HomeMy WebLinkAboutTurf Tank USA Inc Rental Agreement for Robotic Field Stripping Machine - 082525(7DLAPIPER
Turf Tank USA Inc.
TURF TANK ' Rental Agreement
Appendix to Rental Agreement on Turf Tank autonomous line marking robot
Appendix (A) — Annual Appropriation Clause; Right of First Refusal
Customer represents that funds either are, or can and will be, obtained in amounts sufficient to make all Rental Payments during the
Rental term in each fiscal year. If Customer's official governing body fails to appropriate Customer funds for the succeeding fiscal year
to meet all payment obligations under the Rental Agreement for such fiscal year, as determined by Customer in good faith, Customer
may terminate the Rental Agreement at the end of the then -current fiscal year, by giving ninety (90) days prior written notice to Lessor;
provided that prior to any such termination of the Rental Agreement, the parties agree to meet and discuss such shortfall of funds and
the effect of such shortfall on Customer's ability to pay the Rental Payments for the subsequent fiscal year. Customer's written notice
of termination will include a signed statement by Customer's President, or another authorized individual of Customer, confirming
termination of the Rental Agreement due to a loss of funding or appropriations to make the Rental Payments for the Equipment and
services described in the Rental Agreement, and such statement will ensure Customer will not purchase such related equipment or
services for the remainder of the fiscal year for which Customer has certified the lack of funding or appropriations applies. Upon
termination of the Rental Agreement, Customer will be responsible for the payment due prior to the end of the 90-day notice period
referred to above. Upon the occurrence of this event, Customer shall, at Customer's cost and expense, both restore the Equipment to
its original condition (excepting only reasonable wear and tear) and return it to Lessor in accordance with the terms set forth in the
Rental Agreement.
During the term of the Rental Agreement and for a period of two (2) year thereafter, Customer will not, directly or indirectly, enter into
any agreement or consummate any transaction, or accept an offer from, a third party for equipment or services (related to field
painting) (a 'Third Party Transaction') without first complying with this Appendix A.
If Customer proposes to enter into any bona fide Third Party Transaction, then at least sixty (60) days prior to the closing of such Third
Party Transaction, Customer shall provide Lessor with written notice of such proposed Third Party Transaction (a "ROFR Notice"). Each
ROFR Notice shall include the identity of all proposed parties to the Third Party Transaction and the material financial and other terms
and conditions of such Third Party Transaction (the "Material Terms"). Each ROFR Notice constitutes an offer made by Customer to
enter into an agreement with Lessor on the Material Terms (the "ROFR Offer').
At any time prior to the expiration of the thirty (30) day period following lessor's receipt of the ROFR Notice (the "Exercise Period"),
Lessor may accept the offer by delivery to Customer of a written notice of acceptance of the ROFR Offer, executed by Lessor. Upon
Lessor's acceptance of a ROFR Offer, Customer and Lessor will use reasonable commercial efforts to execute an agreement that
incorporates the Material Terms and such other terms and conditions as are customary in transactions of a similar size and nature.
If, by the expiration of the Exercise Period, Lessor has not accepted the ROFR Offer, and provided that Customer has complied with all
of the provisions of this Appendix A, at any time during the thirty (30) day period following the expiration of the Exercise Period,
Customer may consummate the Third Party Transaction with the counterparty identified in the applicable ROFR Notice, on terms and
conditions that are the same or more favorable to Customer as the Material Terms set forth in the ROFR Notice. If such Third Party
Transaction is not consummated within such thirty (30) day period, the terms and conditions of this Appendix A will again apply and
Customer will not enter into any Third Party Transaction during the ROFR Period without affording Lessor the right of first refusal on
the terms and conditions of this Appendix A. This Appendix A shall survive the termination or expiration of the Rental Agreement and
remain in full force and effect.
(Signature Page Follows)
For the Customer: For the Lessor, Turf Tank USA Inc.
Title:
Full Legal Name:( h
4tf&�rkA
Accepted by and Date:
9/�5/1h
zer Signature:
�"e,
Approved as to form only:
�- for 08/20/2025
/hilip C. Hunsucker, Date
Chief Civil Deputy Prosecuting Attorney
Jefferson County, Washington
Rental Agreement Commencement Date
Rental Agreement Number:
Accepted by and Date:
Lessor Signature:
Document Ref: HTUIZ-CHHVX-Y2ZD5-BUPEY
TURF TANK` Rental Agreement
2025
CUSTOMER INFORMATION
Company Name
Country
Phone Number
[WAi Jefferson County Parks and Recreation
United States
Billing Address
City
State
Zip
623 Sheridan Street
Port Townsend
WA
98368
PALLET DELIVERY Address (Estimated Weight: Up to 400lbs.)
City
State
Zip
623 Sheridan Street
Port Townsend
WA
98368
EQUIPMENT INFORMATION
Equipment Description Package Type
Record ID
Quantity i
A
Turf Tank Two Plus
8353480054
1
PAYMENT INFORMATION
Recurring
Turf Tank Two - Plus - 3 Years Subscription - With Paint (SKU:90301030211)
Includes:
- Unlimited Sports included
- Turf Tank Two + GPS Package
- Tablet (Samsung Galaxy Tab)
- 5.5 gal Paint Capacity
- Annual Paint Allotment Included: $2,000 (White)
- Continuous Software Improvements
- Geometry Package included
- Free -form text creation included
- Training & Online resources included
- (2) Robot Batteries for Turf Tank Two
- Upgrade kit Included: 1x Suction Rod, 3x Ground Spikes
- Customer Support: Normal Business Hours (Mon -Fri)
- Major Components Warranty - Covered (See warranty document)
- Wear and tear warranty - 60 days covered (See warranty document)
1
Maintenance Visit
1
Total Annual Value
Total Contractual Value
Total Number of Payments
Amount Due per Payment
$11, 000.00
Total $11,000.00
Price $750.00
Discoun' $750.00
Total $0.00
$11, 000.00
$33, 000.00
3
$11, 000.00
One-time
Implementation Fee
Includes:
- Configuration & Shipping of Robot
- Secure Inventory & Lock in Installation Date
- Product Training & Online Resources
Price $1,700.00
Discount 100 %
Total $0.00
One-time total $0.00
Fee 0 %
Total 1st Invoice $11,000.00
TERMS AND CONDITIONS
1. Equipment and Services: NAME OF CUSTOMER: [WAI Jefferson County Parks and Recreation
('Customer" or "You) requires access to certain equipment and software and Intelligent Marking USA Inc dba Turf Tank (`Turf Tank', 'us' or 'we') has the right to
rent or sell the equipment listed above and, on any schedule, attached to this Agreement (the 'Equipment`) and to provide access to certain software embedded ,n
the Equipment Turf Talc AIDS (the "Owner') holds full and unconditional title to the Equipment and all underlying software (see Section 3 below)- This Agreement
is effective on the date that it s accepted and signed by us, and the term of this Agreement begins on that date or any later date that we designate (the
'Commencement Date) and oont,nues thereafter for the number of months indicated above ("Initial Rental Term) This Agreement shall automatically renew for
successive twelve (12) month periods (each an "Extended Term" and together with the Initial Term, the -Term) unless either party notifies the other party of its
intent not to renew at least thirty (30) days prior to the expiration of the Initial T erm or then current Extended Term. Turf Tank grants you a limited, nontransferable, non
sublicensable right to use the Equipment and underlying software during the Term of this Agreement, subject to these terms and conditions.
2. Fees, Billing, and i syment Terms: The implementation fee and the initial Equipment subscription fee ("Service Fees") will be invoiced on the date of Equipment
shipment and shall be payable Net' B from the invoice date. At each Renewal Term, the Service Fees will be invoiced thirty (30) days prior to the anniversary of the
install date and shall be payable Net 30 from the invoice date. In addition to Service Fees, you agree to pay when due, either directly or as reimbursement to Turf
Tank all saes. use and personal property taxes and charges in connection with the ownership and use of the Equipment, unless you provide us with a copy of your
valid tax exempt certificate. Any such applicable charges will be reflected on invoices issued to you. You agree to pay all undisputed charges on a timely basis You
shall provide written notice of, and the basis for, any such good faith disputed amount, (via a mail at billing@lurttank.com) within forty five (45) days of the date of
the irtvoice. The parties will reasonably and expeditiously work to resolve the dispute. Failure of Turf Tank to invoice you in a timely manner for any amounts due
under this Agreement shall not be deemed a waiver by Turf Tank of its rights to payment and all outstanding amounts shall remain due and payable in full by you.
3. Title: The Owner, a Danish private limited company validly incorporated under the laws of Denmark with a company registration no 36722436 and a registered
address at Skjoldet 20 DK9230 Svenstrup J. has full and unconditional title to the Equipment and software
4. Equipment Use, Maintenance, Warranties and Data Access: During the Term, Turf Tank hereby transfers to you any manufacturer warranties to the extent the
same are provided to us oy Owner, and such warranty coverage is set forth on Subscription Warranty document to this Agreement (-Warranty'). You shall promptly
notify us of any defect or ssue related to the Equipment covered by Warranty (-Warranty Claim) and Turf Tank will, at our option, and as our sole and exclusive
iabdity and your sole and exclusive remedy, either repair the defect or issue, or replace the Equipment Aside from items covered by Warranty, you shall, at your
cost, keep the Equipment in good working condition, including maintaining all supplies and repairs You hereby acknowledge and consent to the acquisition by us
or Owner of certain data generated from your operation of the Equipment ('Usage Data) You agree that we or Owner shall own all rights in and to such Usage
Data, and may access and use such Usage Data The Warranty does not apply to any Equipment that has been (i) subjected to (a) abuse, misuse, neglect.
accident, (b) improper testing, installation, storage, or handling, (c) abnormal physical stress, environmental conditions or use contrary to any instructions issued
by us, (ii) reconstructed, repaired or altered by any parry other than Turf Tank (iii) used with any third -party product(s), hardware or product that has not been
authorized in writing by Turf Tank, or (v) damaged or destroyed due to an event beyond your or our reasonable control
5. Assignmerrt: You shall not transfer, sell, sub,ease, assign, pledge, or encumber either the Equipment or any rights under this Agreement without Turf Tank's prior
written consent You agree that Turf Tank may freely sell, assign, or transfer this Agreement. The rights of the new owner will not be subject to any claims,
defenses, or setoffs that you may have against us, the Owner or any third party.
6. Risk of Lose,, Limit of Liability: To the fullest extent permitted by applicable law, you are responsible for all risks of loss or damage to the Equipment and responsible
and liable for any personal injury (including death), or real or personal property damage resulting from the Equipment and If any such damages or loss occurs, you
shall be required to satisfy all of yourobligations under this Agreement. Neither we nor the Owners are responsible for any losses or injuries caused by the
Equipment. In no event shall Turf Tank or Owner be liable to you or any third party for any lost profits, loss of data, special, consequential, exemplary, punitive,
incidental, or indirect damages or costs (including legal fees and expenses) in connector with arty claim arising from this agreement. The total cumulative liability
shall not in the aggregate exceed the service fees paid by you to Turf Tank under this agreement in the twelve (12) months immediately preceding the event.
7. End of Agreement At the end of the Term, you shall have the option to renew the existing agreement for an additional three (3) years at current rate or the
Extended Term from section 1 takes effect and shall automatically renew for a maximum of one time for an additional twelve (12) months. If you choose to end agreement per
section 1 conditions, you shall return the Equipment in Good Working Condition (as defined below) at your cost to the location we specify. The Equipment must be returned
with accessories, parts, and major components that were originally delivered with the equipment Major components consist of but not limited to the following - the
control unit, rover, base station, robot batteries, etc. Any clear visual damage to the Equipment that will require repair, as determined in Turf Tank's discretion, will
be invoiced Regular wear and tear is acceptable 'Good Working Condition' of Equipment means (a) the base must be able to power on and connect to a
minimum of 12 satellites, (b) the robot must be able to power on and connect to a tablet, (c) the robot must be able to run the standard installed plan, and (d) the
tablet must be able to power on and connect to the robot.
11. Default and Remedies: You shall be deemed m default on this Agreement if (a) you fail to pay any Service Fees or arty other amount when due. or (b) you breach
any other obl.gal,on under this Agreement or any other agreement with us. If you are in default, we may (i) remotely disable the Equipment and/or its software so
that it is unable to function for its intended use, (ii) escalate the aged debt to a third parry collection agency. (iii) place any supplies, parts or service on hold, (iv)
peacefully repossess the Equipment, and (v) pursue any and all other legal and/of equitable remedies for any unpaid balances, including court costs and legal fees
9. Attomey Fees and Miscellaneous: This Agreement was made in the State of Georgia, is to be performed in WA and shall be governed in accordance with the
iaws of WA. Any action arising out of this Agreement shall be adjudicated in a court of competent jurisdiction in Jefferson County, Washington You agree the Equipment
shall only be used for your internal business purposes and not for personal, family or household use, and shall not be moved from the above location or a location
under your control, without our consent. We, or whoever we authorize hereto, may inspect the Equipment during the Term of this Agreement Any amendment or
revision to this Agreement must be in writing and signed by both parties to be enforceable You agree that a facsimile or electronic mail copy of this Agreement
with facsimile or electronic mad signatures may be treated as an original and will be admissible as evidence of this Agreement.
10. Special Terms:
FIRST INVOICE DETAILS
[1 st Subscription Invoice + $11,000.00
Implementation Fee + 80.00
Other +
Total Payment Enclosed + $11AW.00
j� DUE ITT 18 J—tftw.
CUSTOMER SIGNATURE
Full Name
t�Gtrdl E.S.cvl �►Uv�--
T"lt";,Vft C4r'krK IS1't �C/
O 2�a5�15
ftiA
2�--
TURF TANK REPRESENTATIVE
Full Name Colten Steele
Title
Sales Manager
Date
2025-08-25
Sipnsture
Document Ref: HTUIZ-CHHVX-Y2ZDErBUPEY
PURCHASE TERMS &COMMENTS
INVOICE
INVOICE DETAILS
Implementation Fee Invoice &
Implementation Fee & Subscription or Purchase Invoice will be issued atdate of
First Invoice
shipment with net 18 payment terms. The invoice will be emailed tothe billing
contact on file and will be from billing@turftank.com.
Renewal Invoices
Subscription Renewal Invoices will be emailed to the billing contact on file30-days
prior to the subscription date with net 30 payment terms.
***Sales Tax is not included in the above quote. If you are not tax-exempt you will be subject to sales tax on your
invoices. If you are tax-exempt, we will need to collect and validate your tax-exempt certificate.
SUBSCRIPTION WARRANTY
TURF TANK
Subscription Type
Basic
The Gridiron
Plus
Pro
Major Components
Rover
•
•
Base Station
Control Unit
Harness
Robot Chassis -
•
•
•
•
Complete Rear Wheel Mount
C
C
Battery Holder
•
GNSS Antenna
Actuator
Wheel Motor Set
Shell ---
.i
.i
d�'---------®
Complete Rack & Pinion Holder
—
Control Panel
Disc Lift System
'V
Robot Battery Charger
Complete Front Bumper
Complete Rear Bumper
Robot Battery
Tablet
t
Warranty Benefits
& Coverage
Annual Site Visits
SM/per visit
S750/pervisit I
S750/pervisit
2xiyear
Annual Service Kit
{
X
tx/year
Wear & Tear Parts
30 days
60 days
60 days
90 days
Discount on Major Components
X
X
20%
40%
Discount on Wear & Tear Parts
X
X
20%
40%
Upon Delivery of Robot* (wear& Tear components)
e
e
r
All major components of the robot are covered under the standard subscription warranty. You shall promptly notify us of any defect or issue related to the
Equipment covered by Warranty and Turf Tank will, at our option, and as our sole and exclusive liability and your sole and exclusive remed% either repair the
defect or issue, or replace the Equipment. The Warranty does not apply to any Equipment that has been: (i) subject to (a) abuse, misuse, neglect, accident,
(b) improper testing, installation, storage, or handling, (c) abrormal physical stress, environmental conditions or use contrary to any instructions issued by us; (i)
reconstructed, repaired or altered by any party other than Turf Tank; (ii) used with any third -party product(s), hardware or product that has been authorized in
writing by Turf Tank; or (iv) damaged or destroyed due to an event beyond your or our reasonable control.
* Upon delivery and training of the robot, each robot regarldess of subscription type or robot type will be equipped with a new pump, valves, and tubes
• Standard Ground Shipping: Covered by Turf Tark on warranty parts.
■ Use of non -approved paint will vo-d warranty or paint system: Pump, Succor
■ Overnight/Express Shipping: Covered by customers at cost.
Rod assembly, Solenoic, Tubing.
•Service Kit: Includes tx Solenoid, Ix Suction Rod Assembly, Ix Tubing Set,
■ Custom Modifications of Turf Tank robot will void warranty.
ix Pump,
■ Above Warranty does not cover breakdowns and general repairs drectly
■ Warranty components will be invoiced upon shipment, and tre^ credited or
caused by the owner/operator neglect, acc.dental damage. abuse ar msuse,
cancelled immediately upon . u n return of the defective component baca to Turf Tank.
including inadequate cleaning and improper storage.
11 Warranty does not cover k6orwst
■ All parts not mentioned on the st above Is considered Wear & Tear.
Department of Public Works
O Consent Agenda
Page 1 of 1
Jefferson County
Board of Commissioners
Agenda Request
To: Board of Commissioners
Josh Peters, County Administrator
From: Monte Reinders, Public Works Director
Agenda Date: August 25, 2025
Subject: Agreement for Robotic Athletic Field Marking Machine
Statement of Issue: Parks and Recreation researched and selected a robotic athletic field
striping machine called "Turf Tank". An annual rental agreement for the machine has been
prepared and is ready for review and approval by the BoCC.
Analysis/Strategic Goals/Pro's £t Con's: Staff tested the Turf Tank and support its use. The
machine needs one person to fill it with paint and set it up. It can autonomously stripe a
football field in approximately 1.5 hours while the staff member does something else. This is
compared to the 6 hours it takes two staff members to complete the same task. The Turf
Tank will be used at both Memorial Field and HJ Carroll Park for football and soccer. Field
users will appreciate the clean bright lines. It can also paint numbers and logos if desired.
Fiscal Impact/Cost Benefit Analysis: The annual lease is $11,000 and includes support and a
comprehensive warranty. The average annual cost of the aerosol paint currently used is
$10,500. The machine will free -up approximately 132 hours of staff time over the course of
the year. Memorial Field and HJ Carroll are critically important athletic facilities for youth
and adults. In 2024 Memorial Field was used for 112 days of athletic events, and HJ Carroll
was reserved for 67 days of soccer games and 27 days of softball games. Multiple games are
played on each day at each location. Parks and Recreation will have the same number of
maintenance staff in 2026 as it did in 2008. By three independent criteria, park use has
tripled in that same time period. Park amenities like the JUMP! playground and the expansion
of Gibbs Lake Park have also increased maintenance. The support of county leadership and
innovations like this will continue to help parks and recreation rise to the challenge.
Recommendation:
Approve the rental agreement and return it to Public Works for signature by Turf Tank Inc.
Department Contact:
Matt Tyler, 385-9129
Reviewed By: /11
(AA pyqk� <i
Jos Peters, County Administrator Date
CONTRACT REVIEW FORM Clear Form
(INSTRUCTIONS ARE ON THE NEXT PAGE)
CONTRACT WITH: Turf Tank USA Inc Contract No: NIA
Contract For: Rental agreement for robotic field striping machine Tenn: 8/6/25 to 8/6/28
COUNTY DEPARTMENT: Public Works
Contact Person: Matt Tyler
Contact Phone: 360-385-9129
Contact email: mtyler@co.jefferson.wa.us
AMOUNT: $11,000/year for 3 years, (can be canceled at the end of any year) PROCESS:
Revenue:
Expenditure:
Matching Funds Required:
Sources(s) of Matching Funds
Fund #
Munis Org/Obj
Exempt from Bid Process
Cooperative Purchase
Competitive Sealed Bid
Small Works Roster
Vendor List Bid
RFP or RFQ
Other:
APPROVAL STEPS:
STEP 1: DEPARTMENT CERTIFIES COMPLIANCE WITH JCC 3.55_080 AND CH PTER 42.23 RCW.
CERTIFIED: ❑ N/A: REAILI-Ls
Signature V 4,J t Date
1*74 S75710 ,4S70W
n/a
STEP 2: DEPARTMENT CERTIFIES THE PERSON PROPOSED FOR CONTRACTING WITH THE
COUNTY (CONTRACTOR) HAS NOT BEEN DEBARRED BY ANY FEDERAL, STATE, OR LOCAL
AGENCY.
CERTIFIED: ❑ N/A: rm-� 1 _ `A_ �%L-- S
Signatu —:U— bate
STEP 3: RISK MANAGEMENT REVIEW (will be added electronically through Laserriche):
Electronically approved by Risk Management on 8/20/2025.
STEP 4: PROSECUTING ATTORNEY REVIEW (will be added electronically through Laserliche):
Electronically approved as to form by PAO on 8/20/2025.
Rental agreement resubmitted after revisions made to choice of law
provision and auto renewal terms. Thank you for making the changes.
STEP 5: DEPARTMENT MAKES REVISIONS & RESUBMITS TO RISK MANAGEMENT AND
PROSECUTING ATTORNEY(IF REQUIRED).
STEP 6: CONTRACTOR SIGNS
STEP 7: SUBMIT TO BOCC FOR APPROVAL
CERTIFICATE of SIGNATURE
HTUIZ-CHHVX-Y2ZD5-BUPEY
25 AUG 2025 20:51:42 UTC
SIGNER TIMESTAMP SIGNATURE
COLTEN STEELE 25 AUG 2025 20:48:31 UTC COLTEN.STEELE@TURFTANK.COM 25 ///,� AUG 2025 20:51:02 UTC `� o&lyC� v k&
25 AUG 2025 20:51:42 UTC 107.123.1.106
RECIPIENT VERIFICATION
M Signed with PandaDoc
25 AUG 2025 20:51:02 UTC
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