HomeMy WebLinkAbout19970 RES - 09/15/1987A RESOLUTION
AUTHORIZING THE LEASE/PURCHASE OF THE CITY'S COMPUTER
OPERATING SOFTWARE BY UTILIZING A SPECIAL IBM FINANCING TERM
FOR A TOTAL COST OF $808,850 OVER A FIVE YEAR PERIOD.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That the City Manager is hereby authorized to convert the
present leasing agreement for IBM operating software so as to purchase the
City's computer operating software by utilizing a five-year lease/purchase with
IBM and/or Boole & Babbage, Inc. with special financing term at 7.09 percent for
$808,850 and a one-time charge of $24,650. Said agreement to be in
substantially the form License Agreement attached hereto as Exhibit A and made a
part hereof.
ATTEST:
City Secretary MAY
APPROVED: /7/r1 DAY OF 44441, 19 t%
HAL GEORGE, CITY ATTORNEY
By
A itV y At of rney
O8P.O14.O1
THE CITY OF CORPUS CHRISTI, TEXAS
19970 MICROFILMED
BOOLE & BABBAWE, INC.
LICENSE AGREEMENT
This License Agreement between Boole & Babbage, Inc. (Licensor), a California corporation, and the Licensee
identified below consists of Paragraph A below and Licensor's General Terms and Conditions Reference Number:
CCC985 which are incorporated by this reference.
This proposal is effective until August 31 1987
Paragraph A—Parties and Product(s)
1. In accordance with the provisions of this Agreement, Licensor will provide Licensee with the Product(s) listed
below, as specified in Licensors current Product documentation, for use by Licensee only in its computing facilities
at the following site:
1015 Santa Fe Street Corpus Christi
Street Address City
2. The Product(s) to be provided are:
Designated Operating License
System Term
Product(s) CPU(s)
Texas
State
78404
Zip Code
Pay.
ment License Maintenance
Term Fee Charge & Period
(aTESOLVE PLUS 1 CPU MVS/XA Perpetual Lump Sum $24,000.
(b)T,ess Credit for RESOLVE MVS/370 License ($19,000.)
(cFMF MONITOR 1 CPU MVS/XA Perpetual
(d)Less Credit for CMF MONITOR MVS/370 License
(e)
(f)
(9)
(h)
Serial #
Lump Sum $21,600.
($16,000.)
Total Fees'
$10,600. (exclusive of applicable taxes).
3. LICENSOR CANNOT AND DOES NOT WARRANT THAT ANY OF ITS SECURITY PRODUCTS WILL PREVENT
ALL UNAUTHORIZED ACCESS TO LICENSEE'S COMPUTER SYSTEM, DATA OR PROGRAMS.
4. LICENSEE AGREES TO LIMIT THE USE OF CAPACITY MANAGEMENT FACILITY (CMF) TO THE CONTROL,
EVALUATION, AND PLANNING OF COMPUTER APPLICATIONS AND COMPUTER CONFIGURATIONS PLANNED
OR OPERATIONAL TO THOSE OF THE LICENSEE.
ACCEPTED BY LICENSEE:
Company Name'
Company Address: : - --
AllrANIIMMFIAV
14D
Signature:
Name:
Title: Cit • Manager
Date: August 31, 1987
Craig
ell
ACCEPTED BY BOOLE & BABBAGE, INC.
Boole & Babbage, Inc.
516.Oakmead Parkway
Sunnyvale, California 94086
gnature•
Name'
Title
Date'
CT -0001
BOOLE & BABBAGE, INC.
LICENSE AGREEMENT
This License Agreement between Boole & Babbage, Inc. (Licensor), a California corporation, and the Licensee
identified below consists of Paragraph A below and Licensor's General Terms and Conditions Reference Number:
CCC985 , which are incorporated by this reference.
This proposal is effective until Avg„at 21 , 1987
Paragraph A—Parties and Product(s)
1. In accordance with the provisions of this Agreement, Licensor will provide Licensee with the Product(s) listed
below, as specified in Licensors current Product documentation, for use by Licensee only in its computing facilities
at the following site:
1015 Santa Fe Street Corpus Christi Texas 78404
Street Address City State Zip Code
2. The Product(s) to be provided are:
Pay -
Designated Operating License ment License Maintenance
Product(s) CPU(s) System Term Term Fee Charge & Period
(a)CICS MANAGER 1 CPU MVS/XA Perpetual Lump Sum $16,500. 1st Year Included
(b) Serial #
(0)
(d) Less RESOLVE CICS Trade in Credit ($ 5,600.)
(e)
(()
(9)
(h)
Total Fees: $10,900. (exclusive of applicable taxes).
3. LICENSOR CANNOT AND DOES NOT WARRANT THAT ANY OF ITS SECURITY PRODUCTS WILL PREVENT
ALL UNAUTHORIZED ACCESS TO LICENSEES COMPUTER SYSTEM, DATA OR PROGRAMS.
4. LICENSEE AGREES TO LIMIT THE USE OF CAPACITY MANAGEMENT FACILITY (CMF) TO THE CONTROL,
EVALUATION, AND PLANNING OF COMPUTER APPLICATIONS AND COMPUTER CONFIGURATIONS PLANNED
OR OPERATIONAL TO THOSE OF THE LICENSEE.
ACCEPTED BY LICENSEE:
Company Name. r; ty of r,,, -/-„a rt„-; . t;
Company Address'
/.Y.-S'it3.Zt
Signature: � � •ignature•
Name: CraMcDowell Name:
Afir
, Title: City Manager Title:
Date: August 15, 1987 Date'
ACCEPTED BY BOOLE & BABBAGE, INC.
Boole & Babbage, Inc.
510 Qakmead Parkway
Sunnyvale, California 94086
CT -0001
Customer Name and Address: IBM Branch OfliceAddress:
City of Corpus Christi 802 N Carancahua
Customer 2205004Data Processing Dept. Referenced License Agreement No.: B05084/58250Corpus Christi,
TX 78470 IBM Branch Off
1015 Santa Fe ice No : ND4 Referenced Term Lease Supplement No:
Financing Agreement No.: ND41147 Referenced IBM Installment
Corpus Christi, TX 78404
Payment Agreement No :
IBM Credit Corporation, acting for or as Lender (Lender), and Customer enter into this Financing Agreement (Agreement) wherein a) Lender agrees to finance the char n
agrees to pay Lender the Penedic Payment(s) indicated for each Payment Period. Financing will be for a) charges payabld to the International Business Machines Corporation (IBM) which mCustomer
ay Include
charges for licensed program malenal (LPM Charges) for licensed programs marketed by IBM under the referenced license agreement (License Agreement) or b) other charges npayable by) Customer
which Lender may choose to finance. Each Financing will begin on the Commencement Date and shall continue for the number of Payment Periods Indicated as Term. Periodic Payments will be due
on the first day of the month following the last day of each Payment Period. When the Commencement Date is not on the first day of a calendar month and,or the Term does not expire on the last day
of a calendar month, the applicable Periodic Payment will be prorated on the basis o130 -day months.
Customer No. Machine or Licensed
Customer/ Program Materials Plant Order
Rale
Lender OW. Type Model/Feature DescriptionOr Serial Amount S/1000/ Payment - c
PMes No. No Financed Pmt. Period Pen o' CommencementDate
FINANCING AGREEMENT
(State and Local Government) Date Prepared 7/27/87
Page lof 1
U)
1 5665 317 ISPF/PD
2205004 F
5022420 1 5665 319ISPF 48623 20,700.00 19.84 $ 411.00
1 5668958 COBOL II 48624 7,845.00 19.84 156.00
1 5665 329 COBOL 76092 50,927.75 19.84 1010.00
DFHSM
1 5740 XX1CICS V1.7 42168 30,720.00 19.84 609.00
1 5665327 DFDSS 94761 74,550.00 19.84 1479.00
1 5668 949 SMPSS 81617 7,740.00 19.84 154.00
49754 16,965.00 19.84 337.00
60 S'
60 S'
60 9'
60 S'
60 S'
60 S'
60 S'
Annual Interest Total Payment Penod
Bid Date Rate (all pages) (Monthly unless noted)
mwwvayyear Fiscal Year Ends 07/31 7, 090
mon@/day $4156.00
CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ AND UNDERSTANDS THIS AGREEMENT, INCLUDING THE TERMS AND CONDITIONS LISTED ON THE REVERSE SIDE, AND AGREES TO
BE BOUND BY ITS TERMS AND CONDITIONS. FURTHER, CUSTOMER AGREES THAT THIS AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE PAR-
TIES, SUPERSEDING ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF.
Accepted by:
IBM Credit Corporation
For or as Lender:
By:
Authorized Signature
Name (Type'or Pnnt) " --'
- 7125.3976-00 (11440.25) Rev 5,87 (Continuation Shee121a5.39i,)
Dale
By:
honied Signature
Craig A. owell 9/15/87
Name (Type or Pr, •�
Date
6 • /�9 7 AUT(O(I E.I
sY C9uNcIL 9— -Y"
,GRE IARY
. 1. FINANCING OF LICENSED PROGRAM MATERIAL CHARGES (LPM
CHARGES). The Commencement Date, unless otherwise specified herein, will be the
date payment of the LPM Charges is due IBM under the License Agreement and Lender
• will pay such charges directly to IBM. Any other charges due IBM under the License
Agreement shall be paid directly to IBM by Customer. Customer's obligation to make pay-
ments under this Agreement shall not be affected by any discontinuance, return or de-
struction of any license or licensed program materials under the License Agreement on
or after the date LPM Charges are due. If Customer discontinues any of the licensed pro-
gram materials in accordance with terms of the License Agreement prior to the date LPM
Charges are due, the Financing of affected LPM Charges shall be cancelled. If Customer
prepays Financing for related IBM equipment under a referenced IBM Installment Pay-
ment Agreement or terminates a lease for related IBM equipment under a referenced
Term Lease Supplement, Lender may require prepayment of Financing for related LPM
Charges under this Agreement.
2. FINANCING PREPAYMENT. Upon Customer notice of intent to prepay a remaining
obligation, Lender will provide a quote to Customer for prepayment at a date, which shall
be no earlier than 30 days after Lender's receipt of Customer notice, and such quote will
be an amount, which shall be less than the sum of the remaining payments. Customer
can terminate the obligation by paying the amount quoted on the date specified.
3. CHANGES. Any change in the charges, Commencement Date or other details of
the Financing may be cause for Lender 10 adjust the rates and terms of this Financing
by written notice to Customer. Upon such adjustment, by notice to Lender prior to the
Commencement Date, Customer may terminate the Financing for the affected item.
4. RATE PROTECTION. Unless modified pursuant to Paragraph 3, the Periodic Pay-
ment shall be based on the Rate indicated or such greater Rate as may be specified by
written notice to Customer more than three months before the Commencement Dale. By
notice to Lender prior to the Commencement Date, Customer may terminate the Financ-
ing for such affected item. Otherwise the Periodic Payment shall be adjusted to reflect
the increase.
5. SELECTION AND USE OF
PRODUCTS ORSERVICES. Customer recognizes LICENSED hat PROGRAM
this its a finnanccing agreement and
agrees that Customer is responsible for the selection, use of, and results obtained from
the equipment, licensed jgrogram materials, products or services financed through this
Agreement and any othgger associated equipment, programs or services. If the equipment,
factoryfor any reascensedon, Customer ram materials,
hall make any claim financed olely against ts or the supplier hervices are unsatis-
factory
eof
and shall, nevertheless, pay Lender all amounts payable under this Agreement.
6. GENERAL. Other than Lender's obligation 10 pay the LPM Charges or other
amounts financed, as specified in this Agreement, responsibilities and limitations applica-
ble to Customer as defined in any referenced IBM agreement shall apply to Customer.
If the the LPM
Charges will be the M licensed ame mountram tthatls are would havebeen payable ct to a scount a to IBM by offering,
ustomer, and
(b) Customer will remain responsible to IBM for any adjustment charges or any other
charges incurred under the discount offering. LPM Charges are subject to change in ac-
cordance with the License Agreement.
7. CUSTOMER ASSIGNMENTS. This Agreement is not assignable by Customer. Any
attempted assignment or transfer by Customer of any of the rights, duties or obligations
under the Agreement is void.
8. EVENTS OF DEFAULT. Any one or more of the following are Events of Default: (a)
Customer fails to make any payment to Lender when due and such failure shall continue
for a period of seven days alter the due date; (b) Customer fails to perform any other obli-
gations under this Agreement or violates any of the representations, covenants or agree-
ments made by Customer in this Agreement or any other lease or financing agreement
with IBM or IBM Credit Corporation and such failure or breach shall continue for a period
0115 days alter written notice from Lender; or (c) Customer violates any of the representa-
tions made by Customer in any application for credit or submits inaccurate financial infor-
mation for the purpose of inducing Lender to enter into this Agreement. Any failure of La-
der to require strict performance by Customer or any waiver by Lender of any pro,
of this Agreement shall not be construed as a consent or waiver of any other bre,
the same or any other provision.
9. REMEDIES. II an Event of Default shall have occurred and be continuing, Lender
or assigns may, to the extent permitted by law, (a) declare this Agreement to be in default
and all payments due and to become due to be immediately due and payable; (b) declare
any other lease or financing agreements with Lender or with IBM Credit Corporation to
be in default and declare all payments due and to become due thereunder to be im-
mediately due and payable; (c) recover from Customer any and all such amounts due
under this Agreement and any other lease or financing agreement declared to be in de-
fault; and (d) recover reasonable attorney's lees and legal expenses in exercising any of
Its rights and remedies upon default. Upon request of Lender, Customer agrees to surren-
der to Lender for return to licensor all licensed program materials for which Lender has
financed the charges, and to destroy any and all copies thereof. Customer hereby au-
thorizes Lender to request that licensor terminate the license for those programs for which
the financing is in default. Customer acknowledges that such termination and surrender
will not reduce the economic damages sustained by Lender as a result of default by Cus-
tomer, and that such damages can be recompensed only by recovery of amounts due and
to become due under the relevant agreement. Lender may pursue any other remedy avail-
able at law or in equity, including, but not limited to, seeking damages, specific perfor-
mance and an injunction. No right or remedy is exclusive of any other provided herein or
permitted by law or equity. All such rights and remedies shall be cumulative and may be
enforced concurrently or individually from time to lime.
10. FULL TERM INTENTION; APPROPRIATION OF FUNDS. Customer represents it
is a state or political subdivision of a state and warrants receipt of any necessary authori-
zation to sign and comply with this Agreement. Customer intends to pay all Periodic Pay-
ments and, if needed, to request appropriation of funds. If Customer's request for funds
for any item of Financing is denied, Customer's obligation to make the remainder of Inc
Periodic Payments will end with the availability of funds but only so long as Customer (a)
does not substitute similar financing; (b) does not substitute products or services function-
ally similar 10 those for which Financing was provided; and (c) has not discriminated
against Lender's, Financing. If funds are not appropriated for Financing for IBM LPM
charges, upon request of Lender, Customer agrees to surrender to Lender for return to
licensor all licensed program materials for which Lender has financed the charges, and
will destroy any and all copies thereof. Customer hereby authorizes Lender to request that
licensor terminate the license for those programs.
11. REPORTING REQUIREMENTS. Customer agrees to fully and timely comply with
all information reporting requirements under the Internal Revenue Code of 1956 (Code)
Section 149 to ensure Lender's interest income from this transaction shall be exempt from
federal income tax pursuant to Code Section 103.
12. NOTICES; ADMINISTRATION. Service of all notices under This Agreement shall be
sufficient if delivered personally or mailed to Customer at its address specified or to Lender
in care of the IBM Branch Office specified. Notice by mail shall be effective when deposited
in the United States mail, duly addressed and with postage prepaid. Notices, consents
and approvals from Lender shall be given by Lender directly or through IBM. All payments
To Lender shall be made to IBM unless Lender notifies Customer otherwise.
13. APPLICABLE LAW; SEVERABILITY. This Agreement shall be governed by Cus-
tomer's state laws. If any provision shall be held to be invalid or unenforceable, the validity
and enforceability of the remaining provisions shall not in any way be affected or impaired.
Gr-ou.f/J
Customer Name and Address: IBM Branch Office Address:
City of Corpus Christi 802 N Carancahua
Data Processing Dept. Corpus Christi, TX 78470 IBM Branch 2205004 Referenced License Agreement No.: B05084/58250
Custo1015 Santa Fe ND4 Referenced Term Lease Supplement No.:
Corpus Christi, TX 78404 Financing Agreement No.: ND41146 Referenced IBM Installment
Payment Agreement No.:
IBM Credit Corporation, acting fore/ as Lender (Lender), and Customer enter into This Financing Agreement (Agreement) wherein a) Lender agrees to finance the charges listed (Financing) and b) Customer
agrees to pay Lender the Penodic Payment(s) indicated for each Payment Period Financing will be for a) charges payable.lo the International Business Machines Corporation (IBM) which may Include
charges for licensed program material (LPM Charges) for licensed programs marketed by IBM under the referenced license agreement (License Agreement) or b) other charges payable by Customer
which Lender may choose to finance Each Financing will begin on the Commencement Date and shall continue for the number of Payment Periods mdlcated as Term. Periodic Payments will be due
on the first day of the month following the last day ()leach Payment Period. When the Commencement Dale is not on the first day of a calendar month and/or the Term does not expire on the last day
of a calendar month, the applicable Periodic Payment will be prorated on the bases of 30 -day months.
Customer No. Machine or Licensed
Customer/ Program Materials Plant Order Rate d
Lender Oty. Type Model/Feature Or Serial Amount $/1000/ o
Description Mes No. No. Financed Pmt Penotl Payment ~ o Commencement
2205004 1 5665 XA2 MVS/XA DFP
5022420 1 5665 274 RMF Ver. 3 67GSZW 36,900.00 19.84 $ 732.00 60 S'
1 5665 285 TSO Ext. 67GSZX 29,250.00 19.84 580.00 60 S'
1 5665 289 ACF/VTAM 67GSZY 21,480.00 19.84 426.00 60 S'
1 5665 362, NETVIEW 67GSZZ 81,315.00 19.84 1613.00 60 S'
1 5665 370 MVS/DITTO 67GTBC 51,204.00 19.84 1016.00 60 S'
1 5668 962 ASSEMBLER 67GTBD 11,016.00 19.84 219.00 60 S'
1 5740 XC6 MVS/SP 67GTBC 6,045.00 19.84 120.00 60 S'
1 5665 279 BASIC 67PRGG 187,785.00 19.84 3726.00 60 S'
1 5665 488 SYS DISP 68YKSC 45,950.00 19.84 118.00 60 S'
1 ,'5785 BAC JES 68YKYS 16,800.00 19.84 333.00 60 S'
69PMYX
1 5734 PL3 PL/1 69PMYW 16,2235.00 19.84 32250.00 19.84 2.00 60 S'
FINANCING AGREEMENT
(State and Local Government) DatePrepared 7/27/87
Page tol 1
Annual Interest Total Payment Period
Bld Dale Rale (all pages) (Monthly unless noted)
meewdow. Fiscal Year Ends 07 / 31 7.09
$9325.
CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ AND UNDERSTANDS THIS AGREEMENT, INCLUDING THE TERMS AND CONDITIONS LISTED ON THE ROEVVERSE SIDE, AND AGREES TO
BE BOUND BY ITS TERMS AND CONDITIONS. FURTHER, CUSTOMER AGREES THAT THIS AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE PAR-
TIES, SUPERSEDING ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF.
Accepted by:
IBM Credit Corporation
For oras Lender:
By:
Authorized Signature
''25 397640Naa0251nev 5'67)ConlnualbnSh, 2,253977)
By:
City: 'Corpus Chris
Authorized Signature
Craig cDowell 9/15/87
Name (Type o- • - �
Dale
/' " %b .AUTHORIZE)
BY COUNCIL
RETAR''
. 1. FINANCING OF LICENSED PROGRAM MATERIAL CHARGES (LPM
CHARGES). The Commencement Date, unless otherwise specified herein, will be the
date payment of the LPM Charges is due IBM under the License Agreement and Lender
• will pay such charges directly to IBM. Any other charges due IBM under the License
Agreement shall be paid directly to IBM by Customer. Customer's obligation to make pay-
ments under this Agreement shall not be affected by any discontinuance, return or de-
struction of any license or licensed program materials under the License Agreement on
or after the date LPM Charges are due. If Customer discontinues any of the licensed pro-
gram materials in accordance with terms of the License Agreement prior 10 the date LPM
Charges are due, the Financing of affected LPM Charges shall be cancelled. if Customer
prepays Financing for related IBM equipment under a referenced IBM Installment Pay-
ment Agreement or terminates a lease for related IBM equipment under a referenced
Term Lease Supplement, Lender may require prepayment of Financing for related LPM
Charges under this Agreement.
2. FINANCING PREPAYMENT. Upon Customer notice of intent to prepay a remaining
obligation, Lender will provide a quote to Customer for prepayment at a date, which shall
be no earlier than 30 days alter Lender's receipt of Customer notice, and such quote will
be an amount, which shall be less than the sum of the remaining payments. Customer
can terminale the obligation by paying the amount quoted on the date specified.
3. CHANGES. Any change in the charges, Commencement Dale or other details of
the Financing may be cause for Lender to adjust the rates and terms of this Financing
by written notice to Customer. Upon such adjustment, by notice to Lender prior to the
Commencement Date, Customer may terminate the Financing for the affected item.
4. RATE PROTECTION. Unless modified pursuant to Paragraph 3, the Periodic Pay-
ment shall be based on the Rale indicated or such greater Rale as may be specified by
written notice to Customer more than three months before the Commencement Date. By
notice to Lender prior to the Commencement Date, Customer may terminate the Financ-
ing for such affected item. Otherwise the Periodic Payment shall be adjusted to reflect
the increase.
5. SELECTION AND USE OF EQUIPMENT, LICENSED PROGRAM MATERIALS,
PRODUCTS OR SERVICES. Customer recognizes that this is a financing agreement and
agrees that Customer is responsible for the selection, use of, and results obtained from
the equipment, licensed program materials, products or services financed through this
Agreement and any other associated equipment, programs or services. If the equipment,
s-
factoryfor any reascensedon, Customer ram materials,
l make any claim financedsolelyucts or services are aga against the supplier hereof
and shall, nevertheless, pay Lender all amounts payable under this Agreement.
6. GENERAL. Other than Lender's obligation to pay the LPM Charges or other
amounts financed, as specified in this Agreement, responsibilities and limitationsapplica-
b!e to Customer as defined in any referenced IBM agreement shall apply to Customer.
If the IBM licensed program materials are subject to a discount offering, (a) the LPM
Charges will be the same amount that would have been payable to IBM by Customer, and
(b) Customer will remain responsible to IBM for any adjustment charges or any other
charges incurred under the discount offering. LPM Charges are subject to change in ac-
cordance with the license Agreement.
7. CUSTOMER ASSIGNMENTS. This Agreement Is not assignable by Customer. Any
attempted assignment or transfer by Customer of any of the rights, duties or obligations
under the Agreement is void.
8. EVENTS OF DEFAULT. Any one or more of the following are Events of Default: (a)
Customer fails to make any payment to Lender when due and such failure shall continue
for a period of seven days after the due date; (b) Customer fails to perform any other obli-
gations under This Agreement or violates any of the representations, covenants or agree-
ments made by Customer in this Agreement or any other lease or financing agreement
with IBM or IBM Credit Corporation and such failure or breach shall continue for a period
0115 days after written notice from Lender; or (c) Customer violates any of the representa-
tions made by Customer in any application for credit or submits inaccurate financial infor-
mation for the purpose of inducing Lender to enter into this Agreement. Any failure of Len-
der to require strict performance by Customer or any waiver by Lender of any provisi»ri
of this Agreement shall not be construed as a consent or waiver of any other bree
the same or any other provision.
9. REMEDIES. If an Event of Default shall have occurred and be continuing, Le,
or assigns may, to the extent permitted by law, (a) declare this Agreement to be in default
and all payments due and to become due to be immediately due and payable; (b) declare
any other lease or financing agreements with Lender or with IBM Credit Corporation to
be in default and declare all payments due and to become due thereunder to be im-
mediately due and payable; (c) recover from Customer any and all such amounts due
underlared to be in de-
fault; and (dhis ) recover reasonareement and ble other
leattorney's fees and legal expenses nagreement cexercising any of
its rights and remedies upon default. Upon request of Lender, Customer agrees to surren-
der to Lender for return to licensor all licensed program materials for which Lender has
financed the charges, and to destroy any and all copies thereof. Customer hereby au-
thorizes Lender to request that licensor terminate the license for those programs for which
the financing is in default. Customer acknowledges that such termination and surrender
will not reduce the economic damages sustained by Lender as a result of default by Cus-
tomer, and that such damages can be recompensed only by recovery of amounts due and
to become due under the relevant agreement. Lender may pursue any other remedy avail-
able at law or in equity, including, but not limited to, seeking damages, specific perfor-
mance and an injunction. No right or remedy is exclusive of any other provided herein or
permitted by law or equity. All such rights and remedies shall be cumulative and may be
enforced concurrently or individually from time to time.
10. FULL TERM INTENTION; APPROPRIATION OF FUNDS. Customer represents it
is a slate or political subdivision of a stale and warrants receipt of any necessary authori-
zation to sign and comply with this Agreement. Custom€r intends to pay all Periodic Pay-
ments and, if needed, to request appropriation of funds. II Customer's request for funds
for any item of Financing is denied, Customer's obligation to make the remainder of the
Periodic Payments will end with the availability of funds but only so long as Customer ja)
does not substitute similar financing; (b) does not substitute products or services function-
ally similar to those for which Financing was provided; and (c) has not discriminated
against Lender's Financing. If funds are not appropriated for Financing for IBM LPM
charges, upon request of Lender, Customer agrees to surrender to Lender for return to
licensor all licensed program materials for which Lender has financed the charges, and
will destroy any and all copies thereof. Customer hereby authorizes Lender to request that
licensor terminate the license for those programs.
11. REPORTING REQUIREMENTS. Customer agrees 10 fully and timely comply with
all information reporting requirements under the Internal Revenue Code of 1996 (Code)
Section 149 to ensure Lender's interest income from this Transaction shall be exempt from
federal income tax pursuant to Code Section 103.
12. NOTICES; ADMINISTRATION. Service of all notices under this Agreement shall be
sufficient if delivered personally or mailed to Customer at its address specified or to Lender
in care of the IBM Branch Office specified Notice by mad shall be effective when deposited
in the United
addressed and
e prepaid. Notices. consents
and approvalsf from ndershat be given by Lnderdi ectlyortthrough IBM. All paymonts
to Lender shall be made to IBM unless Lender notifies Customer otherwise
13. APPLICABLE LAW; SEVERABILITY. This Agreement shall be governed by Cus-
tomer's state laws. If any provision shall be held to be invalid or unenforceable, the validity
and enforceability of the remaining provisions shall not in any way be affected or impaired.
Corpus Christi, Te as
15 day of
The above resolution was passed by the following vote:
Betty N. Turner
David Berlanga, Sr.
Leo Guerrero
Frank Mendez
Clif Moss
Bill Pruet
Mary Rhodes
Mary Pat Slavik
Linda Strong
99.066.01
19970
1987