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HomeMy WebLinkAboutResolution - 2011-R0450 - Contract - Benchmark Business Solutions - Managed Print Solutions - 10/13/2011Resolution No. 2011-RO450 October 13, 2011 Item No. 5.18 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, Contract No. 10002 for managed print solutions, by and between the City of Lubbock and Benchmark Business Solutions, and related documents. Said Contract is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on October 13, 2011 TOM MARTIN, MAYOR ATTEST: QAJ,tee -d - 3�� Reb cca Garza, City Secreta APPROVED AS TO CONTENT: Mark VearwYod, Assistant City Manager Chief Information Officer APPROVED AS TO FORM: 1 Chad Weaver, Assistant City Attorney vw:ccdocs/RES.Contract-Benchmark Business Solutions September 27, 2011 Xerox Negotiated Agreement Between the City of Lubbock And Xerox Co Resolution No. 2011—RO450 Contract: 10002 This Negotiate Agreement is between the City of Lubbock ("City" or "Customer") and Xerox Corporation (-Xerox") and consists of this Negotiated Agreement, Xerox's Best and Final Offer dated August 16, 2011, Xerox's Managed Services Print response dated April 5, 2011, and the City's Request for Proposal, number 11- 10002 -CST. Should there be a conflict between the various documents; the order of precedence shall be the same as stated above. Xerox's Clarifications to the Citv's RFP Section I - Instructions to Offers 18 — Non -Appropriation. Xerox acknowledges the City's right to cancel the Agreement at the end of any fiscal year if their governing body does not appropriate funds for the Agreement's continuation. In order to terminate under this provision, the City will be required to send Xerox written notice, within 30 -days of its governing body's decision not to appropriate funds, stating that its governing body failed to appropriate funds. The notice must indicate that the decision to cancel the Agreement was not initiated by any individual involved in the Agreement's management or execution. The City will be required to return the Equipment to Xerox in good working condition, reasonable wear and tear excepted. The City will then be released from its obligation to make any further payments through the end of the last fiscal year for which funds have been appropriated. 20 — City Right to Audit. Xerox agrees to keep accurate records verifying the charges for the Services and will make the records available to verify services under the Agreement upon reasonable request. The records will be kept for a period of two (2) years following the expiration of the Agreement, will be limited to financial and other records required to substantiate the Services and accurate billings under the Agreement, and excludes any information deemed by Xerox to be confidential or proprietary. Scove of IWar1� 2.1. b — Additional Equipment. Xerox's lease offer allows the City to place additional Equipment mainframe orders at the same quoted contract price throughout the 36 -month master agreement term, provided each additional equipment placement remains installed for a minimum 36 -month term. Xerox will also provide a separate price quote if the City desires to acquire additional equipment having an installation term less than 36 - months. The equipment's features and performance can also be upgraded through the addition of a number of optional accessories. Accessory options included with the mainframe can be obtained at the contract quoted price. Any accessory ordered following the mainframe's installation will have the price readjusted based on the mainframe's remaining agreement term. 2.1. c — New Equipment. In order to meet the City's new equipment requirement, Xerox will provide either newly manufactured or factory produced new model equipment both of which are currently manufactured by Xerox and defined as new. None of the equipment provided will be remanufactured, reconditioned, recycled, refurbished, or used, although the equipment may contain some recycled components that meet newly manufactured standards. Regardless of the equipment type provided, the City will be the first user of the newly manufactured and factory produced new model equipment. 2.3 — Contractual Requirements. Xerox will coordinate the installation of its equipment with the removal of the in-place vendor equipment. Unless the in-place equipment is owned by the City, the City will be responsible for notifying the current vendor when the in-place equipment needs to be removed. In addition, the City will be responsible for any remaining financial obligations associated with the in-place equipment, including any expenses associated with the equipment's removal/return, unless the outstanding obligations are refinanced through Xerox. Insurance Additional Insured. Xerox agrees to name the City as an additional insured under the comprehensive general liability and automobile liability insurance policies only for claims arising out of the willful or negligent acts, or omissions of Xerox in the performance of the services under the contract. TBC Benchmark Page 1 of 8 JJDB (0410512011) Xerox Negotiated Agreement Between the City of Lubbock And Xerox Corporation Waiver of Subrogation. Unless specifically prohibited by law, Xerox does not waive its right of subrogation due to the City's negligence. Recit Is Article 1.2 — Non -Appropriation Clause. Xerox acknowledges the City's right to cancel the Agreement at the end of any fiscal year if their governing body does not appropriate funds for the Agreement's continuation. In order to terminate under this provision, the City will be required to send Xerox written notice, within 30 -days of its governing body's decision not to appropriate funds, stating that its governing body failed to appropriate funds. The notice must indicate that the decision to cancel the Agreement was not initiated by any individual involved in the Agreement's management or execution. The City will be required to return the Equipment to Xerox in good working condition, reasonable wear and tear excepted. The City will then be released from its obligation to make any further payments through the end of the last fiscal year for which funds have been appropriated. Xerox Lease Terms General Terms and Conditions 1. Products. "Products" means the equipment ("Equipment"), Software and supplies identified in this Agreement. 2. Total Satisfaction Guarantee ("Guarantee"), If you are not totally satisfied with any Xerox -brand Equipment delivered under this Agreement, Xerox will, at your request, replace it without charge with an identical model or, at Xerox's option, with Xerox Equipment with comparable features and capabilities. The Guarantee will be effective during the entire initial finance term for leased Equipment and only applies to Xerox -brand Equipment, which has been continuously maintained by Xerox under this Agreement and is not applicable to Equipment damaged or destroyed due to an Act of God. 3. Term. The Agreement shall commence on the date it is accepted by both Parties. In the event either party elects to terminate the Agreement, each Individual Equipment Agreement as defined in the "Order Documents" Section below shall remain in full force and effect until the end of its scheduled term and shall at all times be governed by, and be subject to, the terms and conditions of the Agreement, as if the Agreement were still in effect. 4. Product Replacement Guarantee. Xerox will guarantee equipment availability throughout the contracted order -taking term. If a product is discontinued during the term of the Agreement, Xerox will replace the discontinued model with a model of equal or greater capabilities at the same contract price. 5. Agreement & Order Documents. A. Agreement Acceptance. Xerox may accept the Agreement or any Order under the Agreement either by City's signature of a Xerox order document or by a purchase order signed by the City. B. Equipment Order. You can place individual Equipment/Software orders by issuing a Purchase Order or signing a Xerox Order Agreement. These documents are for order entry purposes only and detail the requested shipment date, installation site, order quantities, product description, contracted rates, bill -to address, and trade-in equipment, if applicable. Each "Order Document" shall constitute an Individual Equipment Agreement that references the Agreement contract number, and incorporates the Agreement terms and conditions, notwithstanding anything contained in the order document which is at variance with or additional to the Agreement and has not been agreed to by both parties. 6. Trade-in Equipment. The following terms apply only if an individual Equipment transaction includes Trade-in Equipment. You warrant that you have the right to transfer title to the equipment you are trading in ("Trade -In Equipment") and that the Trade -In Equipment is in good working order and has not been modified from its original configuration (other than by Xerox). Title and risk of loss to the Trade -In Equipment will pass to Xerox when Xerox removes it from your premises. You agree to maintain the Trade -In Equipment at its present site and in substantially its present condition until removed by Xerox. You agree to pay all accrued charges for the Trade -In Equipment up to and including payment of the final principal payment number, and all applicable TQC Benchmark Page 2 of 8 JJDB (04105/2011) Xerox Negotiated Agreement Between the City of Lubbock And FT Z.�Leh4[rnk1;} maintenance, administrative, supply and finance charges until Xerox removes the Trade -In Equipment from your premises. 7. Equipment Delivery, Removal, and Relocation. Equipment prices include standard delivery charges and, for equipment for which Xerox retains ownership, standard removal charges. Non-standard delivery, removal and Equipment relocation must be arranged (or approved in advance) by Xerox and will be at your expense. Examples of non -typical charges would include the cost associated with any equipment delivery or removal where additional time or resources are required to disassemble equipment due to lack of adequate access, or the movement of Equipment up stairways or through windows requiring stair creepers, or cranes. 8. Equipment Installation Date. The Equipment installation will be (a) the delivery date for customer installable Equipment; or (b) the installation date for Xerox installable Equipment, which is the date Xerox determines the equipment to be operating satisfactorily as demonstrated by the successful completion of diagnostic routines and is available for your use. 9. Basic Services. Except for Equipment identified as "No Svc.", Xerox will keep the Equipment in good working order ("Maintenance Services"). The service technicians assigned to provide Basic Services will have the expertise, skills, training, and professional education to perform the Basic Services in a professional manner. A. Basic Services. Maintenance Services will be provided during Xerox's standard working hours, Monday through Friday, 8:00 AM to 5:00 PM, excluding Xerox recognized holidays. Maintenance Services excludes repairs due to: (i) misuse, neglect or abuse; (ii) failure of the installation site or the PC or workstation used with the Equipment to comply with Xerox's published specifications; (iii) use of options, accessories or products not serviced by Xerox; (iv) non -Xerox alterations, relocation, service or supplies; or (v) failure to perform operator maintenance procedures identified in operator manuals. B. Repairs & Parts. Replacement parts may be new, reprocessed, or recovered and these parts will meet Xerox's quality standards. All replaced parts become Xerox's property. C. Installation Site. You agree to give Xerox reasonable access to the Equipment and to provide Xerox adequate storage space for a reasonable quantity of replacement parts and supplies. D. Cartridge Products. Cartridges packed with Equipment and replacement Cartridges may be new, remanufactured, or reprocessed. Remanufactured and reprocessed Cartridges meet Xerox's new Cartridge performance standards and contain new or reprocessed components. To enhance print quality, Cartridge(s) for many models of Equipment have been designed to cease functioning at a predetermined point. E. Consumable Supplies. Xerox will provide black toner (excluding highlight color toner), black developer, Cartridges, and, if applicable, fuser agent ("Consumable Supplies"). Consumable Supplies for full color Equipment will also include color toner and developer. Highlight color toner, clear toner, and custom color toner are excluded. Consumable Supplies are Xerox's property until used by you, and you will use them only with the Equipment for which "Consumable Supplies" is identified in Maintenance Plan Features. If Consumables Supplies are furnished with recycling information, Customer will return the used item to Xerox for remanufacturing. Shipping information is available at Xerox.com/GWA. Upon expiration of this Agreement, Customer will include any unused Consumable Supplies with the Equipment for return to Xerox at the time of removal. If your use of Consumable Supplies exceeds Xerox's published yield by more than 10%, Xerox will notify you of such excess usage. If such excess usage does not cease within 30 days after such notice, Xerox may charge you for such excess usage. For the avoidance of doubt, Xerox's yields are based on prints, impressions, linear feet, or copies containing the normal mix of text and graphics to determine the expected yield of Consumable Supplies under normal operating conditions. Upon request, you will provide current meter reads and/or an inventory of Consumable Supplies in your possession. F. Customer Education Training & Analyst Support. End-user training and analyst support will be conducted at a mutually agreed time. G. Equipment Replacement Xerox will, as your exclusive remedy for Xerox's failure to provide Maintenance Services, replace the Equipment with an identical model or, at Xerox's option, another model T&C Benchmark Page 3 of 8 JJ DB (0410512011) Xerox Negotiated Agreement Between the City of Lubbock And Xerox Corporation with comparable features and capabilities. There will be no additional charge for the replacement Equipment during the remainder of the initial Term. 10. Meter Readings. You agree to provide meter readings in the manner and frequency identified by Xerox. If you do not provide Xerox with meter readings as required, Xerox may reasonably estimate them and bill you accordingly. If meter readings have been estimated, Xerox after receiving the actual meter readings for the equipment shall make an appropriate adjustment on the subsequent invoice. You will receive one copy credit for each unusable copy presented to Xerox and for each copy that was produced during the servicing of the Equipment. Copy credits will be reflected on the invoice as a reduction in the total copy volume. 11. Remote Services. Certain models of Equipment are supported and serviced using data that is automatically collected by Xerox from the Equipment via electronic transmission from the Equipment to a secure off-site location. Examples of automatically transmitted data include product registration, meter read, supply level, equipment configuration and settings, software version, and problem/fault code data. All such data shall be transmitted in a secure manner specified by Xerox. The automatic data transmission capability will not allow Xerox to read, view, or download the content of any Customer documents residing on or passing through the Equipment or Customer's information management systems. 12. Warranty Disclaimer. Xerox disclaims the implied warranties of non -infringement. 13. Personal Injury and Property Damage Indemnification. During the Term of the Agreement, Xerox shall indemnify and hold you harmless from and against that portion of any and all third party claims, liabilities, judgments, costs, and expenses arising from personal injury (including death) or damage to tangible property caused by the negligence of Xerox and its employees in the performance of Xerox's obligations hereunder, provided Xerox is given written notice, by certified or registered mail. You agree that Xerox may employ attorneys of its own choice to appear and defend the claim or action and that you shall do nothing to compromise the defense of such claim or action or any settlement thereof and shall provide Xerox with all reasonable assistance which Xerox may require. Subject to the limitations set forth above, Xerox shall be responsible only for its equitable share of any and all claims, liabilities, judgments, costs, and expenses determined in accordance with the relative culpability of Xerox to all other persons or parties liable therefore. 14. Intellectual Property Indemnity. Xerox will defend, and pay any settlement agreed to by Xerox or any final judgment for, any claim that a Xerox -brand Product, including any Base Software or Diagnostic Software provided with or within the Xerox -brand Equipment, infringes a third party's U.S. intellectual property rights. You will promptly notify Xerox of any alleged infringement and permit Xerox to direct the defense. Xerox is not responsible for any non -Xerox litigation expenses or settlements unless it pre -approves them in writing. To avoid infringement, Xerox may modify or substitute an equivalent Xerox -brand Product, refund the price paid for the Xerox -brand Product (less the reasonable rental value for the period it was available to you), or obtain any necessary licenses. Xerox is not liable for any infringement based upon a Xerox -brand Product being modified to your specifications or being used or sold with products not provided by Xerox. 15. Limitation of Liability. Except for personal injury (including death), property damage, and intellectual property damage, Xerox shall not be liable in the aggregate to you for any direct damages in excess of $50,000 or the amounts paid Xerox during the initial term of the applicable Individual Equipment Agreement during the 12 months prior to the claim, whichever is greater. Neither party shall be liable to the other for any special, indirect, incidental, consequential or punitive damages arising out of or relating to the Agreement or any Individual Equipment Agreement, whether the claim alleges tortious conduct (including negligence) or any other legal theory. Any action you take against Xerox must be commenced within 2 years after the event that caused it. Notwithstanding the foregoing, the limitations on Xerox's liability contained in this section shall not apply to claims proximately caused by the gross negligence or willful misconduct of Xerox. 16. Force Majeure. Xerox will not be liable to you during any period in which its performance is delayed or prevented, in whole or in part, by a circumstance beyond its reasonable control. Xerox will notify you if such a circumstance occurs. 17. Payment & Credit. Your payment is due within 30 days after the invoice date, with all charges being billed in arrears. Restrictive covenants on payment instruments will not reduce your obligations. You authorize Xerox, or its agent, to obtain credit reports from commercial credit reporting agencies. T&C Benchmark Page 4 of 8 JJDB (04/0512011) Xerox Negotiated Agreement Between the City of Lubbock And Xerox Corporation 9 t.=. �P A TO 18. Late Charges & Default. A. Late Charges. If any payment is not received by Xerox within 10 days of the due date (40 days after the invoice date), Xerox may charge a late interest charge as allowed under Texas law. B. Default. You will be in default if (1) Xerox does not receive any payment within 15 days after the date it is due (45 days after the invoice date), or (2) if you fail to cure any "Other Breach" hereunder within fifteen (15) days after receiving notice of said breach. Prior to declaring a default due to a payment or other breach, Xerox will provide written or telephonic notice describing the specific breach and provide you an additional ten (10) days following such notice to cure the payment or other breach. Xerox's decision to waive or forgive a particular default shall not prevent Xerox from declaring any other default. In addition, if you default under the Agreement, you agree to pay all of the costs Xerox incurs to enforce its rights against you, including reasonable attorneys' fees and actual costs. 10. Assignment Except for assignment by Xerox to a parent, subsidiary, or affiliate of Xerox, or to securitize this Agreement as part of a financing transaction ("Permitted Assignment"), neither party will assign any of its rights or obligations under this Agreement without the prior written consent of the other party. In the event of a Permitted Assignment: (a) Xerox may, without your prior written consent, release to the proposed assignee information it has about you related to this Agreement; (b) the assignee will have all of the rights but none of the obligations of Xerox hereunder, (c) you will continue to look to Xerox for performance of Xerox's obligations, including the provision of Maintenance Services; (d) you waive and release the assignee from any claim relating to or arising from the performance of Xerox's obligations hereunder; (e) you shall not assert any defense, counterclaim or setoff you may have against an assignee; and (f) you will remit payments in accordance with instructions of the assignee. 20. Notices. Notices must be in writing and will be deemed given 5 days after mailing, or 2 days after sending by nationally recognized overnight courier. Notices will be sent to you at the "Bill to" address identified in this Agreement, and to Xerox at the inquiry address set forth on your most recent invoice, or to such other address as either party may designate by written notice. 21. Miscellaneous. A. Agreement Copies. Each party may retain a reproduction (e.g., electronic image, photocopy, facsimile) of this Agreement, which will be admissible in any action to enforce it. B. Communications. You authorize Xerox or its agents to communicate with you by any electronic means (including cellular phone, email, automatic dialing and recorded messages) using any phone number (including cellular) or electronic address you provide to Xerox. C. Customer Data Protection. Protection and removal of Customer data and images digitally stored on Equipment is the sole and exclusive responsibility of Customer. Many Xerox models provide data protection features; these may need to be activated by Customer to be operational. Information about the data protection features available on a particular Equipment model is available at xerox.com/data security. D. Compliance with Laws. Both parties will comply with applicable laws. Lease Terms 22. Non -Cancelable Agreement This agreement cannot be canceled or terminated except for reasons of annual funding non -appropriation. Your obligation to make all Monthly Minimum Charge payments, and to pay any other undisputed amounts due or to become due, is absolute and unconditional. Should you dispute an invoice, Xerox requires that you provide us a written description of the discrepancy and the item(s) you are disputing. Xerox agrees to work with Customer to resolve the dispute, and following our investigation will issue an adjustment invoice, as required. Pending the resolution of the dispute, Customer is expected to pay all undisputed amounts, including the Monthly Minimum Charge, which is not subject to dispute. 23. Title & Risk of Loss. Title to the equipment will remain with Xerox until you exercise the purchase option. Unless you have exercised the purchase option for the Equipment, you agree that; (i) the equipment will remain personal property; (ii) you will not attach the equipment as a fixture to any real estate; (iii) you will not pledge, sub -lease, or part with possession of the equipment or file, or permit to be filed, any lien against the T&C Benchmark Page 5 of 8 JJ DB (0410512011) Xerox Negotiated Agreement Between the City of Lubbock And Xerox Corporation equipment; and, (iv) you will not make any permanent alterations to the equipment. Risk of loss passes to you upon delivery and remains with you until Xerox removes the Equipment. You will keep the Products insured against loss or damage. 24. Lease Commencement & Term. The Term for each unit of Equipment will commence upon delivery of customer -installable Equipment; or the installation of Xerox -installable Equipment and will expire on the last day of the 36th full calendar month. Unless either party provides notice of termination at least 30 days before the expiration of the initial Term, it will renew automatically on a month-to-month basis on the same terms and conditions. During this renewal period, either party may terminate the Equipment upon at least 30 days notice. Upon termination, you will make the Products available for removal by Xerox. At the time of removal, the Equipment will be in the same condition as when delivered (reasonable wear and tear excepted). 25. FMV End of Term Purchase Option. Provided you are not in default, you may purchase the Equipment, "AS IS, WHERE IS" and WITHOUT ANY WARRANTY AS TO CONDITION OR VALUE, at the end of the initial Term for the fair market value of the Equipment at the expiration of the initial Term, plus all applicable Taxes. 26. Default & Remedies. If you default or breach an individual Lease Agreement, Xerox may, in addition to its other remedies (including cessation of Maintenance Services), remove the Equipment at your expense and require immediate payment, as liquidated damages for loss of bargain and not as a penalty, of: (a) all amounts then due, plus interest from the due date until paid as allowed under Texas law, (b) the Minimum Lease Payments (less the Maintenance Services and Consumable Supplies components, as reflected on Xerox's records) remaining in the Term, discounted at 4% per annum; and (c) the applicable FMV or Purchase Option. If you make the Equipment available for removal by Xerox within 30 days after notice of default„ in the same condition as when delivered (reasonable wear and tear excepted), you will receive a credit for the fair market value of the Equipment as determined by Xerox, less any costs incurred by Xerox. You agree to pay all reasonable costs, including attorneys' fees, incurred by Xerox to enforce this Agreement.. 27. Waivers. The lease offering is a "finance lease" under Article 2A of the Uniform Commercial Code and, except to the extent expressly provided herein, and as permitted by Texas law, you waive all rights and remedies as a lessee under Article 2A. That is, Xerox shall not be required to sell the equipment on the used market and be obligated to use proceeds of that sale to offset or mitigate the early termination charges resulting from the Customer's early termination of the agreement. Software Terms 28. Software License. Xerox grants you a non-exclusive, non -transferable license to use in the U.S.: (a) software and accompanying documentation provided with Xerox -brand Equipment ("Base Software") only with the Xerox -brand Equipment with which it was delivered; and (b) software and accompanying documentation identified in this Agreement as "Application Software" only on any single unit of equipment for as long as you are current in the payment of all applicable software license flees.. A. "Base Software" and "Application Software" are referred to collectively as "Software". You have no other rights and may not: (i) distribute, copy, modify, create derivatives of, decompile, or reverse engineer Software; (ii) activate Software delivered with the Equipment in an inactivated state; or (iii) allow others to engage in same. B. Title to, and all intellectual property rights in, Software will reside solely with Xerox and/or its licensors (who will be considered third -party beneficiaries of this Section). C. Software may contain code capable of automatically disabling the Equipment. Disabling code may be activated if you are notified of a default under this Agreement. Xerox will notify Customer by screen message at least 36 days prior to the activation of any disabling code. D. The Base Software license will terminate upon the expiration or termination of the Lease Agreement, unless you have exercised your option to purchase the Equipment. E. Neither Xerox nor its licensors warrant that Software will be free from errors or that its operation will be uninterrupted. F. The foregoing terms do not apply to Diagnostic Software or to software/documentation accompanied by a clickwrap or shrinkwrap license agreement or otherwise made subject to a separate license agreement. T&C Benchmark Page 6 of 8 JJDB (04105/2011) Xerox Negotiated Agreement Between the City of Lubbock And Xerox Corooratio 29. Software Support. Xerox will provide the software support set forth below ("Software Support"). For Base Software, Software Support will be provided during the initial Term and any renewal period but in no event longer than 5 years after Xerox stops taking customer orders for the subject model of Equipment. For Application Software, Software Support will be provided as long as you are current in the payment of all applicable software license and support fees. A. Xerox will maintain a web -based or toll-free hotline during Xerox's standard working hours to report Software problems and answer Software -related questions. B. Xerox, either directly or with its vendors, will make reasonable efforts to: (a) assure that Software performs in material conformity with its user documentation; (b) provide available workarounds or patches to resolve Software performance problems; and (c) resolve coding errors for (i) the current Release and (ii) the previous Release for a period of 6 months after the current Release is made available to you. C. Xerox will not be required to provide Software Support if you have modified the Software. D. New releases of Software that primarily incorporate compliance updates and coding error fixes are designated as "Maintenance Releases" or "Updates". Maintenance Releases or Updates that Xerox may be available will be provided at no charge. New releases of Software that include new content or functionality ("Feature Releases") will be subject to additional license fees at Xerox's then -current pricing. Maintenance Releases, Updates, and Feature Releases are collectively referred to as "Releases". Each Release will be considered Software governed by the Software License and Software Support provisions of this Agreement (unless otherwise noted). Implementation of a Release may require Customer to procure, at Customer's expense, additional hardware, and/or software from Xerox or another entity. Customer will not be obligated to purchase a Feature Release. 30. Diagnostic Software. Software used to evaluate or maintain the Equipment ("Diagnostic Software") is included with the Equipment. Diagnostic Software is a valuable trade secret of Xerox. Title to Diagnostic Software will remain with Xerox or its licensors. Xerox does not grant you any right to use Diagnostic Software, and you will not access, use, reproduce, distribute or disclose Diagnostic Software for any purpose (or allow third parties to do so). City of Lubbock Signature Tom Martin Name (please print) Mavor Title 1625 13th Street Lubbock, TX 79401 Address October 13, 2011 Date ATTE Nbca Garza, City Secreta T&C Benchmark JJDB (04/05/2011) I" t' Si, na Na/!me Cirfrl�K' A'l, t'� ��).vii/�C G��t! 1i', Tit[ Address l Date Page 7 of 8 Xerox Negotiated Agreement Between the City of Lubbock And Xerox Corporation APPROVED AS TO CONTENT: C�-1 0-4 �� Mar Yearw , Chief ffiformation Officer APPROVED A -T OR Chad Weaver, Assistant City Attorney T&C Benchmark Page 8 of 8 JJDB (0410512011)