Federal Supply Schedule GS25F0060M

CONTRACT GS-25F-0060M

Contract Period 01 October 2006

Through 30 September 2011

Extended through 27 March 2012

Extended through (for Renewals Only) 30 September 2016

Canon U.S.A., Inc.

4100 N. Fairfax Drive, Suite 200

Arlington, VA 22203

PH: (703) 807-3500

Contract Administration:

Canon U.S.A., Inc.

Rosaline Astefanous

4100 N. Fairfax Drive, Suite 200

Arlington, VA 22203

PH: (631) 330-4981

http://www.usa.canon.com/gmd

Business Size: Large

Federal Identification Number: 13-2561772

DUNS Number: 116194192

CAGE Code: 4J871

Updated July 1, 2015

Due to the acquisition and merger of Océ North America into Canon USA Inc., the

General Services Administration (GSA) has novated Contract

GS-25F-0060M held by Océ North America Inc. to Canon USA Inc.

FEDERAL SUPPLY SERVICE

For more information on ordering from Federal Supply Schedules, click on the FSS Schedules button at http://www.fss.gsa.gov

DOCUMENT SOLUTIONS

OFFICE, IMAGING and

On-line access to contract ordering information, terms and conditions, up-to-date pricing, and the option to create an electronic delivery order are available through GSA Advantage! ™, a menu-driven database system. The Internet address for GSA Advantage! ™ is: http://www.fss.gsa.gov.

AUTHORIZED FEDERAL SUPPLY SCHEDULE PRICE LIST

Document Printing Systems & Wide Format Printing Systems

(Includes Modifications 01 – 476 & FX-03/FX-04/FX-13/FX-51/FX-47/A033/A058/A077/A108/A179)

FSC Group 36, Class 3610 http://www.fss.gsa.gov/ http://www.fss.gsa.gov/ http://www.fss.gsa.gov/

TABLE OF CONTENTS

Product Descriptions 3

Customer Information 4

Due to the acquisition and merger of Océ North America into Canon USA Inc., the General

Services Administration (GSA) has novated Contract

GS-25F-0060M held by Océ North America Inc. to Canon USA Inc. 5

General Information 6

Océ Lease To Own Plan (LTOP) – SIN 51-58 (AVAILABLE FOR RENEWALS ONLY) 8

Océ Lease With Option to Own (LWOO) – SIN 51-58a (AVAILABLE FOR RENEWALS ONLY)

EARLY TERMINATION CHARGES (FORMULA) 14

PROMOTIONAL LTOP & LWOO RATES (Valid 1/1/2012 thru 3/27/12) 16

CURRENT LTOP Rates (1/22/07 thru 3/27/2012) 17

LWOO Rates (SIN 51-58) 17

Maintenance Terms & Conditions (SIN 51-57) (AVAILABLE FOR RENEWALS ONLY) 18

Maintenance Renewals (See Paragraph #5) 18

Fixed Rate Factors (See Paragraph #7) 18

Warranty Buy (WIDE FORMAT PRODUCTS) 20

Océ Software License Agreement 21

Océ Software Maintenance and Support Agreement 23

Document Printing Systems - Sales and Services Locations 27

Document Printing Systems – Océ Authorized Dealers

Wide Format Printing Systems - Sales and Services Locations

Wide Format Printing Systems – Océ Authorized Dealers

Océ Business Products Centers (BPCs) Locations

Rental Terms & Conditions (SIN 51-55) (Oce currently does NOT offer Rental Plans)

Océ Cost Per Copy Plan (CPC) (SIN 51-100C) (Oce currently does NOT offer CPC Plans)

Océ GSA CONTRACT GS-25F-0060M TERMS & CONDITIONS

CONTRACT AVAILABLE FOR MAINTENANCE & LEASING RENEWALS ONLY.

PRODUCT DESCRIPTIONS

For Océ Product Descriptions, Features and Specifications -

Visit www.csa.canon.com

Click on the Océ North America

Products & Services section on the home page to go directly to any Océ product.

Due to the acquisition and merger of Océ North America into Canon USA Inc., the General Services

Administration (GSA) has novated Contract

GS-25F-0060M held by Océ North America Inc. to Canon USA Inc.

CUSTOMER INFORMATION

12. PAYMENT ADDRESSES:

(FOR ORS & Maintenance PAYMENTS)

51-57 Maintenance OR

51-58 Lease to Ownership Plan (LTOP) (FOR LTOP & LWOO PAYMENTS)Due to the acquisition and merger of Océ North America Lease With Option To Own (LWOO)

OR

SIN Maximum Order Thresholds

51-57 $350,000 13. EXPORT PACKING CHARGES:

51-58 $350,000

51-58a $350,000

3. MINIMUM ORDER: $100.00

4. GEOGRAPHIC COVERAGE:

5. POINTS OF PRODUCTION:

18. LIST OF PARTICIPATING DEALERS:

See Authorized Sales and Service Dealers

19. PREVENTATIVE MAINTENANCE:

Covered under Point 4 of General Information.

20. TONER COSTS:

7. PROMPT PAYMENT TERMS: Net 30 Days

8. TIME OF DELIVERY: 30 to 90 days ARO (after receipt of order).

9. GOVERNMENT CREDIT

CARDS: Océ accepts government credit cards.

10. F.O.B. Points: Destination

11. ORDERING ADDRESSES:

ORDERS AVAILABLE FOR RENEWALS ONLY

The contract coverage area is defined as the 48 contiguous states and the

District of Columbia. Océ will provide service coverage for federal agencies in any area in the 48 contiguous states within 90–120 days after receipt of a formal purchase order.

The items offered in this contract are from an eligible product from a designated

Canon Solutions America, Inc. (CSA)

DUNS: 071619878

CAGE Code: 1B6R1

Mailing Address: 300 Commerce Square Blvd., Burlington, NJ 08016-1276

Remit to Address: 15004 Collections Center Drive, Chicago, IL 60693

6. DISCOUNT FROM LIST OR STATEMENT OF NET PRICE:

of the Buy American Act and qualify to be evaluated for procurement under the same procedures as products manufactured in the United States.

See Océ Sales and Service Locations and Authorized Sales and Service

Dealers

1. AWARDED SPECIAL ITEM NUMBERS:

2. MAXIMUM ORDER THRESHOLDS:

Remit to Address: CSA, 15004 Collections Center Drive, Chicago, IL 60693

(FOR ALL BPC ‘Business Processing Centers’ ORDERS)

See Maintenance Terms and Conditions (SIN 51-57).

17. LIST OF SERVICE & DISTRIBUTION POINTS:

CSA, 300 Commerce Square Blvd., Burlington, NJ 08016-1276

SIN 51–56 is not included in this contract, but is available as an open market item.

Remit to Address: Canon Financial Services, 14904 Collections Center Drive, Chicago, IL 60693-0149

Toner for DPS Office Equipment is available on open market purchase basis.

Not Applicable. Shipments are made to locations within the 48 contiguous states. Special shipments are available on an open market basis.

Prices listed in this catalog are net with discounts deducted and GSA's

Industrial Funding Fee added.

country under the Trade Agreements Act of 1979. Items manufactured within these countries are exempted from Purchase Evaluation Procedures

16. TERMS & CONDITIONS OF REPAIR PARTS:

14. TERMS & CONDITIONS OF MAINTENANCE & REPAIRS:

15. TERMS & CONDITIONS OF INSTALLATION:

See Point 4 “Maintenance And Installation” of Lease To Ownership (LTOP) and

Lease With Option To Own (LWOO) Terms and Conditions.

ORDERING INFORMATION

Due to the recent acquisition and merger of Océ North American into Canon USA Inc. the General Services Administration (GSA) has novated Contract GS-25F-

0060M held by Océ North America Inc. to Canon USA Inc.

As a result of the action Canon USA Inc. has authorized Canon Solutions America (CSA) to issue invoices for existing equipment, service orders and subsequent renewals for orders placed prior to the Novation Agreement.

For renewals, maintenance orders and all invoices, please use the address shown below:

Canon Solutions America, Inc. (CSA)

DUNS: 071619878

CAGE Code: 1B6R1

Mailing Address: 300 Commerce Square Blvd., Burlington, NJ 08016-1276

Remit to Address: 15004 Collections Center Drive, Chicago, IL 60693

For LTOP & LWOO payments, please use the address shown below:

Canon Financial Services, Inc.

14904 Collections Center Drive

Chicago, IL 60693-0149

DUNS No: 021974928

Cage Code: 1GYX0

Federal Tax ID: 22-3056822

Prior to issuing a renewal order, please confirm the proper vendor block information.

For questions and clarifications, please contact Canon Solutions America, Inc. (CSA) at GSAPORenewals@csa.canon.com.

GENERAL INFORMATION

9. 9–HOUR DOWNTIME CREDIT:

Due to the acquisition and merger of Océ North

America into Canon USA Inc., the General Services

10. TERMINATION CHARGES:

12. TRADE–IN POLICY:

Trade–ins will be negotiated on an open market basis.

13. EQUITY TRANSFER POLICY:

16. PROCEDURE FOR REPORTING UNRESOLVED OR UNSATISFACTORY SERVICE:

LTOP AND LWOO: See Leasing Section: See Point 13 “Early Termination Charges” and

Point 14 “Termination For Non-Appropriation” of Lease To Ownership (LTOP) and Lease With

Option To Own (LWOO) Terms and Conditions.

11. INSTALLATION, REMOVAL, RELOCATION and RIGGING CHARGES:

Installation and Removal Charges (if applicable) are charged to the government per order as stated with Equipment Sale Pricing. Locations that require special rigging will have additional charges. Removal Charges (if applicable) will be charged for all removal of equipment and accessories. Relocation Charges will be priced on an Open Market basis and quoted by Oce’s

Logistics Department at time of move. All Excess Rigging & Stair Crawler Rates will be priced on an Open Market basis and quoted by Oce’s Logistics Department at time of move. Please contact your Océ Representative for quote.

In the event that any equipment being maintained under the terms and conditions of this contract is moved to another location, Océ North America, Inc. shall continue to maintain the equipment at the new location unless such equipment is moved to a geographical area not covered by this contract.

(a) If the equipment is moved to a geographical area not serviced by this contract, the maintenance order shall be terminated without further obligations being incurred by either Océ

North America, Inc. or the government. (b) The government shall give at least 30 days’ written notice of the movement of equipment, unless the move is required because of an emergency. (c) Shipment to the new installation site shall be at the government's expense by padded van or airfreight. The government may ship the equipment by government transportation or by commercial carrier. (d) When the shipment is under the control of the contractor and damage is incurred which results in costs for either labor or parts to restore the equipment to good operating condition at the new site, such costs shall be borne by the contractor.

Equity may be transferred on a machine from one agency to another to take advantage of lowest purchase prices.

6. ENVIRONMENTAL CONSIDERATIONS:

See Maintenance Terms and Conditions (SIN 51-57).

1. THE FOLLOWING TERMS; INCLUDING BUT NOT LIMITED TO: EQUIPMENT,

PRODUCT, MODEL, COPIER, SCANNER, MULTIFUNCTION DEVICE, SHALL REFER TO

THE VARIOUS ITEMS OF HARDWARE EQUIPMENT, INCLUDING ACCESSORIES,

SUPPLIES, TRAINING, SOFTWARE, AND ITS LICENSING REQUIREMENTS, AND THE

MAINTENANCE AND SUPPORT SERVICES THEREFORE, WHICH ARE INCLUDED

UNDER THE SPECIAL ITEM NUMBERS AWARDED IN THIS CONTRACT.

Océ reserves the right to substitute equipment that is of equal or greater functionality in the event that an order cannot be fulfilled. The substitution equipment will be equal to or less than the original purchase price. There will be no additional charge to the customer.

If for any reason other than customer negligence or customer copier damage, copier repairs are not completed and the copier is not restored to normal working order, within nine normal workday work hours, 1/30 of the monthly minimum charge will be credited for each day the equipment is inoperable.

Space Efficiency: All Océ North America, Inc. Console Copiers do not require rear or left side access for service. No ventilation space is required.

15. UNAUTHORIZED ATTACHMENTS AND ACCESSORIES:

Factory Produced New Model (FPNM) is equipment that has been converted to New Model status which maintains features and/or functions of the previous model and adds new features and/or functions not available on the previous model. FPNM has been disassembled to a predetermined standard, established by Océ and manufactured to New Model status. It has a new serial number. FPNM contains reprocessed and/or recovered parts that fully meet new product specifications. The customer is the first user of the Factory Produced New Model

Equipment.

Remanufactured Equipment (Reman) is equipment which has been subject to the following factory processes at an Océ plant: (1) disassembly to predetermined standards established by

Océ for each model, (2) cleaning, (3) replacement of defective components / parts with either new or used components / parts, which have been reprocessed to new parts standards, (4) installation of all retrofits designated by Océ as field mandatory as of the date of the machine installation, (5) inspection & testing to ensure that remanufactured equipment functions within new equipment performance requirements. With Remanufactured equipment the features, functions, model number and serial number remain the same.

14. MOVEMENT OF EQUIPMENT:

Approved: Underwriter's Laboratory Registered under Number D 69871. Photoreceptor

Disposal: No special storage or disposal precautions required.

Newly Manufactured Equipment is equipment that has been assembled for the first time from new parts. It may also contain some used components (parts) that have been reprocessed to new parts standards.

Since Océ North America, Inc. copiers are of modular design and do not utilize developer, periodic preventive maintenance as required for most xerographic type copiers is not required for all products listed in this offering. Product parts replacement and retrofits are accomplished as necessary periodically during regular service calls.

The Océ North America, Inc. copiers listed within this offering are space efficient, have low noise levels, and low heat output for console copiers. A summary of characteristics is listed as follows:

Radio Interference: Radio interference suppression according to FCC Class A.

Ozone Emission: MG/M (MAC Value 0.2 MG/M

4. PREVENTIVE MAINTENANCE NOT REQUIRED:

5. GUARANTEED SERVICE PERIOD FOR EQUIPMENT SALE:

(e) When the shipment is under the control of the Government and damage is incurred which results in costs for either labor or parts to restore the equipment to good operating condition at the new site, such costs shall be borne by the Government.

Without prior written consent, the government shall not move, alter, modify nor install attachments or accessories to the equipment. Any such action, which in Océ North America, Inc. judgment results in a service call, is billable. This applies to lease, and owned equipment.

The government should advise the local Océ North America, Inc. sales and service center of any unresolved or unsatisfactory service. If this does not result in satisfactory resolution, the government should write to Océ North America, Inc., 5450 N. Cumberland Avenue, Chicago, Illinois 60656. The report should include a brief description of the problem along with efforts to resolve. Océ North America, Inc will initiate resolution action immediately. This term shall not affect the Government's rights under the "default" clause.

2. SUBSTITUTION / REPLACEMENT EQUIPMENT:

3. EQUIPMENT DEFINITIONS:

Equipment will either be newly manufactured, factory produced new model (FPNM) or remanufactured (Reman). All Equipment will be assumed newly manufactured; unless customer is notified otherwise (that the machine will be FPNM or Reman).

7. SPECIAL SERVICE PROVISIONS:

17. SOFTWARE AGREEMENTS:

8. SERVICE POINTS:

The service rates for after–hours service, holidays, weekends, or on a per-call basis are available on an open market basis.

The nearest Océ Sales & Service Center or an authorized dealer (see Océ Sales and Service

Locations, and Authorized Sales and Service Dealers).

The following statement refers to all Software covered in Océ North America, Inc Contract GS-

25F-0060M. Océ North America, Inc.’s Software License Agreement (containing Software

License Terms and Conditions) and Océ North America, Inc.’s Software Maintenance and

Support Agreement (containing Software Maintenance Terms and Conditions) are hereby incorporated into this Contract by reference. Customers wishing to obtain copies of Océ North

America, Inc.’s Software Agreements may do so through their local Océ North America, Inc.’s

Sales Representative.

The government should advise the local Océ North America, Inc. sales and service center of any unresolved or unsatisfactory service. If this does not result in satisfactory resolution, the government should write to Océ North America, Inc., 5450 N. Cumberland Avenue, Chicago, Illinois 60656. The report should include a brief description of the problem along with efforts to resolve. Océ North America, Inc will initiate resolution action immediately. This term shall not affect the Government's rights under the "default" clause.

20. CONTINUOUS PAYMENT PLAN:

18. BLANKET PURCHASE AGREEMENTS (BPA):

All Renewal Purchase Orders are subject to price adjustments in accordance with commercial pricing fluctuations; not to Exceed the allowable 10% Increase per Year per FAR Clause

552.216-70 - ECONOMIC PRICE ADJUSTMENT - FSS MULTIPLE AWARD SCHEDULE

CONTRACTS (SEP 1999) (ALTERNATE I—SEP 1999), which is incorporated into Oce’s

Contract GS-25F-0060M.

Maintenance contracts entered into prior to the new contract period would be required to fulfill any contractual agreements of the GSA contract in effect at the time of the original order prior to receiving new pricing. The terms and conditions of the previous contract would apply until contractual terms are met.

Any purchase order processed for maintenance in which these contractual obligations still exist should reference the GSA contract number under which the original order was placed.

Océ North America, Inc. agrees to enter into blanket purchase arrangements with ordering activities, provided that: (a) Only items covered by the contract are ordered under such arrangements. (b) The period of time covered by such arrangements shall not exceed the period of the contract. (c) Orders placed under such arrangements shall be issued in accordance with all applicable regulations and the terms and conditions of the contract.

NOTE: The maximum order of the contract applies solely to individual orders placed against the blanket purchase arrangement and has no bearing on the cumulative total orders placed under the contract.

The purchase of developer is not required and use of developer is not required for all products listed in this catalog.

21. ZONE DEFINITIONS & RESPONSE TIMES

Zone Definitions: Zone I - Within a 25-mile radius of the Océ Service Office. Zone II - Within a 25 to 50-mile radius of the Océ Service Office. (Response Time approx. 8 hours). Zone III -

Within a 51 to 100-mile radius of the Océ Service Office (Response Time not to exceed 24 hours).

22. MONOCOMPONENT IMAGING SYSTEM:

If a renewal purchase order is not received within 90 days of its due date, the customer will be invoiced at the previous purchase order rates until a renewal purchase order is received. Océ will also retroactively invoice for the difference between the higher purchase order renewal rates and those invoiced under the "Continuous Payment Plan".

Océ North America, Inc. will provide a ten percent (10%) discount to the monthly minimum charge of the October invoice if the renewal purchase order for maintenance funded for a full federal fiscal year, and dated on or before November 1st is received by Océ North America, Inc. on or before November 8th. This discount will appear on the invoice for the month of

October only.

19. PURCHASE ORDER RENEWALS FROM PREVIOUS CONTRACTS:

LEASE TO OWNERSHIP (LTOP - SIN 51-58) AND

LEASE WITH OPTION TO OWN (LWOO - SIN 51-58a)

2. ORDERING PROCEDURES

(v) Description of the intended use of the equipment.

THIS CONTRACT IS AVAILABLE FOR LEASING RENEWALS ONLY. NO NEW LEASE ORDERS MAY BE WRITTEN UNDER THIS CONTRACT.

The equipment shall remain in the possession of the Government until the expiration of the lease. Any assignment, sale, bankruptcy, or other transfer of the leased equipment by the contractor will not relieve the Contractor of its obligations to the

Government, and will not change the Government’s duties or increase the burdens or risks imposed on the Government.

e. Assignment of Claims: In accordance with GSAR 552.232-23 Assignment of

Claims under this contract, the Ordering Agency Contracting Officer may approve the assignment of claim for an order under these leasing Special Item Numbers (SINs) in accordance with FAR 32.803. Contractors cannot prohibit or otherwise limit the

Government’s ability to setoff lease payments under any lease or assignment of a lease.

(iii) The estimated cost, if any, of applicable State or local taxes.

(iv) A confirmation of the availability of the equipment on the required delivery date.

1. STATEMENT OF GOVERNMENT INTENT

For the purpose of this solicitation, Lease Term is defined as the duration of the lease in months (not to exceed 60 months) as shown on the Ordering Agency’s initial delivery order. It is understood by all parties to this contract that this is a leasing arrangement. In that regard, the Government anticipates fulfilling the leasing agreement subject to the availability of appropriated funds and the continued needs of the Ordering Agency.

The Ordering Agency, upon issuance of any delivery order pursuant to Special Item

Numbers (SIN’s) 51 58, 51 58a or 51 58b, intends to use the equipment for the lease term specified in the initial delivery order so long as the needs of the Ordering

Agency for the equipment or functionally similar equipment continues to exist and adequate funds are appropriated.

Each lease hereunder shall be initiated by a delivery order which shall, either through a statement of work or other attachment specify the equipment being leased, and the terms of the transaction as required in other sections of SIN’s 51

58, 51 58a or 51 58b. The lease commencement is the date of acceptance as defined by FAR 12.4.

The first period or initial term of the leasing agreement will be through September th of the fiscal year in which the order is placed, or as extended by act of

Congress, unless the ordering office has multi-year funding.

d. The ordering agency and contractor shall agree upon a termination ceiling charge which is established in accordance with the appropriate formula in Section

13. Early Termination Charges (See FAR Subpart 17.1)

e. The Contracting Officer shall insert the agreed upon termination ceiling charge for the first year in the order and modify it for successive years upon availability of funds.

(i) Whether the contractor can provide the required equipment.

(c) The contractor will respond with:

(vi) Cite the cost of any mandatory maintenance is applicable.

(vii) The Termination Ceiling Charges, as applicable. (See Section 13, Early

Termination Charges).

(ii) The monthly payment based on the rate and the initial and residual values of the equipment.

(v) Extent of warranty coverage, if any, of the leased products.

Ordering Agencies are advised to follow the guidance provided in Federal

Acquisition Regulation (FAR) Subpart 7.4 Equipment Lease or Purchase, and to review the lease terms and conditions prior to ordering and obligating funding for a lease. Ordering Agencies are responsible for the obligation of the funding consistent with fiscal law when entering into any lease arrangement.

(a) Ordering Agencies are strongly encouraged to conduct a needs assessment prior to the procurement of copiers.

(b) When the Ordering Agency expresses an interest in leasing a product(s), the

Ordering Agency will provide the following information to the prospective vendor:

(ii) The required delivery date.

(i) Which product(s) is (are) required.

(iv) Where the equipment will be located.

(iii) The proposed term of the lease.

b. Annual Year Funding. When using annually appropriated funds when placing an order for leasing, the following applies:

(2) All orders for leasing automatically terminate at the end of the Government fiscal year (or as extended by Act of Congress) or the contract term, whichever is earlier.

However, Ordering Agencies should notify the contractor in writing thirty (30) calendar days prior to the expiration of such orders as to the Government’s intent to renew.

Ordering Agencies are instructed to follow the guidelines set forth in Paragraph 14 of this section with regard to termination of lease terms for non-appropriation or agency decisions not to renew. Should Ordering Agencies decide to terminate the lease prior to the expiration of the lease term under any other condition other than those set forth in Paragraph 14. Early termination charges shall apply. See Section 13, Early

Termination.

(1) Any lease executed by the Ordering Agency shall be on the basis that the known requirements exceed the remainder of the fiscal year. Due to funding constraints, however, the Ordering Agency cannot normally commit to a term longer than one fiscal year at the commencement of the lease. To facilitate the exercise of renewal options for future fiscal years, the lease term will be specified in the delivery order.

All orders for leasing shall remain in effect through the Government fiscal year (or as extended by Act of Congress), or the planned expiration date of the lease, whichever is earlier, unless the Ordering

Agency exercises its rights hereunder to acquire title to the equipment prior to the planned expiration date. Despite the fact that the delivery order will specify the total lease term, orders under the lease shall not be deemed to obligate succeeding fiscal year’s funds or to otherwise commit the Ordering Agency to a renewal.

c. Multi-Year Funding Within contract Period: Where an Ordering Agency specific appropriation authority provides for funds in excess of a 12 month (fiscal year) period, the Ordering Agency may place a schedule contract order for leasing for a period up to the expiration of its period of appropriation availability, or the expiration of its period of appropriation availability, or the expiration of the contract period whichever comes first, notwithstanding the intervening fiscal years.

d. In recognition of the types of products on this Schedule and the potential adverse impact to the Government’s mission, the Government’s quiet and peaceful possession and unrestricted use of the equipment shall not be disturbed in the event the equipment is sold by the Contractor, or in the event of bankruptcy of the contractor, corporate dissolution of the Contractor, or other event, so long as the

Government is not in default.

f. Government Rights under Lease: The Government does NOT waive any performance requirements, warranty rights nor other contract or statutory rights, such as the right to set off payments against other Government debt, as a part of the lease. The Government’s acceptance of an assignment of a lease, does not waive any of the Government contract provisions.

a. Lease Options: At a minimum, Ordering Agencies placing orders for equipment under a leasing arrangement must specify on the delivery order the applicable leasing SIN under which the equipment is being leased.

51-58 Lease to Ownership Plan (LTOP) (Lease/Purchase)(Copier)

51-58A Lease with Option to Own (Operating Lease) (Copier)

3. ORDERS AND PERIOD OF LEASING ARRANGEMENTS

4. MAINTENANCE AND INSTALLATION

5. MONTHLY PAYMENTS

Example - Lease to ownership

In cell B4, type the principal or schedule price of the equipment at time of order:

$14,500

In cell B5, type your residual value: $1450

In cell D4, type your term in months: 60

In cell D5, type your lease factor: 0.085

In cell F4, type the following function to calculate the monthly payment:

=PMT(D5/12,D4,-B4,B5,F5)

Your monthly payment should equal: $278.01.

c. The purchase option price will be based upon the unamortized principle of the product. The payment will be based upon the unamortized principle, as shown on the payment schedule as of the last payment prior to date of transfer of ownership.

In the event the Government desires, at any time, to acquire title to equipment leased hereunder, the Government may make a one time lump sum payment.

i. The monthly payments can be calculated using Microsoft Excel.

2. Operating Lease Monthly Payment Example -

a. Maintenance and installation, when applicable, are not included in the lease payments. The Ordering Agency will obtain installation and/or maintenance from the contractor or a designated authorized service provider.

b. When installation and/or maintenance is to be performed by the Contractor, the payments, terms and conditions will be as stated in this contract. Maintenance payments and terms and conditions during subsequent renewal periods of this lease will be those of the prevailing GSA Schedule contract in effect.

For the purpose of this solicitation the definition of an addition is defined as follows:

(1) Were not leased from the contractor, and

c. Any other additions may not be installed without the contractor's prior written consent. At the end of the lease term, the Government shall remove any additions which:

In cell A1, type the price of the modification: $1000

In cell A2, type the months remaining on the equipment lease: 19

In cell A3, type the current contract lease factor at the time of the modification:

0.625%

In cell A4, type the following payment function: =PMT(A3,A2,-A1) and then press the enter key.

Your modification payment should equal $55.98.

7. ADDITIONS

1. LTOP Monthly Payment. Example -

In cell B4, type the principal or schedule price of the equipment at time of order:

$20,000

In cell D4, type your term in months: 48

In cell D5, type your lease factor: 0.095

In cell F4, type the following function to calculate the monthly payment:

=PMT(D5/12,D4,-B4,B5,F5)

Your monthly payment should equal: $502.46.

(1) Can be removed without causing material damage to the equipment;

(2) Do not reduce the value of the equipment; and

b. To determine the initial lease term payment, the contractor agrees to apply the negotiated lease factor to the agreed upon base value: See Lease Rate Factors for

LTOP and LWOO on page 12.

Additions: The addition of accessories features or other enhancements available for lease under this contract to an existing model (base unit) already installed. Additions shall not change the functionality of the installed equipment.

e. Payment may be modified based on the schedule price adjusted to reflect the actual period until the end of the lease term.

(2) Are readily removable without causing material damage or impairment of the intended function, use, or value of the equipment, and restore the equipment to its original configuration.

d. Any additions, which are not removable, will become the contractor's property (lien free).

(3) Are obtained from or approved by the contractor, and are not subject to the interest of any third party other than the contractor.

b. The Ordering Agency may affix or install any accessory, addition, equipment or device on the equipment ("additions") provided that such additions:

a. The ordering agency may require the contractor to modify existing leased equipment through order modifications, provided the modifications are customarily offered by the contractor for the equipment leased. The price of the modification will be mutually agreed upon by the ordering agency and the contractor.

The ordering agency may pay for the modification at full price upon acceptance, or the modification price may be leased coterminous with the initial lease term. The contract lease interest rate in effect at the time of order of the modification will be used to calculate the monthly payment applicable to the modification. For Operating leases a residual value should be negotiated for the modification.

i. The modification payment can be calculated using Microsoft Excel. The modification payment can then be added on to your existing monthly lease payment. You will need to know the following three (3) variables: the price of the modification, the months remaining on the equipment lease, and the current contract lease factor at the time of modification. Examples: Lease factor one (1) percent over the rate for the three year (or other term) Treasury Bill (T-bill) at the most current U. S. Treasury auction. Or the

Contractor`s most favored finance rate factor as agreed to during contract negotiations. The lease payment may be calculated by using a programmed business calculator or by using “rate” functions provided in commercial computer spreadsheets (e.g., Lotus 1-2-3, Excel).

a. Prior to the placement of an order under this SIN, the Ordering Agency and the contractor must agree on a “base value” for the products to be leased. The base value will be the contract purchase price (less any discounts). For operating leases the residual value is independent of the purchase option price. The residual value will be used in the calculation of the original lease payment.

a. Upon the expiration of the Lease Term, the Ordering Agency will: (i) Upon 30 day written notice, return the Equipment to the Contractor (LWOO) or - (ii)

Purchase the equipment at the fair market value of the equipment or 10%

Purchase Option for LWOO; (iii) Obtain requirements in accordance with FAR 8.4

(Ordering Procedures) by issuing a new request for quote.

6. EXPIRATION OF LEASE TERM:

f. Should the Ordering Agency elect to replace equipment under the lease a new FAR

8.4 competition is required. This does not preclude substitution for failure to perform.

Ordering Agencies are advised that when making the decision to conduct a new competition, consideration must be given to the early termination of existing equipment and/or the financial considerations involved with the rollover of existing equipment should the current contractor prevail. Ordering Agencies are strongly advised to perform a cost benefit analysis in accordance with their agency procedures and policies with regard to rollovers.

Note: Customers are advised to see paragraph 15-18 for additional lease expiration provisions for LTOP and additional LWOO Conditions.

9. WARRANTY

c. Maintenance and Support:

11. TITLE

b. After a thirty (30) day notice and cure period, if the equipment continues to fail to be operational or repairable as defined above, the Ordering Agency may take those remedies available to it under either the contractor warranty provisions or default clause set forth in FAR 52.212-4(m). Such recourse will not be the basis for increasing the monthly payment or extending the term of the lease

Preventive Maintenance: The contractor shall provide preventive maintenance at least equal to the commercial practice. Intervals between scheduled maintenance services shall be no greater than those provided to commercial customers for the same model of copier. Oce performs a “total service call” on every

Maintenance Call; therefore does not require scheduled Preventative

Maintenance.

12. STATE AND LOCAL TAXES (52-229-1):

In accordance with Clause 552.246-73 under this contract, the contractor’s warranty, as stated in the contractor’s GSA Authorized Price List is applicable to the lease.

a. The equipment supplied must be in operational or repairable condition throughout the term of the lease.

Repair and Maintenance Service: Offerors shall submit and include in their pricelist’s, a list of Names, addresses, and phone number(s) of authorized representatives, responsible to the contractor, who may be contacted by ordering activities for repair and maintenance of equipment. Only those authorized representatives listed may render maintenance service, unless the list is subsequently modified by mutual agreement between the contractor and the Contracting Officer, to add or terminate authorized representatives.

Copiers designated critical will be identified by the ordering activity in the order and shall not exceed 5% of the total number of copiers on the order. The contractor’s response time on a service call starts, when authorized personnel of an ordering activity place a verbal request to the contractor for a service call or a written request is received by the contractor requesting a service call, whichever is earlier.

Equipment leased under this agreement may be terminated at any time during a

Government fiscal year by the Ordering Agency’s Contracting Office responsible for the delivery order in accordance with FAR 52.212-4, paragraph (l) Termination for the Government’s Convenience.

8. RISK OF LOSS OR DAMAGE

The Government is relieved from all risk of loss or damage to the equipment during periods of transportation, installation, and during the entire time the equipment is in possession of the Government, except when loss or damage is due to the fault or negligence of the Government. The Government shall assume risk of loss or damage to the equipment during relocation unless the Contractor shall undertake such relocation.

13. EARLY TERMINATION CHARGES

(2) Repairable condition means that the equipment can be repaired by a qualified technician within the terms of the maintenance agreement. Additionally, all required replacement parts are available and the equipment down time does not exceed that specified in the maintenance agreement.

10. EQUIPMENT PERFORMANCE

During the Lease Term, the equipment shall always remain the property of the contractor. The Government shall have no right or interest in the equipment except as provided in this leasing agreement and shall hold the equipment subject and subordinate to the rights of the contractor.

The contractor shall repair the copier within either nine (9) working hours or sixteen

(16) working hours (as specified by the User Activity) after the verbal or written request for the service call.

Notwithstanding the terms of the Federal, State, and Local Taxes Clause the contract price excludes all State and Local taxes levied on or measured by the contract or sales price of the services or completed supplies furnished under this contract.

The contractor shall state separately on its invoices taxes excluded from the contract price, and the Government agrees either to pay the amount of the taxes (based on the current value of the equipment) to the contractor or provide evidence necessary to sustain an exemption.

See FAR clauses 52.229-1 State and Local Taxes; 52.229-3 Federal, State, and

Local Taxes, which are incorporated by, reference.

The Ordering Agency and contractor shall establish a termination ceiling amount. The

Contracting Officer shall insert the Termination Ceiling Charge for amount of the first year in the order and modify it for successive years upon availability of funds.

The Termination Ceiling Charge is a limit on the amount that a contractor may claim from the Ordering Agency on the termination for convenience of a lease or failure to renew a lease prior to the end of the lease term for reasons other than those set forth in section 14, Termination for Non-Appropriation. Termination ceiling charges will apply for each year of the lease term (See FAR 17.1).

However, for copiers identified as critical, the contractor shall respond to verbal requests for service calls and shall repair the copier within four (4) working hours.

(1) Operational condition means the equipment is producing clear and clean copies, all mechanical accessories are operating as intended and in all respects the equipment is performing up to the standards in the manufacturer’s specifications.

Response to Service Calls: At minimum, during normal working hours (as specified by the using activity), Monday through Friday (excluding holidays observed by the

Government), the contractor shall respond to verbal or written requests for service calls.

No claim will be accepted for future costs: supplies, maintenance, usage charges or interest expense beyond the date of cancellation. In accordance with the bona fide needs rule, all termination charges must reasonably represent the value the Ordering

Agency received for the work performed at cancellation based upon the shorter lease term. No termination cost will be associated with the expiration of the lease term.

Contractors are required to submit a contingency plan to maintain full and proper operation of copiers and to avoid extended delays for repair or replacement of copiers.

Copiers designated critical will be identified by the ordering activity in the order and shall not exceed 5% of the total number of copiers on the order. The contractor’s response time on a service call starts, when authorized personnel of an ordering activity place a verbal request to the contractor for a service call or a written request is received by the contractor requesting a service call, whichever is earlier.

No claim will be accepted for future costs: supplies, maintenance, usage charges or interest expense beyond the date of cancellation. In accordance with the bona fide needs rule, all termination charges must reasonably represent the value the Ordering

Agency received for the work performed at cancellation based upon the shorter lease term. No termination cost will be associated with the expiration of the lease term.

SEE NEXT PAGE FOR LTOP & LWOO TERMINATION CEILING CHARGE

CALCULATIONS

18. RETURN OF EQUIPMENT

In cell B9, type the following formula to re-calculate the monthly payment at month

1: =PMT($D$5/12,A9,-$B$4)

Your termination ceiling charge for month 1 should equal: $19,655.87.

In cell E9, type the following formula to calculate the Termination Ceiling Charge:

=IF(C9-D9>0,C9-D9,0)

In cell D9, type the following formula to calculate the total payment made:

=A9*$F$4

In cell C9, type the following formula to calculate the total recalculated monthly payment: =A9*B9

Extension of the present lease term is not permitted. Future copier requirements shall be procured in accordance with FAR 8.4 covering Ordering Procedures. Unless notified by the Ordering Agency that the Government intends to exercise its option to purchase the equipment, the equipment, upon the expiration of the lease term, will be removed by the contractor at the earliest practicable time. The Ordering

Agency is responsible for removal charges. Unless specified under the schedule contract, removal charges will be administered outside the scope of the contract. The equipment shall be in the same condition as when delivered, with the exception of ordinary wear and tear.

The contractor shall conduct a timely inspection of the returned products and within thirty (30) days of the return, assert a claim if the condition of the equipment exceeds normal wear and tear. In the event the Ordering Agency desires, at any time, to acquire title to equipment leased hereunder, the price will be mutually agreed upon by the parties.

The Government will provide written instructions for the removal of the equipment.

The Ordering Agency is required to provide serial numbers and exact location of equipment for pick up.

The termination ceiling charge can be calculated using Microsoft Excel. You will need to know the following variables: principal, residual value, term, lease factor, monthly payment, beginning principal, payment, principal, and interest.

14. TERMINATION FOR NON-APPROPRIATION

Formula 2: For Operating leases SIN 51 58a and 51 58b

Your monthly payment should equal: $502.46.

17. LEASE EXPIRATIONS – SIN 51 58A/OPERATING LEASE AND 51 58B/ALL

OTHER EQUIPMENT

13. EARLY TERMINATION CHARGES … Continued… 14. TERMINATION FOR NON-APPROPRIATION … Continued...

The termination ceiling charge can be calculated using Microsoft Excel. You will need to know the following variables: principal, term, lease factor, monthly payment, recalculated monthly payment, total recalculated monthly payment, and total payment made. Example -

In cell B4, type the principal or schedule price of the equipment at time of order:

$20,000

Upon receipt of this notice the contractor shall remove the equipment within thirty (30) days or a mutually agreed date and time. The Ordering Agency is responsible for removal charges. Unless specified under the schedule contract, removal charges will be administered outside the scope of the contract. The equipment shall be in the same condition as when delivered, with the exception of ordinary wear and tear.

In cell A8, type the month: 1

In cell B8, type the following formula to calculate the Beginning Principal: =B4-

PV(D5/12,D4,0,-B5,F5)

In cell C8, type the following formula to calculate the payment: =IF(A8>D$4,0,$F$4)

In cell D8, type the following formula to calculate the principal: =C8-E8

In cell E8, type the following formula to calculate the interest: =B8*$D$5/12

In cell F8, type the following formula to calculate the Termination Ceiling Charge:

=B8-D8

Your termination ceiling charge for month 1 should equal: $13,368.58.

The Ordering Agency reasonably believes that the bona fide need will exist for the entire lease term and corresponding funds in an amount sufficient to make all payment for the lease term will be available to the Ordering Agency. Therefore, it is unlikely that leases entered into under the SINs 51 58/Lease to Own (Copiers), 51

58a/Operating Lease (Copier), and 51 58b/all other equipment will be terminated prior to the full lease term.

Example -

In cell B4, type the principal or schedule price of the equipment at time of order:

$14,500

In cell B5, type your residual value: $1450

In cell D4, type your term in months: 60

In cell D5, type your lease factor: 0.085

In cell F4, type the following function to calculate the monthly payment:

=PMT(D5/12,D4,-B4,B5,F5)

Your monthly payment should equal: $278.01.

Nevertheless, the Ordering Agency’s Contracting Officer may terminate or not renew leases at the end of any initial base period or renewal period under this paragraph if

(a) it no longer has a bona fide need the equipment or functionally similar equipment;

or (b) there is a continuing need, but adequate funds have not been appropriated to the ordering agency in an amount sufficient to continue to make the lease payments.

If this occurs, the Ordering Agency will promptly notify the contractor and the equipment lease will be cancelled at the end of the last fiscal year for which funds were appropriated. The determination of the availability of funds is made solely by the Government.

Title to equipment installed under SIN 51 58 automatically transfers to the

Government upon conclusion of the Lease Term Agreement.

Formula 1: FOR Lease To Own (LTOP) SIN 51-58

In cell F4, type the following function to calculate the monthly payment:

=PMT(D5/12,D4,-B4,B5,F5)

In cell D5, type your lease factor: 0.095

In cell D4, type your term in months: 48

Extension of the present lease term is not permitted. Future copier requirements shall be procured in accordance with FAR 8.4, FSS Ordering Procedures.

In cell A9, type the month: 1

15. LEASE EXPIRATIONS

16. LEASE EXPIRATIONS – SIN 51 58/LEASE TO OWN

Upon receipt of this notice the contractor shall remove the equipment within thirty (30) days or a mutually agreed date and time. The Ordering Agency is responsible for removal charges. Unless specified under the schedule contract, removal charges will be administered outside the scope of the contract. The equipment shall be in the same condition as when delivered, with the exception of ordinary wear and tear.

The contractor shall conduct a timely inspection of the returned products and within thirty (30) days of the return, assert a claim if the condition of the equipment exceeds normal wear and tear. Equipment not removed by the contractor within thirty (30) days of the date of notification by the Order Agency shall be considered as abandoned and subject to such disposal as the Government may deem appropriate.

The Ordering Agency reasonably believes that the bona fide need will exist for the entire lease term and corresponding funds in an amount sufficient to make all payment for the lease term will be available to the Ordering Agency. Therefore, it is unlikely that leases entered into under the SINs 51 58/Lease to Own (Copiers), 51

58a/Operating Lease (Copier), and 51 58b/all other equipment will be terminated prior to the full lease term.

TERM LTOP FACTOR TERM LTOP FACTOR

36 0.03215 48 0.02524

37 0.0314 49 0.02482

38 0.03069 50 0.02442

39 0.03002 51 0.02403

40 0.02938 52 0.02366

41 0.02878 53 0.0233

42 0.0282 54 0.02295

43 0.02765 55 0.02262

44 0.02712 56 0.0223

45 0.02662 57 0.02199

46 0.02614 58 0.02169

47 0.02568 59 0.0214

60 0.02112

TERM LWOO FACTOR **

36 0.03192 10%

48 0.02500 10%

60 0.02048 10%

Please note that LWOO is available for Document Printing Systems Products only, NOT Wide Format Products.

**Note: The Option column in this table represents the purchase option price that may be paid to purchase the equipment following expiration of the full lease term and payment of all LWOO lease payments. The percentages stated in the Option column are the percentages of the agreed-upon base value of the leased equipment constituting the end-of-lease purchase option price.

{Monthly Payments in Arrears} Valid from January 1st, 2012 thru March 27th, 2012

PROMOTIONAL LWOO FACTORS (Lease With Option To Own – SIN 51-58a) -

Valid from January 1st, 2012 thru March 27th, 2012

PROMOTIONAL Lease Rate Factors - {Monthly Payments in Arrears}

TERM LTOP FACTOR TERM LTOP FACTOR

36 0.03274 48 0.02585

37 0.03199 49 0.02543

38 0.03128 50 0.02502

39 0.03061 51 0.02464

40 0.02998 52 0.02426

41 0.02937 53 0.02391

42 0.02879 54 0.02356

43 0.02824 55 0.02323

44 0.02772 56 0.02291

45 0.02722 57 0.02260

46 0.02674 58 0.02231

47 0.02628 59 0.02202

60 0.02174

TERM LWOO FACTOR **

36 0.03227 10%

48 0.02536 10%

60 0.02048 10%

**Note: The Option column in this table represents the purchase option price that may be paid to purchase the equipment following expiration of the full lease term and payment of all LWOO lease payments. The percentages stated in the Option column are the percentages of the agreed-upon base value of the leased equipment constituting the end-of-lease purchase option price.

Please note that LWOO is available for Document Printing Systems Products only, NOT Wide Format Products.

Lease Rate Factors - {Monthly Payments in Arrears} Valid from January 22nd, 2007 thru March 27th, 2012

LWOO FACTORS (Lease With Option To Own – SIN 51-58a) - {Monthly Payments in Arrears} Valid from January 22nd, 2007 thru March 27th, 2012

MAINTENANCE TERMS CONDITIONS (SIN 51-57)

Rental not offered at this time.

7. MAINTENANCE FIXED RATE FACTORS

The following Fixed Rate Factors are applicable for Océ Products ONLY.

Maintenance Standard

Contract Term Multiplier

2 Years 1.025 2.50%

3 Years 1.05 5%

d) designate an employee to be trained by Océ to be a key operator and to notify Océ if personnel turnover requires the training of a new key operator;

e) make no alteration or place attachments on the equipment without Océ's prior written permission;

f) not move the equipment without prior written authorization by Océ and shall be responsible for a charge incurred in the movement of the equipment (see General…