )....::__ :-.- __ t.. t7~... -- \ s ~~ THE ------- By: Pr inted name: R . As its President 7~T~7- ~ _-- , . -.[ 9~~~~_ _~-:.~~{! 4u.i (j. J'IImS) fJithdadtnj 8 I' '. 'I AUGUSTA RICHMOND COUNTY COPIER MANAGEMENT SUMMARY (2-1-98) ORIGINAL BID (RFP-97-108) 96 NEW COPIERS 1,045,200 COPIES PER MONTH 36 MONTH BASE: $ 19,441.00 PER MONTH FINAL CONTRACT (includes new add on/deletions/customer reassigned) 101 NEW COPIERS 4 CUSTOMER OWNED REASSIGNED 105 TOTAL UNITS 1,227,940 COPIES PER MONTH 36 MONTH BASE: $ 22,839.68 9 ADDITIONAL UNITS IN SERVICE 182,740 ADDITIONAL COPIES ; . . i' t .' i " COPIER MANGEMENT SUMMARY DEPARTMENT MODEL ADDITIONAL COPIES **Clerk of Court SD-2060 25,385/month 5th floor **Clerk of Court SD-2060 25,385/month 5th floor **Clerk of Court SD-2060 25,385/month 6th floor **Clerk of Court SD-2060 25,385/month Law Enforcement Ctr *Bush Field SD-2060 15,OOO/month * Juvenile Court SF-2030 15,OOO/month * Marina SF-2114 800/month CUSTOMER OWNED REASSIGNED Fire Dept Admin EP-6000 15,OOO/month Phinnizy Rd Jail 2- EP-6000' s 30,OOO/month Roads/Bridges SF-2035 5,400/month TOTAL ADDITIONAL COPIES: 182,740/month ,'. " I' , . . " LEGEND *Net add on unit that was not included on Attachment III ofRFP-97- 108, **Customer approved upgrade r eMR10~ ~ .PO~~OCK.JFFICE KACHINECOMPANY CustoRer IteR LIst By Location . .~ lDcation............ 7:54 1/08/98 Page: 1 AUR7590 -AUGUSTA RICHMOND COUNTY Order-line IteA ,.,.",.,....".,...",."..".,. Expires Serial Nunber 21363&- 1 CF-900 21362G- 8 SF-2020 1099 REYNOLDS 5T, UPSTAIR 21362G- 25 SF-2029 1999 REYNOLDS ST.DOWNSTAI 21362&- 23 SF-2020 1237 LANEY WALKER BLVD 21362&- 41 SF-2020 1447 JACKSON RD.FBIEDMAN 21362&- 37 SF-2020 1568 BROAD STREET 21362G- 89 SF-2020 1568 BROAD IT. 21362G- 26 SF-2114 1815 HARVIN GRIFFIN RD 21362&- 19 SF-2030 1820 DOU& FERNARD PKWY 21362G- 94 SF-2030 1927 LUMPKIH ROAD 21362G- 40 SF-2020 1941 PHINEZY ROAD-JAIL 21362&- 98 EP-6000 1941 PHINIZY ROAD 21362G- 99 EP-6000 2020 LUMPKIN RD TAG ~FFIC 21362G- 86 SF-2114 2098 GREENLAND RD-RAMGE 21362G- 70 SF-2020 2098 GREENLAND RD-RANGE 21362G- 69 SF-2020 2260 WALTON WAY/APPLEBY 21362&- 36 SF-2020 2314 TOBACCO ROAD/RCCI 21362&- 51 SF-2035 2314 TOBACCO ROAD 21362&- 27 SF-2114 2316 TOBACCO ROAD 21362G- 57 SF-2020 2822 CENTRAL AVE 21362G- 95 SF-2020 328 RIVERFRONT DRIVE 21362G- 88 SF-2030 360 BAY STREET SUITE 240 21362G- 29 SF-2020 360 BAY ST.ST 450 21362&- 11 SF-2020 401 WALTON WAY 724-4798 90960G- 1 SF-2027N 401 WALTON WAY RH 121 21362G- 76 SF-2030 MINOLTA DIGITAL FULL COLOR COP 12/31/98 SHARP COPIER' 12/31/98 76609150 NOTE : CLERK OF COURT SHARP COPIER' 12/31/98 76608080 NOTE : TRAINING-SUPPLIES COVERED SHARP COPIER 12/31/98 76606010 NOTE : OPERATIONS-SUPPLIES COVERE SHARP COPIER 12/31/96 76605400 NOTE : SUPPLIES COVERED/WALLACE B SHARP COPIER 12/31/98 76605460 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76608680 NOTE : TREES & PARKS SHARP COPIER 12/31/98 76608525 NOTE : STREETS & DRAINS SHARP COPIER BASE 12/31/98 76606500 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76608208 NOTE: WATER TREATKEHT-SUPP.COVER SHARP COPIER 12/31/98 76606870 NOTE : SUPPLIES COVERED/MAXWELL B MINOLTA COPIER 12/31/98 3115465 NOTE : SUPPLIES COVERED MINOLTA COPIER 12/31/98 3115205 NOTE: SHERIFF'S DEPT SHARP COPIER 12/31/96 76608405 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/96 76605110 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76609650 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76606990 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 56201585 NOTE: CORRECTIONAL INST, SHARP COPIER 12/31/96 76607375 NOTE: SUPPLIES COVERED-GARAGE II SHARP COPIER 12/31/98 76608890 NOTE : ROADS & BRIDGES SHARP COPIER. 12/31/98 76605880 NOTE : SUPPLIES COVERED/WATER OPE SHARP COPIER BASE 12/31/98 76607958 NOTE: SUPPLIES' COVERED/TRAFFIC SHARP COPIER 12/31/96 76608860 NOTE : HUMAN RELATIONS SHARP COPIER 12/31/98 76605200 NOTE: CORONER'S OFFICE SHARP COPIER BASE 1/31/98 46201567 NOTE : MUNICIPAL COURT SHARP COPIER lASE 12/31/98 76610566 ; EMR1~0 Location.""..",. . 401 UALTON WAY RM 121 401 WALTON WAY RM 216 401 WALTON WAY RH J275 491 WALTON WAY RHB275 491 WALTON WAY RH .B275 401 WALTON WAY RM B275 401 WALTON WAY RH A21I 401 WALTON WAY RM A113 491 WALTON WAY RH 216 491 WALTON WAY ! 535 15TH ST, . .PO~1::0CK..OFFICE MACHINE COMPANY CustoA~, IteR list By location IteM .""..."..",....",.,."..,.., EX9ires Serial NUAber HOTE : STATE COURT SOLICITOR/ EKS SHARP COPIER BASE 12/31/98 76606328 HOTE : STATE COURT SOLICITOR/ EKS SHARP COPIER BASE 12/31/98 76213669 HOTE : STATE COURT SHARP COP1ER BASE NOTE: SHERIFF'S OFFICE/ EMS SHARP COPIER BASE 12/31/98 76608078 NOTE: SHERIFF'S CIVlllSUPP,COVER SHARP COPIER 12/31/98 76608970 NOTE : SUPPLIES COVERD/ RECORDS SHARP COP.IER 12/31/98 76608060 NOTE: SUPPLIES COVERED/EVIDENCE SHARP COPIER 12/31/98 76607280 NOTE: STATE COURT/SUPPLIES COVER SHARP COPIER BASE 12/31/98 76605550 NOTE : JUVENILE COURT SHARP COPIER NOTE : CLERK OF COURT SHARP COPIER 12/31/98 76607495 NOTE : CIVIL COURT CLERK/GAYNELL SHARP COPIER 12/31/98 66205898 NOTE : RECORDS RETENTION SHARP COPIER . . NOTE: SUPPLIES COVERED SHARP COPIER NOTE : SUPPLIES COVERED SHARP COPIER NOTE : SUPPLIES COVERD SHARP COPIER BASE NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76608198 NOTE: EMERGENCY HGT, SUPPLIES CO CANON ELECTRONIC T/W 12/31/98 FA2012275 SHARP COP1ER BASE 12/31/98 76609638 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76609336 NOTE: 4146 MACK LANE-SUPPLIES CO SHARP COPIER 12/31/98 76609380 NOTE : SUPlIES COVERED SHARP COPIER NOTE : SUPPLIEl COVERED SHARP COPIER NOTE : SUPPLIES COVERED SHARP COPIER HOTE : SUPPLIES COVERED SHARP COPIER BASE HOTE : SUPPLIES COVERED SHARP COPIER BASE . NOTE : SUPPLIES COVERED SHARP COPIER BASE HOTE : SUPPLIES COVERED SHARP COPIER . Order-Line 21362&- 75 Sf-2930 21362&- 72 5D-2869 21362&- 71 SF-2030 21362G~ 68 SF-2030 21362G- 63 SF-2020 21362&- 58 SF-2020 21362G- 22 SF-2020 .21362G- 10 SF-2030 21362G- 9 SF-2114 21362G- 6 SF-2114 21362G- 53 SF-2050 b02 &REENE ST, EXT SERV, 21362G- 28 SF-2020 992 GREENE ST,HAIN LIBRAR 21362G- 39 SF-2020 902 &REENE ST LIBRARY 902 GREENE ST MAIN LIBRAR 21362G- 38 SF-2020 911 4TH STREET ACCOUNTING DEPT ADMIN OFFICE RH 801 ANIMAL CONTROL 21362&- 35 SF-2030 21362G- 18 SF-2030 20209E- 1 AP-740 21362&- 2 SF-2030 BOARD OF ELECTIONS RM 104 21362&- 17 SF-2020 21362G- 3 SF-2114 BUSH FIELD ADHIN OFFICE BOARD OF ELECTIONS RM 104 213b2G- 16 SF-2020 CARPENTER SHOP-I1S7 5TH CIVIL COURT RH 500 21362G- 97 SD-2060 21362&- 4 SF-2114 213b2&- 33 SF-2030 DA'S OFFICE 551 GREENE 5T 21362G- 14 SF-2030 DA'S OFFICE 551 GREENE ST 21362&- 13 SF-2030 DA'S OFFICE 551 GREEN ST 21362&- 12 SF-2050 7: 54 1/08/98 Page: 2 .J 12/31/98 76697968 12/31/98 76608095 12/31/98 76608050 12/31/98 76609450 12/31/98 76608090 12/31/98 7b606348 12/31/98 76609449 12/31/98 76214729 12/31/98 76608155 12/31/98 76607978 12/31/98 76606368 12/31/98 76606238 12/31/98 66204642 ,. HlR100 ..PO~~OCK..OFFICE MACHINE COMPANY CustoAei IteR list By location ,I' location............ 7:54 1/08/98 Pa~e: 3 Order-line ItePl ..,.....,'~,......,..,....,..,.... Expires Serial NUflber ECONOMIC DEV. tl 10TH 51 21362G- 15 SF-2050 EXT SERVICE-601 &REENE S1 21362&- 20 SF-2114 FIRE DEP1- .1 10TH ST 21362&- 96 EP-6000 HUMAN RESOURCES ROOM 601 21362G- 30 SF-2059 INDIGEHT DEFENSE 21362G- 43 SF-2030 INMATE STORE 29B76H- 1 SF-2014 IT-ANNEX 101 MUNICIPAL Bl 21362G- 31 SF-2030 JAIL ADMIN 401 WALTON WAY 21362G- 65 SD-2060 JAIL/BOOKING 21362G- 66 SD-2060 JUDGE OVERSTREET RM 312 21362&- 82 SF-2020 LANDFIll 4312 DEANS BR.RD 21362&- 52 SF-2030 lICENSE ~ INSPECTION 21362&- 42 SF-2030 MAYOR'S OFFICE RH .806 21362G- 49 50-3962 NARC-346 WATKINS STREET 21362G- 67 SF-2930 PAYROLL - SHERIFF'S DEPT 21362G- 62 SF-2114 PUBLIC WORKS/ENGINEERING 21362&- 48 SF-2114 PUBLIC YORKS/ENGINEERING 21362G- 47 SF-2030 PURCHASING-RM 605 21362G- 50 SD-3062 REC DEPT-2027 LUMPKIN RD 21362&- 55 SF-2114 REC DEPT-2027 lUMPKIN RD 21362&- 54 50-2060 RECORDS - SHERIFF'S DEPT 21362G- 64 SD-2060 RISK MANAGEMENT RM 217 21362G- 56 SF-2030 RM 105 ACCOUNTING 21362&- l' SF-2020 RM 106 TAX ASSESSORS 21362G- 84 SF-2030 RK 1~6 TAX ASSESSOR 21362G- 83 SF-2930 RM 116 WATER WORKS 21362G- 90 SF-2030 RH 117 TAX COMMISSIONER 21362G- 85 SF-2030 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 6629650B NOTE: .1 10TH ST! SUITE 439 SHARP COPIER 12/31/98 76608175 NOTE : SUPPLIES COVERED H~NOLTA COPIER 12/31/98 3118071 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 66206528 NOTE ~ SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76609628 NOTE: 411 WATKINS STREET SHARP COPIER 10/31/98 66507798 NOTE: SUPPLIES COVERED/798-5572 SHARP COPIER BASE 12/31/98 76607838 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76211926 NOTE : SUPPLIES COVERED 'SHARP COPIER 12/31/98 66221966 NOTE: 401 WALTON WAY RM B195 SHARP COPIER . 12/31/98 76609160 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76608968 NOTE ~ SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76610158 NOTE: 1815 HARVIN GRIFFIN RD SHARP COPIER SYSTEM 12/31/98 76214758 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76607938 'SHARP COPIER 12/31/98 76609416 NOTE: 491 WALTON WAY RH B275 SHARP COPIER 12/31/98 76608415 NOTE : 1815 HARVIN GRIFFIN RD SHARP COPIER BASE 12/31/98 76606218 NOTE : 1815 MARVIN GRIFFIN RD SHARP COPIER SYSTEM 12/31/98 76214858 NpTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76607345 NOTE : SUPPLIES COVERED SHARP' COPIER 12/31/98 76216229 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76216399 NOTE: 401 WALTON WAY RH B275 SHARP COPIER BASE 12/31/98 76610598 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76605160 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76607943 NOTE : ~UPPLIES COVERED SHARP COPIER BASE 12/31/98 76609648 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76609578 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76607828 .'\ ( 0;. EKR18.9 ~ .. '01 -; .,PO,llOCICOFFICE MACHINE COMPANY CustoAe, IteR List By Location 7:54 1/08/98 Page: 4 location,.....,",.. RM 207 FINANCE 21362G- 21 SF-2030 Order-Line IteR ."..,.",.,.....".,...".,..." Ex~ires Serial NURber RM 305 SUPERIOR COURT 21362&- 81 SF-2030 RM 319 SUPERIOR COURT 21362&- 80 SF-2030 RM 401 PROBATE COURT 21362&- 45 SF-2030 RM 401 PROBATE COURT 21362&- 44 SF-2020 RM 604 SUPERIOR COURT 21362&- 92 SF-2030 RM 701 EN&INEERlnG 21362G- 46 SF-2038 RM 705 CIVIL COURT CLERK, 21362G- 5 SF-2030 ROOM 503 CLERK OF COURT 21362G- 7 SF-2030 ROOM 905 LAW lIBRARY 21362&- 34 SF-2020 SHERIFF DEPT - CID 21362&- 60 SF-2030 SOUTHGATE SUB STATION 21362&- 73 SF-2020 STATE COURT JUDGE 21362&- 78 SF-2020 TA& OFFICE 491 LANEY WALK 21362&- 87 SF-2020 WATER OPT-2822 CENTRAL AV 21362&- 91 SF-2114 WATER SEWER-2760 PEACH OR 21362&- 93 SF-2114 WINDSOR SPRING@BOYKIN RD 21362&- 24 SF-2020 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76606378 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76606198 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76607788 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76689658 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76605890 NOTE : SUPPLIES COVERED! PROBATE SHARP COPIER BASE 12/31/98 76606318 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76610228 NOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76606388 HOTE : SUPPLIES COVERED SHARP COPIER BASE 12/31/98 76608158 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76607710 NOTE : lAW lIBRARY SHARP COPIER BASE 12/31/98 76609718 NOTE: 401 WALTON WAY RM 8275 SHARP COPIER 12/31/98 76609460 NOTE : 1631 &ORDON HWY SHARP COPIER 12/31/98 76607038 NOTE: 401 WALTON WAY RM A246 SHARP COPIER 12/31/98 76614448 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76605055 NOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76607215 HOTE : SUPPLIES COVERED SHARP COPIER 12/31/98 76605210 HOTE : FIRE DEPT-SUPPlIES COVERED ~l~! '''1''.': -:; " .. ACKNOWLEDGEMENT Lease Account Number: The undersigned Lessee has agreed to enter into a Tax Exempt Lease Purchase Agreement with POLLOCK LEASING , as Lessor, dated as of JANUARY 10th ,1998 , and hereby acknowledges that Lessee is required to file Internal Revenue Service Fonn 8038-G, Infonnation Return for Tax Exempt Governmental Obligations, or 8038-GC, Consolidated Infonnation Return for Small Tax Exempt Governmental Bond Issues. Leases and Installment Sales. in connection with said Tax Exempt Lease Purchase Agreement. The undersigned Lessee hereby represents and warrants that it will comply with all required Internal Revenue Service rules and regulations pertaining to Fonn 8038-G or 8038-GC, as applicable. AUGUSTA-RICHMOND COUNTY CONSOLIDATED GOVERNMENT Date: , , ......."\-.. 'oJ ,_ i .. QUALIFIED TAX EXEMPT OBLIGATION RIDER This Rider is made a part of that certain Lease Agreement dated as of 1-10 , 19~ (the "Lease") by and between A Rr rnn c:: -r.:mrt- ("Lessee") as Lessee, and POLLOC.K T.F.AS TN(; ("Lessor") as Lessor, for the purpose of designating the Lease as a "Qualified Tax Exempt Obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. With respect to such designation, the Lessee hereby agrees, warrants and represents as follows: I. The Lease is designated by Lessee as a "Qualified Tax Exempt Obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. 2. The property that is subject to the Lease will be owned and operated by the Lessee in performance of its public purposes; said property will not be subject to the use or control of any entity other than Lessee. 3. . Lessee agrees that it has not designated more than $10,000,000 of tax exempt obligations during the current calendar year as qualified tax exempt obligations. Lessee reasonably anticipates that the total amount of qualified tax exempt obligations to issue be during the current calendar year will not exceed $10,000,000. 4. For purposes of Paragraph 3 of this Rider, the amount of tax exempt obligations stated as either issued or designated as qualified tax exempt obligations includes tax exempt obligations issued by all subordinate entities of Lessee, as provided in Sections 265(b)(3) of the Internal Revenue Code of 1986. IN WITNESS WHEREOF, I have set my hand this 19 98 10th day of JanllAry AUGUSTA RICHMOND COUNTY CONSOLIDATED GOVERMENT Lessee: By: Title: GEORGIA BANK & ThUST CoMPANY OF AUGUSTA January 10,2001 '. Augusta Richmond County 530 Greene St Augusta GA 30911 Lease #25 To Whom It May Concern: The above referenced lease has been paid out. Enclosed please find your stamped contract and the following documents if applicable: ( )Lien Released Title: ( )Your contract contains amounts for Credit Life or Credit Disability. Please contact the dealership where the vehicle was purchased regarding any rebates to which you may be entitled. (X)Lien Released Financing Statement(s) for Georgia and South Carolina will be forwarded by the Clerk of Court. ( )Security Deed will be forwarded by the Clerk of Court or the Attorney upon Cancellation. )Certificates of Deposit, Stock(s), or Savings Assignment(s): Please contact your loan officer for release of these items, if you have not already done so. ( ) Life Insurance Policy ( ) Other: If you have any questions regarding this letter,please call the Loan Servicing Department (706) 739-0123 ext. 3037. Thank you for doing business with Georgia Bank & TrustCompany. . Sincerely, Q~~ a:;ice Wolff Loan Operations Enclosure 3530 Wheeler Road Augusta. Georgia 30909 706-738-6990 www.georgiabankandtrust.com Post Ornce Box 15367 Augusta, Georgia 30919-5367 Fax 706-737-3106 THIS STATEMENT IS PRESENTED TO A FILING OFFICER FOR FILING PURSUANT TO THE UNIFORM COMMERCIAL CODE, STATE OF GEORGIA. lA. Debtor Name and Mailing Address: ACi(;TJSJTA !~Ia~r:;()l'i[; (~C.\..:r-~~~'~:( o Individual (last, First, Middle Name) o Business (legal Business Name) 530 GREENE AUGUSTA GA ST 30911 1 B. Enter SocialSecuri~Jffax 10# 2A. Debtor Name and Mailing Address: 1 C. 0 Check if exempt under Item 6A o Individual (last. First, Middle Name) o Business (legal Business Name) 2B. Enter Social Securityffax 10# 3A. Debtor Name and Mailing Address: 2C. 0 Check if exempt under Item 6A o Individual (last, First, Middle Name) o Business (legal Business Name) . : 0 1 :12-1::I~0 - D o - 01.'''1 5. Assignee Name and Mailing Address o Individual (last, First, Middle Name) o Business (legal Business Name) 3B. Enter Social Securityffax 10# 3C. 0 Check if exempt under Item 6A 6A. Exceptions for Social Securityffax 10#: (1) Pursuant to O.C.G.A. 11-9-402(9), this UCC-3 statement relates to an original financing statement filed to perfect a security interest in collateral already subject to a security interest in another jurisdiction when it was brought into this state or when the debtor's location was changed to this state. or the debtor was not required to have such a number: or (2) Pursuant to O.C.G.A. 11-12-102(2)-(3), this statement is a Transitional Filing relating to an original financing statement filed prior to January 1, 1995. 4. Secured Party Name and Mailing Address: 0 Individual (last. First. Middle Name) r'(' -tiP;" "IV q~p'sin~ss.Mge.l,8JJ.~iness Name) (;EOP{~I j'.:.,.' 6J.\rJ~~ .& TFJ JST t., J. f~~..... \... k .. \U\JU!_l r...~ PO BOX 1 "i.167 AUC,US'f.l\ ('"A 30909 ~ 7 A. File Number of Original Financing Statement 121.-1 'J9H 0020,23 6B. 0 This statement is a transitional filing relating to an original financing statement filed prior to January 1, 1995. 17B. County in which filed R IC-!~-1(;N/) 17C. Date of Original Filing 6/5/98 8. Type of Statement (Check only one) A 0 Continuation. .The original Financing Statement between the Debtor and Secured Party bearing the file number shown above is still effective. If collateral cons.ists ONLY of consumer goods as defined in O.C.G.A 11-9-109 and the secured obligation is originally $5,000 or less, give maturity date (MONTH/OA Y/YEAR) or state "None" B 0 Release, The Secured Party reieases the collateral described in Item 9A. below from the Financing Statement bearing the file number shown above. C 0 Partial Assignment. Some of the Secured Party's rights under the Financing Statement bearing the file number shown above have been assigned to the aSSignee above named. A description of the collateral subject to the assignment is set forth in Item 9A below. o 0 Assignment. The Secured Party has assigned to the Assignee above named all the Secured Party's rights under the Financing Statement bearing the file number shown above. E 0 Amendment. The Financing Statement bearing the file number shown above is amended as set forth in Item 9A below. F)( i!J Termination. The Secured Party no longer claims a security interest under.the Financing Statement bearing the file number shown above.' 9A. Description (Required tor Release, Assignment or Amendment) 9C. Enter collateral code(s) from back of form that best describes collateral covered by this filing: 9B. 0 Products of collateral are also covered. 10. Signature(s) of Debtor(s) 90. Number of additional sheets presented: 11. Signature(s) of Secured Party(ies) CFnRGIA flANK &- '{'RUST CCMPJ\NY OF AUGUSTA A:~-: ! .'!-f..'~ CORcrf1iEY CUt.iN I!\it;HAM LCW-..i OPEf<Afl(JNS uFFrCSR 12. Return Copy To: Name and Address. I ~\\.K~U/rr.~ R..r!,.:H:~.\~.'~~jlJ {:fJiN'T"{ I STATE OF GEORGIA - STATEMENTS OF CONTINUATION, RELEASE, ASSIGNMENT, AMENDMENT, TERMINATION. UCC-3 (REVISED 1/1/1995) FORM MUST BE TYPED. READ INSTRUCTIONS ON BACK BEFORE FILLING OUT FORM. -i3U U(i,Ti-4E; fiT AUGUSTA (;A ](j9 t 1 L -1 !=:.TANnARn I=nRM 11r.r..~\ _ APP~n\Ji=n 1/1/1aa~ QV r..l=f"'ICr-I^ CIIDl:Olf"'\O rrH IOT'-, ecl."c' r>r"\r'\nr-n ......",,.. A' ,....., .............,...... INSTRUCTiONS L THIS FORNI MUST 8E TYPED. DO NOT ~NR~TE \N FilING OFF{CER SPACE. 2. DEBTOi'~ AND SECURED P.~r::TY NAfv1ES ).\ND SOC1AL SE.CURiTYfTIN'S: b. Cn\j' i);~G i,1! n;~_!ni[: an,"! ;.~~~:lcjn:;::;~: ;:,r:aH be ~;nterecj 1n sach specs: for D2f.1!C!f' C'( Sscuf-ed F?,:.t~{. EHCh nerne ~~:; to rJe ShO'Nil :3sparately for every person or entity ~n ~?~:h~~: c! thf: f()!!i..)\,,'.;in;} ~;ltu{~ricns: Individuai fFl!n;:~s; h.!~~LY:tr~cis and ~l'ji'JE=s: a!k/a (also knO'/fn as) name; Uk/a {rOrrnerly kr~()wn as) narnf;S: nl,.:;kn~n1(::':-~3. p.;::.r"tn6( ns.n1(~S: p2rti1ersi1lp nEHnes: assurns.d narnes; business na!nes: trd(l(~ narn0S: d/b/a (doing ;JUSlneS5 as) narnes; f/cUb/a (fermerly r.1,)n;i bu~:!ne::?:~: ,:;is) (!F~ms.:.;; ;)orpor?.tE- names: oihel" vari;.1.tion::;. !l" the nr.,;p~2c! L!~)t:.!(;;' or SecLlred P;;:iny is an inc.iivi{iual [natural pi:~rsnn), ci''!(-=?cx ihe bo)( 1T18rked "indlviduaf anc! se1 f0rtrl the name in U'le following order: Last I)~;.nh~, firs! n[~:n;~, rnkk,!!;;; name. if the Det'ttGr or Sr:CUJ'13Cl Partv nani8 IS 3 business narne. cl1eck ti16 box marked "Business::, and sat .forth the !eqai husiness narTl8, O.C.G.P" '1 '1 .9~€,i02_ 8t ~~eq.. rnEindates that each stcnement include ths DIElbtor's 3cc1al Security NUfnber. or. if other than 8 natural person: thl) Internal Re./enue Ser./!c,-~ T2Apay(~r identification Nurnber. Oni)' t:xcepiions: a.C.G.A. 11-9.402(9) states that a fln2.ncing s!atemenl need net include such inrorrrmUon if (1) it is tiled to perfe(~t a secur~ty intere.st in. collateral atreHdy :~Ut)j8Ct to a security lf1terest in i:H10rher jurisciiction when it is brougr!t into t11fs S!3tC el1" \.vhc;.n UHJ Deb!ur:s location is ch0.ngec! t(} this stene or (2i U10 Debtor is not required to hav~3 such a number; any amenclrnent. continuation staternenL 2:.;siqmllsnt, n::1e2:.S0. or rennination statement filf.~d with respect to any such financing statement is alSO 8),empt from rhe Social SI~~CLHity/rax iD #: requirernent. Pursuant to O.C,G./\ 11-12~'i02(~?') - (3), Staterrlents of Continuation, Arnenclmeni: Assignnient. R816~~se or Termination 2.ffecting original financing staierndnts !Hc;;d pdc.'l' h"J \JarHia!j 1, 1995, ("Tr~.Hlsitioncil Fiiinus") ale not reqUIred to incl1.lt1e the Socia! Security Nurnber or Ji1t(~rnal Revenue Service Taxpayet' ldentif'ics.t~on r~lurnbt3r of the Debtor: Indicale in lle!TI 68 if this tiling is 3 lransitional filing. G. d. 3. IF THE SPACE PROVIDED FOR Il.NY ITEM IS INADEQUATE: a. Note "conUnuGc( in trH:) appropriate space(s}. b. Continue tile item(sj, identifil~d cleariy by each Hen) number, on additional Z:)1!/1 x 11" sheet, Hea.d each a.dditional sheet w~th Debtor:s Nalne and Social Security/Tax: iD #. C. Indicate the number 01 additional pages attach eel in Iten) i'jumber 90. 4. ORIGINAL FINANCING STATEMENT INFORMATION: Filing information reiating to tile original financing statement (.or the currently effective continuation statement) must be provided in Items 7 A, 76 and IC. ii this statemEnt reiates to 2.n originai financing statement tiled prior to .January 1. 1995, indicate the same in Item 68. 5. TYPE OF STATEMENT a. Indicate type 01 statemenl being Hied by checking the appropriate box in Item 8 - CHECf\ O~JE BOX ONLY. b. If iiling a continuation statement ,vhere botl1 (i) the collateral describer! consists ONLY oi consumer goO(js fJl1d (2) tile secure(j obli\)ation is $5000 or less. indicate tiE same in Item SA by giving the maturity date oi the secured obligation (MONTHiDAYIYEil,R) or specify that such obligation is not subject to a m~\turiiy daie. 6. COLLATERAL DESCRIPTION: a. Describe any released collateral. added collateral (or other amendment) or assigned rigllts in Item 9A. b. Choose the collateral codels) belo'N thaI best describes the collateral set out in Item 9A and enter one or more in !tern 9C. c. Collateral codes should be Included in Item 9C oi tile financing statement as the codes are essential to the indexing ot information on the UCC Statewide Central index. These coilateral codes when entered on the financing statement witl be for indexin;) purposes only. The Secured Party is responsible fOl" selecting U1e appropriate collatera! codes. No responsibiiity is assLlmed by tile Georgia Superior Court Cieri,s' Cooperative Authority as to tiie correctness or adequacy of the codes selected by the Secured Party. COLLATERAL CODES 0200 CHATTEL. PAF'ER 0300 DOCUMEhITS, INSTRlJr.;lEi'lTS (may include documents or tille, receipt, negotiabie instruments, certificated secudties) 0700 GOODS (Equipment) 0800 GOODS (Farm products) (may inciude crops, livestock, supplies used or produced, products of crops or livestock) 0900 - GOODS (Fixtures) 1000 GOODS (Inventory) 01 CO ACCOUNTS 0400 GENERAL INTANGIBLES 1100 GOODS (Minerals) (or the iike (including oil ami 9<15) or accounts from the sale at the wellhead or minehead) 1200 GOODS (Mobile) 1300 PROCEEDS 0500 GOODS (may include things ihat are movable. when security intere~~t attaches, fixtures, unborn young of animais, growing crops) 0600 - GOODS (Consumer goods) THESE CODES ARE INSUFFICIENT TO SATISFY THE REQUIREMENT IN O.C.G.A. 11-9-40:2 THf,T TI-IIS FINANCING STATEMENT CONTAIN A ST A TEfv1ENT INDICATING THE TYPES. OR DESCRIBING THE ITEMS. OF COLLATERAL 7. SIGNATURES This form must be signe(j by the Secured Party oj record. If this ferm is signed by a person ottler than the Secured Party of recor(j, it must be accompanied by ('1) a separate written statenlent of assignment signed by the Securee! Party of recoreJ or (2) pursuant to O.C.G.A 1'\ ~9.405(2), a copy of the assignment instrument cOiltaining an original or photostatic. microphotographic. photographic copy. or optical image reproduction of the signature of the Secured Party oi record, and (3) the uniform fee ior the l'i1ing of such separate statement or assignment as set forth in O.C.G.A. 15..6-7/. .A. financing staten18n! rnay be amended by filing a writingj signed by both the Debtor and the Secured Party. except that VJil.~re the anlsnd:nent only changes the name or address of trie secured party. or the address or the Socia! Security Number or Internal Revenue Service taxpayer Identification number oi Ute debtor. or corrects oniy typograpnica\ or othor clerical errors set forth in the financing statement: such amen.dment may be tiled without being signed by Hie debtor: [O.C.G./; 11-9-4Q2i4\] 8. COPIES OF FILING: a. Remove S13cured Party and Debtor copies. Send tile first two copi{-:s (filing (;ffjcer aneJ acknowiedgment) to the Filing Officer \-Vitll the correct filing fee. b. The Fning OfHcer wiii return the seclJnd copy ::ts ~{n aGkno\vle(iorn~nt ot the f~ling. r Pleasf::.inliicat0 the f"l3l'ne and ll)aiHng G.clclr0:3S of tl10 p~rson or firm to \V110m thE; copy is to bs returned in Ih3m 'i2. 9. PERSONS NEEDING .ASSISTANCE shoulcl contact the G~1orgra Superior Court Clerks' Cooperative ,!l.uthority at 1875 Century Blvd., Suite 100. .At!::lnta. GA 30345. Phone (404) 327.9058 or F!\X (404) :327-7877. The UCC forms and uccompanying instructions do not r;:olace or change the requirements of Georgia's Unitorm Commercial Code. In addition to referring to I if1e forms and accDmpanying instruc1iolls as we!! as the rules of tile Authority, all parties should ,it a minimum, consult the appropriate provisions 01 the I Official Code of Geor~lja Annotated ("O.C.G.A") as well as an attorney lmowledgeable in the requirements of Georgia's Uniform Commercial Code. I (page 2. of :.:~) ;.I-''J c::: t-t c",-J Georgi~ Banl( & Trust . oi f\Ugusta CONTRACT JAN 0 8 20Gl This Contract is entered into on and as o~~ry 2, 1998, by and between Augusta, Georgia, by and throughr~~~ugusta- Richmond County Commission, and the Pollock Company, This contract is prepared in accordance with the Purchasing Regulations of Augusta-Richmond County and shall be controlled by provision thereof. 1. DEFINITIONS As used in this Contract the terms below are def~ned as ~ollows : a, "Augusta" shall mean August.a, Georgia, acting by and through the Augusta-Richmond County Commission. b, "using Department" shall mean all departments listed on 'Attachment "A" attached hereto and incorporated herein by reference, c, "Contract Administrator" shall mean the individual and/or depart~ent assigned to administer this Contract, to wit: the Augusta-Richmond County Human Purchasing Department and its Director. d. "Contractor." shall mean the Pollock Company, whose authorized representative is steve Baxter, who is responsible for the performance obligation of the Contractor'under the Contract, e, "Commission" shall mean the Augusta-RiChmond County Commission. 2. TERM; TERMINATION - a, This Contract shall be Ior an initial term of three (3) years, beginning January 2, 1998, This Contract may be renewed for two additional terms of one (1) year each, by the mutual written consent of the parties, unless earlier terminated, b, The parties agree that Augusta may terminate this Contract or any work or delivery required hereunder, from time to time, either in whole or in part, in accordance with .Sections 1,24 through 1,25,3 of RFP No~97-108, 1 Termination, in wh01e or in part,. shall be effected by delivery of a Notice of Termination signed by the Mayor, mailed or delivered to Contractor, and specifically se~ting forth the effective date of termination, Upon receipt of such Notice, Contractor shall: i. Cease any further deliveries or work due under this Contract, on the date, and to the extent, which may be specified in the Notice; ii, Place no further orders with any subcontractors e~cept as may be necessary to perform ~hat portion of this Contract not subject to the Notice; iii. Terminate all'subcontracts except those made with respect to Contract performance not subject to the Notice; iv, Settle all 'outstanding liabilities and claims which may arise out of such termination, with the ratification. of the Purchasing Department of Augusta; and v, Use its best efforts to mitigate any damages which may be sustained by him as a consequence of terwination under this cla~se, After complying with the provisions of paragraph iii, above, the Contractor shall submit a termination claim, in no.' event later than six months after the effective date of termination, unless an extension is granted by the Director of Purchasing, The Director of purchasing, with the approval of the Commission, shall pay from the Using Department's budget reasonable costs of termination, including a reasonable amount for profit on services delivered or completed. In no event shall this amount be greater than the original contract price, reduced by any paYments made prior to. Notice of Termination, and further reduced by the price of the services not delivered, or those services not provided. This Contract shall be amended accordingly, and the Contractor shall be paid the agreed upon amqunt, In the event, tha,t.: the parties cannot ag-ree on the whole amount_ to be paid to Contractor' by reason of termination under this clause, the Director of Purchasing shall pay to.the Contractor the amounts determined as follows, without duplicating any amount which may have already been paid under the preceding paragraph of this clause: 2 i, with respect to all Contract performance prior to the effecti~e date of Notice of Termination, the total of: a. Cost of the work performed; b, Tpe cost of settling and paying any reasonable claims as provided in subparagraph iv above; c. A sum as profit on (a) determined by the Director of Purchasing and approved by the Commission to be fair and reasonable, ii. The total sum to be paid shall not exceed the Contract price, as reduced by the amount of payments otherwise made, and as further reduced by the 'Contract price of services not terminated, In the event that Contractor is not satisfied with any payments which the Directpr of purchasing shall determine to be due under this clause, th~ Contractor may appeal any claim to the Commission in accordance with the. "Disputes" clause of this Contract. Contractor shall include a provision similar to this one in any subcontract, and shall specifically include a requirement that subcontractors make all reasonable efforts to mitigate damages which may be suffered, Failure to include such provisions shall bar Contractor from any recovery from Augusta whatsoever of loss or damage sustained by a subcontractor as a consequence of termination for convenience, c. Either party may terminate this Contract, without further obligation, for the default of the other party or its agents or employees with respect to any agreement or provision contained herein. d. In the event Contractor sells, transfers or relinquishes, whether involuntarily or voluntarily, its ownership interest in the corporation; partnership or. proprietorship identified in this Contract, this Contract shall-terminate in accordance with Section 1,14 of the RFP. 3. INCORPORATION OF DOCUMENTS The following documents are hereby incorporated by reference into this Contract: a, Contractor's Proposal: copier Management Service for Augusta-Richmond County, RFP #97-108: 3 b. AugustaJs RFP: RFP No. 97-108, Copier Services, August 13, 1997 (date), In the event .of any inconsistency between the Contractor's Proposal and Augusta's RFP, the terms and conditions of the RFP shall control, 4. PROVISION OF SERVICES Contractor hereby agrees to provide to August~ the services described herein and further outlined in Attachment B, Scope of Work, The Scope of ,Work shall take precedence, over the documents ~et forth in Section 3 in the event of inconsistency. 5. CONTRACT AMOUNT In return for the services identified above, and subject to the "Non-Appropriation of Funds" clause herein, Augusta certifies that sufficient funds are budgeted and appropriated and shall compensate the Contractor a base' monthly a amount of Twenty-Two Thousand Eight Hundred Thirty-Nine and 68/100 Dollars ($22,839,68), in accordance with the pricing structure contained in Attachment "C," which is attached hereto and incorporated herein by reference (the "Pricing Structure") , for the 36-month term of this Agreement, contractor shall not invoice, or receive any payments in excess of this amount, except pursuant to the provisions of the Pricing Structure and/or Section 11 herein, Contractor specifically acknowledges and agrees that it shall not receive payment or reimbursement for expenses, including those relating to travel, purchase of supplies or related items, . . 6. METHOD OF .PAYMENT Contractor shall submit monthly invoices listing the services performed and completed as outlined in Attachment B, The invoice should cite the backup itemized charges sep~rately for service to each cost center, An original summary invoice shall be sent to: Accounti~g Department, Room 105, 530'Greene Street, -Augusta, Georgia 30~ll. Augusta will make payment to cont.ractor within 30 days of receipt of a correc~ invoice based upon the Pricing Structure, Payment will be based on unit prices, 7. TIME OF ESSENCE AND COMPLETION Time shall be of the essence to this Contract, except where it is herein specifically provided to the contrary, Contractor shall provide the contract services in accordance with the schedules set forth in Attachments Band C. I 4 . 8. KEY PERSONNEL a, Contractor shall assign to this Contract the following key personnel: i, steve Baxter ii. Diane Inglett iii, Tammy Williams b. During the period of performance, Contractor shall make no substitutes of key personnel unless the substitution is necessitated by illness, death, or termination of emplOYment. Contractor shall notify 'the Augusta-Richmond County Director of Purchasing within five (5) calendar days after the occurrence of any of these events and provide the following information, providing a detailed explanation of the circumstances necessitating the proposed substitutions, complete res~mes for the proposed substitutes, and any additional information requested by the Augusta-Richmond County Director of Purchasing, Proposed substitutes should have comparable qualifications to those of the persons being replaced, The Augusta-Richmond County Director of Purchasing will notify the Contractor within fifteen (15) calendar days after receipt of all required information of the decision on substitutions, This clause will be modified to reflect any approved changes of key personnel. 9. INSPECTION AND ACCEPTANCE .All tasks and reports shall be conducted and completed in accordance with recognized and customarily accepted industry practices, and shall be considered complete when the products are approved as acceptable by the Contract Administrator in writing, In. the event of rejection of any report or deliverable, . Contractor shall be notified in writing and shall have ten (10) working days from date of insurance of notification to correct the d~ficiencies and re-submit the report/deliverable. .Failure to submit acceptable work within said ten-day period shall constitute a breach of this contract for which the Contractor may be held in default, 10. ASSIGNABILITY OF CONTRACT Neither this Contract, nor any part hereof, may be assigned by Contractor to any other party without the piior express written permission of Augusta, 11. MODIFICATIONS OR CHANGES TO THIS CONTRACT All modifications and changes to this ~ontract shall be in writing and signed by bo'thparties. 5 The Contract Administrator, with the approval of the Commission, shall have the authority to order changes in this Contract which affect the cost or time of performance, Such chpnges shall be ordered in writing specifically designated to be a "Change Order." Such change orders shall be limited to reasonable changes in the services to be provided or the time of delivery; provided that the Contractor shall not be excused from performance under the changed Contract by failure to agree to such changes, and it is the express purpose of this provision to permit unilateral changes in the Contract now subject to the conditions and limitations herein. Contractor need. not perform any work described in any Change Order unless it has received a written certification from Augusta that there are funds budgeted and appropriated ~ufficient to cover the cost of such changes, Contractor shall make a demand for payment for completed changed work within thirty (30) days of completion of Change Order, unless such time period is extended in writing, or unless the Director of Purchasing requires submission of a cost proposal prior to the initiation of any changed work or services, Later notification shall. not bar the honoring of such claim or demand unless Augusta is prejudiced by such delay. No claim for 'changes ordered hereunder shall be considered if made after final payment in accordance with the Contract. 12. EMPLOYMENT DISCRIMINATION - CONTRACTS OVER $10,000 During the performance of this Contract, Contractor agrees as follows: a, Contractor will not discriminate against any employee or applicant for employment because of race, reLigion, color, sex, disability, or national origin,_ except where religion, sex, or nation origin is a bona fide occupational qualifiqatioR re~sonably necessary to the normal operation of Contractor, Contractor agrees to post, in conspicuous. places, notices setting forth the provisions of this nondiscrimination clausa~ b, Contractor, in all solicitations or adver'tisements for employees placed by or on behalf of Contractor, will state that such Contractor is an equal opportunity employer, c, Notices,. advertfsements, and solicitations placed in accordance with Federal law, rule, or regulation shall be deemed sufficient for the 6 purpose of meeting the requirements of this section, Contractor will include the provisions of the foregoing paragraphs a,b, and c in every subcontract or purchase order over $10,000 so that the provisions will be binding upon each subcontractor or vendor. 15. EXAMINATION OF RECORDS Contractor agrees that Augusta or any duly authorized representative shall, until the expiration of three (3), years after final payment he~eunder, have access to and the right to examine and copy any directly pertinent books, documents, papers, and records of Contractor involving transactions related to this Contract, Contractor further agrees to include in any subcontract for more than $10,000 entered into as a result of this contract, a provision to the effect that the subcontractor agrees that Augusta, or any duly authorized representative, shall, until the expir.ation of three (3) years after final payment under the subcontract, have access to and the right to examine and copy any directly pertinent books, documents, papers, and records of such Contr~ctor involved in transactions related to such subcontract, or this Contract, The term subcontract as used herein shall exclude subcontracts or purchase orders for public utility services at rates establishedo for uniform applicability to the general public, ' The period of access provided in the paragrap~s above for records, books, documents, and papers which may be related to any arbitration, litigation, or the settlement of claims arising out of the performance of this contract or any subcontract shall continue until any appeals, arbitration, litigation, or claims shalL have been finally disposed of, 16. DISPUTES Disputes by Contractor with respect to this Contract shall be decided in the first instance by the Augusta-Richmond County Director of Purchasing, who shall reduce her decision to writing. Further appeal shall be made in writing to the Commission, Decisions by the 'Commission shall be final and binding unless set aside by a court of competent jurisdiction as fraudulent, capricious, arbitrary, or so grossly erroneous as necessarily to imply bad faith, or not be supported by any evidence, Pending a final determination of a properly appealed decision of the Director of Purchasing, Contractor shall proceed diligently with the performance of the Contract in accordance with that decision, 7 _I -I 17. INTEGRATION CLAUSE .. This Contract, and any and all exhibits thereto, and/or documents incorporated by reference into this Contract, shall constitute the whole'agreement between the parties,' There are no promises, terms, ~ondition,'or obltgations other than those contained herein, and this Contract shall supersede all' previous communications, representations, or agreements, written or verbal, between' the p~rties hereto related to the provision for Services described herein, IN WITNESS WHEREOF;' the -- parties have set their hands and seals as of the date first. written above, [SEl'.L] A'l'.,.,....S. 'l' , ~]r//? /7 _-~~;e- Corporate Secretary . [SEAL] 4UuO (j. JfrmS i P/LIuCA~J ~\ :\>~ , v , '-' THE 8 '.. 17. INTEGRATION CLAUSE ::. This.-Contract, and any and all exhibits thereto, and/or documents incorporated by reference into this Contract, shall constitute the whole agreement between the parties, There are no promises, terms, c6nditiort;or obligations other than ~hose contained herein, and this Contract shall supersede all previous communications, representations, or agreements, written. or verbal, 'between the partie~ hereto related to the provision for Services described herein. IN WITNESS WHEREOF, the parties have set their hands and seals as of the date first written above, A~T~ ~: .fJ,i~;k raJ [SEAL] ~ T'T"l;lS'l" , . '''J~'7. A _..'~ ;?;-Z;-#;// _ /1,=::/ t7:;;:;~ <_ Corporate S~cretary [SEAL] ? ~ fl 4oUa.J~Si ~~J ;')" ,:'''''- \j THE By: 8 ~ . T" . ~. CERTIFICATION: I, Lena J, Bonner, Clerk of Commission, hereby certify that the above contract is a true and correct copy of the contract between ARC and Pollock Company approved by Augusta-Richmond County Commission in meeting April 6, 1998, ffIk/iMe{Mt/!i/ 1 rk of mm sion . .