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HomeMy WebLinkAboutContract 52699 CITY SECRETARY a� CONTRACT NO. Sot�Og 1 VENDOR SERVICES AGREEMENT PaceButler Corporation This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CiTY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by and through Kevin Gunn, its duly authorized Assistant City Manager, and PaceBULler Corporation ("Vendor"), an Oklahoma Corporation and acting by and through Brad Armstrong, its duly authorized President, each individually referred to as a "party" and collectively referred to as the "parties." AGREEMENT DOCUMENTS: The Agreement documents shall include the following: I. This Vendor Services Agreement; 2. Exhibit A— Scope of Services; 3. Exhibit B — Price Schedule; and 4. Exhibit C—Verification of Signature Authority Form. Fxhibits A, B and C,which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and the terms and conditions set forth in the body of this Agreement,the terms and conditions of this Agreement shall control. 1. SCOPE OF SERVICES. PaceButler shall provide City cell phone, tablet, MiFi BuyBack Program and Data Destruction. Exhibit "A,"- Scope of Services more specifically describes the services to be provided hereunder, 2. `I"ERM. This Agreement shall begin on signing by the Assistant City Manager below ("Effective Date") and shall expire on twelve (12) months after ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). City shall have the option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to four(4) one-year renewal options, at City's sole discretion. 3. COMPENSATION. 3.1 PaceButler will pay for each device received in accordance with our current price lists for fully functional, broken/damaged/locked cell phones and tablets. 3.2 Devices that do not have value will be recycled at no cost. 3.3 For every shipment of 150 or more phones received, PaceButler will pay$2.50 per pound for those cell phones that are recycled as well as for each device that has value according to our current prices lists. 3.4 Payment will be made promptly by check within 10 days of receiving the devices. 3.5 Payments will include an itemized statement showing each device received, the result of the audit and condition of the device, payment for each device, and total revenue of the shipment. 3.6 Current price lists are included in Exhibit B. 4, TERMINATION. ��FlJ "��_ RECORD Vendor Services Agreement f K WNW �� 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination, 4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason,Vendor shall provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in a machine readable format or other format deemed acceptable to City. 5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement. Vendor hereby agrees immediately to make full disclosure to City in writing. 5.2 Confidential Information. Vendor, for itself and its o-ficers, agents and employees, agrees that it shall treat all information provided to it by City ("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of City. 5.3 Unauthorized Access. Vendor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor shall notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor shall, in good faith,use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. 6. RIGHT TO AUDIT. Vendor agrees that City shall, until the expiration of three (3) years after final payment under this contract,or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section, City shall give Vendor reasonable advance notice of intended audits. 7. INDEPENDENT CONTRACTOR. Vendor Services Agreement Page 2 of 19 It is expressly understood and agreed that Vendor shall operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, consultants and subVendors. Vendor acknowledges that the doctrine of respondeal superior shall not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants, Vendors and subVendors. Vendor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Vendor or any officers,agents,servants,employees or subVendor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or subVendor of Vendor shall be entitled to any employment benefits from City. Vendor shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers, agents, servants, employees or subVendor. 8. LIABILITY AND INDEMNIFICATION. 8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 8.2 GENERAL INDEMNIFICATION- VENDOR HEREBYCOVENANTSANDAGREF.S TO INDEMNIFY,HOLD HARMLESS AND DEFEND CITY,ITS OFFICERS,AGENTS,SERVANTS AND EMPLOYEES, FROM AND AGAINST ANYAND ALL CLAIMS OR LAWSUITS OFANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS)AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement, it being understood that this agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section,Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with City in defense of such claim or action.City agrees Vendor Services Agreement Page 3 of 19 to give Vendor timely written notice of any such claim or action, Nvith copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or,if as a result of a settlement or compromise,such us4 is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the software and/or documentation;or(b)modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement,and refund all amounts paid to Vendor by City,subsequent to which termination City may seek any and all remedies available to City under law. 9. ASSIGNMENT AND SUBCONTRACTING. 9.1 Assignment. Vendor shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a written agreement with Vendor referencing this Agreement under which sub �endor shall agree to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor shall provide City with a fully executed copy of any such subcontract. 10, INSURANCE. Vendor shall provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000- Each Occurrence $2,000,000- Aggregate (b) Automobile Liability: $1,000,000 - Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by Vendor, its employees, agents, representatives in the course of providing services under this Agreement. "Any vehicle"shall be any vehicle owned, hired and non-owned. (c) Worker's Compensation: Vendor Services Agreement Page 4 of 19 Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the work is being performed Employers' liability $100,000 - Bodily injury by accident; each accident/occurrence $100,000 - Bodily injury by disease; each employee 5500,000 - Bodily injury by disease; policy limit (d) Professional Liability (Errors & Omissions): $1,000,000 - Each Claim Limit $1,000,000 - Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGI_.) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance shall be submitted to City to evidence coverage. 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name City as an additional insured thereon, as its interests may appear. The teen City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services, (b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of City. (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to City. Ten(10)days' notice shall be acceptable in the event of'non-payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth. Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and,'or approved to do business in the State of Texas. All insurers mast have a minimum rating of A- VII in the current A.M. Best Key Rating Guide,or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (fj Certificates of Insurance evidencing that Vendor has obtained all required insurance shall be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. Vendor Services Agreement Page 5 of 19 11. COMPLIANCE WITH LAWS, ORDINANCES, RULEd AND REGULATIONS. Vendor agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and regulations, If City notifies Vendor of any violation of such laws, ordinances, rules or regulations, Vendor shall immediately desist from and correct the violation. 12. NON-DISCRIMINATION COVENANT. Vendor, for itself, its personal representatives, assigns, subVendors and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder,it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, iTS PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCCESSORS iN INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CiTY HARMLESS FROM SUCH CLAIM. 13, NOTICES. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or(3) received by the other party by United States Mail,registered,return receipt requested, addressed as follows: To CiTY: To VENDOR: City of Fort Worth PaceButler Corp Attn: Kevin Gunn, Assistant City Manager Attn: Brad Armstrong, President 200 Texas Street 5915 NW 23 d St Fort Worth, TX 76 1 02-63 14 Oklahoma City, OK 73127 Facsimile: (817) 392-8654 Facsimile: (405) 755-3131 i With copy to Fort Worth City Attorney's Office at ! same address 14. SOLICITATION OF EMPLOYEES. Neither City nor Vendor shall, during the term of this Agreement and additionally for a period of' one year after its termination, solicit for employment or employ, whether as employee or independent contractor,any person who is or has been employed by the other during the term of this Agreement,without the prior written consent of the person's employer. Notwithstanding the foregoing, this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. Vendor Services Agreement _ Page 6 of 19 15. GOVERNMENTAL POWERS. it is understood and agreed that by execution of this Agreement, City does not waive or surrender any of its governmental powers or immunities. 16. NO WAIVER. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. GOVERNING LAW/VENUE. This Agreement shall be construed in accordance with the laws of the State of Texas. if any action, whether real or asserted, at law or in equity, is brought pursuant to this ,Agreement, venue for such action shall lie in state courts located in Tarrant County,Texas or the United States District Court for the Northern District of Texas, Fort Worth Division, 18. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. FORCE MAJEURE. City and Vendor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 20. HEADINGS NOT CONTROLLING. Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement,and are not intended to define or limit the scope of any provision of this Agreement. 21. REVIEW OF COUNSEL. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or Exhibits A, B, and C. 22. AMENDMENTS/MODIFICATIONS/EXTENSIONS. No amendment, modification, or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. ENTIRETY OF AGREEMENT. Vendor Services Agreement Page 7 of 19 This Agreement, including Exhibits A, B and C, contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. COUNTERPARTS. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. WARRANTY OF SERVICES. Vendor warrants that its services will be of a high quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty(30)days from the date that the services are completed, to such event, at Vendor's option, Vendor shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty. or (b) refund the fees paid by City to Vendor for the nonconforming services. 26. IMMIGRATION NATIONALITY ACT. Vendor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (1-9). Upon request by City, Vendor shall provide City with copies of all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate tais Agreement for violations of this provision by Vendor. 27. OWNERSHIP OF WORK PRODUCT. City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary rights in and to the Work Product. Ownership of the Work Product shall inure to the benefit of City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression (whichever occurs fast). Each copyrightable aspect of the Work Product shall be considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title anc, interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, flee from any claim, lien for balance due, or rights of retention thereto on the part of City. Vendor Services Agreement Page 8 or t9 28. SIGNATURE AUTHORITY. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party,and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity.This Agreement and any amendment hereto, may he executed by any authorized representative of Vendor whose name, title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Fxhibit "C". F.ach party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29. CHANGE IN COMPANY NAME OR OWNERSHIP Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records.The president of Vendor or authorized official must sign the letter. A letter indicating changes in a company name or ownership must he accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact future invoice payments. 30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT iSRAEL If Vendor has fewer than 10 employees or the ,Agreement is for less than 5100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the Tenn of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. (signature page follows) Vendor Services Agreement Page 9 of 19 ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and By. Nam e: Kevinunn reporting requirements. Title: Assistant City Manager Date: WN a ame: Cynthia yre APPROVAL RECOMMENDED: itle: Senior AdvpWistrative Services Manager, IT Solutions APPROVED AS TO FORM AND LEGALITY: By: Name: Title: ATTEST: By, 44 a : John B. rong itle: Assi ant City Attorney 4 / ) I CONTRACT AUTHORIZATION: By: Q�� C M&C: N/A a Mary J. Kayser .-a '4111-1 ill,. City Secretary F ��' i O' ,� Y 7h'i VENDOR: x�s. PaceButter Corporation By: e: Bra Armstrong /) Title: President Date: `, OFFICIAL RECORD CITY SECRETARY Vendor Services Agreement age 0 9 EXHIBIT A SCOPE OF SERVICES Purchase or recycle used cell phones, tablets, and MiFi devices. Provide data removal of used devices per request. Provide itemized statement detailing condition of and payment for each device received. Vendor Services Agreement -- Exhibit A Page I I of 19 EXHIBIT B PRICE SCHEDULE Current price lists(as of June 20, 2019)have been provided in addition to this agreement. PaceButler will provide up to date price lists of cell phone and tablet models that are eligible for payment every 10 days as they are updated. PaceButler will provide an itemized statement at the time of payment which will include each device received by PaceButler,the result of the audit showing the condition of the device, and total amount paid for each device. Vendor Services Agreement - Exhibit B Page 12 of 19 61612019 800-248-6360 x710 PaceButler Corporation w"Macebutier.e0m We Pay up to$510 for Phones on this List Purchase Price List Please Call for Specific Nbdel Pricing Phones not on this list are accepted for recycling Please Note: We do not pay for devices that have been reported lost or stolen -----APPLE---- ---SADISUNG--- ---LG-- --HTC--. ----MOT0R0LA---- .Fx256veRZ $310.00 SMN95GV 6165.D0 14871 $30.00 _ _ $20.00 MOT�)Z2nLA $26.00 :Px 256 VER_' 6310.00 SMN950A $136.00 120 VERZ $60.00 ONE rd 10 ATT $15.00 MCTO Z $16.00 Fx 256 Ar- $310.00 SMG955V s116.D0 V20 ATT $60.00 ONE MID 11ERZ $15.00 MOTDZ FORr1 $20.09 F+256 AT' $310.00 SMG'155A $116.00 US996 $64.00 ONE M f 0 TMOB $12,00 MOTr;Z P0' $10.00 A4VERZ $300.00 SMG950V 600.00 V10VERZ $16.00 ONE M105PR? $10.00 NE.IS6 $500 !Pn64:ERZ $300.00 SMG955T $145.00 VIO ATT $16.00 ONE M6 ATT S10.00 DRO10 TORSO $500 x 256 SPRt $100.00 5MG950A $90.00 V20 SPRT 460.00 ONE M9 VCR, $10.00 OROID MANx 2 $6 DO �P,256 TIA OB $300.00 5MG950T $90.DO V20 TMGB $W.00 ONE 1,19 TMOB $5 00 XT1097 1100 x'50 SPRT $300.00 5MG95OF $90.00 H950 $10.00 ONE M9 SPRINT 15.00 XT1096 $100 a 256 TMOB $300.00 SMG892A $T5.00 V 10 MOB $16.00 ONE A9 ATT $10.00 OROIO TURBO 2 $B 00 ax 64 ITT $100.00 WG936V $40.00 1.159132 $25.00 ONE A95PRIN1 $8.00 x 11 768 $500 IP 6.254 vTRZ $226.00 SM0935A $40.00 VS987 615.00 ONE NIB ATT $300 RAZR.MAXX HD 1300 'F F.25P vFRZ $225.00 5MG9151 $30.00 H820 $10,00 ONE M8 VCR-' $300 DROID ULTRA $3 DO r r"-.11 S300.00 1m6q IA 510.DO D959 $H 00 ONE NIS TMOB $3 00 RAZR HD $3 Ti � ;'TPR1 $29000 '-M,035' $30.00 0950 $)OD ONE NIO SPRINT 1300 :e Tip09 14 7, ;y11M�.8 $2B000 N _a 10'. 535-00 VS996 -tt 0; ONE rDMA 1:OrI 01 1C UMA. $3=:,.i A1 $225,00 'IA,a,....T $30.DO H830 $20.00 t E�iS10 jlltI,,I:A;'V M 12'.1. _ �f1 $225.00 .N1.-a7nA $30,00 NFnU� 11 ONE.MA+':UMA 15 or. To,R u'R MAn S.00 4"41 $290.0C 111 _1'1R.4 VOW 1 y991 'E")0 ONE MIN- 12'30 ORDID RAZR P rT TMOe $290,00 SMGK`:Ika $85.00 11811 1 I,o) ONE x 1.OD Y I11617 t200 ?S-114;ER-- $210,00 W(,,91UP S30M LS'996 $20) DROOONA $!)0 x11767 12D0 11+2161M(Ii1 $216.00 `iMNy OV $40.00 V55H5 TI I11 m"'Ot'i?11C iSM 11 DO 4i I;65 1?I),) IF15�2565PR, 521600 SMkl12OT $40.00 N910 .' ) 01.F MINI':= $1DI) xI'w 11A .P8 256 I•ER: $160.00 tiMNu20:: $LOAO t117,95 . !=1 13,1 MINI?I $1 OH XTIAD $I,X/ 'P3 256 vERZ_ $180,00 SMN 9?13P $36.00 L 9!10 $ )O DC SIRE 010 $1 DO DR010 MINI $1 00 iP 3-256 SPIN smOo SM(02i,A $30.00 u5991 $10.00 OL5 6-36(UMA 11 00 X I1064 $1 00 IF g•?56 TMC'B $216,00 SMG9213V 63000 L99K 14 DO DESIRE 6?fi4 VI 00 ,7 T1050 $1)1) IT H•04-v'tR' $210-00 ;;MGN2k1 $20-00 rP260 51000 DESIRF FYE 11 00 x IIUfiH $000 :F 9.6=1 ATT $2110,00 SM,,j?9P $20.00 M256 $10.00 (iNF`. $1 U:) xT107) '$11i.10 Ii$256ITT 6180.00 SMG015V $20.00 MI'M $10-00 Dr-`Itl7F 5ti)_,SM 1100 DAMP st;)O 11g256-T $100,00 SMva25A $40.00 D8.50 $1,0 DE`62C,iL`•M 1100 +TIfW T110 IPti-&I nt1 $210.00 SMGN2OV $20.00 D351 1200 DE 511_'E F?6 II OD .'I'll I IP 0-64 TM(IB $200.00 SM5925T $2000 1001 11)11) 'INE Fn $1 00 5?6 11 11 1r 9,6.15FF'I $200.00 5M;32(IA $20.00 ---'.200 `ISFaRE 10 Or •"C)1 $'? IPr?"IIA,B S180.00 SMG92JT $20.00 E90C 1 , "!Jrn. 31 IF' 256`,PR1 $180.00 S1dGk25P $20.00 M521D 'JO DESIRE 0''2 $1 00 A4 If ?'P')PRT $180,00 SMIJ9101 615= V83` 15 i10 SENSnTIVN $000 IPB258TMOB $180.00 SM0920P $20,00 LS755 $51'.O VI110 $0OC TIa29 11'p) IF 0a61'F E+T $200.00 S1.11,1915V $MOO LS970 $100 ONE" 11 00 f"056 $000 1P 8,64 TMOB $2oo.00 SMN916A $15,00 E900 1100 DESIRE 530C $1 00 ATRIX $000 IF,86,vERZ $170.00 SMN915T $15.00 E970 1100 ATRI'x2 $000 1P 661'"ER, Sf 70.00 SMG890A $16,00 h,540 $500 --BLACKBERRY----- ATRIA HD $003 IP 6 64 A.T r st 70.00 SMN915P $15.00 K550 $500 PRIV GSM $10.00 IP 064 AT $170.00 SMN910A $15.00 F428 $400 PRIV COMA 1000 -••-KYOCERO•-- IF SMOG SM N 9I OV $M00 K-125 $500 PASSPORT $5 DE' E6790 1700 6.;TMC-P S170.00 SM111910" $16.00 +5501 T500 CLASSIC LDN:f. 14 00 E692^ 610.00 = 45Pi:T $170,00 VA'_900', $16.00 VA30 $,)0 -`_1J+SSIi_i-,SM $4 Do Er3GW $10.00 'Zr'-' VMOO SMi.1,0- $16,00 TP456 150D 010 DMA 1,00 E,'_+Tr 1700 F IIAlP $170.00 T.t-.7-,L1A $601: 5500 S1:11 OC,SM $1 30 rv.- V)]_) ' $100.00 -let:t101 $10.00 vss-'S $T till LEAF $:100 F=1: $=: $160.00 N9".Tuff' $10.00 •e740 13 ra1 ^MA 1 10 FWF,: E M1,I+ S165.00 'WN91?=)A $1000 r,4,() 17,13 i,'4G $16) $155.00 M(,9:nfP $1000 M1hiI ._n, '1;iiIM ._ _I al' $150.00 -M=:I $10,00 -1 W .I t:.;15 T,; $I.Or, n. $8600 Myljljl $1500 'N 31C H-40l,) $I100 i-45;I: Lu=.,1 �t 1"' $140,00 411MN9rl4' $10.00 r'J?5 TI.,.,) I%1N111 '$I OU F42i,I $160.00 `.1 h151'n4 $10.00 Py30 T")11 C.HS? $01),) :I`,I'1.1 $150.00 `,Mi:;y i0i-'4 $20.00 JK1I ;`)0 -•--Google---• b A'1 $95.00 `--+THIS;' $5110 370 $I+A) I'MIr it $90.DO ...-Sony-. t r26VCF.Z $90.00 ;MN901_1114 $500 VS376 1080 PIXEL $60.00 06706 $10.00 ;P; <r1 I'MOE $90.00 WN920R4 $I6.00 d5920 $!00 1,0933 S20.00 IP 7 256�;-RT $90.00 SGHMO ID $4 DO H34? ?II'-0 -.--Panoedh---- '.WE V o) !P7.32ATT $140.00 SOH1337 $5DO H443 To PWCLn $C j- 'F,'F $DOO I 712B ATT $90.00 PHL72'J $a 00 0416 1'J0 -IF.F'6 15 J0 Page 1 of 2 VVe dpnai®an odAbcatiorAl hoofd kff EVE"clan pt4ruf QD1d t0 paceft6w P-SmUor bar don-d owr WN,00d Boar. Paine w[n cunt above�nYrotle[a tcarrb�ATei,T.lAobilq,Vemm�,SpMi,and US CeINYr(wrlee rrnere mey lrae reduced w,c61W Ce6PMne;nwn ne luiy fu.+I Dual w.n+�„arlhw+�rp Price.wynlln<Myp vn «.Celldwneallerdu nw min axlryuuemennrar yu<Msa w,p r,ar hernunael.N d rxrR vn,a In e.Ml P1+v.ea bdave,Ap,P.7a Hw,e.IMI,wrc palled rM+<arxra lal M.e I,e+er++peer Tel onlwed Iry uee ril Men+w,nerarTp Ne na+l ar PmIM Wue Vendor Services Agreement - Exhibit B Page 13 of 19 6=2019 000-248 b360 x710 PaceButler Corporation wvLv.oeeebutle7.eom --•--APPLE•-••• •-._.APPLE•••-- --SAMSUNO-••• ••-SAMSu NO-•• -••-LG--- IP7.32TMOB 6196.00 IRSE BSPRT $20.00 SMG870A $500 SGHA997 $100 U5990 $100 IP 733VERZ 686.00 IP532 SPRY WOO SMGB00A $5D0 SG111927 $100 VS880 $100 IP 7.32 SPIRT $14500 IP SE 128 ATT 630.00 SCIII605 $200 SGHI997 $100 H631 $100 IP 7128 TMOB $8500 tPSE 128VER $30.00 SGHT889 $100 SOH1599 $100 H634 5100 :P/12BSPRT $6500 IP SE 32ATT $20.00 SOH1317 S200 SGHT679 $100 K371 $100 'P>32ATT 16500 IP SF.32 VERZ $35.00 SMGOECP $500 SGHT769 $O 00 L5900 $100 !I"32 T"O0 t61;GO IP 6 128 Spn $16,00 5MR750V S10.00 5GHT959 $0 00 4330 $1 00 32'zPR' 170 00 IP 6GA Spn S12.00 5CH1545 S500 S(38T959V $000 D725 1100 !P 65•'29 AP 36500 ,P G 16 San 610.00 SMG97DR4 $500 SM0360A $1 00 VS980 1100 IC GS•64' V� $6!;GC IP 5s 32Ver7 $100 5MP605V $500 5MG530P $100 L5805 $1110 'P 65•I2}A!' 166 OG ,P`n 64 Vert $700 5MR730V $500 5MG530Rn $000 V5930 1100 IP 6S•64 A I' $76,00 IP S,16 Vert 1500 SPHL900 $300 SMG8OOR4 $100 0500 1000 IP 65.16 VEF" $60.00 ,P 5s 64 an $700 5MR350 $300 5MJ320R4 $100 IP 65.02 VER 666.00 IP 5s 16 an $500 5M0850A $500 •••_pica4l•.-- IP 6S 178 VFR $50.00 IF 5%31 An $600 SMJ700 $500 •••-NOHIA-•• 5045 $300 IP 55•IIB SPR 670,00 IP 5s 64 Tmob $500 5MV700 $SOO LUMIA 1570 S000 BUSS 1100 IP 6564'<R 646.00 IP 564 An $300 SMG92BR4 $SOU LC)MA 979 $000 5044 $100 IP 65•17B TMO S80.00 IP 564 Vlen $300 5MJ377A $500 LUMIA 1090 $101) 5054 $1 I10 IP 6.126 VIS' 950.00 IP 537 Ven 170U 5MJJ77V $5 DO a.)MIA B40 xI $?00 1724 $! nI IP h"13)Ar+ S86.00 IP Sc J7 Vert $500 SMJ727A $501) 10MA 950 It 11115',12P AI I S60.00 IP 51 37 1- $3 0U SMJr21r 15 DO ,IJMIA 9XI y 1 1i7: Sip; y In1 -11 Sl•16 A I' $60.00 4'55 64 Spn $500 SMJ 171R4 $500 ;I)MIA 415 y101. 41T11 11'IIIIr ,' A` I?4FP $40.00 0•Ss 3)Spn $S 0U SMJ7.171 $5110 ,UMIA VL 11 DU SO)!I IP 6S•37 SPIRT 565.00 II'5r 16 v- $S UU SMR73DA $S 00 I.VMIA 9511 IP 6S 16 VER 440,00 IP 5 16 Vers $300 5M T327P $500 LUMIA 030 $'0C 4060, 1'')0 =P 6S 54 A 1 $46.00 IP%16 Spn $4 DO 5MB6001r $000 50.7 1100 65.6•I 5PP 466,00 IP Ss 16 Tmm $4 00 SIVIG900P4 $IOU ---ZTE•••• 5655 11 00 IP 5e 64 Ver1 $48,00 IP 537 an $300 5GHT999 $1 00 Z993 Imoo 505E $1 00 ,F 6e 128 an 00.00 rP 5 16 art $300 5GH1747 $1 00 Z981 $5 OD 5065 $100 Ps 5.61 TMO S70.00 IP 5c 32 en $500 SMG30ET $200 Z902 $6 00 IP 6.16Ven 640.00 IP 5c 16 art $500 SPHLBOO $200 N9560 $5 00 -••-CASIO•••- IP65.16SPR 566.00 IP 564 Tmoo $300 5MJ700P $200 Z95E $200 Commando 46 $000 IP 65.16 TMO S66.00 IP 5C B VERZ 54 00 5MJ320V $100 Z987 $300 IP 65.3.7 TIA0 $58.00 IP 532 Tmob $300 SGHT679 $100 Z028 $100 -••-HU-4-••- ,P6.64 an 646.00 IP S64 Spn S300 SGH1717 $130 Z970 12 OD H151I Sr0.00 �P 6+In Tme $40.00 IP 5C 8A7T $4 00 5MG360T $2D) Z835 12 DO .1611 $500 .P 8.120 Sp S20.00 IP 532 Spn 1300 SMGS30A $2U0 L930 1000 Y530 1000 IP eS 37 A l $40.00 ,P 5 16 Tmab D300 SMG53DT $20) Z956 $1 00 v536AI $000 !P 6k%16 AT• 440.00 P 5(32 I,-U $5 00 SMJ320A 51 0) Z959 $100 .c 8. 16 an $40.00 ,F 5,32 Sw, $S CO 5MJ32042 SI OD Z980 %2 00 55 l2e'1r5 $40.00 .F 516 5p'1 $200 5PHL710 $109 Z755 $0 OD 7-II`64'Mr S45.00 ,F 5a 16 TmpL $400 SCH1535 $I O7 1612 11 00 8'..??11"B $26.00 .P k 10 5p11 14 CC 5GH177, S i:)J 1020 $O OC +I?."' S40.00 I';I.H!MCIP 13U0 '3119 $00) 2998 $000 cI,,CA`PF $30.00 IP 51 e SPRY 1?00 S6n112' SI D) Z830 11 DO 1! S2000 �P 44 64 GSM 1200 SMG73CA $0 DO Z740 $I OD ,P 6 1219 ven,: $60 00 IP 4S 64 COMA $7 00 SMJ320P $2 00 Z 777 $0 OD ,P P"64 Vert $55.00 IP 4s 32 CDMA 1200 5MJ327T• $2 01) Z 707 S I UO IP 6S 16 TMO $30,00 IP 4s 16 GSM $200 SMJ3271 $2 OU 1192 10 00 IP 6S 37 SPRY $20.00 IP 4S 16 CDMA $200 SMJ 127V $50) 2B31 $100 IP 616 V" W6.00 IP 4S 37 GSM $200 SGH153' $100 ZRP $1DO P 6 170 an $30.00 IP 4,8 CDMA $2 00 SGHI257 $100 IP 6.64 Spn 520.00 IP 4S 8 GSM $200 SPHL520 $IUD F 6.64 TmoO MAO IP 413G'SM SI DO SCH1435 $100 P F-16 rmco $30,00 IP•1 32 GSM $I CG SCHR050 $000 P 6-16 Son 620,00 IP 4 16 GSM $100 SCHR860 $000 ,F 6 64 an $20,00 .P 4 8 CDMA $000 SMG350V $1 00 F A 16 aY $20,00 IP 4 37 COMA 10 00 SM878CA $1 UO ,F 6r28 Imo, $20.00 •P 415 COMA $0 OC SO10541 $IOD F 6E4 r-ot S16.00 SCHR97C 110D ,P F 16 Tm L 510.00 5G111841 $1 00 ,P SE 64 VER! $30.00 SGH19B1 1100 IP SE 16VERZ $30.00 5CH1431 $100 IP SE 16ATT WOO SMJIT $100 IP SE 54 A T1 $20.00 SCHR530 $0 OD IP SE 84 TMOB S20.00 SCHU660 $ODD IP SE 64 SPRY SMOG SMG730V $000 IP Sr 16 WOO $20.00 SGH1399 $I OD Pa9e2 oil V0 domte Bt16ducadonal booW for EVERY ImU phone Bolo to PsomButler.. P-aI,d.r Ilan tivourd-13l,000 boob vlvne wr n Insd above eppy Io rlrp curlvl ATLT,T.LbGw Ye!Isn,Spint and 115 CeILYar II>th!<aIien mey Nw reds wl p,<nv!.Cra 05vrwf m.n b IVIY tun oro1 r.4h Inlxf Ilouf I.10 Rkn wejn I Io plenve wnlov!room Cril phorta Ifrr 4e rot men ue,ewierl.enn b plur�alr ndi nw be mmmt nrr nnrc y.vl.e m aell p)orca be/a.e Jyve•0 Rlo.e,r W r<mIe nvMvd.III,femere b.n one Leae,wen al o,Gnd b.v1r..e!oui rvmrrr wi11 a p,1,4 eI h N pounf Jue Vendor Services Agreement Exhibit B Page 14 of 19 6/6/2019 PaceButler Corporation 80.pacebutie z710 www.pacebutier.com Broken/Damaged/Defective Purchase List Please Call for Specific Model Pricing Phones not on this list are accepted for recycling The phones listed on this pricelist ore subject to physical inspection and testing. While our goal is to provide as much value for your phones us we can,units that are beyond economiml repair will not be paid for. Phones that have been physically opened or have been parted or are not complete handsets will not be available for broken/damaged/defective pricing. Prices are subject to change and specific models may be added or deleted from the pricelist without notification. Apple Apple Samsung IP 4S 16 CDMA-R 51.00 IP SS 16 ATT R 52.DD SCHIS35 R 51.00 IP 45 16 GSM-R 51.00 IP 5S 16 SPRT-R $2,00 SCHIS45-R 51.00 IP 45 32 CDMA-R 51.00 IP 5S 16 TMOB-R 52.00 SCH1605-R MOD IP 4S 32 GSM R 51.00 IP SS 16 VERZ-R 52.00 SGH1317 R SOLD IP 45 64 COMA-R $1.00 IP 55 32 ATT-R $2.OD SGH1337-R 51.00 IP 4S 64 GSM-R 51.00 IP SS 32 SPRT-R 52.00 SGH1747-R 51.00 IP 4S 8 CDMA R 51.00 IP 5S 32 TMOB-R 52.00 SGHM919-R S1.00 IP 45 8 GSIWR $1.DU IP 55 32 VERZ-R 52.OD SGHT389-R 50.00 IP 5 16 ATT-R 51A0 IP 5S 64 ATT-R 52.00 SGHT999-R 51.DD IP S 16 SPRT R S1.OD IP 5S 64 SPRT R 52.D0 SMG900A R $3.00 IP 5 16 TMOB-R $1.00 IP 55 64 TIVIOB-R 53.00 SMG9DOP-R $1.00 IP 5 16 VERZ-R 51.00 IP SS 64 VERZ-R 52.00 SMG9001-R S2.OD IP 4 3?ATT R $2.00 IP 6 129 NTT-R SMOG SMG90OV-R 53.00 IP S 32 SPRI-R 52.0U IP 6128 SPRT-R S1D.DU 5MG92DA-R $1.00 IP 5 32 IIAC)U-R 52.00 IP 6128 TMOB-R 510.00 SMG92UP-R 53.00 IP 5 32 VERZ R $2.00 IP 6128 VERZ-R 515.00 SMG92OT-R 51.00 IP 5 64 ATT-R $2.00 IP 616 ATT-R $1D.DC SMG92OV-R $1.00 IP 5 64 SPRT.R $2.00 IP 616 SPRT-R 55.00 SMG925A-R 51.00 IP S 64 TMOB-R 52.00 IP 6 16 TMOB-R $5.00 SMG925P R S1.00 1P 5 64 VERZ-R 52.00 IP 6 16 VERZ-R $15.0D SPAG925I-R S1.OD IP SC 16 All-R $1.00 IP 6 64 ATT-R 510.DO SMG925V R 51.00 IP SC 16 5PRT-R $1.OD 1P 6 64 SPRT R 510.00 SMG930V R $5,00 IP SC 16 tMOB-R 51,00 IP 664 TMOB-R 510.00 SMG935A-R 53.DD IP 5C 16 VERZ-R 51.00 IP 6 64 VER2-R $15.0D SIVIG935V R $8.00 IP SC 32 ATT-R $1.00 IP 6+128 ATT-R $10.DO SMN90OA-R 51.DD IP SC 32 SPRT-R 51.00 IT 6+128 SPR-R $10.00 5MN900P R 51.00 IP 5C 32 TMOB-R 51.00 IP 64 128 TMO-R $10.00 SMN90OT-R $1.00 IP SC 32 VERZ R $1-UD IP 6+.129 VER-R $10.00 SMN90DV-R 51.DO IP SC 8 VERZ-R 51.DD IP 6+16 ATT-R $10.00 SMN 91DA-R 53.00 IP 6+16 SPRT-R $1D.00 SMN9IDP-R 53.00 IP 64 16TMOB-R 510.0D SMN91OT-R $3.DD IP 6+16 VERZ-R 510.00 SMN91DV R 53.DO IP 6l 64 ATTR 510.00 Apple Products continued IP 6+64 SPRI-R $lUD on Page 2 IP 6+64 TMOB R 5 moo V%d=%aft All educaftul book! for EVMY OeU phOM sold to Paceftdiliw Poo-Ou"r hap dopated o&,&M,000 booka Plsone paces listed above apply to these cank-AT&T.T-Mobile,Verisvn,Sprint,and US Cellular(other carriers may have reduced pricing).Cell Phones m isr be fully functional with intact housing.Prices subject to change without notice.Cell phones that do not meet our requirements for purchase will rot be returned.Deactivate service to cell phones before shipping.Phones that come standard with camera but have beg special ordered for use without camera will be paid at h of posted value. Vendor Services Agreement -- Exhibit B Page 15 of 19 6/6/2019 800-248.6360 x710 PaeeButler Corporation www.pacebutler.com. Dead and iCloud Locked Phones Apple (Continued from page 1) Samsung (Continued from page 1) Apple IP 6+64 VERZ-R 510.00 SMN915A-R $3.00 IP SC SPRT R 51.00 IP 6S 128 ATT-R $20,00 SMN915P-R $3.00 IP 5C TMOB R $1.00 IP 6S 128 SPR R $15.00 SMN915T R S3.00 IP SC ATT R S1.00 IP 6S 128 TMO-R 515.00 SMN915V-R $3.OD IP 5C VERZ-R $1.00 If'6S 128 VER-R S20.00 SMN92DA-R $5.00 IP 5 ATT-R $1.00 IP 6S 16 ATT R 520.00 SMN920P R $5.00 IP 5 SPRT R 51.00 IP 6S 16 SPR-R $15,00 SMN920V-R $5.00 IP 5 TMOB-R 51.00 IP 6S 16 TMO-R $15.00 SPHL720-R $1,00 IP 5 VERZ-R S1.00 IP 6S 16 VER-R $20.00 IP 5S ATT-R 51.00 IP 6S 64 ATT-R $20,00 IP SS SPRT-R 51.00 IP 6S 64 SPR-R $15.00 IP SS TMOB-R S1.00 IP 6S 64 TMO-R $15.00 IP SS VERZ-R $1.00 IP 5S 64 VER-R S20.00 IP 6 ATT-R $2.00 IP 5S+128 ATT R $35.00 IP 6 SPRT-R $2.00 IP6SF128 SPR R 540,00 IP 5TMOB-R $2.00 IP 6S+128 TMO-R 535,00 IP 6 VERZ-R $2.00 IP 65+128 VER-R $35,00 IP 6+SPRT-R 53,00 IP 65+16 ATT R $50.00 IP 6t TMOB R $3.00 IP 6S 16 SPR R 535.00 IP 6+ATT-R S3.00 IP6S+16TMO R $35.00 IP 6+VERZ R S3.00 IP 6S116 VER R $35,00 IP 65 SPRT R $4.00 IP 6S+64 ATT-R 535,00 IP 6S TMOB R S2A0 IP 6S+-64 SPR-R $3S.00 IP 6S ATT-R Saw IP 5S+64 TMO-R $3S.00 IP 6S VERZ R $4.00 IP 6S+64 VER-R $35.00 IP 5S+ATT-R $5.00 IP 7 128 ATT-R $30.00 IP 6S+SPRT R $5.00 IP 7 128 SPRT R $30.00 IP 5S+ TMOB R 55,00 IP 7 128 TMOB R $30.00 IP 6S+VERZ-R 55.00 IP 7 128 VERZ-R S30.00 IP 7 AT R 58.00 IP 7 256 ATT R $40.00 IP 7 SPRT R $8.00 IP 7 256 SPRT-R 530.00 IP 7 TMOB R 58.00 IP 7 256 TMOB R 540.00 IP 7 VERZ R $8.00 IP 7 256 VERZ-R 530,00 IP 7F ATT-R $20.00 IP 7 32 ATT-R $30.00 IP 7+ SPRT-R 520,00 IP 7 32 SPRT-R $30.00 IP 7+TMOS-R 520.00 IP 7 32 TMOB-R $30.00 IP 7+VERZ-R $20.00 IP 7 32 VERZ-R $30.00 IP 7+128 ATT-R $80.00 IP 7t 128 SPRT R S80.00 IP 7 r 128 TMOB R $80.00 IP 7+128 VERZ R $60.00 IP 7,256 ATT R $60.00 IP 7+256 5PRi-R $60.00 Vft d=We an edBlCBitlorwd boold for EWW MU phom told to P&OeButllar t Pd,mOudar hee dorsWed war 838,000 booha Phone pru es listed above apply to these carriers:AT&T,T-Mobile,Vemmn,Sprint,and US Cellular(other carriers may have reduced pricing).Cell Phones must be fully functional with intact housing.Prices subject to change without notice.Cell phones that do not meet out requirements fat purchase will not be returned.Oeactivate service to cell phones before shipping,Phone that come standard with camera but have been speclal ordered for use without camera will be paid at sS of posted value. Vendor Services Agreement- Exhibit B Page 16 of 19 6/6/2019 800-248-6360 xT10 PaceButler Corporation www.pacebutier.com IP 7+256TMOB-R $60.DD IP 7+256 VERZ-R 56D,DD IP 7+32 AT f-R $60.00 IP 7+32 SPRT-R $60.00 IP 1+32 IMOB-R $60.00 IP 7+32 VERZ-R $gux) We dlonabe an educabional bookt bat EVERY Deli phom acid to PaceBuder PaeNduder h"donated w r 936,000 books Phorse prc es fisted ab—apply to these carriers:AT&T,r-Mobile,Vemmn,Sprint.and US Cellular(other c criers may have reduced pricing).Cell Phones roust be fully functional with intact housing.Prices subject to change without notice.Cell phones that do not meet our requirements for purchaw will not be mTurrsed.Deactivate —n-to cell phones before shipping.Phorxs that come standard with camera but have beect special ordered for use without camera will be paid at H of posted value. Vendor ServiCeS Agreement—Exhibit B Page 17 of 19 151612019 PaceButler Corporation °°02493'B utl;r.c c 0M www.aa4 eb We Pay up to$220 for Tablets on this List Please Call for Specific Model Pricing Tablets not on this list are accepted for Recycling WI•BOnly Working Broken` AT&T Waking Broken' 5amun WQFR,nk BrokrN,' IPAD 1 16 S 1 5 IPAD 1 16 An 5 1 S G-rp5100 5 5 TOD IPAD 1 32 5 1 5 IPAD 132 An S 1 5 G'P5113 5 5 TOD IPAD'I 64 S 5 IPAD 1 Ed Art 5 1 S G P5200 5 10 TBD IPAD216 S 5 TBD IPAD 216 Art S 5 TBD G-P5210 S In IUD IPAD 2 32 S S TBD IPAD 2 32 Art S I IUD G'p750o 5 10 TBD IPAD IW S / IBD IPAD 264 AT 5 / IUD G P7510 5 10 TBD IPAD 3 16 5 1S IBD IPAD 316 At 1 5 15 TBD KH IOS 5 1 TBD IPAD 3 32 $ 15 TBD IPAD 3 32 Art $ 15 TBD SC.HI80D S TBD IPAD 364 5 15 TBD IPAD 364 ATT S 15 TBD SCHI8IS 5 5 TBD IPAD 416 S 25 TBD IPAD4 16 ATT 5 25 TOD 5CH1905 5 5 TOO IPAD 432 S 30 TBD IPA0432 All S 30 TOO SCF1I915 S 5 IUD IPAD 4 E-0 5 30 IUD IPAD4 64 AFT S 30 TBD SC'H1925 S 10 IUD IPAD 4128 5 30 TOD IPAD412SATT S 35 TBD SCH1497 S 5 TBD IP MINI 16 $ 10 TOD IP MINI 16ATT 10 TOD SC H1957 S 1 TBD IP MINI 32 S 10 TBD IP MINI 32ATT S 30 TOO SN4P905V 5 50 IUD IP MINI 64 S to TOD IP MINI 64ATT 5 10 TBD SMT217A S 3 TBD IP MI 2 16 $ 30 TBD IP MI 2 16ATT 5 30 TOO SMT217S 5 3 TBD IP MI 2 32 S 30 TOD IP MI 2 32A TT 5 30 TOD SMT337A 5 10 TOO IP MI264 S 3S TBD IP MI264AFI S 35 TBD SNIT331V S 10 IUD IP MI 2 128 5 40 TBD IP MI 2 128AT S 40 TOD SMT537V 5 20 TBD IP MINI 316 5 50 TBD IP AIR 16 ATT S 35 TBD SNITS67V $ 20 TOD IP MINI 3 64 S SD TOD IP AIR 32 ATT 5 35 TOO SN41807V $ 2.0 TBD IP MINI 3 128 S 50 TOD IP AIR 64 All 5 40 IUD sff 181 N S 40 IUD 1P MINI 416 5 6U IUD IP AIR 128AII S 40 IHD S*Pt UD 5 IHD IP MINI 64 5 60 TBD Verl:on Wurkmg Broken` SKIP500 S 1S TOO IP MINI 128 S 6D TOD IPAD 2 16 VER > 5 T13D IP AIR I6 5 35 1BD IPAD 232 VER S ! TOD La IP AIR 32 S 35 TRD IPAD 2 64 VFR S 7 TOD IK430 S TBD IP AIR 64 S 40 TBD IPAD 3 16 vER S 15 TBD V9410 S S TOD IP AIR 128 5 40 TOD IPAD 3 32 VER 5 u TOD VN810 $ 1 IUD IP AIR 2 16 S 5S 1 BD IPAD 3 M VER S 15 IUD VN815 S S IUD IP AIR 2 64 5 55 TOD IPAFM 16 VER S 2S TOD IP AIR 2 128 5 55 TBD IPAD4 32 VER 5 30 IUD E14PSIS PRO 12.932 5 2W TBD IPAD4 64 VER S 30 TOD OMV7B S 5 TBD PRO 12.9128 5 200 TBD IPAD4 128 VER S 35 TBD Q4AO23 S 5 TOD PRO 12.9 256 5 2TV IUD Ip MINI 16VER S 30 TOO PRO 9132 5 145 TBD IP MINI 32VER S 10 Is() PRO 7128 S 145 TBD IP MINI 64VER 5 10 TOD PRO 9.7256 S 145 TOD IP MI216VER S 30 TOD IP MI 232VER S 30 IUD Sprint Working Brul,nW IP MI 7 64VFR S 35 TOD IPA04 16 SPR 5 25 TOD IP MI 2 128VE S 40 TBD IPA04 32 SPR S 30 TBD IP AIR 16 VER S 35 TOD IPAD4 64 SPR S 30 TBD IP AIR 32 VER 5 35 TBD IPAD4128SPR 5 3S TBD IP AIR64 VER S 40 TBD IP MINI 165PR 5 10 TBD IP AIR 128VER S 40 TOD IP MINI 32SPK S 10 TOD T•Moblle Working Broken' IP MINI 64SPR 5 10 TBD IP MI 2161MD S 3U IUD IP MI 2 16SPR 5 30 TBD IP MI 2 32TM0 S 30 IUD IP MI 2 375PR S 30 TBD IP MI 2 64TM0 S 3S TOD IP MI 2 64SPR 5 70 TBD IP MI 2 128TIV S 4U TOD IP MI 2 1185p 5 4U I HD IP AI R 16 IMO S 3S IUD IP MR 16 SPR $ 15 1UD IP AIR Q TMO S 15 TOD IP AIR 32 SPR 5 35 I BD IP AIR 64 TMC $ 40 TBD IP AIR(A SPR S 4U TOD IP AIR 128TMC S 40 TOD IP AIR 128S11H S 4U 113D Vft datWo sa edwulwW hoold _ww oba ph=*sold to Pecou"A*T Vendor Services Agreement— Exhibit B Page 18 of 19 EXHIBIT C VERIFICATION OF SIGNATURE AUTHORITY VENDOR NAME: PACEBUTLER CORP ADDRESS: 5915 NW 2311" ST, OKLAHOMA CITY, OKLAHOMA 73127 SERVICES TO BE PROVIDED: CELL PHONE,TABLET, MIFI BUYBACK SERVICES, DATA DESTRUCTION Vendor hereby agrees to provide City with independent audit basic financial statements, but also the fair presentation of the financial statements of individual funds. Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution, ordinance or other authorisation of Vendor. City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor will submit an updated Form within ten (10) business days if there are any changes to the signatory authority, City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by Vendor. 1. Name: Position: Signature 2. Narne: Position: Signature 3. Name: Position: Signature Nke Si resident! O -- l Other Title: qL4 Date: Vendor Services Agreement Exhibit C Page 19 of'19