HomeMy WebLinkAbout780627.tiff RESOLUTION
RE: APPROVAL OF PURCHASE AGREEMENTS AND MAINTENANCE CONTRACTS
FOR FOUR IBM COPIERS , AND AUTHORIZATION TO SIGN SAME.
WHEREAS, the Board of County Commissioners of Weld County,
Colorado, pursuant to Colorado statute and the Weld County Home
Rule Charter, is vested with the authority of administering the
affairs of Weld County, Colorado, and
WHEREAS, the Weld County offices are equipped with four (4)
IBM copiers. Locations and descriptions of said copiers are as
follows :
PRODUCT SERIAL NO. LOCATION
IBM Copier I 0100589 Extension Office
IBM Copier II 0550755 Accounting Dept.
IBM Copier II 0508842 District Attorney 's Ofc.
IBM Copier II 0507268 Recording Dept.
WHEREAS, the Finance Office of Weld County, Colorado con-
ducted a study and determined that it is more feasible to purchase,
than to rent, said copiers , and
WHEREAS, the Board of County Commissioners deems it in the
best interests of Weld County, Colorado to enter into said pur-
chase agreements and maintenance contracts for said copiers .
NOW, THEREFORE, BE IT RESOLVED by the Board of County Comm-
issioners of Weld County, Colorado that the purchase agreements
and maintenance contracts for four (4) IBM copiers be, and hereby
are, approved.
BE IT FURTHER RESOLVED by the Board of County Commissioners
that the Chairman of the Board be, and hereby is, authorized to
sign the purchase agreements and maintenance contracts , said
agreements and contracts being attached hereto and incorporated
herein by this reference.
(-7 /it'fa � � a 780627
•
The above and foregoing Resolution was on motion duly made
and seconded, approved by the following vote on the 2nd day of
August, A.D. , 1978 .
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: p ;'
Weld County Clerk and Recorder
and-Clerk to the Boar .,
/Deputy County Clerk
APP1tCtV D AS TO FORM: I
County Attorney
Date Presented August 9, 1978
=_= Pxtrchase Agreement
--— — —_ - DESCRIPTION
Sequence: Machine Type, Product, Style, Size, Pitch, Typestyle, Keyboard, QtY. OX
(Mike,Headset,Control,Panel Color for IPE)Color and Motor. List All Devices Destination x
Qty. Type And Fonts. Opearge rDestination Mpncene Machine
If machine is now installed and in the possession of Customer under a lease Machine Charge Price
or rental agreement,indicate the serial number;provide meter reading,If copier.
i I i
•
•
Supply Kits: I
I
. Destination Charge I► (A)
Purchase Price (Excluding applicable taxes and destination charges) Do ayp; (B)
EfFor purchase of installed machines, thepurchaseprices are to change until the Of Quotation
n QuotationD
subject g Of Quve a Expiration Date
Effective Date of Purchase within the limits set forth in the provisions of any applicable IBM
lease agreement, unless protected by a valid quotation.
Trade-In/Exchange Equipment (Follow sequence described above)
Quantity TII EIA DESCRIPTION Serial Number Net
/,�J'v Include any deduction due to machine condition _ Allowance
Total Trade-In and/or Exchange Allowance Credit ID' (C)
Sub-Total (B — C) (D)
State and Local Taxes Illo (E)
Destination Charge (A) (F)
Advance Payment Received/Purchase Option Credits (If Applicable) I► ',' (G)
NET AMOUNT (D + E + F — G) Ills. ‘,;/0 , — (H)
THE TERMS AND CONDITIONS ON THE REVERSE SIDE ARE PART OF THIS PURCHASE AGREEMENT
THE CUSTOMER ACKNOWLEDGES THAT HE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS. FURTHER, THE CUSTOMER AGREES THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT. BETWEEN THE
PARTIES, WHICH SUPERSEDES ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMU Ai'OM BETWEE THE
PARTIES RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT. l/1r4 .�Gf •C//1� �
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International Business Machines Corporation A," -e X6)4 -1(
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Service Agreement (For Electric T writers and/Input Proces • ;Milani Only)
OPTIONAL—MUST BE INITIA E VALID Model Charge Pe
Terms and Condit' n Attachment
Customer (Agrees (Declines ) To Purchase -'
(Initials (Initials) _
❑ Service After ntyt ❑ Regular Servi greement
xcludes IPE Systems equipment) ❑ Aut Ic Service Agreement
For Mag Media Products: For Copier Products: Supply Agreement
Customer (Agrees ) Customer (Agrees 42rD ) Customer Purchased Supply Agreement
(Initials) (Initials)
• (Declines ) (Declines ) n yes C7 NO
(Initials) ((nitials)
To Sign S/A If On Installation. To Sign S/A DI On Installation.
z 140-2164
U/M 50
CUSTOMER
-_-= P'rrchase Agreement
DESCRIPTION
Sequence: Machine Type, Product, Style, Size, Pitch, Typestyle, Keyboard,
(Mike,Headset,Control,Panel Color for IPE)Color and Motor.List All Devices Destination Qty. Qty.
Qty. Type And Fonts. Charge x Machine X
Per Destination Price Machine
If machine is now installed and in the possession of Customer under a lease Machine Charge Price
or rental agreement,indicate the serial number;provide meter reading,if copier. .,
J 4O:ef ;7 , wt /'i-,. I I i X2/0 -
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Supply Kits: r 7� J ea (4 C_�)3�/dr ,
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Destination Charge (A)
Purchase Price (Excluding applicable taxes and destination charges) I►g5 /cfocT)B)
For purchase of installed machines, the purchase prices are subject to change until the Ef 0f Quotation Expiration Date
Effective Date of Purchase within the limits set forth in the provisions of any applicable IBM
lease agreement, unress protected by a valid quotation.
Trade-In/Exchange Equipment (Follow sequence described above)
Quantity Tll EIA DESCRIPTION -- NeT
v ✓ Include any deduction due to machine condition Allowance
I
I
Total Trade-In and/or Exchange Allowance Credit * (C)
Sub-Total (B — C) illo. (D)
State and Local Taxes (E)
Destination Charge (A) )1 (F)
Advance Payment Received/Purchase Option Credits (If Applicable) * (G)
NET AMOUNT (D + E + F — G) D.IC5/d ---°(H)
THE TERMS AND CONDITIONS ON THE REVERSE SIDE ARE PART OF THIS PURCHASE AGREEMENT
THE CUSTOMER ACKNOWLEDGES THAT HE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS. FURTHER, THE CUSTOMER AGREES THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE
PARTIES, WHICH SUPERSEDES ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THE
PARTIES RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.
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International Business Machines Corporation AOrr. v� „ ���7 ��
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Please Type or Print all Information except signature City ana gay,f/ zip cod 3j
Branch Address -2a th �� Br.qll.jyo. ,r Mark�GL�n O el
City ale "/q/ �� zip0_/p�y�i] .A//( By(Custom on wrel ,..1,57'17, Date
Representatives signature) osap siana� — rvame Signed By —Title p.1
Service A amen For Electric T / j/ J r �77 ,*men - (0441✓ il, I fi.rct
g ( ypewrit s a Input Processing quipment Only)
OPTIONAL—MUST BE INITIALED TO BE VALID Model Charge Per Unit
Terms and Conditions on Attachment
Customer (Agrees ) (Declines ) To Purchase —
(initials) (initials)
E Service After Warrantyt E Regular Service Agreement
t(Excludes IPE Systems equipment) E Automatic Service Agreement
For Mag Media Products: For Copier Products: Supply Agreement
Customer (Agrees ) Customer (Agrees 8 42 ) Customer Purchased Supply Agreement
(initials) (initials)
(Declines ) (Declines )
(initials) (Initials) E Yes ❑ No
To Sign S/A It On Installation. To Sign S/A III On Installation.
Z 13O2164 ---
U/M 50 RPT 4/78
CUSTOMFR
_-__ Pttrchase Agreement
• DESCRIPTION
Sequence; Machine Type, Product, Style, Size, Pitch, Typestyle, Keyboard, Qty.eatinatlon Qt
(Mike,Headset,Control,Panel Color for IPE)Color and Motor. List All Devices D Charge Machine City.
Oty. Type And Fonts. Per Destination Price Machine
If machine is now installed and in the possession of Customer under a lease Machine Charge Price
or rental agreement,indicate the serial number;provide meter reading,If copier.
C
ie).'�vr,J.'J. 71b �.ii fi• 5r
')(d, . ,-,.'t Of c k 7
Supply Kits:
)
Destination Charge i (A)
Purchase Price (Excluding applicable taxes and destination charges) )tG ;..�C.j ._ (B)
For purchase of Installed machines, thepurchaseprices are subject to change until the Effective Date Quotation
) 9 Of Quotation Expiration Date
Effective Date of Purchase within the limits set forth in the provisions of any applicable IBM
lease agreement, unless protected by a valid quotation.
Trade-In/Exchange Equipment (Follow sequence described above)
Quantity T/I E/A DESCRIPTION Serial Number Net
,i ,/
„. Include any deduction due to machine condition Allowance
i
Total Trade-In and/or Exchange Allowance Credit (C)
Sub-Total (B - C) (D)
State and Local Taxes (E)
Destination Charge (A) Iii (F)
Advance Payment Received/Purchase Option Credits (If Applicable) (G)
NET AMOUNT (D + E + F — G) ►/x- my — (H) -
THE TERMS AND CONDITIONS ON THE REVERSE SIDE ARE PART OF THIS PURCHASE AGREEMENT
THE.CUSTOMER ACKNOWLEDGES THAT HE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS. FURTHER, THE CUSTOMER AGREES THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE
PARTIES, WHICH SUPERSEDES ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THE
PARTIES RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT
Cuatgme�r y��°,, ;^ /
International Business Machines Corporation Afdefa a `E �� ' 17� P"�'I 1
\_at Please Type or Print all Information except signature c y nd srta — / Zip case
Branch Office Address Br.On.No. Mask off ' ( n �=, ��� >,
`/ ^/T YN Far(Atlentlon ol)
City end State 2'..G �� ZID Cc0 -'', By ICuetomera Sipnetura pale
G /1 %///C� , (cc' J ,2_zry:H#0,,#B Rvi lei datles�gnehrei �� . pate ` Signed 9C't%mf�eNsee Signed By —Tine 61 Service"Ag Agreement (For Electric typewriter1 nd Firdces'ingt Gipment Only) - '• I '
OPTIONAL—MUST BE INITIALED TO BE VALID .. Model Charge Per Unit
Terms and Conditions on Attachment
Customer (Agrees ) (Declines ) To Purchase —"
(Initials ----"""-. (initials)
E Servic r Warrantyt ❑ RQ ervice Agreement
1-(Excludes IPE Systems equipment) 0 Automatic Service Agreement
For Mag Media Products': For Copier Products: Supply Agreement
Customer (Agrees ) Customer (Agrees r ) Customer Purchased Supply Agreement
(Initials) Ts II 1 Isj. .
(Declines `, ) (Declines )
nnitials) (Initials)
To ❑ No
To Sign S/A II On Installation To Sign S/A III On Installation.
Z 140-2164
U/M 50
CI ISTf1M FR
_= Pa-trchase Agreement
, • DESCRIPTION
Sequence: Machine Type, Prod Style, Size, Pitch, Typestyle, Keyboard, Qty - Dty,
(Mike,Headset,Control,Panel Cal for IPE)Color and Motor.List All Devices Destination X Machine X
Qty. Type And Fonts. Charge Destination Price Machine
If machine Is now installed and n the possession of Customer under a lease Machine Charge Price
or rental agreement,Indicate the serial number;provide meter reading,If copier.
Gp pie e �-
111-13,1_ � //'I7 �c
K/.ncJ!(Jif 72, err hd5 I
Supply Kits:
I I
I I ,
/ Destination Charge I (A)
Purchase Price (Excluding applicable taxes and destination charges) - ►oa��� ,(B)
Effective Date Quotation
For purchase of installed machines, the purchase prices are subject to change until the Of Quotation Expiration Date
Effective Date of Purchase within the limits set forth in the provisions of any applicable IBM
lease agreement, unless protected,by a valid quotation.
Trade-In/Exchange Equipment (FSNow sequence described above)
T/I E/A DESCRIPTIONS. Serial Number Net
Quantity ✓ v .Include any deduction due to machine condition Allowance.
I
i
otal Trade-in and/or Exchange Allowance Credit ID' 1 (C)-
1
Sub-Total - (B - C) IP. (D)
State and Local Taxes i (E)
Destination Charge (A) (F)
Advance Payment Received/Purchase Option Credits (If Applicable) (G)
NET AMOUNT . (D + E + F - G) iP e 1 t1 -(H)
THE TERMS AND CONDITIONS.ON THE REVERSE SIDE ARE PART OF THIS PURCHASE AGREEMENT
THE CUSTOMER ACKNOWLEDGES THAT HE5.HAS READ.THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS. FURTHER, THE CUSTOMER SEES THAT IT.IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE PARTIES, WHICH SUPERSEDES ALL PR OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THE
PARTIES RELATING TO THE SUBJECT MA TTdI OF THIS AGREEMENT, / -
International Business Machines Corporation A"d6'�: s Nynd L 4....
,�� /
Creed ben. •
Zip cod.
9leese Type or Print all Information except signature //� � / ` eta .3
Branch Office
'Address j,r 'Br.Oft No. Mark For(Anent o
Elty J e Iy/,l/(/j///,rq) ( /r- I p Cadee By(Customer' lamta a Data
By�rgentallW's ela at* Da `—' BIanM arm Signed By—TIN* (/��
S see nto Electric writ 7jf Input js'1iag Equipment Only) eA'r'a" ?(/V "' ss ki
OPTIONAL-MUST BE INITIALED.TO BE VALID Model Charge Per Unit
Terms and Conditions on Attachment
•
Customer (Agrees ) (Declines ) To Purchase "tea
(Initials) . - (Initials) ---
❑ Service Af r Warrantyt _f3� gular Service Agreement
t(Excludes.IPE Systems equipment) • 0 Automatic Service Agreement
For Mag Media Products: For Copier Products: Supply Agreement
Customer (Agrees ) Customer (Agrees ) Customer Purchased Supply Agreement
(Initials) in )
(Declines ) (Declines ) 0 Yes 0 No
(initials) (Initials) -
To Sign.S/A II On Installation. To Sign S/A III On installation.Z 140-2164
U/M 50
CI ICTfIMAFR
{
•
- - Service After Warranty Agreement
-- Customer hereby orders IBM Service and IBM agrees to furnish such service for the equipment listed in accordance with the
terms and conditions herein specified.
ACCEPTANCE Acceptance of this Agreement by IBM is contingent upon (1) a satisfactory credit report on the customer and (2)with regard
to the dollar amounts stated herein, the absence of any mathematical error or deviation from IBM's standard prices. Unless
advised to the contrary within fifteen days, the customer may consider this Agreement to have been accepted by IBM as
written.
TERM This Agreement will become effective on the first day following expiration of warranty and will continue for a period of 9
months. This Agreement will be automatically convened to the standard Service Agreement for successive one year periods
upon receipt of payment for Service Agreement Charges In effect at the time of invoicing or conversion.See reverse side for
terms and conditions of the standard Service Agreement.
CHARGES The customer agrees to pay all charges due hereunder.IBM will render initial Nine Month Service Agreement Charge billing
in advance upon receipt of a signed copy of this Agreement. Terms are net thirty days.Alterations, attachments or specifi-
cation changes may require an increase In service charges.
All parts will be furnished on an exchange basis and will be new parts or parts guaranteed to perform as new when used
in the equipment. An additional charge will be made for all batteries.
A zone charge shall be added to the Service Agreement Charge for each unit of equipment located more than fifteen miles
from IBM's nearest point of service.Travel and labor time plus travel expenses will be charged at IBM's established hourly
and mileage rates for service rendered at the customers request after IBM's normal business hours or on Saturdays,Sundays
and holidays.
TAXES There shall be added to all charges(including any zone charges) amounts equal to any taxes,however designated, levied or
based on such charges on this Agreement or the services rendered or parts supplied pursuant hereto, including state and
local- privilege or excise taxes based on gross revenue, and any taxes or amounts in lieu thereof paid or payable by IBM in
respect of the foregoing, exclusive, however, of taxes based on net income.
DEFAULT If the customer does not pay the amount due hereunder: (1) IBM may (a) refuse to continue to service the equipment or
(b) furnish service only on a "Per Call" basis; and (2) the customer agrees to pay IBM's costs and expenses of collection,
including the maximum attorney's fee permitted by law, said fee not to exceed 25 percent of the amount due hereunder.
•
INSPECTION No inspection is provided under the terms of this Agreement.
WARRANTY; IBM warrants that: (1) it will provide IBM Service Availability for equipment covered by this Agreement,provided the equip-
REMEDY ment is located in the United States, Puerto Rico or the Canal Zone: and (2) all parts furnished hereunder will be free of
defects in material and workmanship at the time of installation. In the event of IBM's breach of any warranty, the customer's
exclusive remedy shall be that, provided this Agreement is still in effect as to the unit involved, IBM will: (1) make all nec-
essary adjustments, repairs and replacements, subject to the terms and conditions of this Agreement; (2) replace any parts
which were installed hereunder and found to be defective as of the time of installation.
NO OTHER WARRANTIES,EXPRESS OR'IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY,SHALL APPLY
TO SERVICE OR PARTS.
GENERAL This Agreement does not cover: (1) service or parts required by causes other than normal use or necessitated by the instal-
lation of or malfunction of non-IBM parts, attachments or devices, and (2) expendable supply items such as typewriter
ribbons, paper, batteries for portable input processing equipment and magnetic recording media and (3) time equipment.
IBM shall not be liable for incidental or consequential damages. IBM shall not be responsible for failure to render service
due to strikes, fire, flood and causes beyond its control. This Agreement constitutes the entire contract between IBM and
the Customer with respect to service of the equipment covered by this Agreement and no representation or statement not
expressed herein shall be binding on IBM.The terms and conditions herein shall prevail notwithstanding any variance with
the terms and conditions of any order submitted by the Customer with respect to Service.
•
vanzwa1
Regular Service Agreement
Terms and Conditions
ACCEPTANCE Acceptance of this Agreement by IBM is contingent upon (1) a satisfactory credit report on the Customer and(2)with regard to the dollar
amounts stated herein, the absence of any mathematical error or deviation from IBM's standard prices. Unless advised to the contrary
within fifteen days, the Customer may consider this Agreement to have been accepted by IBM as written.
TERM This Agreement will be automatically renewed for successive one year periods upon receipt of payment for Service Agreement charges in
effect at the time of renewal. Either party may withdraw a unit from this Agreement or terminate this Agreement at any time by giving thirty
days prior written notice to the:other party.
CHARGES The Customer agrees to pay all charges duo hereunder.IBM will render initial Annual Service Agreement Charge billing in advance upon
receipt of a signed copy of this Agreement. Terms are net thirty days. Alterations, attachments or specification changes may require an
increase in service charges.
All charges specified are those currently in effect and are subject to change at the time of renewal.
Parts will be furnished on an exchange basis and will be new parts or parts guaranteed to perform as new when used in the equipment.
An additional charge will be made for all batteries and platens which are furnished.
A zone charge shall be added to the Service Agreement Charge for each unit of equipment located more than fifteen miles from IBM's
nearest point of service. Travel and labor time plus travel expenses will be charged at IBM's established hourly and mileage rates for
service rendered at the customer's request alter IBM's normal business hours or on Saturdays, Sundays and holidays.
TAXES There shall be added to all charges (including any zone charges) amounts equal to any taxes, however designated, levied or based on
such charges or on this Agreement or the services rendered or parts supplied pursuant hereto, including state and local privilege or excise
taxes based on gross revenue, and any taxes or amounts in lieu thereof paid or payable by IBM in respect of'the foregoing, exclusive,
however, of taxes based on net income.
DEFAULT If the Customer does not pay the amount due hereunder: (1) IBM may (a) refuse to continue to service the equipment or (b) furnish
service only on a "Per Call" basis; and (2) the Customer agrees to pay IBM's costs and expenses of collection, including the maximum
attorney's fee permitted by law, said fee not to exceed 25% of the amount due hereunder.
INSPECTION Inspection(s) will be made during IBM's normal business hours. II portable input processing equipment is not made available for service
at the location indicated on this Agreement at the time IBM's representative calls to make an inspection(s), the inspection will be per-
formed at the Customer's request. There will be no refund if in any such case the Customer fails to request an inspection.
At the Customer's request, IBM will make an "additional" inspection of any unit of equipment at IBM's then prevailing rate for an
"additional" inspection.
WARRANTY; IBM warrants that: (1) It will provide IBM Service Availability for equipment covered by this Agreement,provided the equipment is located
REMEDY in the United States, Puerto Rico or the Canal Zone; and (2)all parts furnished hereunder will be free of defects in material and workman-
ship at the time of installation. In the event of IBM's breach of any warranty,the Customer's exclusive remedy shall be that, provided this
Agreement is still in effect as to the unit involved, IBM will: (1) make all necessary adjustments, repairs and replacements, subject to the
terms and conditions of this Agreement; (2) replace any parts which were installed hereunder and found to be defective as of the time of
installation; and (3) refund to the Customer an amount equal to IBM's then prevailing charge for an "additional" inspection for each addi-
tional inspection contracted for hereunder which IBM fails to make except, as provided above, when equipment is not made available to
service.
NO OTHER WARRANTIES, EXPRESS CR IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY, SHALL APPLY TO
SERVICE OR PARTS.
RECONDITIONING When in IBM's opinion a shop reconditioning is necessary because normal repair and pads replacement cannot keep a unit of equipment
in satisfactory operating condition, IBM will submit a cost estimate of needed repairs which will be in addition to Service Agreement
charges. If the Customer does not authorize such work, IBM may refuse to renew this Agreement for the unit.
GENERAL This Agreement does not cover: (1) service or parts required by causes other than normal use or necessitated by the installation of or
malfunction of non-IBM parts, attachments or devices, and (2) expendable supply items such as typewriter ribbons, paper, batteries for
portable input processing equipment and magnetic recording media and (3) time equipment. IBM shall not be liable for incidental or
consequential damages. IBM shall not be responsible for failure to render service due to strikes,fire,flood and causes beyond its control.
This Agreement constitutes the entire contract between IBM and the Customer with respect to service of the equipment covered by this
Agreement and no representation or statement not expressed herein shall be binding on IBM. The terms and conditions herein shall
prevail notwithstanding any variance with the terms and conditions of any order submitted by the Customer with respect to Service.
Automatic Service Agreement Provision:
Each unit of equipment purchased after this Automatic Service Agreement Provision is signed will automatically be placed under Service
Agreement at the termination of its Warranty Period for the balance of the then current contract year of the Service Agreement under
which the Customer chooses to place the unit on maintenance. However, any such unit may be excluded from the Service Agreement by
written notice to IBM thirty days prior to the expiration of its Warranty Period.Copiers, Graphics,Input-Output writers, Mag Card"Selectric"
Typewriter, and MT/ST products are not included in this provision.
The initial Annual Service Agreement Charge for each unit will be the lower of (1) the Charge in effect on the day the unit was ordered or,
(2) the Charge in effect on the effective date of the Service Agreement under which it is placed on Service or. (3) If that Service Agree-
ment has been renewed, the Charge in effect on the date it was last renewed, prorated for the balance of the then current contract year.
•
TERMS AND CONDITIONS
•
li ACCEPTANCE Acceptance of this Agreement is contingent upon (1) a satisfactory credit report on Purchaser, and (2) with regard to the dollar
amounts stated herein, the absence of any mathematical error or deviation from IBM's standard prices. Purchaser may consider
this Agreement to have been accepted by IBM unless advised to the contrary within 15 days from the signing of this Agreement.
The date on which Purchaser signs this Agreement, if subsequently accepted by IBM,will be the Effective Date.
•
TITLE Title e to Sr is s later.
pass to Purchaser on the date of shipment from IBM,or on the date of acceptance of this Agreement by IBM,whi•
(V) SECURITY IBM reserves a Security Interest in the Supplies listed herein or in full.
to
be e copy orderedt
in
the future
Ag
reement under
this m Agreement
y be mfi with appropriate
ent in the amount of
INTEREST their purchase price. These interests will be satisfied by payment
State authorities
does no
t constitute time e tacceptancegLe by tl Purchaser as a
as i f anc ng statement in order to protect IBM's Security Interest.
SuchA
RISK OF LOSS Purchaser assumes risk of loss or damage upon delivery of the Supplies by the carrier.
(V) DELIVERY Purchaser agrees to accept delivery of the Supplies ordered hereunder in quantities no less than IBM's established minimum ship-
ping quantities and in multiples of IBM's standard packaging quantities, within one year after (a) the Effective Date, and (b) each
Automatic Renewal Date(if any).
ic e one ear er(V) TERM This
Agreement Th Agreement will be renewedear from the automatically Effectivesuccessive periods. The tof one year)eaacheunlessbterm terminated byteitherePu Purchaser
or IBM upon thirty days' prior written notice, except that this Agreement will not be renewed automatically if Purchaser does not
accept delivery of the full quantity of the Supplies ordered hereunder during the immediately preceding year. IBM reserves the right
to restrict the number of scheduled shipments, and to establish minimum shipment limitations.
(V) PRICING The price of each Supply item (including substitutions and/or additional Supplies), except copy paper, is based on the total quantity
of that Supply item and similar Supply items originally ordered hereunder for specified shipments as indicated on the face hereof
during the term of this Agreement.
The price of copy paper is based on the total quantity of paper ordered per shipment to a single location. Prices quoted for copy
• paper will be firm for thirty days.
If Purchaser does not accept delivery of the total quantity of Supplies ordered hereunder within one year after the Effective Date
or Automatic Renewal Date, IBM may rebill Purchaser for those Supplies actually delivered at an increase in price per Supply item
corresponding to IBM's price list on said Effective or Renewal Date for the quantity of such Supplies delivered to Purchaser, and
Purchaser agrees to pay this additional amount.
If a price Is reduced during the term of this Agreement, Supplies which are shipped on or after the Effective Date of the price
reduction will he invoiced at the new Alice. If this Agreement is automatically renewed, IBM's standard prices in effect on the
Automatic Renewal Date shall apply for the following year.
All prices are FOB shipping point, transportation within the United States (including Puerto Rico and the Canal Zone) at IBM's
expense.
Terms are net thirty days from date of invoice. •
• TAXES There will he added to the prices hereunder amounts equal to any taxes, however designated, levied or based on such prices or on
this Agreement or the Supplies, including state and local privilege or excise taxes based on gross revenue,and any taxes or amounts
in lieu thereof, paid or payable by IBM in respect to the foregoing, exclusive,however, of taxes based on net income.
(V) SUBSTITUTIONS/ If at any time Purchaser forecasts purchasing an increased quantity of Supplies IBM, at Purchaser's request, will cancel this
ADDITIONS/ Agreement and negotiate a new Agreement specifying the increased quantity of Supplies and the applicable price.
DELETIONS red any time uced amount k may of Supply items,tems�IBM we from this ill not increant se the app/cable item tpriceherein.
for such such
Supply items during results
theln then Purchaser
rent term of
the Agreement.
DEFAULT If Purchaser defaults hereunder or if a petition in bankruptcy is filed by or against Purchaser:
1. IBM, in addition to other remedies, may repossess any Supplies which were previously delivered hereunder and for which
• payment has not been received;
2. IBM may refuse to make further shipments of Supplies; and
3 Purchaser ssts anc 2 exnses of llection and/or repossession, including the maximum attorney's
e permitted by law, said fee not to exeed5% ofhe amount due hereunder.
WARRANTY/ IBM warrants the Supplies to be free from defects in material and workmanship at the time of delivery.
REMEDY In the event of IBM's breach of any warranty, Purchaser's exclusive remedy will be that IBM will repair or replace the defective
Supplies provided that Purchaser returns said defective Supplies to IBM in the United States, Puerto Rico or the Canal Zone
within one year after delivery.
NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE WILL APPLY TO THE SUPPLIES.
GENERAL IBM will not be liable for incidental or consequential damages. This Agreement constitutes the entire contract between Purchase,
and IBM and no representation or warranty not expressed herein will be binding on IBM. The foregoing terms and conditions will
prevail notwithstanding any variance with the terms and conditions of any order submitted by Purchaser with respect to the pur-
chase of Supplies.
Either party may terminate this Agreement for failure of the other to comply with any of its terms or conditions.
(✓)— APPLICABLE TO SUPPLY AGREEMENT ONLY.
(,ln. Ayres to utlIf h- triton, I 'dlIlirt si filfic l fNpn II V,Ioit t P r I r' I �'
of lit Ad c s e t.;lyre, sell,nap I .t't I di hewn p I p Illy I@1 y,i .r. in the roe limeanondining the W i..I t5 Period herdic,
paw l this Ago rii Under they l I l apron I imps toot f fr' o L V B r c pt dl Pa,1!m v ll he l n sit cd al II1M s litre and n denial rates then generally in
and )pow,oice to y vicetm 1. rltcen II It i.me r to accept the machines PVT ellrct.
Warranty thorn under the erne and e cauldrons OI this I nhnrnt The n in
1 h furtherr, Cosagrees r"fir II.EXCLUSIONS
nost all lM1. J' t a::R r ihr II p !loiMO hued
M1 I f I r so ha II a a f e p n tl tl l y IBM n1 this Agreement do not elude
intended 1 results. ( r their arid ,l, II result( ,. n. Its. II h['stonier also r s
responsibility for r s eel 1 arid rut nri .Ind :nIB, le t my dl mi p rmnl or ssv (al a del I '.r rR brim cruised byfailure In continually provide
tcol
used with tee acre l v. I): e an with all tai Mlles I r)electA by IBM i ir-c g, but not
Acceptance of IhsA n it by IBM te get ton(1) t: try credit t the Gut. en tdl . 11rr helep 'd Phe failureos adeetnatt electrical power, air-conditioning or
and(CIwrit regard to the d01h !mounts shown Cr,,l sit pile.Of this Al d r report
absPiceP any
h n llyc control
mother,'- error or d ht Bum IBM current pricer unless advised Is II cr t a ry w'ihin IS days Iti) recta,of damage crease service lime caused by the use of the machines for other
n
after the signing of this Ag e t.the Customer i (onside,this Agreement t loon been accepted by than d ary use for which designed
IBM as wee Itrn and to be in full for and eifert en the dole e gned Ls IPM In repair of.lard dgr replacement d parts(due to other than normal wear)or repetitive service calls
The term machines as used in this Agreement ohms t. rrachmeseed or the model upgrades and caused by the ate of supplies.
feature, r ntess the contaxl requires individual refrrence t r model upgrades aid matures. ' fdl repair of&image or increase In service lime caused try accident',disaster,which shall include,but
PAYMENT t be l ',sled to I .,flood,water, d and lightning transportation: neglect or misuse allera
bons 1 h shall de.but not be Irm led lo,any deviation from IBM's physical,mechanical or
The Customer aAeer to fa .I Erns el v applicable lark hi n..,u Exchange Allowance electrical m athine design,,attar hments which a defined as the mechanical. electrical or ter
Cord f.r,re or HI( fast riagc'. i Out Ay et rric is ranttriter(.orinection to an BM macrfine of non IBM equ D eel sod deices not Supplied by IBM,
Except for the purchase ofinstalled Ir dot r,,,INI mar l lops. or IBM machine s,except those IBM mediums which are owned by IBM under the Service and Parts
must be signed by o Customer and accepted by IBM nil l or briar,' the BateWarranty provision of an IBM purchase agreement or under en IBM service agreement;
This Agreement
of Installation of the machines Payment terms are 9 10 days from the rlate of invorce, unless (el repair of damage or increase n service time caused by the conversion from one IBM model
otherwise provided for in an installment payment agreement between IBM and the Customer to another or the installation or removal of an IBM feature whenever any of the foregoing
The Customer a tees to pay soy a. I sail Destination Charges Irom;n IBM location as shown on as formed by other than IBM this exclusion shall apply only during the three months
ppsubsection!: In the date of such pal fie Modi(calmn.
the lace of Ors Agreement Ind .nriggingets charges in atcora re writs IBM s then current shipping III elate cal service time and replacement parts associated with the stallatton by IBM of an
and bitting pratm
eBMm engineering change when such the additional service and parts die the due lo the conversion IB ion tfrom
the
For the purchase of Instated leased or rented machines. One IBM model to another Or the installation or removal of an IBM feature whenever any of the
Payment in lull moil he subralted t.IBM w II.II ti Agreement treeless otherwise provided for in an foregoing was performed by other than IBM:
into llment payament comer-ref he IBM knd the Customer /gl furnishing ir,g supplies or accessortes p' cite or refinishing the machines or furnishing material
Q
11 Pricer stated hero' r soy urns winch Bed r may s fie fur bead . rest cl g altered n hoes. madden sr iovron changes or attachments
services
from the frisk-rarermidis any y I',M I i'..rl ) eel'era?' I ,tars lee$. [o nCC cal with relocation nn 01 machines.Or adding or removing ACCe5Ser105,811dGhnlenls or other
The priCeS nn thy first page of the,liar mecum ate i or validal ira II f Oreil: o -E xyfiralion Dote devices
Buse prices are subrect to rho'I u ridr 'tillur run Ili,eil Puni_he with,'the limits net forth so (l)) vier1 cal work external to the machines or maintenance el accessories_ altelalrens_
the provisions of any anpl n tale IPM Br,c au r',mem r Bess I. lend t y a ,^lid Quotation lire atlarlourrils or other desires nor toursshed by IBM',
Fffective Date cf Pu c hue shall Srr tow e ct thr Fifer Effective Date r ()iodation r the date o n what ) SIP h sers hie whir h is impractical for IBM to reorder because of alterations in,or attachments to.
this Agreement.coned oy rhe Curl r r s or, red by.IBM al it, Branch 0th ee Address shown on the machine, and
the met eiri of this rpreerinnt rofioded I'.ar . eft es not liter Bran the Quotation
fxrcoation nate Thu a memo, t ' ld counted i µdr, ihr. arroIrcatar, IBM lease or rental Ill Providing Wµf rastv serviced the tnachuie k brnled outside the United States, Puerto Rico.
agreement between,illfil and Poi i dsrum at of t e t ey ini rued'Orly l rei raring the Effective Dale of l µ111 o' Bre Canal Zone
Purr hate WITH RESPECT TO PURCHASE OF INSTALLED LEASED OR RENTED MACHINES WHICH HAVE BEEN
In adddrr'r to the Mires shone on per Fast page of Its';nog recent.lb( r uslsiee,screw to pay amounts INSTALLED FOR MORE THAN 90 DAYS THE CUSTOMER AGREES TO PURCHASE THE MACHINES ON
eqr to L oes e It g tom ims AI t ' a I n I. J of la _ p ed on AN "AS IS"BASIS WITHOUT WARRANT nY.
et l A y yrrs Crouch, De s n the I' Ochre,/In the carrier shall he THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED
b hys the( 'I ni 1 t peal n 1 I n t r f t.inert leased or nulled INCI.UDING BUT NOT LIMITED TO,THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS
n
twine
machines on or alter BB E Irrl wee Orr of'Much sF set ill he born.Lo❑e[usioniere FOR A PARIICULAR PURPOSE.
TITLE TRAVEL EXPENSE `
Exrepi ter prorliasr 'raced I Is ll TIPS lills toe d mar h passes to the Customer The lit' lee no charge for travel expense associated with Warranty service under this Agreement,except
on the dale et-:h r r t from iM ci date this Age torrent is signed by IBM provided that such travel (ha gees in those stances where e the machine location Is not normally accessible by private
ripeemeni is a trot d by 'BM al it! a t ee ob le o sr tic Elided public transportation or if the Customer Engineer is unable to gel to and from
Eer F egehaSe eel fist lie I le std hr o 0.{ 1 m 41 h 'es I tle to t n:h ri B hum 1 a:sec on the rift.efine Bale the rni e I titre with adequate time in between for a l ne repair within one day (IBM's normal
of Purr h ve busrnesc hours)sit r SUS ll instancesthe Customer agrees to pay actual travel expense plus travel and
wa ding tae at IPM prevailing hourly rate
SECURITY INTEREST .rc of mac[tines t t e n the amount of MAINTENANCE SERVICE AND PART$
itBMeses 0 purchaseey mews yinterestin
s Purchase Price I le est will by sibs' by 00/me 1 in hill inless other w'se prov.dede for n an Following expiration f the applicable Warranty Period IBM e requested will paoe!de.at IBM's rates and
IBM rit tI cep pay tap any A ropy d gts ! n r ei may fled on ins behalf with toms ihr rots a' 1. ynae service and maintenance parts for the machln0a, as long as such
appropriate r to elate authorities at any!one after i signally('tv she Cute acceptance
a financing f glee ens n service and p. Is H..g orally available.
to nerfed IBM' ',Booty interest S h'ding does t nslautc ac epta c'of this Agreement by ENGINEERING will upon CHANGES
IBM IBM will upon rentchid furnish to the Lus10m0i, at IBM's prices then generally in effect, such
TRADE-IN AND/OR EXCHANGE ALLOWANCE CREDIT engineering changes as IBM shall have available for sale and which may be suitable for use on, or in
The o prior toragrees r hike of roa Mon eel trade
runes iir aordered hereunder
co Lr the ElleCt list,d�e Date of ann the late nounced rn t the Aar hines the future will he suitable es foruo on o n ion that connection gwith�rthese machineses
Purchase may be
hereof s o to sit rid Date of trot lE use n
Pu cha _ I installed le rented ,,has rs IBM y red ore t'1 trade and or e ihangeer tom PATENT INDEMNITY
Alto e Credit andincrease the Net Amount shown e 11 Ice d y'1 t tee and o exdnange IBM will disc rd the L sneerer against l that machines supplied hereunder,or the Operation of such
Pourer mit when rer coed.is not Irl subst T ly thy sauce condition as nhen inspected machines eurtihiril to the Current unaltered Operating Instructions provided by IBM for such machines
RISK OF LOSS OR DAMAGE infringes a U S patent IPM will pay resulting costs, damages and allorney's fees (malty awarded
The Customer assurnus risk oh loss o.t damage upon dello tv 01 the machines to the Customer,or the provided that,
Effective Pate of Purchase Is, installed leased or renle rime'IMPS a the Customer promptly notifies IBM in writing of the claim and
SHIPMENT rExreot for the purr r asr of installed leased or nested 'sarhices) h IBM has sole control of the defense and all related settlement eegoliations.
IBM are, )11 SChµS)lllehmach' hm el rn accoedancen l.b IBM applicably shipment If such L l has ocrurced.or in IBM's opinion is likely to ocean,the Customer agrees to permit IBM.at
souirence and rt II ronfirn,,and amend as tier essary the Customer s ar:heard,' Prior to Shipment IBM Its option and expense either to procure for the Customer the right to continue using the machines or to
wig make reasonahle accomnindation In a delay repurd e f y the Customer fir replace or modify the sane so that they become non infringing.II neither of the foregoing alternatives is
reasonably available the Customer agrees to return the machines on written request by IBM.IBM agrees
PRICE PROTECTION PERIOD (Except for the pug'h3Sid eh InStalleo teased or ented machines, lo grant the Customer a credit for returned machines as depreciated.The depreciation shall bean equal
Prices of the machtres slated he en shall not be s ublect Io any established pricein( ease from the date amount pea year over the life of the machines as established by IBM.
on which thus Agreement is signed by theCustomer and IBM to the originally scheduled shrpptng date IBM shall have no -tiplty for any claim based upon the combination of machines furnished hereundel
phis period w II at r n time exeerd twelve m a rest with apparatus s or cevices riot furnished by IBM or based upon alteration of the machines supplied
If IBM s established ice for at macr,e
+y e upon the Date O'Irstalldimn shall he lower than n pots for hereunder ,,such claim would have,been avoided er the absence of such,,other IBM shall have no
he
such machine staled in This Agreement. the Customer shall have the benefit of such lower price. liability for any clam based upon the use of the machines Ina manner other than specified in the
INSTALLATION _ Operating Instructions providedby IBM for such machines nor shall IBM have any Ilabtlily for the use of
The Customer agrees to provide a shitabte installation environment with all facilities prescribed by IBM. supplies nm I Ished by IBM in such machines unless such supplies area substitute for supplies then
Mariners purchased under the Agreement shall be instal s specified by IBM available front IBM, and any differences therebetween are irrelevant to the alleged infringement
ExceptIon purchase of leased rented machines the Date of Installation for a machine berng The .I gong states the e I reobligation of IBM with respect to mfringemenl of patents by the machines
installed o any pit is thereof or for the use thereof.
installed will be the day(Monday through Fndayl l allowing ollowing the day that III the machines Installed as
specified by IBM,Or (21 the machine is delivered Is the Customer if 'he Customer mercer halls to provide a LIMITATION OF REMEDIES
suitable installation environment or elm is to delay instaliatron as specified by BM IBM's entre liability and the Customer's exclusive remedy shall be as Iollows'.
CONFIGURATION CHANGES in all situations involong performance or non aperformance of machinesmodel upgrades or features
By agreement between IBM and the (list change in the cnnllgt taboos of machines described lug sled Under this Agreement the Customer s remedy is(I)the adjustment or repan of the machine.
herein n ly be made poor to the dale()I shipment Such changes will he srhtect to prices and shipping model upgrade de or feature or replacement of as parts 1 y IBM,or at IBM's option,replacement of the
schedules in effect at time al change - IllaClIIIIC, model upgrade or feature,or( h 1,after repealed efforts,IBM is.unable to install the machine,
Additional fit Wins and model rograrles bhich are field installable Inas be ordered rn writing by the model upgrade or feature or a replacement machine,model upgrade or feature in good work fig order,or
Customer under this Ag eemeei.At Inv rime after its acceptance by IBM.for installation in the machines to restore it to god working order nll as warranted.the Customer shall be entitled to recover actual
ublect to IBM's then nee ally to elird damages to the limits set forth in this Seaton For ,any other claim concerning performance or
P - R" non performance by IBM pursuant to, or in any other way related to the subject molter of. this
WARRANTIES Agreement any order under ect AgrO,menl,the Customer shall be entitled In recover ail al damages
Ma1 e{t purchased under ltsr Agen Iyl mil '.e witi prof
do I II ivtlrll Is. 5edmn
an machines
ltd by ll'M l ports al lc war t hat h ml t l Ter n g IBM liability totdamages to Customer any h l be lima and e greater
of i52 10(10 of
or nri nes wt ch previously s instilled IBM warrants thatrat.I ouch re will he fig d working bon l in r d ed or tort including is ma shall to a d hethe damages
of ha.r Me
on
the I r fl e Wa NIA t n ill hie at I will n is IPhTs official published specificationsn pa the porch e Irru stated herein to the specific acts fee_ that caused the dpmages or Ihai are the
the III kg , l will mil, p t, rn .lee , 1 py Inn fleet ieeel id the fig rglnllo Il! nte ni not
f pit pen e -I ,r ill, ( I 1 II W ivConed1 el or t p Inns feefit tI. c I. IB• II the Section entitled'Fnr II Indemnity
eau Min V+II mar him(
d e 1 w' I SI motors) f a II I,Ile olenciinstallation t I ,ninny solely Iti IBM ily the
e far t I gummed f l ts fie l oath ml Oral io i e Ie I. : I VIII ih Ia or. lee o 1n nits: e t Iho rile Cot rg la ere. tee tlIon Ten
aot t taut i
a hi e ,si ,moat t r ei Iv lS original shipping nt of the
or the V Perdate slay
ll tormfhs delayed Isle s po s or for any mafi_.,profitstar other firagainst thel Customer
¢bynn IBM of ea taeen
rty
advised o the MOs a h of damages,or lot any clam against Customer by any other pally,
d�Ibmv which first omen n except:.. p Ovnl'�I the Section entitled "Patent Indemnity
Fat or fie n Fenn of .r d lea r d ot rh rited fraChilleS.the Warranty Penrod rod for each machine wit' GENERAL
he IO darts tort eat a err a r•.f commencing upon the dale the originally ordered This Agrer maltees irr I as g'ahfe without the p air written consent of IBM.Any attempt to assign any of
r n m was' sit instailtd on rer t sr lease with to Customer the rights duties or obligations of this Agreement without such consent is void.
I SERVICE AND PARTS WARRANTY This Agreement ran only he modified by a written agreement duly signed by persons authorized to sign
wi
ll provide Warranty service to keep o restore to good working order each machine for 90 days agreements on behalf of the Customer and of IBM(an authorized u IBM Manager),and variance tram the
(one year on electrc motors)from the Narranty tom ,cement rate at no additional charge to the terms and conditions of this Agreement in any order or other written notification from the Customer,will
Customer except as et (oath in the Section riddled hrclusloes This Warranty service includes be of no effect the Icon 'this Agreement''as used herein includes any future written amendment made
preventiver ma one can _Lased upon the Warrants
rants of ere ill s clod as determined adjustments,bu IBM and In aao da ir nor pro0.
Indc item.on of C el n nee a e Wyl ratty se re ll also n¢ed r.a ant cxcha, ebastSnII any provision g or p o of ace bi iiy 1 Agreement d remaining
be held to be invalid,illegal y unenforceable the
andreplacement, sf parts deemed pn necessary y IBM. Farts v he furnished n an exchange an al oure legality and enforceability of the enarning provisions shall not in any way be, aflecteil or
!he replayed pants become,p Lion o t of IBM. Warranty service provided under this Agreement does pa action tit e g
Col men ce gn a th aDBe Op ration oto B e an a nes. N aregardless tertheon harm arising out of(his inAgreementh cse may be brought by eire than
twoarty more than
Commencing TEl nn the Date 1 Installation of an additional focal feature e.model upgrade increment, IBM will two dale f the the , action has arisen.or m the case of imp payment mbf¢than two years nom
Provide a BO day Se a nod parts ma n(v fate yea o rapt neotoasl the dale of the last or amen!
Moog' e a 1st,?ly Period eng.,ern g d,,,Res.determined by able by IBM. will be controlled and IBM is not repo n b e a 'adore to fulfill its oblegallmrs under this Agreement due to causes beyond its
c stalled e y BM on the machines the L sit m_ y, by o'id ore s irre 1 to µ,den „nix,'
sOlliµµ1 PI'. ter *SS rim i tee have onis m,r Limv '3a gee.s as elcherrilerind by IBM, n. ailed on the it,—. Agri .earl µir Li Ineonto by the Imes oe the slit of New Fork.
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