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HomeMy WebLinkAbout2001-12-04; City Council; Resolution 2001-3491 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 2o01-34g A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, ACCEPTING A PROPOSAL WITH XEROX CORPORATION AND AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR COPIER AND PRINTER VENDING SERVICES. WHEREAS, the City of Carlsbad requires the services of a copier and computer printer vending services contractor, and WHEREAS, proper procedures have resulted in the receipt of a proposal from a qualified contractor, Xerox Corporation (Contractor); and WHEREAS, the Contractor’s proposal has been further refined through a negotiation process and agreement has been reached; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad as follows: 1. The negotiated proposal from Xerox Corporation, 1851 East First Street, Santa Ana CA 92705 is hereby accepted. 2. The Mayor is hereby authorized and directed to execute an agreement for these services, a copy of which is attached hereto, for and on behalf of the City of Carlsbad for the period of three years. 3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 3. The Purchasing Officer is hereby authorized and directed to issue a purchase order for Library copier and computer vending services. PASSED, APPROVED, AND ADOPTED at a regular meeting of the City Council of the City of Carlsbad held on the 4th day of DECEMBER ,2001, by the following vote, to wit: AYES: Council Members Lewis, Finnila, Nygaard, Hall NOES: None ABSENT: Council Member Kulchin ATTEST: KAREN R. KUNDTZ, Assistant City Clerk -2- 4 L AGREEMENT FOR LBRARY CdFlER AND F’RtNTER VENUtNG SERVtCES XEROX CORPORATION THIS AGREEMENT is made and entered into as of the day of 10th DECEMBER 20x, by and between the CITY OF CARLSBAD, a municipal corporation, (“City”), and XEROX CORPORATION, a corporation, (“Contractor”). A. City requires the professional services of a copier and computer printing contractor that is experienced in providing related services . B. Contractor has the necessary experience in providing professional services and advice related to the management of copier and computer printing vending. C. Selection of Contractor is expected to achieve the desired results in an expedited fashion. D. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the “Services”) that are defined in the attached exhibits which are incorporated by this reference in accordance with this Agreement’s terms and conditions: Exhibit “A” - Supplemental Terms and Conditions Exhibit “B” - Pricing Exhibit “C” - Equipment/Software Listing Exhibit “D” - Standards of Performance Exhibit “E” - “Xerox Connect” Statement of Work Exhibit “F” - Repair and Maintenance Service 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor’s profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of three (3) years from the date first above written. 1 City Attorney Approved Version #10.24.01 L 4. THWE ISOFTHE ESSENCE Time is of the essence for each and 5. COMPENSATION every provision of this Agreement. The total fee payable for the Services to be performed during the initial Agreement term will be Ten Thousand One Hundred Sixteen dollars’($10,116) per month, for a total not to exceed $364,176.00 for the agreement term. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City.reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit “A”. Incremental payments, if applicable, should be made as outlined in the attached Exhibits. 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor’s own way as an independent contractor and in pursuit of Contractor’s independent calling, and not as an employee of City. Contractor will-be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers’ compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers’ compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor’s subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor’s work unless specifically noted to the contrary in the subcontract and approved in writing by City. City Attorney Approved Version #10.24.01 . 8. OTHER COlVTRACToRs The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Except as to the sole negligence or willful misconduct of City, Contractor will defend, indemnify and hold City, its officers, agents and employees, harmless from any and all loss, damage, claims, demands, liability, expense or cost, including attorney’s fees, by third parties which arises out of, or is in any way connected with the performance of, the Services by Contractor or any of Contractor’s employees, agents or subcontractors, notwithstanding that City may have benefited from their services. City will give Contractor written notice, by registered mail, promptly after it becomes aware of any claim to be indemnified hereunder and permits Contractor to control the defense of any such claim or action at Contractor’s’ own expense. Notice shall be sent ‘to “Corporate Risk, Xerox Corporation, Long Ridge Road, Stamford, Connecticut 06904.” City agrees that Contractor may employ attorneys of its own choice to appear and defend the claim or action and that City shall do nothing to compromise the defense of such claim or action or any settlement thereof and shall provide Contractor with all reasonable assistance which Contractor may require. Except for indemnified matters and to the extent permitted by applicable law, all other liability of the Contractor to the City for damages of any kind or type, including but not limited to indirect, consequential, incidental, or special damages, arising from the Contractor’s performance or failure to perform under this agreement or by virtue of the Contractor’s tortious conduct (including negligence whether passive or active) shall be limited to the amounts paid by the City under this agreement. Provided, however, that the foregoing limitation of liability shall not apply to claims by the City for damage to real or tangible property caused by the Contractor’s negligence or willful misconduct. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self- administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of the Agreement. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best’s Key Rating of not less than “A-Y. 3 City Attorney Approved Version #10.24.01 , to.? Coveraoes and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless City Attorney or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor’s indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor’s sole expense. 10.1.1 Commercial General Liabilitv Insurance. $1 ,OOO,OOO combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor’s work for City). $1 ,OOO,OOO combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers’ Compensation and Emplovefs Liabilitv. Workers’ Compensation limits as required by the California Labor Code and Employer’s Liability limits of $1,000,000 per accident for bodily injury. Workers’ Compensation and Employer’s Liability insurance will not be required if Contractor has no employees and provides, to City’s satisfaction, a declaration stating this. 10.1.4 Professional Liabilitv. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1 ,OOO,OOO per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on General Liability for all claims except those caused by the sole negligence or willful misconduct of the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 4 City Attorney Approved Version #10.24.01 10.3 Providinq Certificates of Insurance and Endorsements. Prior to City’s execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coveraqe. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS AND COPYRIGHTS Contractor does not anticipate the development of any customized products or programming in connection with the services provided under this Contract. Any products or programming developed while providing services under this Agreement shall remain the property of the Contractor unless the City specifically contracts with and compensates Contractor to develop products or programs for the exclusive use of the City. Contractor does agree, however, to grant the City a non-exclusive, non-transferable, perpetual right to use any programs created by Contractor under this agreement strictly for the City’s internal business use and not for resale and/or distribution to third parties. All content and data specific to the City shall remain the property of the City. 5 City Attorney Approved Version #10.24.01 . 15. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For Citv: For Contractor: LIBRARY DIRECTOR CARLSBAD CITY LIBRARY 1775 DOVE LANE CARLSBAD CA 92009 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST City will evaluate Contractor’s duties pursuant to this Agreement to determine whether disclosure under the Political Reform Act and City’s Conflict of Interest Code is required of Contractor or any of Contractor’s employees, agents, or subcontractors. Should it be determined that disclosure is required, Contractor or Contractor’s affected employees, agents, or subcontractors will complete and file with the City Clerk those schedules specified by City and contained in the Statement of Economic Interests Form 700. Contractor, for Contractor and on behalf of Contractor’s agents, employees, subcontractors and consultants warrants that by execution of this Agreement, that they have no interest, present or contemplated, in the projects affected by this Agreement. Contractor further warrants that neither Contractor, nor Contractor’s agents, employees, subcontractors and consultants have any ancillary real property, business interests or income that will be affected by this Agreement or, alternatively, that Contractor will file with the City an affidavit disclosing this interest. 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor’s services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying 6 City Attorney Approved Version #10.24.01 the eligibility for employment of all agents, employees, subcontractors and consultants that the services required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor’s failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. As part of the Services under this Agreement, Contractor is providing the City the equipment for the entire term of the Agreement. If the City terminates this Agreement without cause prior to its expiration, requires that a unit of Equipment be removed or replaced (e.g., traded-in) or if Xerox terminates this Agreement due to the City’s breach, the City agrees to pay all amounts due the Contractor as of that date, together with the Contractor-calculated monthly equipment component, which includes a disengagement charge, for all affected equipment times the number of months remaining in the Agreement (with this monthly equipment component available upon request). In addition, the City agrees to return the equipment in the same condition as when delivered, reasonable wear and tear excepted, or purchase the equipment at its fair market value, as determined by the Contractor, at the Agreement’s scheduled expiration. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of City Attorney Approved Version #05.22.01 7 . this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of ‘information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney’s fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement or any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 8 City Attorney Approved Version ##05.22.01 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR *B$j(;~p7~~~ 3 L ,~i&L *T flc (fILG?J k*‘&@ (print name/title) &aJ?7w~F~ ATTEST: **By: (sign here) (print name/title) City Clerk KAREN R. KUNDTZ, Assistant City Clerk If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation, Agreement must be signed by one corporate officer from each of the following two groups. *Group A. “Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Othenvise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: RO-. BALL, City Attorney Qqwty City Attorney /z S-W 9 City Attorney Approved Version #0X22.01 13 * ALL-PURPOSE ACKNOWLEDGMENT .-me e-m-e-o- l ~~e~-o-e-*-*-o- o-0-0 -a .I I l I 0 I 0 I 0 I l I l I 0 I 0 . I l I 0 I l I a I 0 I 0 I a I 0 I 0 I 0 I . I a I l I ? State of California County of On 4~ s’b’ 7, o?&/ (DATE) personally appeared . , personally known to me - OR- 0 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. &2L/&e NOTARY% SIGNATURE OPTIONAL INFORMATION The information below is not required by law. However, it could prevent fraudulent attachment of this acknowl- edgment to an unauthotized document. CAPACITY CLAIMED BY SIGNER (PRINCIPAL) DESCRIPTIONOFATTACHEDDOCUMENT cl cl cl cl Cl cl Cl INDIVIDUAL CORPORATE OFFICER TITLE OR TYPE OF DOCUMENT TITLE(S) PARTNER(S) ATTORNEY-IN-FACT NUMBER OF PAGES TRUSTEE(S) GUARDIAN/CONSERVATOR DATE OF DOCUMENT OTHER: OTHER RIGHT THUMBPRINT ’ SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTlTY(IES) OF t SIGNER F L *00-e-e-o- a I 0 I a I 0 I l I 0 I l I 0 I l I a I l I 0 I l I l I l I l I 0 I l I 0 I 0 I APA 5197 ..-*-a eo-.~o-o VALLEY-SIERRA, 800-362-3369 -e- 0-a-e CERTLFLCATE I, Jeanne S. Henderson, Assistant Secretary of Xerox Corporation, a New York corporation (the “Company”), DO HEREBY CERTIFY that the following is a true and correct copy of a resolution duly adopted at a meeting of the Board of Directors of the Company duly held and convened on July 14, 1980, at which meeting a duly constituted quorum of the Board of Directors was present and acting throughout and that such resolution has not been modified, rescinded or revoked and is at present in full force and effect: RESOLVED: that the President, any Vice President, the Treasurer, the Controller, and any Manager or Director of any group, division or department of the Company, be, and each of them severally is, empowered to execute and deliver in the name and on behalf of the Company all agreements, contracts, bids, instruments of conveyance or encumbrance, leases, bonds, consents, certificates (including non-collusion certificates required by a governmental entity, department, agency or official), releases, powers of attorney and other documents which may be necessary or desirable in and relating to the ordinary conduct of the business of the group, division or department which he serves in that capacity. The undersigned further certifies that Daniel J. McLean, Controller, California Government and Education Customer Business Unit, is authorized to act under the above resolution. IN WITNESS WHEREOF; the undersigned has executed this Certificate and affixed the corporate seal of the Company hereto on June 19, 1998. Assistant Secretary (SEAL) EXHIBIT “A” SUPPLEMENTAL TERMS AND CONDITIONS 1. SERVICES GUARANTEE. The Contractor will provide these services as described in this Agreement (“Services”). If the City believes that the Contractor has failed to provide the Services as described or is otherwise in material breach of this Agreement, the City agrees to notify the Contractor in writing of such failure so that representatives of both parties can meet to discuss your concerns. The Contractor will then correct any identified material breach of this Agreement within 30 days. If the Contractor fails to do so, and such failure is not materially caused by the City, the City may terminate this Agreement without incurring any termination charges. 2. PERSONNEL. The Contractor will provide sufficient personnel to perform the Services as described. The personnel will perform in a professional manner and will comply with all of the City’s applicable security and safety regulations provided to the Contractor during the Agreement. Requested Services outside the City’s standard working hours will be at the Contractor’s overtime rate. 3. EQUIPMENT/SOFTWARE. In providing the Services, the Contractor will provide and/or operate the equipment/software listed in this Agreement (“Equipment” and ‘Software”). If during the term of this Agreement the Contractor is unable to maintain the Contractor-owned Equipment or Software in good working order, the Contractor will replace such Equipment or Software with either an identical product or another product with comparable features and capabilities. The Contractor will also provide standard supplies (i.e., toner, developer, fuser agent and staples) (“Supplies”). 4. CONFIDENTIAL INFORMATION. While the Contractor is performing the Services under this Agreement, each party will disclose to the other certain business information identified as confidential (“Confidential Information”). The parties agree that the terms and conditions of this Agreement, any exhibits and amendments hereto and the Contractors procedures or operations manuals shall be considered the Contractor’s Confidential Information. Each party will make reasonable efforts not to disclose the others Confidential Information to any third party, except as may be required by law, unless such Confidential Information: (1) was in the public domain prior to, at the time of, or subsequent to the date of disclosure through no fault of the non-disclosing party, (ii) was rightfully in the non-disclosing party’s possession or the possession of any third party free of any obligation of confidentiality, or (iii) was developed by the non-disclosing party’s employees or ,agents independently of and without reference to any Confidential 10 City Attorney Approved Version #05.22.01 lb Information. The obligations of confidence set forth above shall terminate one year after expiration or termination of this Agreement. 5. COMPLIANCE WITH LAWS. The Contractor will fully comply with all applicable laws and regulations in the performance of the Services. The City agrees that all facilities at which the Services are to be performed will fully comply with all applicable laws and regulations as well as the City’s security and safety regulations provided to the Contractor. 7. CITY FURNISHED ITEMS AND RESPONSIBILITY. In no event shall the Contractor be responsible for any failure to perform the Services caused by equipment, software, services, design implementation, or data streams unless such items are selected or supplied by the Contractor. The City grants or transfers to the Contractor sufficient rights to use software owned, licensed or otherwise controlled by the City solely for purposes of the Contractor’s provision of Services under this Agreement. The City agrees to take responsibility for legally disposing of all hazardous wastes generated from the use of non-Contractor brand equipment or supplies. 8. FORCE MAJEURE. Neither party shall be liable to the other for its failure to perform any of its obligations hereunder during any period in which such performance is delayed by circumstances beyond its reasonable control. 9. EQUIPMENT BUYOUT. If this Agreement includes a Monthly Equipment Buyout Amount, this amount will be included in the Monthly Minimum Charge (unless the Agreement does not include a Monthly Minimum Charge in which case the Monthly Equipment Buyout Amount will be shown as a separate line item on the City’s invoice). The Contractor has provided these funds (“Buyout Funds”) to you to retire the debt on the City’s existing equipment lease obligations and, as a result, the Contractor shall retain or receive unencumbered title to such equipment upon such buyout. Should the Agreement be terminated prior to expiration for any reason, the City agrees to pay to the Contractor (even if termination fees would not otherwise be due), in addition to any other amounts owed under the Agreement, an amount equal to the remaining principal balance of the Buyout Funds. 10. FUND OUT. The City states that it is its intent to make all payments required to be made under this Agreement. In the event that, through no action initiated by the Carlsbad City Library, The City’s legislative body does not appropriate funds for the continuation of this Agreement for any fiscal year after the first fiscal year, and the City has no funds to do so from other sources, this Agreement may be terminated. To effect this termination, the City shall, 10 days prior to the beginning of the fiscal year for which the City’s legislative body does not appropriate funds, send the Contractor written notice stating that the City’s legislative body failed to appropriate funds. The 11 City Attorney Approved Version M5.22.01 City notice shall be accompanied by payment of all sums then owed the Contractor under this Agreement, and shall certify that the canceled Services and/or Equipment are not being replaced by Services and/or Equipment performing similar functions during the next ensuing fiscal year. The City will then be released from the City’s obligations to make any further payments to the Contractor. The Contractor shall retain all sums paid under this Agreement. 11. COPYRIGHT AND TRADEMARK. City represents to Contractor that City has taken adequate measures to avoid copyright infringement and will not request Services that would constitute copyright infringement or otherwise violate any intellectual property rights. City shall be liable for all damages that result from breach of this provision. 12 City Attorney Approved Version #05.22.01 EXHIBIT “B” PRICING XEROX AGREEMENT # 7005632 1. Pricing for the Services provided under this Agreement is as follows: Minimum Monthly Charge Impressions Included in Minimum Charge Per Impression Above Minimum $10,116.00 30,000 BAN 2,000 Color i .015 (BAN machines) .I5 Full Color/ .07 BAN (Color machines) 13 City Attorney Approved Version #/05.22.01 EXHlBlT “C” EQUIPMENT I SOFTWARE LISTING XEROX AGREEMENT # 7005632 The following Equipment and/or Software is installed under this Agreement at Client’s location (see Exhibit “E” for additional equipment) ICentro DC425AS Dove/Reference Dove/Children’s IDove DC420C2/Bevel DC425AS IC42OAC2 I I: Dove DC420AC2 Cole/Reference DC420C2/Bevel Cole DC420AC2 Cole DC420AC2 N2825N N2825N N2825N N2825N 5799NEDl 5799NEDI ZX-9 Phaser 860N Phaser 860N Phaser 860N Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned Xerox Owned (Dove Cole Cole Cole Dove/l nfo Desk Cole Dove/Info Desk Dove/Reference Dove/Children’s Cole/Children’s Cii Attorney Approved Version #05.22.01 14 EXHIBIT “D” STANDARDS OF PERFORMANCE XEROX AGREEMENT # 7005632 During the term of this Agreement, City and Contractor agree that Contractor shall operate pursuant to the following Standards of Performance: 1. The Contractor’s associate will be the single point of contact for all supplies and services related to the Contractor at the following City of Carlsbad facilities on a weekly basis: . Dove Library 1775 Dove Lane, Carlsbad CA 92009 . Georgina Cole Library 1250 Carlsbad Village Dr. Carlsbad CA 92008 . Centro De lnfonnacion 3333 Harding Street, #I 1, Carlsbad CA 92008 2. City of Carlsbad will designate a key contact for each location listed above. 3. A centralized inventory of supplies will be maintained within each facility. Supply levels are monitored weekly. Additional supplies can be ordered within 48-hour notice. 4. Copiers / Printers / Dispensers / Regenerators - Contractor’s associate will check out a key from a designated library employee at each location who will then accompany Xerox associate during collect of monies on a weekly basis. Collection and key immediately given to designated Library employee at each location. 5. Contractor’s associate will initiate request for equipment maintenance that is provided during Monday through Friday, 8:00 am till 5:00 pm. Additional service will be charged at Contractor’s current rates and associate can be contacted via pager after hours. 6. Contractor’s associate will collect monthly meter reads on or before the IS’ of each month. 7. Single monthly invoice for all services under this agreement will be provided to the customer each month. 15 City Attorney Approved Version ##05.22.01 EXHIBIT “E” c Xerox connect 3Gs Network Print Management Statement of Work Xerox Corp. Cl0 Carlsbad Public Library This Statement of Work (SOW) provides a detailed description of the Network Print Management project designed speciJcally for Xerox Corp. C\O Carlsbad Public Libra?, including Scope of Work, Pricing and Billing, and Terms and Conditions. September 13,200l (with revisions) Exceptional People. Proven Methods. Carkbad Public Library Solution Overview 2 Project Scope 3 Project P/an 4 Statement of Work 5 Site Layout 9 Customer ResponsfbflMes 11 Schedule 13 System Warranty 14 Xerox Connect solution warranty 14 Warranty for third party products 14 Support Services 14 Guarantee for Xerox manufactured equipment 15 I Pricing and Billing Errorf Bookmark not defined. Prepared by: Name Valerie Prochnik Xerox Connect 1851 East 1” Street, Suite 1556 Santa Ana, CA 92705 Prepared for: Xerox Corporation for Cartsbad Public Library Attention: Kim Montgomery 858-546-8585 (voice) valerie.prochnik@connect.xerox.com @XEROX CONNECT 2001 All Rights Reserved This Statement of Work contains Xerox Connect private date, which is intended for the exclusive use of our client. The contents of this docu- ment may not be reproduced or divulged outside the client’s organi- zation without the spedfic written permission of Xerox Connect. Xerox Connect, inc. is a wholly owned sub- sidiary, and Xerox Connec? is a trademark of Xerox Corporation. 9/13/01 Xerox Connect Proprietary and Confidential 1 23 Statement of Work for Xerox Corporation for Cartsbad Public Library c Xerox ~~ywlect Schedule After Xerox initiates this Agreement for Carlsbad Pub- lic Library, the Xerox Connect Project Manager will negotiate the detailed project schedule. Once started, Xerox Cormect estimates that this project will take 2 weeks to complete. If you have questions about this document, contact Valerie Prochnik at: (858) 546-8585. Solution Overview Xerox Corp. CD Carlsbad Public Library As Xerox plans to manage and upgrade the technology of the Carlsbad Public Library, Xerox Connect believes our partnership will ensure a smooth and suc- cessful implementation of the proposed network printing solution. A new solution integrating network printers and print release stations is offered to increase the Carlsbad Public Library’s print productivity and streamline the print process. How will this project benefit you? Implementing the proposed solution will create a network-based printing solution for the Carlsbad Public Library. This solution streamlines all opera- tions that are a part of the print-for-pay process. It allows the monitoring of network printing, facilitation of card reader and printing operations and pro- vides automated accounting functions for print jobs submitted. Xerox Connect will work collaboratively with Xerox to ensure successful im- plementation of this solution in a consolidated timeframe, with minimal effort from your staff. How to initiate this project... To deliver a network-based printing solution with debit-card charge back of printed output to end users, Xerox Connect proposes to do the following: n Provide the necessary systems to support the tasks of networked computer printing within Carlsbad Public Library. Including: charging back print jobs, debit card use and to provide on-demand management-level reports Scope of Work for the network printing project H Provide complete project management for the entire solution, including working with subcontractors, procurement of materials, and resource scheduling. n Provide new debit-card readers to charge patrons and other end users of li- brary computers on a per-page basis for printed output. n Implement the network printing solution including network components, servers, print release stations, network operating system, software applica- tions and other elements listed in the attached Bill of Materials. Deliver&/es n Install, configure and test Windows NT Print Servers. n Install, configure and test MS-SQL Server. n Install, configure and test Print Release stations and attached card readers. S/l 3101 Xerox Connect Proprietary and Confidential 2 Statement of Work for Xerox Corporation for Cartsbad Public Library . Piojecf Scope During this project, Xerox Connect will install and configure a network-based printing solution for Carlsbad Public Library. Upon completion of this pro- ject, you will have a completely installed network printing solution, as de- scribed’in the following project scope, and in the “Statement of Work.” n Ensure that the existing network infrastructure will support the proposed printing solution. n Provide complete project management for the entire solution, including working with subcontractors, procurement of materials, and resource scheduling where necessary. n Implement the network printing solution described in this document. This in- cludes installation of network components, servers, network operating system, software applications, and other elements listed in the Bill of Materials. n Specify, configure and implement electronic charge-back devices for automated accounting of the entire print-for-pay process. n Installation of Client software that will include the following functionality: - A dialog box will appear during the print process that will allow the patron to insert information. This will allow the patron to identify their jobs at the “Re- lease Station”. n Provide an overview orientation session of the proposed solution to key personnel in the Information Systems department of the Carlsbad Public Library. This will orient personnel to the key components of the network-based printing solution. This orientation will not exceed one (1) day. Q/l 3101 Xerox Connect Proprietary and Confidential 3 Statement of Work for Xerox Corporation for Carlsbad Public Library . Project Plan The following diagram shows the complete process for developing and im- plementing a print network infrastructure for Xerox and the Carlsbad Public Library. Xerox Connect design and implementation process identify requirements, develop design, manage delivery resources, install the solution, and test implementation to ensure it meets requirements. Planning and L&sign Unpack all materials Install, confisure and m Hold a kickoff meeting test all the printers. and develop a schedule to implement the n Install, confgure and test the Windows NT I). solution. server. m Leverage the available resources to streamline n Install, configure and the installation process. test the print ‘Release Stations” n Enforce quaiii controls during implementation. n Programand configure all card m Clean up work slte. l Ensure all third party documentation, warranty information, registration documents. n Review installation with Xerox and the Library. n Review Customer Project Acceptance Document (CPAD) with Xerox. 0 Ensure network impte- mentation is complete to your satisfaction. m Completed readers. At the conclusion of this project, Xerox Connect will conduct a debriefing to ensure the project met your expectations. Q/l 3iOf Xerox Connect Proprietary and Confidential 4 ZL Statement of Work for Xerox Corporation for Carlsbad Public Library Statement of Work Xerox Connect will provide all of the services required to properly implement the network solution described in this proposal. These services include the following: Planning and design activities. These activities are required to select the appropriate technologies, configuration and design layout to meet the needs of Xerox. This work has been completed. Project management activities. This includes development and imple- mentation of a detailed project plan, scheduling of resources, working with subcontractors, and so forth. The project manager will also coordi- nate, order and schedule the delivery of software and hardware required to complete the solution (materials acquisition). Installation and configuration activities: These services include im- plementation of system and network components, loading of software and testing activities to verify proper network operation. Post installation review activities: Prior to project closure, Xerox will review the entire solution with Xerox, provide documentation and product literature, and discuss network support and maintenance. Step I: Planning and Design Activities: Develop a strategy with the Carlsbad Public Library to cooperatively de- ploy the open-use printing solution. Issues to address will include IP ad- dressing, location of the Print and SQL servers, all hardware/software that the library will facilitate for this solution, all required network connec- tions, any required technical assistance and all other items listed under customer responsibilities. Develop and document File directory structure, Access rights, Printer / Print server names for the print devices as describe in the site layout. Develop and verify a complete Bill of Materials (BOM), implementation requirements and pricing list for completing the solution. Deliverables: n Proposal with a bill of materials for hardware, software. n Logical Network Diagram based on the inclusion of the new printer serv- ers and “Print Release Stations”. Q/l 3101 Xerox Connect Proprietary and Confidential 5 Statement of Work for Xerox Corporation for Carlsbad Public Library . Step 2: Project Management n Hold a kickoff meeting or conference call to discuss instaIlation Iogistics and tasks. Communicate the scope change/change order process to Xerox. Act as the focal point for approving and implementing changes.orders as re- quired. Review the criteria for project acceptance, and explain the Customer Pro- ject Acceptance Document to be signed at the completion of the project. Identify skill sets required for the project, and schedule resources for de- livery. Procure and schedule delivery of necessary network hardware and soft- ware as stated in the BOM. Inventory equipment upon arrival at location. Location to be determined by Xerox Connect Project Manager and XeroxKarlsbad Public Library. Ensure that Xerox Connect and Carlsbad Public Library, and Xerox un- derstand the site readiness criteria for this project, and that these criteria are met prior to the start of installation activities. Site readiness criteria include items related to building construction, electrical/power, and fumi- lure. Provide frequent updates to Carlsbad Public Library and Xerox related to the progress of the project. Discuss and review Carlsbad Public Library and Xerox’s plans for manag- ing and supporting the network once the solution is implemented. Review plans for hardware maintenance. Deliverables: l Project Manager will be identified. m Project implementation plan. 4 Step 3: Installation and Certification w Verify that all materials listed on the BOM have arrived. Reconcile BOM and purchase orders to ensure all materials are accounted for. n Record all serial numbers of all equipment for the LAN Documentation Package. Documented serial numbers will be given to Xerox and Carls- bad Public Library at the completion of this project. n Unpack network components, setting packing materials aside until suc- cessful operation of each is verified. n Install, configure and test the Print servers as follows: - Work with the cooperation of the IT staff at the Carlsbad Public Li- brary to install the new Windows NT servers. - Install print server and Print Management sofhvare, and verify opera- tion. - Set up directory structure on file server if necessary. Q/l 3101 Xerox Connect Proprietary and Confidential 6 Statement of Work for Xerox Corporation for Carlsbad Ptiblic Library n Install and Configure the SQL Server and Software located at the Main Library. - Install MS SQL Server software application and verify proper opera- tion. n Install, configure and test “Print Release Station” workstations: - Connect PC to network. - Install network drivers. - Install print release station client Print Management software - Verify the configuration by successfully launching application. - Test configuration by rebooting the PC to ensure proper start-up - Install the RS-232 based card reader devices to the COM port on work- station. Test and verify the configuration by ensuring the successful access the network, print files, and execute standard applications. Note: Applications not specified in this statement of work will be loaded by the customer, unless the customer requests Xerox Connect to load them for an additional fee. n Connect card readers at Carlsbad Public Library to the print release sta- tions. New readers will be furnished by Xerox Connect. Deliverables: w Servers and Components Installed. - Access rights, Printer / Print server names for print devices and print queues for equipment as designated in the site layout for Carlsbad Public Library. - Install print server Print Management software and verify operation - Add Printer Queues, ID’s and print server for for equipment as desig- nated in the site layout. n Install SQL Server Software onto Server - Install MS SQL Server software application and verify proper opera- tion. n Install, configure and test “Print Release Stations” and workstations/PC’s if needed, to include: - Connect PC to network. - Install network drivers. - Install print release station client Print Management software - Verify the conf&rration by successfully launching application. - Test configuration by rebooting the PC to ensure proper start-up - Install the RS-232 based wiring harness to the COM port on work- station. Connect the card readers and test and verify the by ensuring the successful access the network, print files, and execute standard ap- plication. Q/13/01 Xerox Connect Proprietary and Confidential 7 Statement of Work for Xerox Corporation for Carisbad Public Library n Install, Configure and test the Client Workstations for Print Server Con- nectivity. - Verify each workstation offers Print Services. - Verify printer client setup on each workstation. Q/13/01 Xerox Connect Proprietary and Confidential 8 Statement of Work for Xerox Corporation for Carlsbad Public Library Site Layout Carlsbad Public Library Site Layout Note: Applications not specified in this statement of work will be loaded by the customer, unless the customer requests Xerox Connect to load them for an additional fee. Q/13/01 Xerox Connect Proprietary and Confidential 9 31 Statement of Work for Xerox Corporation for Car&bad Public Library l5l cl Step 4: Post Installation Review Clean up work site and set packaging materials aside for disposition by Xerox. Ensure all third party documentation, warranty information, registration documents and media that were packaged with the system components are delivered to Xerox. Review installation with Xerox and the Carlsbad Public Library. Provide a short overview training session of the Xerox network printing solution. Review and answer any questions. Deliver Xerox Maintenance Agreement start-up package (if applicable). Discuss procedures for resolving hardware and software problems. Review Customer Project Acceptance Document (CPAD) with Xerox and obtain sign-off that all criteria have been successfully completed. Deliver a copy of the signed CPAD, Statement of Work document (or proposal), network design diagram (if applicable) and equipment serial number list to Xerox. Review of post-installation support information, in- cluding contact phone numbers Deliverables: n Print Network and system documentation for the installed solution. - For ‘Release Workstation ” installation * Documentation for workstation files (contig.sys, autoexec.bat, win.ini, and program.ini) - For server installation * Login names, passwords, and access rights for all users enabled on the installed server (or servers) * Print server and print queue names - Additional documentation: * Post-installation support information, including contact phone num- bers n Customer Project Acceptance Document, which includes the LAN Docu- mentation Package containing all equipment serial numbers n All third party documentation, warranty information, registration docu- ments and media that were packaged with the system components. Q/13/01 Xerox Connect Proprietary and Confidential 10 Statement of Work for Xerox Corporation for Carlsbad Public Library Customer Responsibilifies Site readiness is critical to the timely and successful completion of this pro- ject. To ensure site readiness, Xerox in cooperation with Carlsbad Public Library is responsible for the following: 8 8 n 8 8 8 8 8 m 8 Ensure that all cable is installed, and that the existing cable plant is fully functional. Provide IP addresses and NT Domain names for the NT servers and client workstations. Unique login names are required for proper operation of the solution. The Carlsbad Public Library will provide the login names at time of installa- tion. Ensure that all-wide area network (WAN) connections and components (including installation and configuration of CSU/DSUs, and routers) are fully functional. Provide power to all installed components. Provide adequate heating, ventilation and air conditioning (HVAC). Provide an appropriate work area for the technicians to implement the proposed solution (space, light, and so forth) and an active network con- nection. Provide furniture (tables, desks, communication cabinets, shelves, and so forth) on which to place hardware. Ensure the set up of all supplied hardware in the rooms where they will be installed. Ensure that all network local and wide area network connections, which will impact the proposed solution, are functional to manufacturer specifi- cation. The Xerox Connect project manager will work with you to set time frames and help you verify that you have met all site readiness criteria. If Xerox Connect incurs additional costs because Xerox or the C&bad Public Library has not met the site readiness criteria, Carlsbad Public Library may be charged additional fees. Other responsibilities. The Carlsbad Public Library is also responsible for the following: n Install any applications not specified in the Statement of Work 9/l 3/01 Xerox Connect Proprietary and Confidential 11 Statement of Work for Xerox Corporation for Carisbad Public Library . Assumptions: The network print solution will function on WinTerm devices although the “pop up” utility will not. The network print solution will function on WinPrame PC’s, although the “pop up” utility will not. Xerox Corporation will be providing all copiers as specified in the site layout to Xerox Connect on or before the installation period as agreed upon by Xerox and Xerox Connect. If delays occur delivering this equipment, Xerox might incur an additional expense of billable consulting hours fi-om Xerox Connect. Xexox Corporation will provide to Xerox Connect its analyst to assist with the implementation of the solution. This will help Xerox better understand the delivery of our technology to the customer. Xerox Connect will assume that circuits are in place between library locations. Xerox Connect will assume that the bandwidth is not taxed greater than 15%. 9/l 3/01 Xerox Connect Proprietary and Confidential 12 Schedule Statement of Work for Xerox Corporation for earlsbad Public Library Xerox Connect understands the necessity to begin this project in a timely manner. After the Xerox Connect Order Agreement is signed, Xerox Con- nect, Xerox, and Carlsbad Public Library will negotiate the exact start date. At this time, Xerox will also begin ordering the required materials. Project scheduling is subject to the following conditions: n Xerox Connect will begin implementation after all necessary hardware and software is delivered to your sites. n If Xerox Connect is responsible for procuring materials for your project, we will make every reasonable effort to procure the necessary hardware and software in a timely manner without incurring additional expense to Xerox or Carlsbad Public Library. n Once started the implementation will take two weeks to complete. 9/l 3101 Xerox Connect Proprietary and Confidential 13 . Statement of Work for Xerox Corporation for Carlsbad Public Library System Warranty Xerox Connect stands behind the services and solutions we provide. At the same time, we must rely on hardware and software manufacturers to test and provide accurate information about the integration of their products. If a manufacturer changes product versions and/or models, affecting the interop- erability of the solution we recommend to you, we will work on your behalf to develop an alternative solution. In the event that you have a problem with the hardware, software, or solution delivered during this project, the following apply: Xerox Connect solution warranty If you have a problem with the network solution or its implementation, Xerox Connect will make every reasonable effort to identify the source of the prob- lem and resolve it in a timely manner under the following conditions: n If we tind that the problem is caused by a flaw in our design, or by our implementation of the solution, we will correct the problem. n Xerox Connect is only responsible for problems caused by changes to the configuration made by Xerox Connect personnel and its subcontractors. n If the problem is not caused by Xerox Connect, additional fees may be re- quired to resolve the problem. n Xerox Connect is not responsible for the remedy of third-party product limitations or the systems they affect. n This warranty is effective for 60 days from the date of the signature on the CPAD. n Maintenance for all Release Stations and Servers will be equal to the Standard Manufacturer’s Warranty. Any onsite support that is required by Carlsbad Public Library after the installation is completed will be billed at a Time and Materials basis. Warranty for third party products Warranties and guarantees for all third-party products purchased through Xerox Connect are arranged by and are the responsibility of Xerox. If Xerox purchases a Xerox Connect maintenance agreement, Xerox Connect will ser- vice the product as specified by that agreement. Support Services Xerox Connect currently offers software maintenance and support agreement. Xerox Connect will provide to Xerox the term and conditions of this agree- ment upon completion of the installation. The current pricing for this solution includes an estimated cost for this third party agreement. The pricing may vary depending on customer requirements and services level agreements. Xerox Connect will make every effort to work within the boundaries of the current estimate. 9/l 3/01 Xerox Connect Proprietary and Confidential 14 Statement of Work for Xerox Corporation for Carisbad Public Library . Guarantee for Xerox manufactured equip- ment Xerox Corporation offers through XEROX this warranty to the end user (cus- tomer). If you are not totally satisfied with any Xerox manufactured equip- ment ordered under this agreement, Xerox will, at your request, replace it without charge with an identical model or a unit with comparable features and capabilities. This guarantee will be effective for three years following equip- ment delivery, unless the equipment is financed by Xerox for more than three years, in which event it will be effective during the entire term of Xerox fi- nancing. This guarantee applies only to equipment that has been continuously maintained by Xerox or its authorized representatives under a Xerox Field Service Maintenance Agreement, and is not applicable to software, services, third-party products, or equipment damaged or destroyed due to an Act of God. This warranty is provided by Xerox Corporation, not Xerox Connect IX. 9/l 3101 Xerox Connect Proprietary and Confidential 15 Statement of Work for Xerox Corporation for Carlsbad Public Library 1 Equipment List _,.,. :, EACH “I .’ %&prd Installation ,. ..i_ ~ ,*‘: ,:y EA(;H,;;y,.,; .‘.,:: ..,:j:_. :: I~toject.M&geme~‘..:.~, :_ !l EkH,. 1: :; ‘,‘&tercanj’e@pment warranty for a total of:36 months ,:__ f i I:,, i:il_,: __I “ ‘_: .:.: &EACH .-! .‘, ;,:: .‘I$& t6;4 ho&k ,Site7Q4 support (for Se&@ ” i i. ,,,, ..j : j,.‘,,, i;:. ,._. ,:;Imc~:;;:,,:; ,:., “8 :.:.; :::+:: 1,’ : $>,/ .i’-, :...::A oftwa*‘Supportfo&lnipri~ TS% / year(3 ye& :,,,,. : jr: / .,:,. ;:$;a’,“, ;....,;_, :: : ,, i _ ,,:_. ‘._ :‘:‘lj,.t: .: 1’: ,-.:‘c,’ ,s:.,., . . ,~_. ,. : .: ..: ,’ ;:;;q _. .,’ I i i_.i$, ~._-l*~:;~ _:: .,T.’ 1 EAC$l..1..‘. ‘. ‘.i&iNT Base Lkense Pubk Library : i ,_ : ::., j ‘_‘.. .: ‘X :SE$H .:;::,%A 760OGard Disp&MRevaluator/Magnetii ,‘.. ,,;: ,:,, ..ij_ :,, ..:y,;, ..s,. ~“3&,~,,+:,, St;indf~r,C~td.~~penser~~,~~ioi., : .r.i : :.,: .::j ‘.“;,:;;;; ,’ ,( ‘!‘.;, i .,. : “.i ‘A;.; ” j., .i.. 3 ) ,’ ,,. __ ,., ! 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['p&pH,;' :- 9%%i%~supply Uwlf6vA~~ : ,,:.; .:. :, .,, :;,;,: & 'I' : ,,.:; ‘:$&$-l ~;:&&&perDH(pa&&~ .;:1. . . ‘::. _,! fi:.,,l,,:s.,;, ,.>, i ‘, : .:, : FEA;i=f+q;’ : ,[ ~RibbdnIpscle&s) 1.: _:. .I.:. ,’ j ‘., ‘j:. .;: ‘: :., ;/. ‘; ._ ;:::.., ., .*1 2. /,~~‘~‘$ E&$$~~‘~::~” Rev&&orf+j&r&& _.:l 1 :” .:;j,.. ,. : _:i” . . ” : _” ;’ .$‘: :’ ,‘I. .,., :,i i,; I All, ;,;:,;,22.&w ;;*:; ‘..I: (Js l lo:&~p-i,s”wly~,: ]:; : : j : ; Ii ._‘>_ ._j _) ::::::,i.j ;: ,. . . . . : y:;: :tf : -, ‘i’i:_, i::$.:,. ; “: 5 -Y:‘: &(&~~‘,:‘-:~~: y&h Box && &vend +&&On, ,‘: : ,1 ,:s !I. : ‘1’ .’ WI; : :_ y‘;,;::’ : s. 8.: I _; i&&“, ,‘:j: .::: ‘, ‘-_,_: __ . . .,i i’.’ ._ ,:,j ,;.;3;.:: .: ( ,Hasp,;nd L&:forvsdfwBi,t~A-&&~~ :‘:i:.j.‘., /;I:__ I ‘..:‘.:i,~~i: ! . ..l. i. 8EACH ‘_ ‘, &&&&f&Vend S&j&i , _:.: ,,.: :1 ‘:“), : j: ‘.‘:;,: “’ ” :‘ L, I. >,: ‘._‘: / r I fm(-.H j : ;:;;ji&,& for f,jjwn&&,v&a~~r -“‘;;: ‘:_::,:‘j:;~ ‘: ‘, I~Cl-& ~.,,.,.Hj~~~~~s~i~P)as~c ,, ‘-_ ,. :(:li ’ :,., .’ :.;... ii *I3 ‘&CH ,’ ’ CTX t5”Flat DSD MPRTlt Mc%kor I 1 GE&CH Deskpm EN CMT P3,866,15GB,128MEii18%Nr4.OM12K: 110/t OOnic ‘$26~MBj& SDR&p$Di&lM ‘. ,,‘s]‘j: ‘tl,i ““‘1’; :.,, “6EACH “ AS-3202 Card Reader (for Print Release Card Only) EACH VS 9000 CopylMicmform Vend (biflskohkards) ; 9/13/01 Xerox Connect Proprietary and Confidential 17 2 EXHIBIT “F” REPAIR AND MAINTENANCE SERVICE Xerox will provide five-day repair and maintenance service between 8:00 AM and 5PM Monday through Friday. We will provide Saturday and Sunday assistance via your site associate who will be available on as needed overtime basis. Overtime rates after 5PM Monday through Friday are $36.00 per hour and $48.00 per hour all day Saturday and Sunday. Technical Caoabilities/Suooort Xerox employs dedicated Analysts that work with IT at the City of Carlsbad to connect the Document Centre Products onto the network. (See detail in the Bid Sheet). Prior to installation of the Document Centre Products, a network questionnaire (enclosed) will be completed to assist the analyst with your environment. Ongoing support is crucial and can be obtained 24 hours a day via a customer support hotline or by contacting the analyst. Xerox Systems Analysts provide technical support before placement of equipment, during the install to support implementation as well as account expansion. They perform the following functions: Gathering and analyzing customer requirements. Developing and validating the recommended configuration (Systems Assurance) Identifying customer resources and skills required for successful solution implementation. Incorporating customer requirements for support services into final plan. Developing a comprehensive customer training plan to include users, technical staff, and managers. Engaging non-Xerox resources if necessary. Installation support for network connectivity and configuration. Application design, development, and implementation. Development and documentation of improved work processes. Office Document Assessment (ODA), Network Analysis ,etc. Customer Training and other services such as volume growth, product training and equipment relocation. Call Management Process Xerox regular business hours are from 8:OOAM to 5:00PM, Monday through Fridays, however, to meet the growing needs of our customers, we are available 24 hours a day, including holidays. This beyond normal working hours labor rate can be established between Xerox and the City. . The CSE will initiate the Machine Maintenance Check List and Product Reliability Control process at the time of service. All maintenance items will be reviewed, cleaned or replaced as needed. In addition to replacing normal maintenance items, Xerox provides engineering upgrades and design improvements for your equipment to improve reliability. Therefore, if there are any enhancements kit(s) or part(s) not installed on the equipment the CSE will install the kit(s), part(s) at the time of service or at some other time mutually agreed upon. Before closing the service call the CSE will document all activity performed on the equipment within the service log, which is kept with the machine at all times. A sample copy will be ran 1 . and displayed to the customer for their approval. The CSE will explain the problem, causal and a description of the work performed on the equipment to the assigned XBS rep and offer any preventable steps to prevent further down time. In the event additional support is needed the CSE will implement the Call Escalation Process. Call Initiation The process associated with a Xerox service call on a Xerox unit is necessary to insure satisfaction to the end user and to meet Xerox Corporation’s high standard for Total Customer Satisfaction that the City of Carlsbad expects. The steps associated with the service call are as follows: 1. The end user will notify the assigned XBS rep who in turn will place a call to the Customer Support Center (C.S.S.C.), via a 24 hour 800- number. 2. Assigned XBS rep will provide the customer support representative at the center with the equipment serial number, contact name and phone number. This account will probably be red flagged to signify that it is on a different type of contract. 3. The CSR will ask for the problem description and offer potential steps for resolution. 4. The CSR, along with the rep’s feedback, will determine if on site service is required, 5. Within 45 seconds, an automatic page will go out to the assigned Customer Service Engineer (CSE) to alert him/her of a service call. 6. The CSE will contact the assigned XBS rep within one hour to advise them of an estimated time of arrival. 7. The CSE will arrive at the customer site within or before the contractual response time of 4.0 hours unless otherwise negotiated with the assigned XBS rep. Escalation Process: The CSE will initiate the escalation process if the problem is not diagnosed and on its way to being resolved within two hours of servicing the equipment. In addition to the Call Escalation Process, the following are additional support mechanisms available to ensure customer satisfaction. Dedicated Customer Support: Escalation Suooort: . A technical Specialist on site within 24 hours if needed. . On line telephone hotline support with a Field Engineer . On line telephone Software support. . An on line local Customer Relations Person (CRP) to receive all customer escalation’s, inquires and concerns. Within the Orange County area you can call (714) 5651413 during normal business hours for assistance. Continuous improvement of Customer Service is a Xerox commitment and is the goal of every service rep. By utilizing the data we receive from the Customer Satisfaction Management System we can understand what is important to you our customer. Our service team is attentive to the voice of the customer and understands that good communication and continuous improvement is essential to our meeting your service requirements. Xerox also believes in building lasting relationships, therefore each account within a geographic has a dedicated Customer Service Engineer assigned by product. This insures account familiarity with usage, volumes, and unique customer requirements. In addition to an assigned CSE, a backup support Work Group of Customer Service Engineers (6-8) are available for local cross support. Therefore, the customer will receive service from the same workforce who are familiar with the account. 2 Parts Support: Xerox utilizes unique OEM replacement parts specifically designed and manufactured for each Xerox Model. The parts are manufactured by Xerox and are held to high reliability standards and low defect rates. Each CSE carries parts needed to maintain the equipment within their vehicles. To insure 95% uptime the CSE maintains 95% of all parts needed on all service activities. The availability of parts are further enhanced with the digital units being on site as customer replaceable units. In the event the CSE does not have a needed part(s) within their vehicle, she/he will obtain the part from a local decentralized parts center(DPC). In the event the DPC does not have the part(s) the DPC will source the surrounding area or have the part(s) air shipped overnight. The Departments and Division’s operator(s) therefore are assured to receive the needed part(s) within 24 hours. Account Management Process: We keep comprehensive records on all of the equipment we service. Every service call provides information about Response Time, Reliability, Uptime, Parts usage, and a variety of other measurements. We also utilize a customer survey process that begins at the point of installation of the equipment and continues throughout the service cycle. Xerox is committed to the City of Carlsbad receiving maximum support and value from the service organization. By combining the comprehensive records, the Work Group analysis, and your direct feedback during quarterly reviews, allows us to focus our support and resources to fully meet your needs. Customer Service Engineer Support: The Work Group will consist of approximately 17 individuals with no less than five years of experience on the product. In addition to the product experience, the CSE’s will receive continuous training and documentation to maintain and improve product reliability. The Work Group offers additional backup support for meeting response time requirements, parts support, equipment problem resolution, and any unforeseen needed assistance. In addition to the Primary Work Group, the City can be supported by over 150 CSE’s within the surrounding area, of which at least 30 to 40 support their specific product(s). Xerox maintains 142 vehicles equipped with the necessary tools and parts needed to service the equipment. Training Service: All CSE’s training includes a successful completion of 80+ hours of xerographic/digital, customer skills, administrative training, and an additional 80 to 120 hours of extensive product specific training. All CSE’s are required to complete an additional 40 hours of product and skill training every year. Technology Support: In addition to the highly skilled technical support, Xerox has invested heavily in technology to enhance level of service. Following is a partial list of the technology available to the CSE’s to enhance the delivery of customer satisfaction: . Lap Top Computers - contains all the service documentation for the equipment. Access capability to the Customer Service Support Center to dispatch service calls, review machine history, and analysis of the machine performance. 3 l Nextel Radio - A digital radio with twd way and group mode communication capability. This offers quick backup support for insuring delivery of response time, parts availability, and technical escalation. l Pager - The technician is paged with the account information and description of the problem within 45 seconds of the call being placed by the customer. It also acts as a second communication devise to reach backup support and internal resources (Management, Service Billing, etc.) l Cellular Phone - Insures immediate response to acknowledge awareness of the service call and provide the customer with an estimated time of arrival. l Sixth Sense - Allows the technician to access identified equipment remotely in order to diagnose, adjust, or repair the equipment prior to on site service, if needed. l Service Summary - Xerox is committed to providing the City of Carlsbad with high quality service and support. Xerox will continue to recycle and refine our service processes and deliverables to continuously improve customer satisfaction based on the city’s feedback. Xerox appreciates the opportunity to offers its equipment and services to the City of Carlsbad and will work earnestly every day to earn the right to be your vendor of choice.