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EXHIBIT 10.24
COOPERATIVE MARKETING AGREEMENT (USCO)
XEROX
Whereas Document Sciences Corporation ("You") may provide various added skills,
such as systems management, systems integration, networking, image management,
and have insight concerning the identity of prospects within the United States,
its territories, and possessions (the "Territory"), and have knowledge
concerning the applicability of those Xerox products set forth in EXHIBIT 1
(the "Xerox Products") to the business of such prospects;
Whereas Xerox Corporation ("Xerox") may provide various value added skills,
such as systems management, systems integration, networking, image management,
and have insight concerning the identity of prospects in the Territory as well
as knowledge concerning the applicability of those products you market to the
business of such prospects;
Whereas You and Xerox each wish to engage the other as a non-exclusive
Cooperative Marketing Partner within the Territory;
And whereas You and Xerox are willing to accept such appointment by the other
and to undertake to provide such services pursuant to the terms of this
agreement (the "Agreement");
Now, therefore You and Xerox agree as follows:
1. RESPONSIBILITIES OF THE PARTIES
YOUR RESPONSIBILITIES. If You intend to jointly market your products and
the Xerox Products (the "Products") with Xerox to any customer within the
Territory who purchases, leases, or licenses the Products for their own
use and not for remarketing (a "Customer"), You will notify the Xerox
Sales Representative responsible for that Customer of such marketing
opportunity as soon as practicable and enter into a Cooperative Marketing
Partners Teaming Agreement, as set forth in EXHIBIT 2 (a "Teaming
Agreement").
XEROX RESPONSIBILITIES. If Xerox intends to jointly market the Products to
a Customer, Xerox will notify Your Sales Representative responsible for
that Customer of such marketing opportunity as soon as practicable and
enter into a Teaming Agreement.
JOINT RESPONSIBILITIES.
(a) Xerox and You will each appoint a manager to oversee the relationship
between the parties resulting from this Agreement. These managers will be
responsible for resolving issues that may from time to time arise, will
meet as frequently as both parties believe is appropriate, and will be
responsible for planning and developing a marketing program plan to
facilitate the promotion of the Products.
(b) Xerox and You will each (i) independently set prices for our
respective Products, (ii) independently market our respective Products to
any and all customers in the Territory and (iii) be responsible for
installing and maintaining our respective Products as well as providing
customer training with respect to such Products.
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COOPERATIVE MARKETING AGREEMENT (USCO)
(c) Xerox and You will honor the other's reasonable requests for
consultations and visits to each other's facilities for purposes of
fulfilling the intent of our respective obligations under this Agreement.
(d) Xerox and You may develop Customer demonstrations and proposals, and
may conduct joint sales calls and Customer briefings.
(e) Xerox and You may incorporate the other's marketing proposals into
marketing proposals for our respective Products as required and agreed to
in any given situation.
(f) Xerox and You may act as the other's prime contractor or
subcontractor as required and agreed to in any given situation.
2. ENGAGEMENT FEES
ENGAGEMENT FEE VALIDATION. If You and Xerox enter into a Teaming Agreement
with the anticipation of jointly marketing to a Customer in the Territory
and, within one year of the commencement of this Teaming Agreement, Xerox
(a) either sells, licenses, or leases (with an initial term of at least
one year) one or more newly installed Xerox Products to that Customer and
(b) validates that one or more of these transactions resulted in
significant part from your marketing efforts, Xerox will pay you an
Engagement Fee as set forth in EXHIBIT 1 for each such validated Xerox
Product covered under the Teaming Agreement. This Engagement Fee shall not
be payable, however, in the case of rental or upgrade transactions. A
given transaction shall be deemed validated only if the applicable Xerox
Customer Business Unit ("CBU") Controller in his or her sole discretion
completes the bottom portion of the Teaming Agreement and thereby verifies
Xerox' decision that Your marketing efforts played a significant enough
role in one or more of the transactions covered by the Teaming Agreement
to justify the payment of the Engagement Fee. In reaching this decision,
the Controller shall consider the following factors: (i) whether You
established direct contact with the Customer, (ii) whether You provide the
Customer with relevant information regarding your and Xerox Products,
(iii) whether You maintained contact with the Customer throughout the
selling cycle, (iv) whether You actively assisted the Xerox Sales
Representative in the sale, lease, and/or license of the Xerox Products,
and/or (v) whether You actively cooperated with Xerox in ensuring that the
Xerox Products functioned together with your Products sold to the same
Customer in a manner acceptable to that Customer.
MULTIPLE COOPERATIVE MARKETING PARTNERS INVOLVED IN THE SAME TRANSACTION.
If more than one Cooperative Marketing Partner is eligible for fees as set
forth above on the same underlying transaction, Xerox will apportion a
single fee for each Xerox Product validated in the manner set forth above
(a "Validated Xerox Product") amongst the involved Cooperative Marketing
Partners.
REVISIONS TO XEROX PRODUCTS COVERED AND ENGAGEMENT FEES. Xerox may, at any
time and upon written notice to You, amend EXHIBIT 1 to revise the Xerox
Products covered by this Agreement and/or the Engagement Fees associated
with their sale, lease, or license. Any revision to the Engagement Fees,
however, shall be applicable only as to fees earned subsequent to the date
of this revision.
PAYMENT. Engagement Fees shall be deemed earned by You only after a
Validated Xerox Product has been accepted and installed by the Customer.
Xerox will use reasonable efforts to pay such fees within sixty (60) days
after the end of any month during which the installation and acceptance of
the Validated Xerox Product(s) occurred. Each party shall provide to the
other within 60 days of the end of each
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month an installation report reflecting those Products installed as the
result of any Teaming Agreements by the other, the amount of fees payable
for each Validated Xerox Product, and the Customer names and installation
address of the Products installed.
REVERSAL. In the event that for any reason Xerox reverses a sale, lease, or
license of any Xerox Product as to which an Engagement Fee has been paid
under this Agreement, and such reversal occurs within six (6) months of the
date the Customer installed and accepted the Product, Xerox shall debit the
amount of this fee against any subsequent Engagement Fees to which you may
become entitled. If You are not entitled to any subsequent Engagement Fees,
You shall pay back to Xerox an amount equal to those Engagement Fee
stemming from the Reversed Transactions.
3. PRODUCT TECHNICAL AND ADMINISTRATIVE SUPPORT
Xerox and You agree that each party will be responsible for the technical
and administrative support of its own Products, and that the Program
Managers will jointly develop procedures to facilitate the resolution of
any mutual technical issues and problems regarding the Products.
4. TRAINING
YOUR PRODUCT TRAINING. You will provide to Xerox, on terms to be agreed
upon by You and Xerox, product training sufficient to provide a reasonable
number of Xerox sales representatives and analysts with a working knowledge
of your products.
XEROX PRODUCT TRAINING. Xerox will provide, on terms to be agreed upon by
You and Xerox, product training sufficient to provide a reasonable number
of Your sales representatives and analysts with a working knowledge of the
Xerox Products.
DOCUMENTATION. The parties will provide to each other one set of sales
representative training documentation and will grant the other the
restricted right to reproduce such documents solely for Customer
demonstrations and training of our respective sales representatives and
sales management relative to the Products.
5. CONFIDENTIAL INFORMATION
You and Xerox agree that it may be necessary from time to time to exchange
information that shall be accepted by the receiving party on a confidential
basis ("Confidential Information"). In order to keep this exchange to a
minimum, however, the parties expressly agree that no information shall be
considered Confidential Information unless the receiving party specifically
requests the receipt of that information in a written document
substantially similar to the attached EXHIBIT 3.
The parties agree to safeguard all Confidential Information received or to
be received from each other, not to disclose such information to any third
party without the prior authorization of the disclosing party, and to
restrict circulation of this information within its own organization to the
extent necessary to fulfill the purposes of this Agreement. All
Confidential Information will remain the property of the disclosing party.
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In order to be treated as Confidential Information under this Agreement
section, information must be disclosed either: (i) by written or
electronic communication which is appropriately labeled so as to give
reasonable notice to anyone reading the communication that the contents
thereof are confidential and proprietary or (ii) by oral disclosure, in
which case the party making the disclosure must, at the time the
disclosure is made, state to the recipients thereof that the contents of
the disclosure are confidential and proprietary, and must further reduce
the confidential and proprietary contents of the disclosure to a written
or electronic communication, appropriate labeled as required by clause (i)
above, which is delivered to said recipients within ten (10) days after
the oral disclosure or execution of this Agreement, whichever is later.
The receiving party will be released from the obligations of this
Agreement section with respect to any particular portion of Confidential
Information when:
(a) the receiving party can document that: (i) it was in the public
domain at the time of the disclosing party's communication thereof to
the receiving party, (ii) it entered the public domain through no
fault of the receiving party subsequent to the time of the disclosing
party's communication thereof to the receiving party, (iii) it was in
the receiving party's possession free of any obligation of confidence
at the time of the disclosing party's communication thereof to the
receiving party, (iv) it was rightfully communicated to the receiving
party free of any obligation of confidence subsequent to the time of
the disclosing party's communication thereof to the receiving party,
or (v) it was independently developed by the receiving party's
employees or agents without reference to the Confidential Information
of the disclosing party;
(b) it is communicated by the disclosing party to a third party free
of any obligation of confidence;
or
(c) it was communicated by the disclosing party under this agreement
at least two (2) years earlier.
All materials including, without limitation, documents, drawings, models,
apparatus, sketches, designs, and lists furnished to one party by another
and which are designated in writing to be the property of such party will
remain the property of such party and will be returned to such party
promptly at its request with all copies made thereof. This agreement does
not in any way grant to either party any express or implied license to any
intellectual property rights of the other party except as expressly set
forth herein.
6. TRADEMARKS AND LOGOS
The trademarks and trade names under which each party markets Products
will remain the exclusive property of such party. In addition, each party
agrees not to use the other's name or trademarks in any way that may be
determined objectionable by the other party or confusing to any
third-parties regarding the nature of the relationship between You and
Xerox. This Agreement gives the parties no rights regarding the use of
such names or trademarks except that during the term of this Agreement
each party grants to the other a restricted license to reproduce such
trademarks and trade names in publications and under such terms and
conditions as may hereafter be approved in writing by the granting party.
7. WARRANTY AND INDEMNIFICATION
INTELLECTUAL PROPERTY WARRANTY. Each party represents and warrants to the
other that it has sufficient right, title and interest in and to their
respective Products to enter into this Agreement.
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INDEMNIFICATION. Each party (the "Indemnifying Party") will defend and hold
harmless the other party (the "Indemnified Party") from, and pay any
amount due on, any claim, action or other proceeding brought against the
Indemnified Party arising from the use and marketing of the Indemnifying
Party's Products, providing that the Indemnified Party promptly notifies
the Indemnifying Party in writing of any action or claim; allows the
Indemnifying Party, at its expense, to direct the defense, gives the
Indemnifying Party sufficient information in the Indemnified Party's
possession and reasonable assistance required to defend such suit, claim
or proceeding, but at no out-of-pocket expense to the Indemnified Party,
and allows the Indemnifying Party to pay any judgment. In addition, the
parties agree that the Indemnifying Party will have no liability for (a)
any claim, action or other proceeding based primarily upon acts or
omissions by the Indemnified Party; (b) any claim, action, or other
proceeding resulting from the combination of the Indemnifying Party's
Products with third-party products without the express knowledge and
agreement of the Indemnifying Party; or (c) settlements or costs incurred
without the knowledge of the Indemnifying Party. To avoid infringement the
Indemnifying Party may, at the Indemnifying Party's option, and at no
charge to the Indemnified Party, obtain a license, or modify the
Indemnifying Party's Products so that they no longer infringe (provided
that the modification results in an equivalent of the Indemnifying Party's
original Products), or substitute an equivalent of the Indemnifying
Party's Products.
8. RIGHTS OF PARTIES UNDER DEVELOPED INTELLECTUAL PROPERTY RIGHTS
Unless otherwise agreed in writing by the parties, ownership of any
writings, discoveries, inventions or innovations ("Improvements") arising
out of the cooperation of the parties pursuant to this Agreement will
reside with the party whose employee(s) or agent(s): (i) first conceived
the Improvement, in the case of patentable Improvements, and (ii) in the
case of copyrightable Improvements, first fix the Improvement in any
tangible medium of expression, now known or later developed, from which it
can be perceived, either directly or with the aid of a machine or device.
Any improvements jointly conceived by the parties will be jointly owned
and each party will have an unrestricted free worldwide license to make,
use, or market such improvements.
Each party who is an owner of an Improvement will be responsible in its
sole discretion for conducting its own plans and programs relative to
filing for and maintaining patent rights, trade secrets, mask works,
copyrights or other registerable or applied for intellectual property
rights in one or more countries of the world. If any improvements are
jointly owned, the parties will reasonably agree on the responsibilities
with respect to perfecting any intellectual property rights.
9. TERM AND TERMINATION
INITIAL TERM. If you covered substantially the same geographic territory
under a prior Cooperative Marketing Agreement, this Agreement shall be
effective as of the earlier of the date of execution on February 1, 1998;
for all other Agents, this Agreement shall be effective upon the date of
execution by you and Xerox. Subject to the termination provisions set forth
in this Agreement, the initial term shall run through December 31 of the
year in which the Agreement is executed (unless it is executed in the
final calendar quarter of any given year in which case it will run through
December 31 of the following year).
RENEWAL. This Agreement may be renewed for successive one-year periods by
mutual consent of the parties. Silence shall be interpreted as consent to
renew. Either party may decline to renew this
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COOPERATIVE MARKETING AGREEMENT (USCO)
Agreement based upon its own reasons and objectives notwithstanding that
the other party is not then in breach of its obligations hereunder. If
either party elects not to renew, it shall notify the other party in
writing of this decision at least 60 days prior to the effective date of
non-renewal.
TERMINATION FOR CONVENIENCE. Either party may terminate this Agreement
based upon its own reasons and objectives notwithstanding that the other
party is not then in breach of its obligations hereunder. In this
circumstance, the terminating party shall give the other party written
notice of termination at least 90 days in advance.
TERMINATION FOR BREACH. Either party may terminate this Agreement if a
breach by the other party remains uncured 30 days after written notice of
breach is given by the non-breaching party. In addition, during the twelve
month period following any instance in which a breach of this Agreement
has been identified and cured pursuant to the provisions of this Section,
the non-breaching party shall have the right to terminate this Agreement
immediately and without providing any opportunity to cure upon the
occurrence of any breach by the other party, regardless of whether the
subsequently identified breach is similar in nature to the previous breach.
RETURN OF PROPERTY UPON TERMINATION. Upon termination, each party shall
return to the other in a commercially reasonable manner all of the other
party's property and materials in its possession or control.
10. GENERAL PROVISIONS
LIMITATIONS OF LIABILITY. Except as set forth in the indemnification
provisions of this Agreement, neither party will be liable to the other
for any punitive, indirect, special, consequential or incidental damages
(including but not limited to lost profits), whether arising in contract
or in tort (including but not limited to negligence) arising out of or
relating to this Agreement and/or its termination or non-renewal. In
addition, the parties agree (a) that neither party shall be liable to the
other for direct damages in excess of $100,000 and (b) that Xerox shall
not be liable to You for any claimed Engagement Fees where the underlying
installation was completed more than 120 days prior to the commencement of
your specific claim for the related fees (regardless of when You learned
or could have learned of any of the facts surrounding the transaction or
claim).
RELATIONSHIP OF THE PARTIES. We agree that we are independent parties and
that neither of us is authorized to make any commitment or representation
on the other's behalf. During the term of this Agreement, should the term
"partnership," "partner" or "marketing partner" be used to describe the
Cooperative Marketing relationship, we agree to make it clear to third
parties that these terms refer only to the spirit of cooperation between
us and do not describe or create the legal status of partners or joint
ventures.
GOVERNMENT COMPLIANCE. Each party will comply fully with all federal,
state and local laws and regulations relating to its obligations under
this Agreement.
ETHICAL STANDARDS. The conduct of each party, its employees, and
representatives shall conform to the highest ethical standards and shall
reflect favorably on the good name and reputation of the other. Any
failure on the part of either party or that of its employees or
representatives to conduct themselves in this
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COOPERATIVE MARKETING AGREEMENT (USCO)
manner as reasonably determined by the other party shall be grounds for
immediate termination of this Agreement. Breaches of this obligation shall
include, but not be limited to, acts involving dishonesty.
FORCE MAJEURE. Except as otherwise provided herein, neither party will be
liable to the other for its failure to perform any of its obligations
hereunder during any period in which such performance is delayed by
circumstanced beyond its reasonable control, provided that the party
experiencing such delay promptly notifies the other party of the delay. In
the event that such a delay by a party continues for more than sixty (60)
days, the other party may, at its sole option, and in addition to its other
rights and remedies under this Agreement, at law, or in equity, suspend its
obligations under this Agreement during the period of delay.
ASSIGNMENT. Neither party will assign this Agreement or any rights and
obligations thereunder to any third party without the express written
permission of the other party, except that each party may assign this
Agreement to an entity directly or indirectly controlling, controlled by,
or under common control with Xerox.
SEVERABILITY. If any provision of this Agreement is held invalid by any
law, rule, order or regulation of any government, or by the final
determination of any state or federal court, such invalidity will not
affect the enforceability of any other provision not held to be invalid.
WAIVER. Any delay by either party to exercise any right or remedy under
this Agreement will not be construed to be a waiver of any other right or
remedy hereunder. All of the rights of either party under this Agreement
will be cumulative and may be exercised separately or concurrently.
ALTERNATE DISPUTE RESOLUTION.
(a) The parties will attempt to resolve any dispute, controversy or claim
arising out of or relating to this Agreement and/or its termination or
non-renewal (collectively referred to as a "Covered Dispute") in a
non-judicial manner and forum. Any such Covered Dispute will be initially
referred for resolution to the respective parties' Program Managers
appointed pursuant to this Agreement. If such individuals cannot resolve
the matter within sixty (60) days after the matter in dispute has been
submitted to them for resolution, then the matter will be referred to one
Vice-President of each of he parties for resolution within a subsequent
sixty day period. In the event the parties are unable to informally resolve
a Covered Dispute, they hereby agree that it will be decided through
arbitration as the sole and exclusive remedy for resolving the dispute. The
arbitration shall be conducted before a single arbitrator pursuant to the
applicable rules of the American Arbitration Association then in effect. In
undertaking the arbitration, the parties agree that (i) the direct costs of
the arbitration shall be shared equally by the parties (with the expenses
of each party to be self-funded); (ii) they shall be limited to taking no
more than three depositions each and that no interrogatories shall be
permitted; (iii) that the arbitration shall be completed within six months
from the date the arbitrator is selected (unless any delays arise that are
beyond the control of the parties); (d) that the arbitration shall be
governed by the United States Arbitration Act; and (iv) that the resulting
arbitration award will be final and binding upon the parties and may be
entered by any court of competent jurisdiction. Any monetary awards shall
be limited in accordance with the Limitations of Liability provisions of
this Agreement and, as such, (i) the Arbitrator is specifically prohibited
from awarding any punitive damages or other damages excluded by this
Limitation and (ii) each party irrevocably waives any right to recover
damages outside the scope of these limitations.
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COOPERATIVE MARKETING AGREEMENT (USCO)
(b) If either party to this Agreement brings a judicial action that seeks to
resolve a Covered Dispute, this action shall be barred as a result of the
exclusive remedy provided in this section and the prevailing party in any such
action shall be entitled to recover its related costs and expenses from the
other, including reasonable attorneys' fees.
(c) Any arbitration as set forth in this section and any claim therein arising
from or related to the Agreement must be brought within one (1) year from the
date such action could have first been brought. The parties expressly agree to
this provision notwithstanding any longer periods that may be provided by statue
for bringing actions in court or arbitration, with any such periods being
expressly waived.
CONTROLLING LAW. This Agreement will be governed by and construed in all
respects in accordance with the laws of the State of New York.
ENTIRE AGREEMENT. This Agreement constitutes the entire agreement of the parties
as to the subject matter hereof and supersedes any and all prior oral or written
memoranda, understandings and agreements as to such subject matter. This
Agreement may be amended only by a written agreement signed by authorized
representatives of both parties.
DOCUMENT SCIENCES CORPORATION XEROX CORPORATION
Signature Authorization: Signature Authorization:
---------------------------------- ---------------------------------
Printed Name: Printed Name:
XXXX XXXXX XXXXXXX XXXXXXXXX
Title: Title:
PRESIDENT MANAGER, MARKETING PARTNERS GROUP
Date: Date:
----------------------------- ----------------------------
Mailing Address: Mailing Address:
0000 XXXXXXXXX XXXXX 000 XXXXXXX XXXXXX XXXXX
XXX XXXXX, XX 00000 XXXXXXXXX, XX 00000
Phone: Fax: Phone: Fax:
(000) 000-0000 (000) 000-0000 (000) 000-0000 (000) 000-0000
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Cooperative Marketing Agreement XEROX
Between Xerox and Document Sciences
Xerox Products/Fee Schedule EXHIBIT 1
As of February 1, 1998
================================================================================
SNB & XTI
XEROX PRODUCTS FEE AMOUNT*
-------------- -----------
DocuTech Production Publisher 135 $ 4,700
DocuTech Network Publisher 135 $ 5,200
DocuTech 6135 $ 5,700
DocuTech 6180 $ 8,700
DocuTech Network Server $ 700
DocuTech Media Server $ 600
DocuTech Extended Storage $ 800
DocuTech Signature Booklet Maker $ 1,700
DocuColor 40 $ 2,900
DocuColor 70 $11,300
DocuPrint 4635 $ 7,100
DocuPrint 4890 $ 5,200
DocuPrint 4850 $ 3,100
DocuPrint 4090 $ 2,700
DocuPrint 4050 $ 1,300
DocuPrint 377CF $ 9,600
DocuPrint 420CFT $16,000
DocuPrint 180 $ 9,100
* Fees will be paid for Sale New Business (SNB) and Xerox Trade in (XTI)
transactions. Fees will not be paid for Rental or Upgrade transactions
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CONFIDENTIAL INFORMATION REQUEST FORM
Under the terms of the Cooperative Marketing Agreement ("CMA") between Xerox
Corporation and Document Sciences Corporation, dated ______________________,
the following information is requested by ______________________ of
______________________:
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
This information is needed in order to permit the requesting party to fulfill
the purposes of the CMA in the following specific manner:
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
Date: _______________
Signature: _______________
Exhibit 3 to the Cooperative Marketing Agreement
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COOPERATIVE MARKETING TEAMING AGREEMENT
XEROX/DOCUMENT SCIENCES
CUSTOMER INFORMATION
Company Name: ___________________________________ New Xerox Customer? Yes [ ] No [ ]
Site Address: ___________________________________ Products already installed: __________________________
1 _________________________________________________
Xerox Customer Number: __________________________ New Document Sciences Customer? Yes [ ] No [ ]
Xerox Product Opportunity & qty _________________ Products already installed: __________________________
Estimated Installation Date: (mnyr): ____________ Document Sciences Product Opportunity: _______________
Is this an XBS site? Yes [ ] No [ ] Estimated Installation Date (mnyr): __________________
------------------------------------------------------------------------------------------------------------------
XEROX DISCLOSURE: Is another Marketing Partner involved in this opportunity: Yes [ ] No [ ]
If Yes, Company:
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Signature of the sales persons creating this teaming agreement indicate their intent to pursue a joint selling
opportunity with the above named customer and disclosure of other partnership involvement, as applicable.
XEROX CORPORATION DOCUMENT SCIENCES CORPORATION
Sales Rep Name: _________________________________ Sales Rep Name: _________________________________
2 CBU: _____________________________________ 3 District: _____________________________________
Telephone: ______________________________________ Telephone: ______________________________________
Signature: ______________________ Date: _________ Signature: _______________________ Date: ________
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Mail/Fax to MPG Business Operations, XRX 2 - 21 8*223 4060 or (000) 000 0000
------------------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------
XEROX EQUIPMENT INSTALLATION COMPLETE
Product Serial Number: __________________________ Date Installed: _________________
5 Xerox Headquarters Approval:
Name: ___________________________________________ Signature: ___________________________________________
Title: __________________________________________ Telephone: _______________________ Date: _____________
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CBU VALIDATION
The individuals below have verified that Document Sciences is entitled to receive the applicable
Engagement Fees for the equipment listed above pursuant to the Cooperating Marketing Agreement
between Xerox and Document Sciences based on the determination that Document Sciences' marketing
efforts played a significant enough role in the sale, license, or lease of this equipment to justify
this payment. In reaching this decision, the CBU Controller considered whether Document Sciences:
(a) established direct contact with the Customer, (b) provided the Customer with relevant
information regarding Document Sciences and Xerox products, (c) maintained contact with the Customer
throughout the selling cycle, (d) actively assisted the Xerox Sales Representative in the sale,
lease, and/or license of the above-referenced Xerox products, and/or (e) actively cooperated with
Xerox in ensuring that the Document Sciences Products sold to the Customer functioned together with
the above-referenced Xerox products in a manner acceptable to the Customer.
FIRST LINE MANAGER APPROVAL: CBU CONTROLLER APPROVAL:
First Line
Manager's Name: _________________________________ Controller's Name: ___________________________________
6 Signature: ______________________________________ 7 Signature: ___________________________________________
Title: __________________________________________ Title: _______________________________________________
Date: ___________________________________________ Date: ________________________________________________
Telephone: ______________________________________ Telephone: ___________________________________________
=============================================================================================================
1 2 3 4 5 6 7
Identify Customer and Xerox Rep Signs Document Sciences Fax/Mail STOP!!!
Equipment Rep Signs to Xerox Headquarters/CBU Use Only
=============================================================================================================
