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Sales Order

v2020.01.15624

A Xerox Company : {Delivery Date: TBD

BILL TO SHIP TO
: Of Nashua - CO257:100912 : Of Nashua - CO257:100912
DUNS # 026059233 Contact:
ress: 229 Main St : 229 Main St
ress 2: 2:
P: Nashua, NH 03060 IStZIP: Nashua, NH 03060
Phone/Fax 603-589-3183 Phone/Fax 603-589-3183

P.O. # Tax Terms T
Emma Humphrey © Net 10 . : Major Accoun

Quantity Equipment Description Serial # Unit Price Total
1 C7030T2 VersaLink C7030T2 (4 T 90.74 5,444.40
1 097804911 =| INTFIN - Integrated Office Finisher
1 497K17750 —|FAX-1LIN - Embedded 1-Line Fax w/ iFax
1 497K18340 |PSCRIPT3 - PostScript Kit

B7030S2 VersaLink B7030 MFP 68.00 4,080.00

100814514 AltaLink C8170H2 157.04 9,422.40
497K16430 —|FAX-1LINE - 1 Line Fax

497K17440 =| Horizontal Transport Kit for Business Ready Finisher

097805024 |BRSTDFIN - Business Finisher w/ 2/3 Hole Punch

100S14516 AltaLink C8145 277.16 16,629.60
497K16430 — |FAX-1LINE - 1 Line Fax
097505019 jOFC-81 - Office Finisher

Sales Order Breakdown: 60 Month FMV Lease
Community Development 1: VersaLink B7030:
2: AltaLink C8170: $157.04/month
Engineering: AltaLink C8145: $138.58/month
Alderman’s Office: AltaLink C8145: $138.58/month
Risk Management: VersaLink C7030: $90.74/month
Service:
$0 base, 0 copies included, customer will pay per copy in arrears
.005/ B&W copy and $.05/Color Copy
Includes all service, laborm ies, , and
Does not include
Beginning Copy Count: Sub Total 35,576.40
EQUIPMENT TRADED IN: © Customer Trade-In © Competitive Buyout © Lease Trade-In Setup, Delivery & Installation
Model: Serial # Trade-In
Lease Co.: Lease # Sub Total 35,576.40
EQUIPMENT TRADED IN: © Customer Trade-In © Competitive Buyout © Lease Trade-In Sales Tax 0.00% -
Model: Serial # TOTAL 35,576.40
Lease Co.: Lease #:
BALANCE DUE 35,576.40

Date: By:
Title: Name (print):
Nashua 10 Capitol Street, Nashua, NH 03063 800-343-7777

IMPORTANT: TERMS AND CONDITIONS SET FORTH ON THE REVERSE SIDE OF THIS FORM ARE INCORPORATED HEREIN BY REFERENCE

Terms and Conditions

1. Definitions. The first page of this Sales Order/Service Agreement is called the Cover Page. The Cover Page and these Terms and Conditions, along with a listing of
additional products on Schedule A (if attached), represent the agreement (the “Agreement’) between Conway Technology Group (“Company”) and the Customer, with
respect to the acquisition of those Products identified on the Cover Page and/or Schedule A. “Products” shall mean the equipment (“Equipment”) and any software
Throughout this Agreement the words "We," "Our," and 'Us" refer to Company. The words "You" and “Your” refer to the Customer indicated on the reverse.

2. Scope. This Agreement may be executed for:

a) A SALE of Products. If a SALE, Company hereby offers to sell and Customer hereby agrees to purchase those Products in the quantity and for the price indicated on
the Cover Page (and/or Schedule A). Payment terms are Cash on Delivery (“COD”). Alternatively, if Customer has a verifiable credit account in good standing with
Company, Customer may elect to be invoiced for the Products; or

b) A LEASE of Products. If a LEASE, Customer will execute a separate lease agreement which will fund the purchase of the Products in the quantity indicated on the
Cover Page for the benefit of Customer. Upon execution of a lease agreement, the Customer shall be responsible to lessor to satisfy the terms and conditions of the
lease. If, however, a lease agreement cannot be executed within 15 days of Customer's execution of this Agreement, Customer must immediately pay cash for the
Products or return the Products to Company in Like New condition.

3. Delivery and Installation. Unless specified otherwise on the Cover Page, the Company shall deliver and install the Products at the location specified by Customer on
the Cover Page unless: (1) Customer has not made available at that address a suitable place of installation as specified by the Company; or (2) Customer has not made
available suitable electrical service in accordance with the Underwriter’s Lab (“UL”) requirements. All risk of loss will transfer to the Customer upon delivery.

4, Taxes. Unless specifically set forth on the Cover Page where indicated, payments are exclusive of all state and local sales, use, excise, privilege and similar taxes.
You will pay when due, either directly or to Us upon demand, all taxes, fines and penalties relating to this Agreement that are now or in the future assessed or levied.

5. Limited License to Use Software. Company grants (and is hereby authorized by its licensor’s to grant) you a non-exclusive, non-transferable license to use in the
U.S.: (a) software and accompanying documentation ("Base Software’) only with the Equipment with which it was delivered; and (b) Software that is set forth as a
separate line item in this Agreement (“Application Software’) (including its accompanying documentation), as applicable, for as long as you are current in the payment of
all applicable software license fees. "Base Software" and "Application Software” are referred to collectively as "Licensed Software". You have no other rights and may
not: (1) distribute, copy, modify, create derivatives of, decompile, or reverse engineer Licensed Software; (2) activate Licensed Software delivered with the Equipment in
an inactivated state; or (3) allow others to engage in same. Title to, and all intellectual property rights in, Licensed Software will reside solely with Company and/or its
licensors (who will be considered third-party beneficiaries of this Section). Licensed Software may contain code capable of automatically disabling the Equipment.
Disabling code may be activated if: (x) Company is denied access to periodically reset such code; (y) you are notified of a default under this Agreement; or (z) your
license is terminated or expires. The Base Software license will terminate: (i) if you no longer use or possess the Equipment; or (ii) upon the expiration or termination of
any applicable lease which accompanies this Agreement, unless you have exercised your option to purchase the Equipment. Neither Company nor its licensors warrant
that Licensed Software will be free from errors or that its operation will be uninterrupted. The foregoing terms do not apply to Diagnostic Software or to Licensed
Software/documentation accompanied by a clickwrap or shrink-wrap license agreement or otherwise made subject to a separate license agreement.

6. Warranty. You acknowledge that the Products covered by this Agreement was selected by You based upon Your own judgment. COMPANY MAKES NO
REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF NON-
INFRINGEMENT; IMPLIED WARRANTIES OF MERCHANTABILITY; OR FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE SPECIFICALLY AND
UNRESERVEDLY EXCLUDED.

7. Limitation of Liability. In no event, shall Company be liable for any indirect, special, incidental, consequential damages, loss of profits, or punitive damages whether
based in contract, tort, or any other legal theory and irrespective of whether Company has notice of the possibility of such damages.

8. Default; Remedies. Any of the following events or conditions shall constitute an Event of Default under this Agreement: (a) failure to make payment when due of any
indebtedness to Company or for the Products, whether or not arising under this Agreement, without notice or demand by Company; (b) breach by You of any obligation
herein; or (c) if You cease doing business as a going concern. If You default, Company may: (1) require You to immediately pay any remaining unpaid balance of the
Agreement, (2) terminate any and all agreements with You, and/or (3) pursue any other remedy permitted at law or in equity. You agree that any delay or failure of
Company to enforce its rights under this Agreement does not prevent Company from enforcing any such right at a later time. All of Company’s rights and remedies
survive the termination of this Agreement.

9. Indemnification. You are responsible for and agree to indemnify and hold Us harmless from, any and all (a) losses, damages, penalties, claims, suits and actions
(collectively, “Claims’), whether based on a theory of contract, tort, strict liability of otherwise caused by or related to Your use or possession of the Products, and (b) all
costs and attorneys’ fees incurred by Us relating to such claim.

10. Electronic Execution. An electronically transmitted version of this Agreement may be considered the original and You will not have the right to challenge in court the
authenticity or binding effect of any faxed or scanned copy or signature thereon.

11. Miscellaneous. (a) Choice of Law. This Agreement shall be governed by the laws of the State of New Hampshire (without regard to the conflict of laws or principles
of such states); (b) Jury Trial. YOU EXPRESSLY WAIVE TRIAL BY JURY AS TO ALL ISSUES ARISING OUT OF OR RELATED TO THIS AGREEMENT; (c) Entire
Agreement. This Agreement constitutes the entire agreement between the parties with regards to the subject matter herein and supersedes all prior agreements,
proposals or negotiations, whether oral or written; (d) Enforceability. If any provision of this Agreement is unenforceable, illegal or invalid, the remaining provisions will
remain in full force and effect; (e) Amendments. This Agreement may not be amended or modified except by a writing signed by the parties; provided You agree that we
are authorized, without notice to You, to supply missing information or correct obvious errors provided that such change does not materially alter Your obligations; (f)
Force Majeure. Company shall not be responsible for delays or inability to provide Products or Services caused directly or indirectly by strikes, accidents, climate
conditions, parts availability, unsafe travel conditions, or other reasons beyond our control; (g) Company has the right to modify/correct any clerical erro

Xerox Financial Services LLC
201 Merritt 7
Norwalk, CT 06851

Lease Agreement

XefOx @)

Supplier Name & Address: Conway Technology Group, A Xerox Company 10 Capitol St. Nashua, NH 03063

Full Legal Name: NASHUA, CITY OF (INC)

Owner: XEROX FINANCIAL SERVICES LLC - 201 Merritt 7, Norwalk, CT 06851
Ta RL

Agreement Number:

Phone: 603-589-3183

Billing Address: 229 Main St.

Contact Name:

city: Nashua State: NH Zip Code: 03060 Contact Email:
Quantity | Model and Description Quantity | Model and Description

2 Xerox AltaLink C8145 1 Xerox VersaLink B7030

1 Xerox AltaLink C8170

1 Xerox VersaLink C7030
Equipment Location (if different from Billing Address):

R a ai * eque = e) dats: e noted el): a OPTIO = e) dale e noted

Initial Term: 60 Lease Payment (plus applicable taxes): S 592.94 mm Fair Market Value Purchase Option (“FMV”)
(in months) Frequency: @ Monthly O Quarterly O) Annually 1 $1 Purchase Option

ow. we

BY YOUR SIGNATURE BELOW, YOU ACKNOWLEDGE THAT YOU ARE ENTERING INTO A NON-CANCELLABLE AGREEMENT AND THAT YOU HAVE READ AND AGREED TO ALL
APPLICABLE TERMS AND CONDITIONS SET FORTH ON PAGES 1 AND 2 HEREOF.

Authorized Signer X: Date: Federal Tax ID # (Required):
Print Name: Title:
O wi DTA

Accepted By: Xerox Financial Services LLC Name and Title: Date:

wn

1. Definitions. The words “you” and “your” mean the legal entity identified in “Customer Information” above, and “XFS,” “we,” “us”, “Owner” and “our” mean Xerox Financial Services LLC.
“Party” means you or XFS, and “Parties” means both you and XFS. “Supplier” means the entity identified as “Supplier” above. “Acceptance Date” means the date you irrevocably determine
Equipment has been delivered, installed and operating satisfactorily. “Agreement” means this Lease Agreement, including any attached Equipment schedule. “Commencement Date” will be
a date after the Acceptance Date, as set forth in our first invoice, for the purpose of facilitating an orderly transition and to provide a uniform billing cycle. “Discount Rate” means 3% per
annum. “Equipment” means the items identified in “Equipment” above and in any attached Equipment schedule, plus any Software (as defined in Section 3 hereof), attachments, accessories,
replacements, replacement parts, substitutions, additions and repairs thereto. “Payment” means the Lease Payment specified above, Taxes and other charges you, Supplier and XFS agree will
be invoiced by XFS. “Maintenance Agreement” means a separate agreement between you and Supplier for maintenance and support purposes. “Term” means the Interim Period, if any,
together with the Initial Term plus any subsequent renewal or extension terms. “UCC” means the Uniform Commercial Code of the State(s) where XFS must file UCC-1 financing statements
to perfect its security interest in the Equipment.

2. Lease, Payments and Late Payments. You agree and represent all Equipment was selected, configured and negotiated by you based upon your own judgment and has been, or is being,
supplied by Dealer. At your request, XFS has acquired, or will acquire, the same to lease to you under this Lease and you agree to lease the same from XFS. The Initial Lease Term, which is
indicated above, commences on the Inception Date. You agree to pay XFS the first Lease Payment 45 days after the Commencement Date; each subsequent Lease Payment shall be payable
on the same date of each month thereafter. Payment of other amounts payable under this Lease, which may include charges you, Dealer and we agree will be invoiced by us, is due 45 days
after the invoice date therefor. If any payment is not paid in full within 10 days after its due date, you will pay a late charge of the greater of 3% of the amount due or $25, not to exceed
the maximum amount permitted by law. For each dishonored or returned payment, you will be assessed the applicable returned item fee, which shall not exceed $35. Restrictive covenants
on any method of payment will be ineffective.

3. Equipment and Software. To the extent that Equipment includes intangible property or associated services such as software licenses, such intangible property shall be referred to as
“Software.” You acknowledge and agree that XFS is not the licensor of such Software, and therefore has no right, title or interest in it, and you will comply throughout the Term with any
license and/or other agreement (‘Software License”) with the supplier of the Software (“Software Supplier”). You are responsible for determining with the Supplier whether any Software
Licenses are required, and entering into them with Software Supplier(s) no later than 30 days after the Acceptance Date. YOU AGREE THE EQUIPMENT IS FOR YOUR LAWFUL BUSINESS USE
IN THE UNITED STATES, WILL NOT BE USED FOR PERSONAL, HOUSEHOLD OR FAMILY PURPOSES, AND IS NOT BEING ACQUIRED FOR RESALE. You will not attach the Equipment as a fixture
to real estate or make any permanent alterations to it.

4. Non-Cancellable Agreement. EXCEPT AS PROVIDED IN SECTION 20 HEREOF, THIS AGREEMENT CANNOT BE CANCELLED OR TERMINATED BY YOU PRIOR TO THE END OF THE INITIAL TERM.
YOUR OBLIGATION TO MAKE ALL PAYMENTS IS ABSOLUTE AND UNCONDITIONAL AND NOT SUBJECT TO DELAY, REDUCTION, SET-OFF, DEFENSE, COUNTERCLAIM OR RECOUPMENT FOR
ANY REASON WHATSOEVER, IRRESPECTIVE OF THE PERFORMANCE OF THE EQUIPMENT, SUPPLIER, ANY THIRD PARTY OR XFS. Any pursued claim by you against XFS for alleged breach of
our obligations hereunder shall be asserted solely in a separate action; provided, however, that your obligations hereunder shall continue unabated.

5. End of Agreement Options. If a $1 Purchase Option is designated, you will be deemed to have exercised your option to purchase the Equipment as of the Acceptance Date. If an FMV
purchase option is designated, if you are not in default and if you provide no greater than 150 days and no less than 60 days’ prior written notice to XFS, you may, at the end of the Initial Term
or any renewal term (“End Date”), either (a) purchase all, but not less than all, of the Equipment by paying its fair market value, as determined by XFS in its sole but reasonable discretion
(“Determined FMV”), plus Taxes, or (b) return the Equipment within 30 days of the End Date, at your expense, fully insured, to a continental US location XFS shall specify. You cannot return
Equipment more than 30 days prior to the End Date without our consent. If we consent, we may charge you, in addition to all undiscounted amounts due hereunder, an early termination fee.
If you have not elected one of the above options, this Agreement shall renew for successive 1-month terms. Either party may terminate the Agreement as of the end of any 1-month renewal
term on 30 days’ prior written notice and by taking one of the actions identified in (a) or (b) in the preceding sentence of this section. Any FMV purchase option shall be exercised with respect
to each item of Equipment on the day immediately following the date of expiration of the Term of such item, and by the delivery at such time by you to XFS of payment, in form acceptable
to XFS, of the amount of the applicable purchase price. Upon payment of the applicable amount, XFS shall transfer our interest in the Equipment to you on an “AS IS, WHERE IS,” “WITH ALL
FAULTS” basis, without representation or warranty of any kind.

6. Equipment Delivery and Maintenance. You should arrange with Supplier to have the Equipment delivered to you at the location(s) specified herein, and you agree to execute a Delivery &
Acceptance Certificate at XFS’s request (and confirm same via telephone and/or electronically) confirming when you have received, inspected and irrevocably accepted the Equipment, and
authorize XFS to fund the Supplier for the Equipment. If you fail to accept the Equipment, you shall no longer have any obligations hereunder; however, you remain liable for any Equipment
purchase order or other contract issued on your behalf directly with Suppl

8. Equipment Return. If the Equipment is returned to XFS, it shall be in the same condition as when delivered to you, except for “ordinary wear and tear” and, if not in such condition, you will
be liable for all expenses XFS incurs to return the Equipment to such condition. IT Is SOLELY YOUR RESPONSIBILITY TO SECURE ANY SENSITIVE DATA AND PERMANENTLY DELETE SUCH DATA
FROM THE INTERNAL MEDIA STORAGE PRIOR TO RETURNING THE EQUIPMENT TO XFS. YOU SHALL HOLD XFS HARMLESS FROM YOUR FAILURE TO SECURE AND PERMANENTLY DELETE
ALL SUCH CUSTOMER DATA AS OUTLINED IN THIS SECTION.

9. Assignment. YOU MAY NOT ASSIGN, SELL, PLEDGE, TRANSFER, SUBLEASE OR PART WITH POSSESSION OF THE EQUIPMENT, THIS AGREEMENT OR ANY OF YOUR RIGHTS OR OBLIGATIONS
UNDER THIS AGREEMENT (COLLECTIVELY “ASSIGNMENT”) WITHOUT XFS’S PRIOR WRITTEN CONSENT, WHICH SHALL NOT BE UNREASONABLY WITHHELD, BUT SUBJECT TO THE SOLE EXERCISE
OF XFS’S REASONABLE CREDIT DISCRETION AND EXECUTION OF ANY NECESSARY ASSIGNMENT DOCUMENTATION. If XFS agrees to an Assignment, you agree to pay the applicable assignment
fee and reimburse XFS for any costs we incur in connection with that Assignment, which in the aggregate shall not exceed $250. XFS may sell, assign or transfer all or any part of the Equipment,
this Agreement and/or any of our rights (but none of our obligations except for invoicing and tax administration) hereunder. XFS’s assignee will have the same rights that we have to the
extent assigned. YOU AGREE NOT TO ASSERT AGAINST SUCH ASSIGNEE ANY CLAIMS, DEFENSES, COUNTERCLAIMS, RECOUPMENTS, OR SET-OFFS THAT YOU MAY HAVE AGAINST XFS, and you
agree to remit Payments to such Assignee if so designated. XFS agrees and acknowledges that any Assignment by us will not materially change your obligations hereunder.

10. Taxes. XFS acknowledges that you currently meet the requirements to be designated as a tax-exempt entity; however, if such tax-exempt status is no longer applicable, you will be
responsible for the tax obligations set forth in the remainder of this Section, as follows: You will be responsible for, indemnify and hold XFS harmless from, all applicable taxes, fees or
charges (including sales, use, personal property and transfer taxes (other than net income taxes), plus interest and penalties) assessed by any governmental entity on you, the Equipment, this
Agreement, or the amounts payable hereunder (collectively, “Taxes”), which will be included in XFS’s invoices to you unless you timely provide continuing proof of your tax exempt status.
Regardless of your tax-exempt status, XFS reserves the right to pass through, and you agree to pay, any such Taxes that are actually assessed by the applicable State on XFS as lessor of the
Equipment. For jurisdictions where certain taxes are calculated and paid at the time of agreement initiation, you authorize XFS to finance and adjust your Payment to include such Taxes over
the Term. Unless and until XFS notifies you in writing to the contrary, the following shall apply to personal property taxes and returns. If an FMV purchase option is applicable, XFS will file all
personal property tax returns covering the Equipment, pay the personal property taxes levied or assessed thereon, and collect from your account all personal property taxes on the Equipment.
If a $1 purchase option is applicable, you will file all personal property tax returns covering the Equipment, pay the personal property taxes levied or assessed thereon, and provide us proof
thereof upon our request. XFS MAKES NO WARRANTY, EXPRESS OR IMPLIED, REGARDING THE TAX OR ACCOUNTING TREATMENT OF THIS AGREEMENT.

11. Equipment Warranty Information and Disclaimers. XFS HAS NO INVOLVEMENT IN THE DESIGN, MANUFACTURE, SALE, DELIVERY, INSTALLATION, USE OR MAINTENANCE OF THE
EQUIPMENT. THEREFORE, XFS DISCLAIMS, AND YOU WAIVE SOLELY AGAINST XFS, ALL EQUIPMENT WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE, AND XFS MAKES NO REPRESENTATIONS WHATSOEVER, INCLUDING, BUT NOT
LIMITED TO, THE EQUIPMENT’S SUITABILITY, FUNCTIONALITY, DURABILITY OR CONDITION. Since you have selected the Equipment and Supplier, you acknowledge that you are aware of
the name of the manufacturer of each item of Equipment, Supplier’s contact information, and agree that you will contact manufacturer and/or Supplier for a description of any warranty
rights you may have under the Equipment supply contract, sales order, or otherwise. Provided you are not in default hereunder, XFS hereby assigns to you any Equipment warranty rights we
may have against Supplier or manufacturer. If the Equipment is returned to XFS or you are in default, such rights are deemed reassigned by you to XFS. IF THE EQUIPMENT IS NOT PROPERLY
INSTALLED, DOES NOT OPERATE AS WARRANTED, BECOMES OBSOLETE, OR IS UNSATISFACTORY FOR ANY REASON WHATSOEVER, YOU SHALL MAKE ALL RELATED CLAIMS SOLELY AGAINST
MANUFACTURER OR SUPPLIER AND NOT AGAINST XFS, AND YOU SHALL NEVERTHELESS CONTINUE TO PAY ALL PAYMENTS AND OTHER SUMS PAYABLE UNDER THIS AGREEMENT.

12. Liability and Indemnification. XFS IS NOT RESPONSIBLE FOR ANY LOSSES, DAMAGES, EXPENSES OR INJURIES OF ANY KIND OR TYPE, INCLUDING, BUT NOT LIMITED TO, ANY SPECIAL,
INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (COLLECTIVELY, “CLAIMS”) TO YOU OR ANY THIRD PARTY CAUSED BY THE EQUIPMENT OR ITS USE. To the extent permitted
by applicable law, you assume the risk of liability for, and hereby agree to indemnify and hold safe and harmless, and covenant to defend, XFS, its employees, officers and agents from and
against: (a) any and all Claims (including legal expenses of every kind and nature) arising out of the acceptance or rejection, ownership, leasing, possession, operation, use, return or other
disposition of the Equipment; and (b) any and all loss or damage of or to the Equipment. Neither sentence in this Section shall apply to Claims arising directly and proximately from XFS’s gross
negligence or willful misconduct.

13. Default and Remedies. You will be in default hereunder if XFS does not receive any Payment within 10 days after its due date, or you breach any other material obligation hereunder or
any other agreement with XFS. If you default, and such default continues for 30 days after XFS provides notice to you, XFS may, in addition to other remedies (including disabling or repossessing
the Equipment and/or requesting Supplier to cease performing under the Maintenance Agreement), immediately require you to do one or more of the following; (a) as liquidated damages
for loss of bargain and not as a penalty, pay the sum of (i) all amounts then past due, plus interest from the due date until paid at the rate of 1.5% per month; (ii) the Payments remaining in
the Term (including the fixed maintenance component thereof, if permitted under the Maintenance Agreement), discounted at the Discount Rate to the date of default, (iii) the Equipment’s
booked residual, and (iv) Taxes; and (b) require you to return the Equipment as provided in Sections 5 and 8 hereof. The substantially prevailing party shall pay all reasonable costs, including
attorneys’ fees and disbursements, in any litigation to enforce this Agreement.

14. Risk of Loss and Insurance. You assume and agree to bear the entire risk of loss, theft, destruction or other impairment of the Equipment upon delivery. You, at your own expense, (i) shall
keep Equipment insured against loss or damage at a minimum of full replacement value thereof, and (ii) shall carry liability insurance against bodily injury, including death, and against property
damage in the amount of at least $2 million (collectively, “Required Insurance”). All such Equipment loss/damage insurance shall be with lender’s loss payable to “XFS, its successors and/or
assigns, as their interests may appear,” and shall be with companies reasonably acceptable to XFS. XFS shall be named as an additional insured

Xerox @,)

A Xerox Company

BILL TO:
Customer Name: City Of Nashua - CO257:100912
Bill To Address: = 229 Main St

City/State/ZIP: Nashua, NH 03060
Accounts Payable Contact:

Accounts Payable Phone:

Accounts Payable Email

Contract Term (In Months): 60

Serviced Devices:

Model Serial Number
Xerox VersaLink C7030
Xerox VersaLink B7030

Xerox AltaLink C8145
Xerox AltaLink C8170

MANAGED SERVICES AGREEMENT
Conway Technology Group — A Xerox Company

v2020.01.15624

10 Capitol Street, Nashua, NH 03063
Phone: 800-343-7777 www.conwayoffice.com

EQUIPMENT LOCATION:
Customer Name: City Of Nashua - CO257:100912
Install Address: 229 Main St

City/State/ZIP: Nashua, NH 03060
Site Phone 603-589-3183
Meter Read Contact:

Meter Read Email:

See Attached Lease/Purchase Agreement:

B&W Meter Color Meter

Pricing: Usage and Base Payment Amounts Must Match Billing Period

0 B&W Copy Usage $
0 Color Copy Usage $
B&W Print Usage

Color Print Usage

CTG to Bill Base Payment and Overages

Base Payment $ 0.0050 Overage Rate
Base Payment $ 0.0500 Overage Rate
Base Payment Overage Rate
Base Payment Overage Rate

O Leasing Company to Bill Base Payment, Overage charges to be billed by CTG

Billing Period:
Ol Monthly Quarterly QO Semi-Annually Ol Annually
Notes: $0 base, 0 copies included. Customer will be billed for actual usage in arrears. Contract includes all service, supplies, toner, consumables, staples, and |

Please cancel and remove from contract the 4 lease return devices that we are removing and the additional Risk Management removal:

ID #s: TE962, TE963, TG449, TG550, & CH776

Customer acknowledges receipt of the terms of this agreement which consists of 2 pages, including this face page.

Print Name

Signature:

Date: Purchase Order #:

FOR INTERNAL CTG USE ONLY:

Sales Representative: © Emma Humphrey

Approved by:

NEGOTIATED CONTRACT - MANAGED SERVICES TERMS AND CONDITIONS

NEGOTIATED CONTRACT. The Products are subject solely to the terms in the Negotiated Contract identified on the face of this Agreement, and, for any option you
have selected that is not addressed in the Negotiated Contract, the then-current standard CTG terms for such option.

1. SERVICES. Throughout this Agreement the words "We," "Our," and 'Us" refers to Conway Technology Group, a Xerox Company (hereinafter referred to as CTG). The words "You" and
"Your' refer to the Customer indicated on the reverse. This Agreement covers both the labor and materials for adjustments, repairs, and replacement of parts necessitated by normal use
of the Equipment listed on the face of this Agreement (‘Services’). Services does not include the following: (a) repairs due to misuse, neglect, or abuse (including, without limitation,
improper voltage or use of supplies that do not conform to the manufacturers’ specifications; (b) use of options, accessories or products not provided by CTG; (c) non-CTG alterations,
relocation, service or supplies; (d) loss or damage resulting from accidents, fire, or theft; (e) maintenance requested outside CTG’s normal business hours.

Replacement parts may be new, reprocessed, or recovered. Supplies provided by CTG are in accordance with the copy volumes set forth on the face of this Agreement and within the
manufacturer's stated yields. Supplies are to be used exclusively for the Equipment and remain CTG property until consumed. You will return, or allow CTG to retrieve, any unused
supplies at the termination/expiration of this Agreement. You are responsible for the cost of excess supplies. You authorize Equipment to be connected to an automatic meter reading
device or, if we otherwise request, you will provide us with accurate meter readings for each item of the Equipment when and by such means as we request. If you do not provide meter
reads as required, CTG may estimate the reading and bill accordingly. The addition of networked and/or non-networked equipment may result in additional costs to the Customer at current
CTG rates.

You shall provide adequate space and electrical service for the operation of the Equipment in accordance with U/L and/or manufacturer's specifications. Supplies will be shipped via
Ground. Customer is responsible for shipping and handling for any shipping method other than UPS Ground. Service provided outside CTG’s normal business hours will be at CTG hourly
rates in effect at the time of Service. If, at any time during the Term of this Agreement, Customer upgrades, modifies, or adds Equipment, Customer shall promptly notify CTG. CTG
maintains the right to inspect any upgrades and modifications to equipment and/or additional equipment and, in its sole discretion, determine whether equipmentis eligible for Service. If
approved, the Agreement will be amended to include such changes, including pricing modifications.

2. TERM AND PAYMENT. Except as otherwise provided for herein, this Agreementis non-cancelable. The commencement date for this contract shall be the later of: A. The date of
delivery for equipment purchased or leased from CTG: Or B. The date of the signing of the contract by CTG and customer for all other equioment. Unless notified in writing no less than
sixty (60) days prior to its expiration, this Agreement shall automatically renew for additional one (1) month periods. You agree to pay CTG the Minimum Monthly Payment and all other
sums when due and payable. The Minimum Monthly Payment entitles you to Services for a specific number and type (i.e. black & white, color, scan) of Prints/Copies as identified on the
face of this Agreement and will be billed in advance. In addition, You agree to pay the Overage Rate for each Print/Copy that exceeds the applicable number and type of Prints/Copies
provided in the Minimum Monthly Payment which amount shall be billed in arrears. A Print(Copy is defined as standard 8.5"x1 1” copy (larger size copies may register two meter clicks).
No credit will be applied towards unused copies/prints. Your obligation to pay all sums when due shall be absolute and unconditional and is not subject to any abatement, offset, defense
or counterclaim. CTG has the right to withhold service and supplies, without recourse, for any non-payment. CTG retains the right to have all or some of the amounts due hereunder billed
and/or collected by third parties.

3. FIXED PRICING. The maintenance component of the Minimum Payment and Print Charges will not increase during the initial Term of this Agreement.

4. REMOVAL OF EQUIPMENT. CTG will be liable for all costs associated with the equipment removal at the end of the initial agreement. These costs will include all applicable
installation and removal charges, special rigging charges, and any parts and Technical Representative labor connected with the relocation.

5. ASSIGNMENT. Neither Party may assign or transfer any of its rights or obligations under the Agreement without the prior written consent of the other Party, which consent shall not be

unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Conway Technology Group. MAY ASSIGN OR TRANSFER the Agreement to Xerox Corporation, or another
party in the event of a merger, consolidation, stock transfer or sale of all or substantially all of its assets, without consent.

CTG NEGOTIATED CONTRACT Service Agreement June 2021

Customer Initials__

. . . “
Nerox Financials HC Equipment Schedule “A” Xerox e )

Norwalk, CT 06851 Lp

This Equipment Schedule “A” is attached to and becomes a part of the Agreement Number listed below, between
Xerox Financial Services LLC and the undersigned Customer.

Agreement Number:

Quantity | Model and Description
Xerox AltaLink C8145: 9 Riverside St. Nashua, NH 03062- Nashua Public Works - Engineering

1
1 Xerox AltaLink C8145: 229 Main St. Nashua, NH 03060 Nashua City Hall-Alderman's Office

1 Xerox AltaLink C8170: 229 Main St. Nashua, NH 03060 Nashua City Hall- Community Development
1

1

Xerox VersaLink B7030: 229 Main St. Nashua, NH 03060 Nashua City Hall- Community Development
Xerox VersaLink C7030: 229 Main St. Nashua, NH 03060 Nashua City Hall- Risk Management

This Schedule “A” is hereby verified as correct by the undersigned Customer

Customer: NASHUA, CITY OF (INC)

x: Date:
Authorized Signer
Name: Title:

XFS-EQUIP_SCHEDA — 04.05.18

City of Nashua

Purchasing Department

Administrative Services Division (603) 589-3330
229 Main Street - Nashua, NH 03060 Fax (603) 594-3233

June 30, 2021
Memo #22-142

TO: Mayor Donchess
Finance Committee

SUBJECT: Communications Equipment Maintenance in the amount of $243,356.37 funded from
accounts 54435 Communications Equipment Maintenance

Please see attached communications from William Mansfield, Radio Systems Manager, dated June 11, 2021
for project specific details related to this purchase. Below please find a summary of the purchase approval

request:

Item:

Value:

Vendor:

Department:
Source Fund:

Ordinance:

Motorola Annual Service Agreement & Biennial System Upgrade Agreement for
the City’s radio system

Annual Service Cost of $37,580.18 & Biennial Upgrade Cost of $205,776.19 to total
$243.356.37

Motorola Solutions Inc

157 Citywide Communications

54435 Communications Equipment Maintenance

Pursuant to § 5-84 Special purchase procedures. A/ (4) Sole-source procurements,
where the proposed purchase is manufactured by only one company

Citywide Communications, and the Purchasing Department respectfully request your approval of this

contract.

Regards,

Kelly Parkinson

Purchasing Manager

Ce: W Mansfield

J Graziano

City of Nashua, NH
Citywide Communications Division
Wireless Communications

June 11, 2021

To: Kelly Parkinson, Purchasing Manager

From: William Mansfield, Radio Systems Manager
RE: Motorola Service & System Upgrade Agreements
Dear Ms Parkinson,

Attached please find copies of the Motorola Service Agreement and the System Upgrade Agreement
(SUA II), totaling $243,356.37. These Contracts have been reviewed and approved by Legal.

System Upgrade Agreement li

The City of Nashua’s radio system is scheduled to be upgraded on a biennial schedule to keep current
with hardware, software and security features to avoid any catastrophic failures. Due to the ever
changing technologies and the never ending security concerns in the cyber world, it is imperative that
the City continue the biennial upgrades to reduce our risk of a system failure. This will be the first

payment of a two year SUA Ii. This year’s installment is $205,776.19. The upgrade has been scheduled
for April 2023.

Along with the System Upgrade Agreement the Communication Division is also requesting to purchase
the following additional services to assist with maintaining the system.

Remote Security Upgrade Services $21,181.12

This service provides the City with the software necessary to upgrade our system security on a weekly
basis. The City receives notification of an upgrade being available, the upgrade is received and then the
upgrade is installed into the necessary equipment by our employees.

ASTRO Technical Support $8,282.41
This service allows the Citywide Communications Staff to contact Motorola Sclutions experts in Elgin, IL
to assist us in troubleshooting issues or problems with the radio system.

Preventive Maintenance $8,116.66

This service provides a Motorola System Technologist and the Local Radic Shop, Two Way
Communications, to respond to the City on an annual basis and perform Preventive Maintenance on the
system. The City’s Communications Division does not have the equipment necessary to perform this
function. The cost of this equipment would be too costly for the City to acquire and would require a
substantial amount of additional training to be able to perform. It is more cost effective to have the
personnel with the equipment and training to perform this function.

Pursuant to NRO Sec 5-84 (A)}(4), Special purchasing procedures for sole-source procurements, a
quotation dated April 2, 2021 was solicited from Motorola Solutions Inc. to purchase Maintenance
Services along with the System Upgrade Agreement (SUA II} totaling $243,356.37, Funding for these
services is available in the FY 21 Citywide Communications Budget, Communications Equipment
Maintenance, Account #57. 1. 620 54435.

Sincerely,

Radio Systems Manager
City of Nashua