HomeMy WebLinkAboutC17-054 Xerox Clerk and RecorderIn this Cost Per Print Agreement, as it may be amended or supplemented from time to time (the "Agreement"), the word "Customer"
means the Customer named above. "Company' means High Country Copiers an authorized Xerox Partner Print Services reseller.
"Xerox" means Xerox Corporation.
1. SERVICES. XEROX WILL PROVIDE THE SERVICES IDENTIFIED IN THE ATTACHED DESCRIPTION OF SERVICES
("SERVICES") FOR THE DEVICES IDENTIFIED IN EXHIBIT A TO THIS AGREEMENT ("MANAGED DEVICES"). The Tools (as
defined below) will be used to monitor the Networked Devices identified in Exhibit A. The Tools provide automatic service and supplies
alerts to the Help Desk (e.g. low toner) and are used for automated meter collection, new device discovery, and device data collection
for reporting. The Tools will periodically scan approved ranges of Customer's network for devices which may be eligible to be added as
Managed Devices. Devices identified through this process may be added as Managed Devices at current rates. Customer promises to
pay to Company the "Minimum Monthly Charges" set forth on Exhibit A, any excess print charges, monthly fees and consumable
charges for Non -Networked Devices identified in Exhibit A, and all other amounts stated herein.
2. TERM AND TERMINATION. The agreement is effective from the commencement date and shall continue for an initial minimum
term of 1 Year. Thereafter, this Agreement shall automatically be renewed for successive one (1) year terms unless terminated sooner
by either party on no less than ninety (90) days' prior written notice to the other party. A $250/device fee will apply for early termination.
The prices, terms and conditions for such successive term(s) shall be those in effect at the time of renewal and can be provided in
advance of the renewal date by sending an email to: Billing@HighCountryCopiers.com. All agreements shall be billed monthly in
arrears.
3. BREAK FIX SERVICES. Xerox will keep the Managed Devices in good working order ("Break Fix Services")." -if option is selected
a) Break Fix Services may be initiated by the Tools for Networked Devices or by Customer calling the Help Desk.
b) If a device fault cannot be resolved remotely, Xerox will dispatch a service technician to perform on-site Break Fix Services,
which will usually be the next business day. On-site Break Fix Services are provided Monday through Friday (excluding New Year's
Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day) from 8:00AM to 5:00PM local time
("Service Hours"). Break -Fix Services exclude repairs due to: (i) misuse, neglect, abuse or operation of a Managed Device outside
the original equipment manufacturers ("OEM") specifications; (ii) failure of the Customer's PC to comply with the OEM's published
specifications; (iii) act of God or other force majeure event; (iv) relocation, alterations, or use of options, accessories, service or
supplies not provided by Xerox; (v) failure to perform any Customer Responsibilities identified in the section titled "Customer
Responsibilities'; or (vi) acts or omissions of Customer or any party not affiliated with Company or Xerox.
c) If Xerox determines that a Managed Device is beyond repair, or is classified by the OEM as service discontinued, or parts or
Supplies (defined below) are no longer commercially available, Xerox will replace the device with the equivalent or comparable
model at its own expense with a device that is then supported by Xerox, or (ii): notify Company to delete the device from the
Agreement.
d) Replacement parts may be new or used and all removed, replaced parts become Xerox's property.
e) If a maintenance kit or drum is required for a Managed Device, Xerox will provide Customer with the drum or maintenance kit
component(s). Drums and maintenance kits are included in pricing. Technicians are not dispatched for preventative maintenance
or cleaning or for installation of maintenance kits or drums if such items are designated as CRUS.
4. SUPPLIES. Xerox will furnish toner or ink ("Supplies"), as applicable, for Managed Devices
a) Supplies requests may be placed by the Tools or by Customer calling the Help Desk.
b) Supplies are Xerox's property until used by Customer, and Customer will use them only with the Managed Devices. Selling,
transferring, bartering or otherwise conveying Supplies to anyone is strictly prohibited and is subject to civil and criminal penalties.
c) Upon request, Customer will provide an inventory of Supplies in its possession. No "safety stock" of Supplies is permitted under
this Agreement. "Safety Stock" means more than one consumable item (e.g. toner cartridge) that is not installed in a Managed
Device. Upon expiration or termination of the Agreement Customer will, at Xerox's option and expense, return any unused
Supplies to Xerox, permit access to its facilities to permit collection, or dispose of them as directed in writing by Xerox.
d) To prevent excessive shipment of Supplies, when Supplies are ordered for Networked Devices, Xerox will: (i) check the current
consumables level, if available, to validate a low consumables condition; and (ii) check the metered impression volume since the
last Supplies shipment to determine if impression volume exceeds the expected yield. If these conditions are not satisfied, Supplies
will be billed to Customer.
e) Xerox may not provide Supplies if a current meter read is not received for a Networked Device. Pricing set forth on Exhibit A
includes standard ground shipping. If Customer requests expedited shipping, the cost of second day, overnight, or other non-
standard shipping will be billed to Customer.
5. HELP DESK. The Help Desk is available during the Service Hours to receive, track, escalate, process and close service issues,
remotely resolve certain issues, and process Customer requests for Break Fix Services and Supplies.
S. CUSTOMER RESPONSIBILITIES. Customer will:
a) Notify Company if Customer wishes to relocate a Managed Device, and Company will advise Customer if Services are available
at the new location.
b) Assure that Networked Devices are Simple Network Management Protocol ("SNMP") enabled and can route SNMP over the
network.
C17-054
xerox���
XPPS Cost Per Print Agreement
THIS IS A LEGALL Y
BINDING NON-
CANCELABLE CONTRACT.
High Country Copiers
Customer:
Contact Person:
E-mail:
Eagle County
Regina O'Brien
r ina.obrien@ea lecoun .us
Street
City
State County
Zip Code
Customer's Telephone
500 Broadwav #101
Eaale
CO Eaale
81631
970-328-8726
In this Cost Per Print Agreement, as it may be amended or supplemented from time to time (the "Agreement"), the word "Customer"
means the Customer named above. "Company' means High Country Copiers an authorized Xerox Partner Print Services reseller.
"Xerox" means Xerox Corporation.
1. SERVICES. XEROX WILL PROVIDE THE SERVICES IDENTIFIED IN THE ATTACHED DESCRIPTION OF SERVICES
("SERVICES") FOR THE DEVICES IDENTIFIED IN EXHIBIT A TO THIS AGREEMENT ("MANAGED DEVICES"). The Tools (as
defined below) will be used to monitor the Networked Devices identified in Exhibit A. The Tools provide automatic service and supplies
alerts to the Help Desk (e.g. low toner) and are used for automated meter collection, new device discovery, and device data collection
for reporting. The Tools will periodically scan approved ranges of Customer's network for devices which may be eligible to be added as
Managed Devices. Devices identified through this process may be added as Managed Devices at current rates. Customer promises to
pay to Company the "Minimum Monthly Charges" set forth on Exhibit A, any excess print charges, monthly fees and consumable
charges for Non -Networked Devices identified in Exhibit A, and all other amounts stated herein.
2. TERM AND TERMINATION. The agreement is effective from the commencement date and shall continue for an initial minimum
term of 1 Year. Thereafter, this Agreement shall automatically be renewed for successive one (1) year terms unless terminated sooner
by either party on no less than ninety (90) days' prior written notice to the other party. A $250/device fee will apply for early termination.
The prices, terms and conditions for such successive term(s) shall be those in effect at the time of renewal and can be provided in
advance of the renewal date by sending an email to: Billing@HighCountryCopiers.com. All agreements shall be billed monthly in
arrears.
3. BREAK FIX SERVICES. Xerox will keep the Managed Devices in good working order ("Break Fix Services")." -if option is selected
a) Break Fix Services may be initiated by the Tools for Networked Devices or by Customer calling the Help Desk.
b) If a device fault cannot be resolved remotely, Xerox will dispatch a service technician to perform on-site Break Fix Services,
which will usually be the next business day. On-site Break Fix Services are provided Monday through Friday (excluding New Year's
Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day) from 8:00AM to 5:00PM local time
("Service Hours"). Break -Fix Services exclude repairs due to: (i) misuse, neglect, abuse or operation of a Managed Device outside
the original equipment manufacturers ("OEM") specifications; (ii) failure of the Customer's PC to comply with the OEM's published
specifications; (iii) act of God or other force majeure event; (iv) relocation, alterations, or use of options, accessories, service or
supplies not provided by Xerox; (v) failure to perform any Customer Responsibilities identified in the section titled "Customer
Responsibilities'; or (vi) acts or omissions of Customer or any party not affiliated with Company or Xerox.
c) If Xerox determines that a Managed Device is beyond repair, or is classified by the OEM as service discontinued, or parts or
Supplies (defined below) are no longer commercially available, Xerox will replace the device with the equivalent or comparable
model at its own expense with a device that is then supported by Xerox, or (ii): notify Company to delete the device from the
Agreement.
d) Replacement parts may be new or used and all removed, replaced parts become Xerox's property.
e) If a maintenance kit or drum is required for a Managed Device, Xerox will provide Customer with the drum or maintenance kit
component(s). Drums and maintenance kits are included in pricing. Technicians are not dispatched for preventative maintenance
or cleaning or for installation of maintenance kits or drums if such items are designated as CRUS.
4. SUPPLIES. Xerox will furnish toner or ink ("Supplies"), as applicable, for Managed Devices
a) Supplies requests may be placed by the Tools or by Customer calling the Help Desk.
b) Supplies are Xerox's property until used by Customer, and Customer will use them only with the Managed Devices. Selling,
transferring, bartering or otherwise conveying Supplies to anyone is strictly prohibited and is subject to civil and criminal penalties.
c) Upon request, Customer will provide an inventory of Supplies in its possession. No "safety stock" of Supplies is permitted under
this Agreement. "Safety Stock" means more than one consumable item (e.g. toner cartridge) that is not installed in a Managed
Device. Upon expiration or termination of the Agreement Customer will, at Xerox's option and expense, return any unused
Supplies to Xerox, permit access to its facilities to permit collection, or dispose of them as directed in writing by Xerox.
d) To prevent excessive shipment of Supplies, when Supplies are ordered for Networked Devices, Xerox will: (i) check the current
consumables level, if available, to validate a low consumables condition; and (ii) check the metered impression volume since the
last Supplies shipment to determine if impression volume exceeds the expected yield. If these conditions are not satisfied, Supplies
will be billed to Customer.
e) Xerox may not provide Supplies if a current meter read is not received for a Networked Device. Pricing set forth on Exhibit A
includes standard ground shipping. If Customer requests expedited shipping, the cost of second day, overnight, or other non-
standard shipping will be billed to Customer.
5. HELP DESK. The Help Desk is available during the Service Hours to receive, track, escalate, process and close service issues,
remotely resolve certain issues, and process Customer requests for Break Fix Services and Supplies.
S. CUSTOMER RESPONSIBILITIES. Customer will:
a) Notify Company if Customer wishes to relocate a Managed Device, and Company will advise Customer if Services are available
at the new location.
b) Assure that Networked Devices are Simple Network Management Protocol ("SNMP") enabled and can route SNMP over the
network.
C17-054
c) Provide a dedicated PC (or server) that is connected to Customer's network at all times ("Customer PG"); and allow Company
and Xerox to install, use, access, update and maintain the Tools on the Customer PC. The Tools cannot be installed on a PG
where other SNMP-based applications or other Xerox Tools are installed, because they may interfere with the Tools.
d) Ensure that proper virus protection is installed, maintained, and enabled on any servers, desktop workstations, laptop computers
and other hardware attached to the Customer's network and output environment, as well as on any server or computer hosting the
Tools or any data on the Customer's network. Neither Company nor Xerox is responsible for the disruption of Services or loss of
functionality of the Tools caused by any of the foregoing. If the Tools become inoperable due to Customer implemented changes to
its network, Company will work with Customer to remotely re -install Tools.
e) Assist in implementation of the Tools by providing relevant network information such as the IP address ranges or subnets on
which Managed Devices reside.
f) Distribute Supplies within Customer's site and install them in Managed Devices, clear paper jams, and resolve any network or
Customer PG issues, or any Managed Device software issues.
g) Replace Managed Device cartridges and GRUB. Customer Replaceable Units ("GRUs") are those items that an operator can
install without service assistance, including but not limited to certain drums and maintenance kits.
h) Provide reasonable access to Customer's facilities and personnel as required for the performance of the Services.
i) Ensure that Managed Devices are installed and operating within the OEM's specifications and are readily accessible to the Xerox
authorized service representative.
j) Submit meter data for Non -Networked Devices when such cannot be provided by the Tools.
k) Request Break Fix Services and Supplies from the Help Desk for Managed Devices that are not compatible with the Tools.
I) Grant or transfer to Xerox sufficient rights to use software owned, licensed or otherwise controlled by Customer, as required,
solely for the purpose of providing the Services.
m) Legally dispose of all hazardous wastes generated from use of Managed Devices and associated Supplies and GRUs
Neither Company nor Xerox will be liable for delays or services failures, including but not limited to implementation delays if
Customer does not perform or facilitate completion of its designated responsibilities.
7. XEROX CLIENT TOOLS & XEROX TOOLS. Company will use certain Xerox software tools that are installed on Customer's network
("Xerox Client Tools"), and/or certain other proprietary Xerox software ("Xerox Tools"), to perform Company's obligations under this
Agreement. Xerox Client Tools and Xerox Tools (collectively, `Tools") are Xerox trade secrets. Xerox Client Tools and any related
documentation are licensed under a separate clickwrap or shrinkwrap license agreement that Company must accept at the time of
installation. Xerox Tools are operated and used only by Company and Xerox, and Customer has no right to use, access or operate the
Xerox Tools. Customer shall not decompile or reverse engineer the Tools. The Tools will be removed by Company at the expiration or
termination of this Agreement. Xerox Client Tools facilitate performance of the Services through automatic collection and transmission
of data 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 will be transmitted in a secure
manner. The automatic data transmission capability does not allow Company or Xerox to read, view or download the content of any of
Customer's documents residing on or passing through the Managed Devices or Customer's information management systems. If a
meter reading is not generated by Xerox Client Tools or, upon request, Customer fails to provide a meter reading, Company may
estimate the reading and bill Customer accordingly.
S. INTELLECTUAL PROPERTY INDEMNITY. Xerox will defend, and pay any settlement agreed to by Xerox or any final judgment for,
any claim that the Tools infringe a third party's U.S. intellectual property rights. Customer must promptly notify Company and Xerox of
any alleged infringement and permit Xerox to direct the defense. Neither Company nor Xerox is responsible for any non -litigation
expenses or settlements unless Xerox and Company pre -approve them in writing. To avoid infringement, Xerox may modify or
substitute an equivalent tool, or obtain any necessary licenses. Xerox is not liable for any infringement based upon a modification of the
Tools to Customer's specifications or the Tools being used by Customer in a manner not permitted by this Agreement.
9. NO WARRANTIES; LIMITATION OF LIABILITY. The Services will be performed in a skillful and workmanlike manner.
10 LOSS AND DAA. Customer bears the risk of loss and damage to the Managed Devices.
11 ASSIGNMENT. CUSTOMER SHALL NOT SELL, ASSIGN, OR OTHERWISE TRANSFER (collectively, `TRANSFER") THIS
AGREEMENT, IN WHOLE OR IN PART, W ITH OUT THE PRIOR W RITTEN CONSENT OF COMPANY. Any attempted assignment or
delegation without the prior written consent of Company shall be void. Although Xerox is not a party to this Agreement, Xerox is a third
party beneficiary of this Agreement. Customer acknowledges that Company may, without notice to Customer, Transfer this Agreement
to Xerox or a third party reseller of Xerox products.
12. DEFAULT. Customer will be in default hereunder if Customer fails to pay any amount within 15 days of the due date as set forth in
an invoice issued under this Agreement or if Customer fails to perform any other obligation under this Agreement. If Customer defaults,
Company may do any or all of the following, at Company's option: (a) terminate this Agreement, (b) require Customer to pay to
Company, on demand, an amount equal to the sum of (i) all amounts then due and past due, (ii) all remaining Minimum Monthly
Charges for the Term and (iii) all other amounts that may thereafter become due hereunder to the extent that Company will be obligated
to collect and pay such amounts to a third party, and/or (c) exercise any other remedy available to Company under law.
15. APPLICABLE LAW; VENUE; JURISDICTION. Any action related to this Agreement shall be governed by the laws of Colorado
without regard to choice of law principles, and any litigation hereunder shall take place in the state or federal courts located in Colorado,
Eagle County. Each term hereof shall be interpreted to the maximum extent possible so as to be enforceable under applicable law.
16. MISCELLANEQUa This Agreement may be executed in counterparts, all of which together shall constitute the same document.
Customer agrees that a facsimile or other copy containing the signatures of both parties shall be as enforceable as the original
executed Agreement. The failure of either party to enforce at any time any provision of this Agreement shall not be construed to be a
waiver of such provision or the right thereafter to enforce each and every provision hereof. No waiver by either party, either express or
implied, or any breach of these terms or conditions shall be construed as a waiver of any other term or condition. The provisions of this
Agreement that by their nature continue in effect shall survive the termination or expiration of this Agreement. The Agreement
represents the final and only agreement between Customer and Company and may not be contradicted by evidence of prior,
contemporaneous or subsequent oral agreements. The Agreement can be changed only by a written agreement between the parties.
17. MISCELLANEOUS. Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under
this Agreement after, nor shall any payments be made to Company in respect of any period after December 31 of any year, without an
appropriation therefor by County in accordance with a budget adopted by the Board of County Commissioners in compliance with
Article 25, title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR
Amendment (Colorado Constitution, Article X, Sec. 20).
Customer hereby represents to Company that this Agreement is legally binding and enforceable against Customer in
accordance with its terms.
XPPS Pricing Black and White Prints/Color Prints
THIS IS A LEGALL Y BINDING
NON -CANCELABLE CONTRACT
"Consumables" provided under this Schedule include consumables, maintenance kits, waste trays, and imaging units, as
applicable.
Equipment Description:
Helpdesk
Support
Services
Black and White Prints
(Duplex Prints = 2 Prints)
Calor Prints*
(Duplex Prints = 2 Prints)**
Brand, Madel & Serial # (Required)
Base Monthly
Charge:
Number of
Copies/Prints
Included:
Cast For Each
Additional Print:
Number of Cost For Each
Copies/Prints Additional
Included: Print:
WorkCentre 6600/N
$2.50
0
$.0215
0 $.1210
"additional printers including HP,
Dell, Lexmark, etc. can be added via
email at current pricing
` Color Prints — If any color print is on a page, it counts as a color page. Note that grey scale images printed with the composite black setting on (the
default setting on most devices) count as color pages because color consumables are used.
" Duplex Color Prints —Note that duplex prints with any color print counts as two 2 pages even if color print is on ly on one side.
Equipment Location (if different than Customers address shown on page 1 of the
Agreement):
Term: ® 1 Year Commencement Date start of Term 02/17
Capitalized terms that are not defined in this Schedule shall have the meaning assigned to them in the Agreement. Except as set forth
above, the Agreement shall continue in full force and effect. In the event of a conflict between the terms of the Agreement and this
Schedule, this Schedule shall control.
by High Country Copiers
By: 02/15/2017 (Date)
By:
X 0 %/ '�6 . tQatP2/15/2017
xe fox
IPA�
Authorized Sales Agent
Bill To:
High Country Copiers
PO Box 496
Edwards, CO 81632
Eagle County Clerk & Recorder
PO Box 537
Eagle, CO 81631
Invoice
DATE INVOICE #
1-19-17
Ship to.
Eagle County Clerk & Recorder
500 Broadway
Eagle, CO 81631
Signature to place order ��
SHIP DATE
Delivered By
Due on receipt
Quantity
Item Code
Description
Price Each
Amount
1
1
Phaser 66001N
550 sheet tray
Shipping
$499.00
$199.00
$30.00
Remit to: PO Box 496 Edwards, CO 81632
Total $728.00
Phone #
E-mail
970-845-7870
Chris@HiGHCOUNTRYCOPIERS.COM
Signature to place order ��
