HomeMy WebLinkAbout2008 07 28 Consent 203 Contract with AXIS for Utility Bill Printing ServicesCOMMISSION AGENDA
ITEM 203
July 28, 2008
Meeting
CONSENT X
INFORMATIONAL
PUBLIC HEARING
REGULAR
MGR DEPT
Authorization
REQUEST: The Finance Department Is Requesting Authorization From The City Commission To
Piggyback Off Of The City Of Melbourne, Florida's Contract With Advanced
Xerographics Imaging Systems (AXIS), Inc. For Utility Bill Printing Services.
PURPOSE: The purpose of this Agenda item is to request authorization to piggyback off of the City of
Melbourne, Florida's contract with AXIS, Inc. for utility bill printing services.
CONSIDERATIONS: The City of Winter Springs piggybacked off the City of Melbourne's contract with
AXIS last year to outsource the printing of the weekly utility bills knowing the contract expired in one
year. The City of Melbourne has since re-bid this service and has awarded a new contract to AXIS. It
is the desire of the City to piggyback of Melbourne's new contract - (Service Agreement # 12-136-0-
2007) dated March 26, 2008 (using the rates discussed in Amendment To Service Agreement #1 dated
June 26, 2008 and the City of Winter Springs Utility Notices Client Services Agreement Attachment
#1 dated July 2, 2008 (see Attachments #1, 2 and 3)).
Each week approximately 12 hours are spent printing, stuffing and mailing utility bills. Problems
with the stuffing machine have become an almost weekly occurrence whereby the equipment
maintenance company must correct the problem. There have also been problems when multiple
inserts have been included in the utility bill envelope. Outsourcing this function would allow the
contractor to handle maintenance issues with their stuffing equipment, enable the City to insert
multiple stuffers into the utility bill, reduce the volume printed on the City's printers each week,
utilize current staff in a more efficient manner for customer service issues and allow current
department staff to better serve an ever-increasing customer base.
For the outsourcing of utility bill printing services, AXIS contracts with all Cities in Seminole County
(except for Oviedo), City of Cocoa Utilities, City of Palm Bay Utilities, City of Tamarac Utilities and
Sumter Electric Cooperative, Inc.
FUNDING: Funding would be payable from the Utility Billing Division of the Finance Department
Contractual Services line code 1360-53188 (in the General Fund) at a cost of $0.19383 per bill printed
including a pdf image of each bill. The General Fund will be reimbursed by the Water and Sewer
Utility Fund for 100% of the fees charged. The contract will be for approximately $29,956 per year,
based on our estimated customer count. Funding is available in the FY 2008 and FY 2009 budgets.
Consent Agenda Item 203
July 28, 2008
Page 2 of 2
RECOMMENDATION: It is recommended that the authorization be granted to piggyback off of the City of
Melbourne, Florida's Contract # 12-136-0-2007 with Advanced Xerographics Imaging Systems
(AXIS), Inc. for utility bill printing services at a cost of $0.19383 per bill printed including a pdf
image of each bill.
ATTACHMENTS:
1. City of Melbourne Contract # 12-136-0-2007
2. City of Melbourne Amendment To Service Agreement # 1 dated June 26, 2008 for piggyback
pricing structure
3. City of Winter Springs Utility Notices Client Services Agreement Attachment #1 dated July 2,
2008
4. City of Winter Springs Customer Service Agreement dated July 31, 2007
COMMISSION ACTION:
City of Melbourne
SERVICE AGREEMENT (12-136-0-20071
Utility Billing Services
Award Date: Approved by Melbourne City Council on March 25, 2008
THIS Agreement is entered into this 26th day of March, 2008, for the period June 1.2008
through Mav 31. 2010, by and between the CiTy of Melbourne, Florida, hereinafter
referred to as the City; and Advanced Xeroeraphics Imaeine Svstems (AXIS) Inc 6851
TPC Drive. Orlando Flori ~ 32822 hereinafter referred to as the Contractor.
NOW THEREFORE, the Parties do mutually agree that:
Scope of Service: Contractor shall fiunish all labor, materials, equipment,
facilities, and services to provide CASS certification, laser printing, and mailing
services to the City of Melbourne, in accordance with General Processin
Assumptions, for the prices listed below:
Item Description Unit Unit Cost
A. Non-recurrine fees
A-1 Initial development, data programming, Sum $ 0.00
data layout, form design, and envelope design
A-2 Additional customer requested data
programming or set-up charges per/hr $ 75.00
B. Statement Materials/Processin Cha es
B-1 First Page Each $.02200
B-2 Postal Optimization Each
B-3 Uncoated , 8.5" x 11"Paper Stock with Eanh $•03903.
City logo (24 lb) $•02322
B-4 #10 Single Window Mailing Envelope Each $ 02228
with City logo (24 lb)
B-5 #9 Single Window Remittance Envelope Each $.01948
(241b)
Total Materials /Processing Cost Each 5.12601
C• Optional Charees
C-1 Additional pages for inserts Each
C-2 Variable highlight laser printing Each $•01000
C-3 CD/DVD Archival $.00500
Each $.01500
Performance: Performance under this Agreement shall be in accordance with the
Contractors RFP response, dated January 17, 2008, and General Processin
Assumptions as detailed below:
A• Contractor shall handle the laser printing and mailing of the City's utility
bills. The volume is approximately 57.000 per month.
B• Contractor will receive data for the utility bills from the City four (4)
times per month. The City will supply a monthly schedule one week
prior to the beginning of the first billing cycle of each month. The City
reserves the right to change the billing date and/or the number of billing
cycles, as necessary.
C. Contractor will receive data via ASCII file in zip file format transmitted
via FTP transmission. A record layout will be supplied by the City. All
2
data will be supplied in separate fields and the City shall compress the file
using compression software.
D. Contractor shall simplex (one side) laser print the data on 1/1 color pre-
printed 8.5" x 11 ", 24# bond white paper. The paper shall have a
horizontal perforation and shall be "long-grain". The Contractor shall
provide the paper.
E. Contractor shall fold and insert the utility bill(s) into a #10 white, single
window envelope. The Contractor shall insert a #9 white courtesy reply
envelope (CRE) for utility bills requiring a mailed remittance. Utility bills
that are designed for ACH payments will not require the #9 C12E. Both the
# 10 and #9 envelope will be pre-printed on the front in blue ink and shall
be supplied by the Contractor.
F. Contractor shall set up the Utility Bill form and program to include scan
lines for multiple page matching (intelligent inserting. The City will
provide the matching criteria for the multiple page programming.
G. There may be periodic requests for inserts to be mailed with the utility
bills. The City shall supply the inserts to the Contractor at least one week
prior to the mailing. The City will provide clear instructions with the insert
detailing which print run (cycle) requires the insert. All inserts supplied
must be within the specifications supplied by the Contractor to meet the
machine requirements for automated inserting.
H. Contractor• is required to perform special programming on the data that the
City supplies. Some of the programming that is required is:
(1) Process the files for CASS certification (delivery point barcode).
(2) Contractor creation of a "keyline" that will appear above the name
and address block for quality control purposes.
(3) Three (3) of nine (9) barcode for return payment processing (if
applicable).
(4) Special messages to be printed on the notice for each cycle (if
applicable).
Contractor shall supply all printouts to the postal service to document the
postage discounts where applicable (e.g. zip distribution reports, CASS
certifications, and pre-sort summary reports).
The City will pre-pay one month of estimated postage to the Contractor
prior to the first of each month and Contractor shall provide a postage
report to the City for each billing run.
K. Each job will be sorted and bundled to the lowest qualifying First Class
rate for postal discounts (LISPS CASS certified). NCOA and "MOVE
UPDATE" requirements are the responsibility of the City.
L. Contractor will develop operation documents for printing as well as
inserting and mailing; define procedures for quality control; and develop
all the automated controls that will be necessary to accurately process the
data files when they are received by the Contractor.
M. Any "no-mail" notices, accounts with "bad" addresses or unused inserts
will be delivered back to the City at no extra charge.
Payment: Blanket purchase orders will be issued by the using departments/
divisions for specific periods of time to cover invoices for contract service
performed for the City of Melbourne. The Contractor shall be paid within forty-
five (45) calendar days after receipt of an itemized invoice from the Contractor
and acceptance of the service/work by the City, less any deductions or
assessments.
Renewal of A¢reement: The Agreement may be renewed for one (1) additional
Three (3) year period, at the same rate(s), by mutual agreement of both
Parties.
Terms and Conditions:
A. Delivery and Acceptance
Receipt of services/supplies shall not constitute acceptance. Final
acceptance and authorization of payment shall be given only after
thorough inspection indicates that the services/supplies delivered meet the
specifications, terms and conditions. Should the services/supplies differ in
any respect from the specifications, payment will be withheld until such
time as the Contractor takes necessary corrective action. If the proposed
corrective action is not acceptable to the City or the Contractor, final
acceptance of the services/supplies may be refused, in which case the City
shall not be liable for payment. Itemized invoices must be submitted for
each bill run to Accounts Payable. The City must approve all invoices
prior to payment.
Time is of the essence in this contract, and failure to deliver as specified
within the time period required shall be considered a default. In the case of
default, the City may procure the services/supplies from other sources and
hold the Contractor responsible for all costs occasioned thereby and may
immediately cancel the agreement.
B. Non-Appropriation of Funds
In the event sufficient budget funds are not available for anew fiscal
period, the City shall notify the Contractor of such occurrence and the
contract shall terminate on the last day of the current fiscal period,
without any penalty or expense to the City of any kind whatsoever.
C. Indemnification
As respects acts, errors, or omissions in the performance of professional
service, the Contractor agrees to pay on behalf of and hold harmless,
indemnify, and defend the City of Melbourne, its officers, elected officials
and employees from and against any and all claims, action, loss, demands
defense costs, liability or consequential damages of any kind or nature
(including, but not by way of limitation, attorney's fees, and court costs)
arising out of, or incidental to, the performance of the contract to be
executed or service performed theretmder.
D Assi¢nment
The Contractor, his/her assigns or representative, shall not enter into any
agreements with third parties to delegate any or all of the responsibilities
or rights herein set forth without prior written approval of the City.
E. Independent Contractor
The Contractor shall perform the conditions of this Agreement as an
independent contractor and nothing contained herein shall be construed to
be inconsistent with this relationship of status. Nothing in this Agreement
shall be, in any way, construed to constitute the Contractor or any of his/
her agents or his/her employees as the agent, employee or representative
of the City.
F. Insurance
The Contractor agrees to furnish a certificate of insurance naming the City
of Melboume as an additional insured with General Liabilitv of
$1,000,000 combined single limit per occurrence for bodily injury,
personal injury, and property damage; Professional Liabilitv with
$1,000,000 combined single limit per occurrence; Automobile Liabilitv:
$1,000,000 combined single limit per accident for bodily injury and
property damage; and Workers' Compensation and EmDloyers Liability
limits of $1,000,000 per accident.
G. Termination for Convenience
The performance of service under this contract may be tetTrtinated by the
City in whole or in part whenever the City determines that temtination is
in the City's best interest. Any such termination shall be effected by the
delivery to the Contractor of a written notice of termination at least fifteen
(15) days before the date of termination.
H. Termination for Default
The City shall have the right to terminate this Agreement if the City
determines that the Contractor has not satisfactorily performed the
service/work required, as determined by the City. In the event the City
decides to terminate the Agreement for failure to perform satisfactorily,
the City shall give the Contractor at least fifteen (I S) days written notice
before the termination takes effect. The fifteen day period will begin upon
the mailing of notice by the City.
WITNESS these signatures:
CITY OF MELBOURNE
900 East Strawbridge Avenue
Melbourne, Florida 32901
Jack M. Schluckebier, Ph.D. (Date)
City Manager MAR 3 1 2008
Attest: (Seal)
Cathy Wysor, City Clerk
Distribution:
Advanced Xerographics Imaging Systems, Inc
(AXIS)
6851 TPC Drive
Orlando, Florida 32822
Name/title of authorized representative
T /
(Signature) (Date)
Attest or Witness:
By•
Department/Division
Purchasing
tia
AXIS
Advanced Xerographics Imaging Systems, Inc.
CITY OF MELBOURNE
AMENDMENT TO SERVICE AGREEMENT #1
CONTRACT NO. (12 -136 -0 -2007)
The CUSTOMER agrees to the following changes and charges described in the original CUSTOMER
SERVICE AGREEMENT dated March 26. 2008.
1. All assumptions from the original agreement remain the same except for the following item(s).
2. AXIS will be responsible for initial development, implementation, online payment, online presentment,
IVR payment, daily financial reconciliation and customer support.
3. AXIS agrees to reduce the standard $900 monthly minimum Webbox fee to $400 for the first three (3)
months of service, timeline to be determined.
4. AXIS will bill the applicable fees indicated in the following price table on a monthly basis for Online
and IVR Utility Payment Services. The "per transaction flat fee" will be multiplied by the number of
customer payment transactions processed on a monthly basis. City of Melbourne Utility Customer's
will be responsible for the per transaction flat fee below.
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erchant Agteenle jH ppli � G,1iU, Costs
5. AXIS will charge the following rates for #9 envelopes based on the size of the CUSTOMER'S cycle
size.
1 -3,000 utility notices = $.02468 /envelope
3,001 -9,000 utility notices = $.02303 /envelope
9,001 - 15,000 utility notices = $.01948 /envelope
6851 TPC Drive A Orlando, Florida 32822 -5141 A Phone: (407)351.0232 Fax:
(407)363.4586
r~a~anced X~~,rographics Imaging _~ ;t ems,, In~
6. AXIS will charge the following rates based on the size of the CI~S~h01~~ICR~s c ~cle size:
1-3,000 utilih~ notices = $.19637/notice
3,001-9,000 utility notices = $.15580/notice
9,001-1 1,000 utility notices = $.10653/notice
1 1,00 l -1 x,000 utility notices = $.1048/notice
7. AXIS does maintain a minimum shop charge of$300 for this project. This charge is not in addition to
the above price. It simply means that if the total project is less than this amount, AXIS will charge this
flat rate to cover fixed costs
The PARTIES agree to he bound by the terms and conditions documented in the original Customer Service
Agreement.
SIGNAI,URES:
City of Melbou e
By:
Title:__ ~~, .KA,yi¢Gc~
AXIS, Inc.
..._
Title: Senior Account Mana
Date: ~ Lr ~ ~
Date: June 24, 2008
6851 TPC Dri,.e A Orlando, Florida 32822-5141 A Phone: (907)351.0232 Ear,:
(407)363.9586
nd..an«d Xerograp~ics lma~in~ 5gstems, lnc.
CITY OF WINTER SPRINGS
UTILITY NOTICES
CLIENT SERVICE AGREEMENT
ATTACHMENT #1
JULY 2, 2008
The CLIENT agrees to the following changes and charges described in the original CLIENT SERVICE
AGREEMENT dated July 31, 2007.
1. All assumptions from the original agreement remain the same except for the following item(s).
2. Amendment to Service Agreement in conjunction with the City of Melbourne Utilities. This applies to
the Contract # 12-136-0-2007 dated March 25, 2008. The initial term is from June 1, 2008 through May
31, 2010 with one additional three year period, at the same rate(s), by mutual agreement of both Parties.
3. AXIS will charge rates based on the size of the Client's cycle size (See Attachment from the City of
Melbourne Utilities Agreement). Items #B-1, #B2, #B-3 and #B-4 of the Melbourne Agreement are all
included in the tiered pricing for the City of Winter Springs based on the size of each cycle.
The PARTIES agree to be bound by the terms and conditions documented in the original Client Service Agreement.
Client:
Advanced Xerog_raphics Imaging_Systems Inc
(AXIS, Inc.)
,.•-+
Lori Foerster, Account Manager
~' a2 - ~ ~
Date
By: (Company Name)
Signature
Name (Type or Print)
Title
Date
(3851 TPC drive ~j' ~)r~ando. ~' ~orida 32822-5141 ~j' phone: (407351.0232 Fax: (407)3f33.4586
~ ~l,h 1 ~ V1, E- ~ ~
D COPY
Advanced Xerograp}~ica Imaging Systems, Inc.
CITY OF WINTER SPRINGS
CUSTOMER SERVICE AGREEIViENT
JULY 31, 2007
Advanced Xerographics Imaging Systems, Inc. (AXIS) agrees to supply to CITY OF WINTER SPRINGS
(CLIENT), located at 1126 East S.R. 434, Winter Springs, FL 32708 and CLIENT agrees to purchase from AXIS
the CLIENT'S CASS Certification, Laser Printing and Mailing Services as outlined below. This Agreement will
remain in effect per the specifications of the City of Melbourne piggy-back agreement Amendment 2 to Service
Agreement for Utility Billing Services until May 31, 2008 (Contract No. 02-024-0-2003).
GENERAL PROCESSING ASSUMPTIONS
AXIS will handle the laser printing and mailing of the CLIENT'S utility invoices. The volume is
approximately 13,400 multi- page invoices/month and approximately 80-300 final bills per month.
AXIS will receive data for the notices from the CLIENT weekly. CLIENT will supply a schedule thirty
(30) days prior to each month.
3. AXIS will receive data in a format determined mutually by AXIS and CLIENT. (In data format). It is
preferred that if the file is sent via electronic transmission that the CLIENT use "FTP" (File Transfer
Protocol) and that the CLIENT compress the file using compression software.
4. AXIS will simplex (one side) laser print in black ink, the data on 8 %z X 1 1, 60# offset or 24# bond white
paper. The paper will be pre- printed 2/1, black or blue ink. The paper will have a horizontal perforation
and will be "long-grain". AXIS will supply the paper.
AXIS will laser print a message that will print on the invoice. This message can be changed by the
CLIENT from one cycle to the next. The required text for the message is required 72 hours prior to the
printing and mailing of the invoices.
6. AXIS will fold and insert the notices into #10, white, single window envelopes along with a #9 white,
window envelope. The #10 and #9 envelopes will be pre-printed on the front in black or blue ink. The
#10 and #9 envelopes will be supplied by AXIS
There may be periodic requests for inserts to be mailed with the invoices. All invoices will receive
the same insert. The CLIENT will supply the inserts to AXIS at least one week prior to the mailing.
CLIENT will have clear instructions with the insert detailing which print run (cycle) requires the
insert. All inserts supplied must be within the specifications supplied by AXIS to meet the machine
requirements for automated inserting.
CITY OF WINTER SPRINGS - UTII..ITY BII.LMG
SUBMITTED BY -AXIS INC.
07/31 /07
PAGE I
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Aclvancccl Xcm~rapliic,i ln3aRSin~ SyKlcn~x, Inc.
AXIS is required to perform special prograirurung on the data that CLIENT supplies. Some of the
programming that is required is:
A.) Process the files for CA55 certification. (delivery point barcode)
B.) AXIS will create a "key-line" that will appear above the name and address block for quality control
purposes.
C.) 3 of 9 barcode for return payment processing (if applicable).
D.) Special message to be printed on the invoice for each cycle.
9. AXIS will supply all printouts to the postal service to document the postage discounts where applicable (e.g.
zip distribution reports, CASS certificates, and presort summary reports).
10. AXIS will provide a postage report to the CLIENT for each run.
11. Each job will be sorted and bundled to the lowest qualifying First Class rate for postal discounts (i1.S.P.S.
CASS certified). NCOA and "MOVE UPDATE" requirements are the responsibility of the CLIENT.
12. AXIS will develop operation documents for printing as well as inserting and mailing, define procedures for
quality control and develop all the automated controls that will be necessary to accurately process the data
files when they are received by AXIS.
13. Delivery of mail to the postal facility located physically nearest to or duectly to the U. S. Postal Service's Mid-
Florida Processing and Distribution Center in Lake Mary Florida or to the Orlando Tradeport postal facility
will be supplied at no additional charge.
14. Any "no-mail" notices, accounts with "bad" addresses or unused inserts will be delivered back to the
CLIENT.
15. Postage will be due one month in advance and a monthly report will be supplied to CLIENT to reflect the
current status.
PRICING
Client is responsible for all shipping and delivery charges.
All additional inserts (as defined in #7 above) will be processed at $10,00/thousand inserts.
CITY OF WINTER SPRINGS -UTILITY BILLING
SUBMITTED BY -AXIS TNC.
07/31!07
MAGI; 2
Aclvancccl Xcrr-~raplurx 1naaRin~ ~yxlcmn. ]nr.
Any additional set-up or special programming will be charged at $75.00/hour. This rate will also be charged
each time the message changes on the invoice.
4. There will be a one-time development fee nut to exceed $1500.00 for data programming and composition .
Until May 31, 2008, the price for the programming/development listed in items 8 A-D, simplex laser printing,
folding, inserting, metering, sorting, and delivery to the Mid-Florida postal facility in Lake Mary Florida or
the Orlando Tradeport postal facility is $O.ISS80/notice. The price for the #9 Remittance envelope is
$.02762/each. This pricing is in agreement with the City of Melbourne Utilities agreement (piggy-back)
dated March 17, 2006 and their Contract No. and Amendment 2 To Service Agreement for Utility Billing
Services (02-024-0-2003). This price does not include postage. AXIS does maintain amuvmum shop charge
of $300.00 for this project. This charge is not in addition to the above price. It simply means that ifthe total
project is less than this amount, AXIS will charge this flat rate to cover fixed costs.
Terms are NET 45 upon delivery and acceptance.
SIGNATURES:
CITY OF WINTER SPRINGS
By: mow. .
~nCtld w Me t.ernor~
Title: G ky 1yla+~o.~7W
Date: ~ 1~ ~~~
CI'1"Y ()F WIN1'l:R S}'RINGS - U 1'ILI'1'Y BILLING
SUI3Ivt17""1"EU BY - AX15 INC.
r)7/31 /~7
PAGE ?
AXIS, INC.
.~
By: -~`~'
Title: Account Manager
Date: July 31, 2007
11c~~ancccl Xrm~rap}uac Inia~in~ Synlcnix. Inc,
Cit)~ of Winter Springs - Utility Billing
TERMS & CUNDITIUNS
July 31, 2007
WARRANTY:
AXIS warrants that the services provided herein will result in products that are usable as working records of the CLIENT.
CLIENT agrees that such sen7ces shall not relieve it from any obligation to maintain records and/or duplicate copies of source
documents to mitigate against the possibilih• of the loss of'data resulting from an)• cause. It'any documents f'wnished by CLIENT are
damaged or lost while in AXIS' possession, AXIS' sole obligation shall be to reprocess the documents for mailing if CLIENT can
provide a duplicate c:opl•. AXIS shall not be liable for the Ivss of and information vn or the damage to an)• source dcx:utnents ur
magnetic media. No clean will be allowed under this warranty- unless the CLIENT promptly notifies AXIS of such claim in writing
within thirty {30} days of such occurrence. The foregoing warrant~~ is exclusivt and in litu of all other warranties whether expres~d rx
implied.
AXIS ASSUMES NU LIABILITY FUR ANY SPECIAL, INDIRECT, CUNSEQUENI'IAL, INCIDENTAL UR UTHER
DAMAGES OF ANY TYPE RESULTING FROM AXIS' PERFORMANCE HEREUNDER. TI IE AFORESAID REIv1EDY OF
THE CLIENT IS EXCLUSIVE ANll THIS PRUVISIUN SHALL APPLY TU ANY ANU ALI. CLAIMS UR SUITS BROUGHT
AGAINST AXIS BY THE CLIENT. AXIS SHALL. NUT BE RESPONSIBLE FUR DELAYS IN PRUCESSTNG UR IN THE
DELIVERY OF TI-I): CUMPLE'I'ED PRINTMG.
2. CHARGES FOR SERVICES.
AXIS may vary the prices set forth in this Agreement to reflect increases in its latwr and material costs. All price increases
are effective thitt)• (30) dais after written notie;e by AXIS to the CLIENT. Based upon receipt of a favorable credit application,
Invoices are due NET4~.
3. TAXES:
All federal, state;, counh~, local yr other excise, sales or use taxes will be paid by the CLIENT.
4. CONFIDENTIALITY:
AXIS agrees to exercise caution and discretion in safeguarding CLIENT'S information and data which are confidential and are
clean) so designated. AXIS shall be liable to CL)E'NT only in the event of a willful and material disclosure of such information or
data.
5. NON-SOLICITATION AGREEMENT:
Both parties agree that, during their contractual relationship, and for a period of two (2}years from and a8er the terminaLon,
for whatever reason, of this contract, neither shall engage, hire, employ, or solicit any employee from the other party or otherwi~
induce or attempt to induce any employee from the other part' to leave its emplolinent or alter in any way the other part's relationship
with its employees.
CITY OF WINTER SPRINGS - U"I'll.l'TY BILLING
SUBMITTED BY -AXIS INC.
07/3 I /07
PAGE d
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f~c~vcucccc~ Xcrr~rap]iiex Ima~in~ syKlcnix, Ine.
BINDING EFFECT:
This Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties to this Agreement, and
their respective successors and assigns. In the event that substantially- all of the assets of the CI.IETTf are sold to another comp ant- or
the CLIENT is consolidated or merged with another company-, CLIENT agrees that this Agreement shall be assigned to aril be birxiirtg
upon such other company-. Further, if the data processing operations of CLIENT are trana-fcrrtd lu a different location, thisAgramcttt
shall remain in effect if AXIS is able to provide the same services at such location as aze provided hereunder. Tbe CLIENT stall give
AXIS six•~~ (GO) days written notice of its intent to transfer its operations elsewhere. AXIS shall then have thirq- (30) days to inform
CLIENT as to whether it is able to conlinuc providing services ai the new Location
TIME OF ESSENCE'
Time is of the essence with respect to each and even' term and provision of this agreement.
(;~VERNRdG LAWS:
The validity, construction, and effect of this Agreement shall be governed by the law of the state within which the s~et't~ices are
to he provided.
DEFAULT
If either path- is in default under this Agreement and such default continues for thirty {30) days after written notice Wereof by
the other party-, this Agreement ma~~ thereupon be tectninated by- 5-uch other party. Incase suit is brought by-either part~• due to such
default, the prevailing path' in the litigation shall be entitled to recover against the other parh~ a reasonable attorney's fee to be fixed by
the court. In the event of a default by CLIENT, the parties agree that the minimum monthly charge, if any-, stated on the front of this
agreement shall not be used as the meastue of damages.
0. EXCLUSIVE AGREEMENT:
CLIENT and AXIS agree to be bound by the terms of this Agrcxtnent and further agree that it is the complete and exclusive
statement of the agreement between the parties, which supersedes all agreements, proposals, anal or u~r-ittcn, end other uxmrnmicatiuns
between the parties relating to the subject matter of this Agreement. No amendment or modification to this Agreement and nu waiver
of any provision shall be valid unless in writing and signed by- both parties hereto. If Ctieat issues a purchase order or memorandum or
other instrument covering the sen~ices provided herein, such purchase order, memorandum or instrument shall he fir CI1F_NTs
internal purposes only-, and any and all terms and conditions contained therein, whether printed or written, shall not vary or add to the
terms and conditions of this agreement.
CITY OF WINTER SPRINGS -UTILITY BILLING
SUBMITTED BY -AXIS INC.
07/31 /07
PAGF, ~
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,`~clvunccr~ ~rrr~~rup~,icn ImaRinR ~yxtcmx, jnc.
The PARTIES agree to be bound b}' the teens and conditiutL, duewnented in the original Client Service Agreement.
ClientL
Advfmced Xerographic, tm tging S~ stem, inc ~ 1 y ~ ~ ~ Ili ~'e-~ ~~ 1~
(AXIS, Inc.) t3~: (Company Name)
Luri Foc:rster. Au;uunt Manager Signature
7 3~ - ~ ~ R-onat,d w . ~~I,~m t~ rep
Date Nome (T~~pe ur Print)
C,c I~y 1'YlavtG~c~
rice
a~~~~~
Date
CITY OF WINTER SPRINGS - IJTIl.ITY BILLING
SUBMITTED RY -AXIS INC.
07/31 /0 i
PAC'rE 6
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Advanced Xero~raphics ~ma~in~ Systems. one.
CITY OF WINTER SPRINGS
UTILITY NOTICES
CLIENT SERVICE AGREEMENT
ATTACHMENT #1
JULY 2, 2008
The CLIENT agrees to the following changes and charges described in the original CLIENT SERVICE
AGREEMENT dated July 31, 2007.
1. All assumptions from the original agreement remain the same except for the following item(s).
2. Amendment to Service Agreement in conjunction with the City of Melbourne Utilities. This applies to
the Contract # 12-136-0-2007 dated March 25, 2008. The initial term is from June 1, 2008 through May
31, 2010 with one additional three year period, at the same rate(s), by mutual agreement of both Parties.
3. AXIS will charge rates based on the size of the Client's cycle size (See Attachment from the City of
Melbourne Utilities Agreement, dated March 25, 2008). Items #B-1, #B2, #B-3 and #B-4 of the
Melbourne Agreement are all included in the tiered pricing for the City of Winter Springs based on the
size of each cycle.
The PARTIES agree to be bound by the terms and conditions documented in the original Client Service Agreement.
Advanced Xerographics Imaging_Systems Inc
(AXIS, Inc.)
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Lori Foerster, Account Manager
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Date
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~i851 TPC <)rive ~j' ~)r~ando, ~' ~orida 32822-5141 ~ ~~honc: 07)351.0232 )i ax: (407)3f33.4588