Unisys Revised Response To

Unisys Revised Response to

Constituent Relationship Management (CRM) Solution and Build Out of a 311 Call Center

Request for Proposal #12‐008

Volume 1 – Technical Proposal

June 15, 2012

This proposal has been reproduced on recycled paper

Unisys UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Table of Contents 1.0 Transmittal Letter ...... 1‐1 2.0 Vendor Information ...... 2‐1 3.0 Financial Statements ...... 3‐1 4.0 Client References ...... 4‐1 5.0 Scope of Services ...... 5‐7 5.1 The 3‐1‐1 Phone Number and the Call Intake Function ...... 5‐19 5.2 Project Management ...... 5‐19 5.3 Vendor Project Manager Responsibilities ...... 5‐26 5.4 Software Licenses ...... 5‐28 5.5 Proposed Application Software and Computing Environment ...... 5‐28 5.6 Responses to Requirements ...... 5‐31 5.7 Software/System Documentation ...... 5‐32 5.8 Systems Integrations and Interface Development ...... 5‐32 5.9 Test and Production Environments ...... 5‐34 5.10 Training Requirements...... 5‐35 5.11 System Acceptance ...... 5‐37 5.12 Solution Type ...... 5‐37 5.13 Warranty ...... 5‐38 5.14 Software Maintenance ...... 5‐38 5.15 Standards for City Acceptance of Deliverables ...... 5‐40 6.0 Supporting Documentation ...... 6‐1 7.0 Costs and Payment Terms ...... 7‐1 8.0 Required Attachments ...... 8‐1 8.1 Requirements Spreadsheets ...... 8‐2 8.2 Biographies of Project Team Members ...... 8‐3 8.3 Project Team Organizational Chart ...... 8‐24 8.4 Vendor References ...... 8‐25 8.5 Project Cost Form ...... 8‐26 8.6 Sample Software Licensing Agreement ...... 8‐27 8.7 Sample Maintenance Agreement ...... 8‐28 8.8 Sample Implementation Services Agreement ...... 8‐29 8.9 Sample Standard Reports ...... 8‐30 8.10 Sample Documentation (User Guides, Training Materials, Screenshots) ...... 8‐31 8.11 311 Implementation Plan ...... 8‐32 8.12 Forms ...... 8‐33

Table of Contents i UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

List of Figures

Figure 5‐1: Unisys Project Lifecycle ...... 5‐15 Figure 5‐2: High Level Project Plan ...... 5‐21 Figure 5‐3: Project Organization Chart ...... 5‐22

List of Tables

Table 5‐1: City of Elgin Roles and Responsibilities ...... 5‐23 Table 5‐2: Proposed CRM Application – Hosted Components ...... 5‐28 Table 5‐3: Dispute Resolution ...... 5‐41

Table of Contents ii UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

1.0 Transmittal Letter

RFP Requirement: An overall introduction to the proposal is required, including a statement of the vendor’s understanding of the needs of Elgin in an executive summary format. The letter must be signed by an individual authorized to bind the vendor, and must contain a statement that the proposals are binding for a period of 120 days. It should include the name, title, address, and telephone number of individuals with authority to negotiate and contractually bind the company. The letter may also briefly set forth any particular information the vendor wishes to bring to the City’s attention, and if any information contained in the response should be considered proprietary.

Unisys Response: For the signed Unisys transmittal letter, please refer to the following pages.

Transmittal Letter 1‐1

UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

2.0 Vendor Information

RFP Requirement: Complete a copy of the vendor information section for each different vendor in this proposal (including all subcontractors).

Unisys Response:

Unisys Corporation Item Response Vendor Name Unisys Corporation Proposed Role (i.e., Prime, Prime Subcontractor) Legal Status of Business (partnership, Corporation Corporation, etc.) Is your firm in negotiations that could Unisys is a publicly traded company. We report impact its current status (e.g., is planning to significant transactional events in accordance with U.S. be sold) securities laws. Any such information is available online at http://unisys.com/unisys/about/ir/detail.jsp?id=1080000 7&pid=202. Local Address (if applicable) 1 E. Wacker Drive, Chicago, IL 60601 Corporate Headquarters Address 801 Lakeview Drive # 100, Blue Bell, PA 19422 Website Address www.unisys.com Number of Employees 23,000 Number of Locations More than 100 countries around the world Length of Time in Business More than 130 years Length of time serving More than 50 years municipal/government organizations Number of years providing CRM solutions 12 years in the 311 CRM space (specific to Local Governments), First 311 CRM project completed successfully in 2001 for the City of Houston, TX Number of similar projects currently being 10 (globally in the area of CRM and customer service performed by the vendor for all segments) Relevant industry awards received in the last In February 2011, Ted Davies, president of Unisys three years Federal Systems, was recognized as a 2011 Federal 100 Award winner. The Federal 100 Awards, sponsored by Federal Computer Week, recognize leaders in the government IT community who “go above and beyond” to make a difference in the way technology transforms government. Dun & Bradstreet Number 00-535-8932

Vendor Information 2‐1 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Item Response

Contact Representative Name Title Telephone and Email Patrick Brady Account Executive (312) 953-1340 [email protected] salesforce.com Corporation Item Response Vendor Name salesforce.com Proposed Role (i.e., Prime, Subcontractor Subcontractor) Legal Status of Business (partnership, Corporation Corporation, etc.) Is your firm in negotiations that could No impact its current status (e.g., is planning to be sold) Local Address (if applicable) 767 S. Middleton, Palatine, IL 60067 Corporate Headquarters Address The Landmark@One Market, Suite 300, San Francisco, CA 94105 Website Address www.salesforce.com Number of Employees Approx. 7,000 Number of Locations 25 Length of Time in Business 12 years Length of time serving 11 years municipal/government organizations Number of years providing CRM solutions 12 years Number of similar projects currently being salesforce.com is one of the leaders in call center performed by the vendor software applications in the World. We currently have over 19,000 active call centers running on our Service Cloud. Relevant industry awards received in the last three years Dun & Bradstreet Number 07-88214-8831

Vendor Information 2‐2 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Item Response Contact Representative Name Title Telephone and Email Carrie-Anne Mosley Regional Vice President (703) 475-0202 [email protected]

XEDE Consulting Group Item Response Vendor Name Xede Consulting Group Proposed Role (i.e., Prime, Subcontractor Subcontractor) Legal Status of Business (partnership, Corporation Corporation, etc.) Is your firm in negotiations that could No impact its current status (e.g., is planning to be sold) Local Address (if applicable) N/A Corporate Headquarters Address 50 W. Big Beaver Suite 100, Troy, MI 48084

Website Address www.xede.com Number of Employees 35 Number of Locations 1 Length of Time in Business 14 years Length of time serving 2+ years municipal/government organizations Number of years providing CRM solutions 10 Number of similar projects currently being 20 performed by the vendor Relevant industry awards received in the last N/A three years Dun & Bradstreet Number N/A

Contact Representative Name Title Telephone and Email John Birgbauer CEO 248-284-1600 [email protected]

Vendor Information 2‐3 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

RFP Requirement: The vendor should also include details of any pending litigation or liquidating damages that have occurred within the past five years for any firms on the project team. In addition, please describe if your firm is involved in any legal or company acquisition proceedings that may affect your ability to continue under the current firm name for the duration of the project.

The prime vendor should also include a description of the CRM relevant products and services that are on your firm’s road map to be delivered in the next 12-24 months. The city of Elgin may be interested in partnering as a beta site. Please describe the approach used to beta test software

Unisys Response:

Unisys Corporation There are various lawsuits, claims, investigations and proceedings that have been brought or asserted against the company, which arise in the ordinary course of business. In accordance with SFAS No. 5, “Accounting for Contingencies,” the company records a provision for those matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Any provisions are reviewed at least quarterly and are adjusted to reflect the impact and status of settlements, rulings, advice of counsel and other information pertinent to a particular matter. Although the ultimate results of these lawsuits, claims, investigations and proceedings are not currently determinable; the company believes that it has adequate provisions for any such matters.

salesforce.com salesforce.com (SFDC) represents and warrants that it is not a party to any litigation or other legal proceeding that, to the best of SFDC’s knowledge and belief, is material to its business or operations, other than as described in its then‐current public filings with the Securities and Exchange Commission.

XEDE Consulting Group None.

CRM Product Roadmap Because SFDC is a publically traded company, we are required to ask clients to make procurement decisions based on functionality that is available today. Therefore, we do not publish product roadmaps. Once an organization becomes a salesforce.com client, our product managers are able to share the product roadmap and discuss future enhancements with them.

Vendor Information 2‐4 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

3.0 Financial Statements

RFP Requirement: For each firm involved on the team, please provide financial statements for the last two fiscal years. If the firm is a publicly traded firm, please include this data from the firm’s annual report and related SEC filings. If a firm is privately held, please provide, at a minimum, the following information for the previous two fiscal years. Please indicate if the data is audited by an external CPA firm.

 Annual revenues  Number of new projects started within the previous twelve (12) months  Number of completed projects within the previous five (5) years  Number of employees  Average revenue per project The financial data presented should demonstrate that the vendor is not at substantial risk of failing to deliver what they intend to deliver over the short, mid, and/or long-term due to their financial situation..

Unisys Response:

Unisys Requirement Response Annual Revenues $3.85 Billion Number of new projects started within the 467 previous 12 months Number of completed projects within the More than 2,100 previous five years Number of employees 23,000 Average revenue per project 260,430

The Unisys 2011 Annual Report was released after submission of our original proposal so we have included it in our revised proposal, which includes audited financial statements for Fiscal Years 2010 and 2011 at the end of this section.

2011_Unisys_Annual _Report.pdf

Financial Statements 3‐1 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

salesforce.com salesforce.com provides a platform for clients to design and build enterprise applications. With this model, clients are not required to report the number of projects they undertake on the platform, therefore it is impossible to report the number of projects started and completed in the last 12 months

Requirement Response Annual Revenues $2.3 Billion Number of new projects started within the N/A previous 12 months Number of completed projects within the N/A previous five years Number of employees 7,785 Average revenue per project N/A

XEDE Consulting Group Xede Consulting Group is a privately‐help corporation and does not disclose financial information. If the City requires financial information, Xede Consulting Group can facilitate a conversation with the company’s certified public accountant.

Requirement Response Annual Revenues N/A Number of new projects started within the 80 previous 12 months Number of completed projects within the 500 previous five years Number of employees 35 Average revenue per project N/A

Financial Statements 3‐2 Unisys Corporation 2011 Annual Report 2011 Annual Report to Shareholders To Our Shareholders: I’m pleased to report that in 2011 Unisys reported our third consecutive year of profitability and positive free cash flow.

A year ago in this letter I outlined our three-year financial objectives that build on the work we’ve done to create a more streamlined, cost-competitive business foundation for the company. Those objectives are to:

• Increase our pretax profit to $350 million in 2013, assuming no change in pension income or expense from 2010 levels;

• Grow our IT outsourcing and systems integration revenue at market rates, adjusted for the loss of our former IT services contract with the U.S. Transportation Security Administration (TSA), while maintaining stable revenue in our technology business, particularly within our flagship ClearPath business;

• Consistently achieve an 8 to 10 percent operating profit margin in our services business; and

• Reduce our debt by 75 percent from September 2010 levels.

Despite facing headwinds in our U.S. Federal government business during the year, we made tangible progress toward these objectives in 2011.

We reported 2011 pretax income of $206.0 million and net income from continuing operations of $120.5 million, or $2.71 per diluted share. The results included $85 million of pretax debt reduction charges. Excluding debt reduction charges in both years, our non-GAAP1 pretax profit in 2011 was $291 million, up 29 percent from 2010 levels, and non-GAAP1 diluted earnings per share increased to $4.43 compared to $3.72 in 2010.

At the top line, our revenue in 2011 declined 4 percent to $3.85 billion, driven by 23 percent lower revenue in our U.S. Federal business reflecting the ending of the TSA contract and continued uncertainty in that market. We were encouraged, however, by progress toward our revenue goals in other areas of the business. Excluding the U.S. Federal business, we grew our overall revenue by 1 percent and our services revenue by 3 percent. Our IT outsourcing revenue outside the U.S. Federal business grew 9 percent – the second consecutive year of growth in this business – while our non-U.S. Federal systems integration revenue grew in each of the last two quarters of 2011 and was flat for the full year, following revenue declines in prior years.

In our technology business, we met our goal of maintaining ClearPath revenue at 2010 levels. This marked the second consecutive year of maintaining revenue in our flagship technology line when compared to the previous year.

In terms of our margin goals, we reported a services operating profit margin of 6.9 percent in 2011. This was up slightly from 2010 but below our targeted 8 to 10 percent range, primarily reflecting the impact of the lower U.S. Federal revenue. Outside the U.S. Federal business, our services operating margin increased from 2010 levels and was within our targeted margin range.

We also made significant progress in 2011 toward our debt reduction goals. During the year we reduced our debt by $464 million, or 56 percent, and finished 2011 with nearly twice as much cash as debt.

In the first quarter of 2012, we further reduced our debt by an additional $66.5 million. We are now about 87 percent of the way toward our 2013 debt reduction goal and have reduced our annualized interest expense by $69 million since September 2010. A Strengthened Financial and Competitive Profile Because of the work we’ve done in recent years, Unisys today is a stronger company – financially and competitively.

1 In addition to three consecutive profitable years, we have generated positive cash flow and significantly reduced debt and interest expense. We have a streamlined cost structure and geographic footprint that makes us more competitive in the marketplace. From a competitive perspective, we have focused our resources on what we’re best at – namely, security; data center transformation and outsourcing, including our technology business; end user outsourcing; and application modernization. Within these areas of strength, we have enhanced our solutions and services portfolio to help our clients deal with sophisticated cyber security threats and take advantage of powerful disruptive technologies such as cloud computing, mobile computing, social computing, smart computing, and IT appliances. In our technology business, we are making ongoing investments in our ClearPath server platform – extending what we believe is the industry’s most secure, reliable server platform with powerful new models and innovative features such as secure partitioning for Intel® Xeon® processor-based systems, integrated specialty appliances and mobile device support. This has enabled us to stabilize our ClearPath revenue while opening up the platform to potential new markets. Complementing all of this is a first-class, standards-based global service delivery network that enables us to provide consistent, “follow the sun” service to our clients no matter where they are located around the world. Because of these capabilities, our client satisfaction ratings and service quality continue to improve. We are winning exciting contracts with new and existing clients alike – organizations such as McDonald’s, Hertz, Air France, the U.S. Coast Guard, the U.S. Patent and Trade Office, California State University, Brazil’s Secretariat of Ports, and China’s Chengdu Airport. Focused on Driving Profitable Growth and Shareholder Value While we are pleased with the progress we’ve made, we recognize that we have more work to do, particularly at the top line, to increase shareholder value and realize our full potential in the marketplace. To drive profitable revenue growth, we have focused on improving our sales effectiveness. In 2011 we refreshed about 27 percent of our global sales force, adding experienced leaders with the skills needed to represent and sell our refreshed portfolio in the market. We are equipping those individuals with new systems and tools to be more effective in consulting with clients to understand their needs and find solutions to their most complex mission-critical IT challenges.

As part of our growth focus, we are building our sales channels and investing in software-based solutions with growth potential – such as our Secure Private Cloud solution, our Stealth network security technology, and our Airline Core Systems Solution (AirCore).

We are also focused on improving results in our important U.S. Federal business. While conditions in that market remain challenging, we see opportunities in helping agencies reduce costs and collaborate more effectively through new delivery models such as cloud computing. For instance, we’re excited about the work we’re doing to help the General Services Administration and the National Atmospheric and Oceanic Administration move their employees to cloud-based email and collaboration systems built on Google Apps for Government. Priorities in 2012 As we move into 2012, we are focused on continuing progress toward our strategic and financial objectives. We are confident in our strategy and believe we have created a strong foundation for profitable growth. Our vision for Unisys remains the same. We want to be a company known for our financial strength and consistency – a company recognized in our chosen markets as a leading provider of mission-critical IT services and solutions, with a differentiated portfolio and a reputation for service excellence. The 23,000 employees of Unisys look forward to making this vision real – for you and for our customers.

Regards,

J. Edward Coleman

1 See “Reconciliation of Selected GAAP to Non-GAAP Measures” elsewhere in this report.

2 Business Description General

Unisys Corporation is a worldwide information technology (“IT”) company. We provide a portfolio of IT services, software, and technology that solves mission-critical problems for clients. We specialize in helping clients secure their operations, increase the efficiency and utilization of their data centers, enhance support to their end users and constituents, and modernize their enterprise applications. To provide these services and solutions, the company brings together offerings and capabilities in outsourcing services, systems integration and consulting services, infrastructure services, maintenance services, and high-end server technology. Unisys serves commercial organizations and government agencies throughout the world. Principal Products and Services

Unisys brings together services and technology into solutions that solve mission-critical problems for organizations around the world.

In the Services segment, we provide services to help our clients improve their competitiveness, security and cost efficiency. Our services include outsourcing, systems integration and consulting, infrastructure services and core maintenance.

• In outsourcing, we manage customers’ data centers, computer servers and end-user computing environments as well as specific business processes.

• In systems integration and consulting, we consult with clients to assess the security and cost effectiveness of their IT systems and help them design, integrate and modernize their mission-critical applications to achieve their business goals.

• In infrastructure services, we provide design, warranty and support services for our customers’ IT infrastructure, including their networks, desktops, servers, and mobile and wireless devices.

• In core maintenance, we provide maintenance of Unisys systems and products.

In the Technology segment, we design and develop servers and related products to help clients reduce costs and improve the efficiency of their data center environments. As a pioneer in large-scale computing, Unisys offers deep experience and rich technological capabilities in transaction-intensive, mission-critical environments. We provide a range of data center, infrastructure management and cloud computing offerings to help clients virtualize and automate their data-center environments. Product offerings include enterprise-class servers, such as the ClearPath family of servers and the ES7000 family of Intel-based servers, as well as operating system software and middleware.

To drive future growth, Unisys is focusing its resources and investments in four targeted market areas: security; data center transformation, including our server business; end user outsourcing; and applications modernization.

The primary vertical markets Unisys serves worldwide include the public sector (including the U.S. federal government), financial services and other commercial markets including communications and transportation.

We market our products and services primarily through a direct sales force. In certain foreign countries, we market primarily through distributors. Complementing our direct sales force, we make use of a select group of alliance partners to market and complement our services and product portfolio.

3 Board of Directors J. Edward Coleman Denise K. Fletcher Unisys Chairman and Chief Executive Officer3 Former Executive Vice President, Finance of Vulcan Inc.1,4

Alison Davis Leslie F. Kenne Former managing partner of Belvedere Capital Partners, Inc.3 Retired U.S. Air Force Lieutenant General4

Nathaniel A. Davis Charles B. McQuade Managing Director of the RANND Advisory Group4 Former Chairman and Chief Executive Officer of Securities Industry Automation Corp.2,3 Dr. James J. Duderstadt President Emeritus and University Professor of Science and Lee D. Roberts Engineering at the University of Michigan2,4 Chief Executive Officer and President of BlueWater Consulting, LLC2 Henry C. Duques Unisys Lead Director; Retired Chairman and Chief Executive Paul E. Weaver Officer of First Data Corporation1,2 Former Vice Chairman of PricewaterhouseCoopers1,2

Matthew J. Espe President and Chief Executive Officer and a director of Armstrong World Industries, Inc.1,3

Board Committees 1 Audit Committee 2 Compensation Committee 3 Finance Committee 4 Nominating and Corporate Governance Committee

4 Corporate Officers Scott A. Battersby Janet Brutschea Haugen Vice President and Treasurer Senior Vice President and Chief Financial Officer

Patricia A. Bradford Scott W. Hurley Senior Vice President, Worldwide Human Resources Vice President and Corporate Controller

Dominick Cavuoto Suresh V. Mathews Senior Vice President and President, Technology, Consulting Senior Vice President and Chief Information Officer and Integration Solutions M. Lazane Smith J. Edward Coleman Senior Vice President, Corporate Development Chairman and Chief Executive Officer Nancy Straus Sundheim Edward C. Davies Senior Vice President, General Counsel and Secretary Senior Vice President and President, Federal Systems

Ronald S. Frankenfield Senior Vice President and President, Global Managed Services

5 Unisys Corporation Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview In 2011, the company continued to implement its ongoing program to tighten its strategic focus, strengthen its solutions portfolio, increase the cost efficiency of services operations, and reduce debt and interest expense.

The company’s financial results in 2011 were impacted by charges related to debt reduction actions taken during the year as well as an increase in retirement-related expense. Also impacting the company’s 2011 results was a $191 million, or 23%, revenue decline in the company’s U.S. Federal government business, reflecting ongoing challenges in that market and the ending of the company’s contract with the U.S. Transportation Security Administration (TSA) in November 2010.

The company reported 2011 net income from continuing operations attributable to common shareholders of $120.5 million, or $2.71 per diluted share. The results included pretax debt-reduction charges of $85.2 million, $34.3 million in pretax pension expense, $12.5 million in U.S. 401(k) expense and $17.2 million of pretax foreign exchange gains. In 2010, the company reported net income from continuing operations of $158.9 million, or $3.67 per diluted share, which included $2.1 million of pretax debt-reduction charges, $2.9 million of pretax pension income and pretax foreign exchange losses of $43.4 million.

Revenue for 2011 declined 4% to $3.85 billion compared with $4.02 billion in 2010. The decline in the U.S. Federal government business contributed approximately 5 percentage points to the rate of decline in revenue in 2011. The company’s contract with TSA had provided approximately $117 million and $150 million of revenue in 2010 and 2009, respectively.

During 2011, the company took actions that reduced its debt by an aggregate of $464 million, or 56%. On February 28, 2011, the company sold approximately 2.6 million shares of 6.25% mandatory convertible preferred stock for net proceeds of approximately $250 million. On March 30, 2011, the company used the net proceeds from the sale of the mandatory convertible preferred stock to redeem an aggregate principal amount of $211.0 million of its senior secured notes due 2014 and 2015. On April 11, 2011, the company completed a cash tender offer and purchased an aggregate principal amount of $178.9 million of its senior secured notes due 2014 and 2015. On November 21, 2011, the company purchased in the open market $20.0 million of its 12 3⁄4% senior secured notes due 2014. On November 25, 2011, the company redeemed all of the remaining $65.9 million of its 8% senior notes due 2012.

Year-end 2011 debt was $360 million and cash was $715 million. The annualized interest expense attributable to the debt retired during 2011 is approximately $61 million. The annualized dividend on the mandatory convertible preferred stock is approximately $16.2 million until mandatory conversion in March 2014.

On February 1, 2012, the company called for redemption all of the remaining $25.5 million of its 14 1/4% senior secured notes due 2015 and $40.0 million of its 12.5% senior notes due 2016. The notes will be redeemed on March 2, 2012 and the company expects to recognize a charge of approximately $7 million in “Other income (expense), net” in the first quarter of 2012 in connection with the redemptions.

Results of operations Company results Revenue for 2011 was $3.85 billion compared with 2010 revenue of $4.02 billion, a decrease of 4%. Foreign currency had a 3-percentage-point positive impact on revenue in 2011 compared with 2010. The decline in revenue from the company’s U.S. Federal business contributed approximately 5 percentage points to the rate of decline in revenue in 2011.

6 Services revenue in 2011 decreased by 3%. The decline in revenue from the company’s U.S. Federal business contributed approximately 6 percentage points to the rate of decline in services revenue in 2011. Technology revenue in 2011 decreased by 11% compared with 2010. Revenue for 2010 was $4.02 billion compared with 2009 revenue of $4.39 billion, a decrease of 8%. Approximately 2 percentage points of the revenue decline was due to the divestiture of the company’s U.S. specialized technology check sorter equipment and related U.S. maintenance business. Foreign currency had a 1-percentage-point positive impact on revenue in 2010 compared with 2009. Revenue from international operations in 2011, 2010 and 2009 was $2.27 billion, $2.29 billion and $2.38 billion, respectively. Foreign currency had a 6-percentage-point positive impact on international revenue in 2011 compared with 2010, and a 2-percentage-point positive impact in 2010 compared with 2009. Revenue from U.S. operations was $1.58 billion in 2011, $1.73 billion in 2010 and $2.01 billion in 2009. In 2011, the company’s U.S. revenue declined 9%. The $191 million, or 23%, decline in revenue from the company’s U.S. Federal business contributed approximately 13 percentage points to the rate of decline in U.S. revenue in 2011. Gross profit percent was 25.6% in 2011, 26.7% in 2010 and 25.4% in 2009. The decrease in gross profit percent in 2011 compared with 2010 principally reflects lower revenue and margin in the company’s U.S. Federal business. The increase in gross profit percent in 2010 compared with 2009 principally reflects a stronger mix of high-end enterprise server sales as well as the benefits derived from improved cost efficiencies in services delivery. Selling, general and administrative expenses were $586.3 million in 2011 (15.2% of revenue), $617.1 million in 2010 (15.4% of revenue) and $681.1 million in 2009 (15.5% of revenue). The decline in selling, general and administrative expenses reflects the company’s continued focus on cost reduction. Research and development (R&D) expenses in 2011 were $76.1 million compared with $78.9 million in 2010 and $101.9 million in 2009. The decrease in R&D expense in 2010 compared with 2009 principally reflects changes in the company’s development model as the company has focused its investments on operating system software development while leveraging commodity components and offshore resources. In 2011, the company reported an operating profit of $324.6 million compared with $375.7 million in 2010 and $330.0 million in 2009. Pension expense for 2011 was $34.3 million compared with pension income of $2.9 million in 2010 and pension income of $23.6 million in 2009. For 2012, the company expects to recognize pension expense of approximately $102 million. The change in 2012 from 2011 is principally due to a lower discount rate and a lower expected return on plan assets in the company’s U.S. qualified defined benefit pension plan. The company records pension income or expense, as well as other employee-related costs such as payroll taxes and medical insurance costs, in operating income in the following income statement categories: cost of revenue; selling, general and administrative expenses; and research and development expenses. The amount allocated to each category is based on where the salaries of active employees are charged. Effective January 1, 2011, the company reinstated a company match to its U.S. 401(k) Savings Plan, which had been suspended effective January 1, 2009. The company matches 50 percent of the first 6 percent of eligible pay contributed by participants to the plan on a before-tax basis (subject to IRS limits). The company is currently funding and expects to continue to fund the match with the company’s common stock. The charge to income related to the company match for the year ended December 31, 2011 was $12.5 million compared with zero in 2010 and 2009. During 2011, the company recorded a charge of $13.5 million ($6.4 million in cost of revenue and $7.1 million in other income/expense) related to the loss of an old non-income tax case concerning the company’s former Brazilian manufacturing operations. During 2011, the company also recorded $14.3 million income in other income/expense related to a favorable resolution of a Brazilian non-income tax case concerning tax on other income. During 2009, the company recorded a benefit of $11.2 million (a $5.4 million benefit in other income, a $6.1 million benefit in cost of revenue and an expense of $.3 million in selling, general and administrative expense related to legal fees) related to a 2009 change in Brazilian law involving a gross receipts tax.

7 Interest expense was $63.1 million in 2011, $101.8 million in 2010 and $95.2 million in 2009. The decline in 2011 from 2010 reflects the debt reductions discussed herein.

Other income (expense), net was expense of $55.5 million in 2011, compared with expense of $51.0 million in 2010 and expense of $16.6 million in 2009. Included in 2011 were charges of $85.2 million related to the debt redemptions discussed herein offset in part by income of $7.2 million related to the Brazilian matters discussed above, foreign exchange gains of $17.2 million and interest income of $15.4 million. Included in 2010 were foreign exchange losses of $43.4 million (including $19.9 million related to the Venezuelan devaluation, discussed below) and interest income of $8.3 million. Included in 2009 was income of $5.4 million related to the Brazilian law change discussed above and foreign exchange losses of $12.5 million.

Income from continuing operations before income taxes in 2011 was $206.0 million compared with income of $222.9 million in 2010 and income of $218.2 million in 2009.

The provision for income taxes in 2011, 2010 and 2009 was $64.8 million, $58.8 million and $42.3 million, respectively. The 2011, 2010 and 2009 income tax provisions include benefits due to changes in judgment about the company’s ability to realize deferred tax assets in future years resulting in a net decrease in valuation allowances of $15.2 million, $13.2 million and $28.7 million, respectively. The 2011 income tax provision includes a benefit of $28.3 million related to the settlement of two European tax matters, as well as a provision of $8.4 million due to a reduction in the UK income tax rate (see Note 7 of the Notes to Consolidated Financial Statements). The 2011 and 2009 income tax provision includes benefits of $4.2 million and $11.1 million, respectively, related to provisions in the Housing and Economic Recovery Act of 2008 permitting certain research and alternative minimum tax (AMT) credit carryforwards to be refundable and 2009 includes a tax benefit of $7.7 million related to prior year tax adjustments.

The company evaluates quarterly the realizability of its deferred tax assets by assessing its valuation allowance and by adjusting the amount of such allowance, if necessary. The company will record a tax provision or benefit for those international subsidiaries that do not have a full valuation allowance against their deferred tax assets. Any profit or loss recorded for the company’s U.S. continuing operations will have no provision or benefit associated with it due to its full valuation allowance, except with respect to benefits related to income from discontinued operations. As a result, the company’s provision or benefit for taxes will vary significantly period to period depending on the geographic distribution of income. Due to its full valuation allowance in the U.S., the health care legislation enacted during 2010 had no impact on the company’s U.S. deferred tax assets.

The realization of the company’s net deferred tax assets as of December 31, 2011 is primarily dependent on forecasted future taxable income within certain foreign jurisdictions. Any reduction in estimated forecasted future taxable income may require the company to record an additional valuation allowance against the remaining deferred tax assets. Any increase or decrease in the valuation allowance would result in additional or lower income tax expense in such period and could have a significant impact on that period’s earnings.

Net income from continuing operations attributable to Unisys Corporation for 2011 was income of $120.5 million, or $2.71 per diluted common share, compared with income of $158.9 million, or $3.67 per diluted common share, in 2010 and income of $172.2 million, or income of $4.32 per diluted common share, in 2009.

In 2010, the company sold its health information management (HIM) and its Unisys Insurance Services Limited (UISL) businesses and retroactively reclassified its financial statements to report these businesses as discontinued operations. Income from discontinued operations for 2011 was zero compared with income of $77.2 million, or $1.78 per diluted common share, in 2010 and income of $17.1 million, or $.43 per diluted common share, in 2009. See Note 3 of the Notes to Consolidated Financial Statements.

Due to cumulative inflation of approximately 100 percent or more over the last 3-year period, the company’s Venezuelan subsidiary has applied highly inflationary accounting beginning January 1, 2010. For those international subsidiaries operating in highly inflationary economies, the U.S. dollar is the functional currency, and as such, nonmonetary assets and

8 liabilities are translated at historical exchange rates, and monetary assets and liabilities are translated at current exchange rates. Exchange gains and losses arising from translation are included in other income (expense), net. Effective January 11, 2010, the Venezuelan government devalued the Bolivar Fuerte by 50 percent by resetting the official exchange rate from 2.15 to the U.S. dollar to 4.30 to the U.S. dollar. As a result, the company recorded a foreign exchange loss in the first quarter of 2010 of approximately $20 million. The company has used and continues to use the official exchange rate for translation purposes. At December 31, 2011, the company’s operations in Venezuela had net monetary assets denominated in local currency of approximately $19 million.

Segment results The company has two business segments: Services and Technology. The products and services of each segment are marketed throughout the world to commercial businesses and governments. Revenue classifications by segment are as follows: Services – systems integration and consulting, outsourcing, infrastructure services and core maintenance; Technology – enterprise-class software and servers and other technology.

The accounting policies of each business segment are the same as those described in the summary of significant accounting policies. Intersegment sales and transfers are priced as if the sales or transfers were to third parties. Accordingly, the Technology segment recognizes intersegment revenue and manufacturing profit on hardware and software shipments to customers under Services contracts. The Services segment, in turn, recognizes customer revenue and marketing profit on such shipments of company hardware and software to customers. The Services segment also includes hardware and software products sourced from third parties that are sold to customers through the company’s Services channels. In the company’s consolidated statements of income, the manufacturing costs of products sourced from the Technology segment and sold to Services customers are reported in cost of revenue for Services.

Also included in the Technology segment’s sales and operating profit are sales of hardware and software sold to the Services segment for internal use in Services engagements. The amount of such profit included in operating income of the Technology segment for the years ended December 31, 2011, 2010 and 2009, was $8.2 million, $7.2 million and $14.8 million, respectively. The profit on these transactions is eliminated in Corporate.

The company evaluates business segment performance on operating income exclusive of restructuring charges and unusual and nonrecurring items, which are included in Corporate. Effective January 1, 2011, the company changed the measurement of segment performance that it evaluates to exclude pension income or expense. Prior periods have been reclassified to conform to the 2011 presentation. All corporate and centrally incurred costs are allocated to the business segments, based principally on revenue, employees, square footage or usage. See Note 15 of the Notes to Consolidated Financial Statements.

9 Information by business segment for 2011, 2010 and 2009 is presented below: (millions of dollars) Total Eliminations Services Technology

2011 Customer revenue $3,853.8 $3,354.6 $499.2 Intersegment $(102.6) 6.3 96.3 Total revenue $3,853.8 $(102.6) $3,360.9 $595.5 Gross profit percent 25.6% 20.0% 56.9% Operating income percent 8.4% 6.9% 21.5%

2010 Customer revenue $4,019.6 $3,457.4 $562.2 Intersegment $(116.6) 5.9 110.7 Total revenue $4,019.6 $(116.6) $3,463.3 $672.9 Gross profit percent 26.7% 20.1% 55.0% Operating income percent 9.3% 6.7% 21.1%

2009 Customer revenue $4,385.7 $3,824.9 $560.8 Intersegment $(170.8) 6.9 163.9 Total revenue $4,385.7 $(170.8) $3,831.8 $724.7 Gross profit percent 25.4% 18.6% 49.5% Operating income percent 7.5% 5.6% 12.1%

Gross profit percent and operating income percent are as a percent of total revenue.

Customer revenue by classes of similar products or services, by segment, for 2011, 2010 and 2009 is presented below:

Percent Percent Year ended December 31 (millions) 2011 2010 Change 2009 Change

Services Systems integration and consulting $ 1,164.7 $1,223.1 (4.8)% $1,360.0 (10.1)% Outsourcing 1,487.2 1,531.3 (2.9)% 1,592.2 (3.8)% Infrastructure services 487.0 472.4 3.1% 563.9 (16.2)% Core maintenance 215.7 230.6 (6.5)% 308.8 (25.3)% 3,354.6 3,457.4 (3.0)% 3,824.9 (9.6)%

Technology Enterprise-class software and servers 443.9 462.5 (4.0)% 464.6 (.5)% Other technology 55.3 99.7 (44.5)% 96.2 3.6% 499.2 562.2 (11.2)% 560.8 .2% Total $3,853.8 $4,019.6 (4.1)% $4,385.7 (8.3)%

In the Services segment, customer revenue was $3.35 billion in 2011, $3.46 billion in 2010 and $3.82 billion in 2009. Foreign currency had about a 3-percentage-point positive impact on Services revenue in 2011 compared with 2010, and a 1-percentage-point positive impact in 2010 compared with 2009. The decline in revenue from the company’s U.S. Federal business contributed approximately 6 percentage points to the rate of decline in services revenue in 2011. Approximately 2 percentage points of the decline in 2010 compared with 2009 were due to divestitures of businesses.

Revenue from systems integration and consulting decreased 4.8% in 2011 compared with 2010, and 2010 revenue declined 10.1% compared with 2009. The decline in revenue from the company’s U.S. Federal business contributed approximately 5 percentage points to the rate of decline in systems integration and consulting revenue in 2011. The 2010 decline reflected lower demand for project-based services and the continued reshaping of the company’s services portfolio.

10 Outsourcing revenue decreased 2.9% in 2011 as the loss of $117 million in TSA revenue in the company’s U.S. Federal business, which was all included in information technology outsourcing (ITO) revenue, more than offset growth in other ITO outsourcing revenue. The decline in revenue from the company’s U.S. Federal business contributed approximately 9 percentage points to the rate of decline in outsourcing revenue in 2011. Outsourcing revenue decreased 3.8% in 2010 from 2009, primarily reflecting declines in business processing outsourcing (BPO) revenue.

Infrastructure services revenue increased 3.1% in 2011 compared with 2010 and decreased 16.2% in 2010 compared with 2009. The decline in 2010 reflects the company’s de-emphasis of lower-margin business, as well as the shift away from project work to managed outsourcing contracts. Approximately 4 percentage points of the decline in 2010 compared with 2009 were due to divestitures of businesses.

Core maintenance revenue declined 6.5% in 2011 compared with 2010. Core maintenance revenue declined 25.3% in 2010 compared with 2009. Approximately 12 percentage points of the 2010 decline were due to divestitures of businesses.

Services gross profit percent was 20.0% in 2011, 20.1% in 2010 and 18.6% in 2009. Services operating income percent was 6.9% in 2011 compared with 6.7% in 2010 and 5.6% in 2009.

In the Technology segment, customer revenue was $499.2 million in 2011, $562.2 million in 2010 and $560.8 million in 2009. Foreign currency translation had about a 2-percentage-point positive impact on Technology revenue in 2011 compared with 2010, and a negligible impact in 2010 compared with 2009. Adjusting for divested businesses, the growth rate in Technology revenue in 2010 would have been 4 percentage points higher.

Revenue from the company’s enterprise-class software and servers decreased 4.0% in 2011 compared with 2010 and was flat in 2010 compared with 2009. The company’s ClearPath revenue remained essentially flat throughout both years.

Revenue from other technology decreased 44.5% in 2011 compared with 2010 and increased 3.6% in 2010 compared with 2009. The decline in 2011 from 2010 was due to lower sales of third-party equipment. Adjusting for divested businesses, the growth rate in other technology revenue in 2010 would have been 19 percentage points higher.

Technology gross profit percent was 56.9% in 2011, 55.0% in 2010 and 49.5% in 2009. The increases were due to a higher relative mix of ClearPath sales. Technology operating income percent was 21.5% in 2011 compared with 21.1% in 2010 and 12.1% in 2009.

New accounting pronouncements

See Note 5 of the Notes to Consolidated Financial Statements for a full description of recent accounting pronouncements, including the expected dates of adoption and estimated effects on the company’s consolidated financial statements.

Financial condition

The company’s principal sources of liquidity are cash on hand, cash from operations and its new five-year revolving credit facility, discussed below, which has replaced the company’s U.S. trade accounts receivable facility (the A/R Facility). The company and certain international subsidiaries have access to uncommitted lines of credit from various banks. The company believes that it will have adequate sources of liquidity to meet its expected 2012 cash requirements.

Cash and cash equivalents at December 31, 2011 were $714.9 million compared with $828.3 million at December 31, 2010. The decline was principally due to cash used for the debt reductions described below. At December 31, 2010, the company had sold no receivables under the A/R Facility compared with $100 million as of December 31, 2009 and $141 million at December 31, 2008.

As of December 31, 2011, approximately $457 million of cash and cash equivalents were held by the company’s foreign subsidiaries. In the future, if these funds are needed for the company’s operations in the U.S., the company may be required to accrue and pay U.S. taxes to repatriate these funds. See Note 7 of the Notes to Consolidated Financial Statements regarding the company’s intention to indefinitely reinvest earnings of foreign subsidiaries.

11 During 2011, cash provided by operations was $317.2 million compared with $336.8 million in 2010.

Cash used for investing activities in 2011 was $96.3 million compared with cash used of $61.6 million in 2010. Net proceeds from investments in 2011 were $3.0 million compared with net proceeds of $.9 million in 2010. Proceeds from investments and purchases of investments represent derivative financial instruments used to manage the company’s currency exposure to market risks from changes in foreign currency exchange rates. During the year ended December 31, 2011, the net change in restricted deposits resulted in cash provided of $50.7 million compared with cash provided of $23.4 million in 2010. In addition, the investment in marketable software was $51.7 million in 2011 compared with $55.8 million in 2010, capital additions of properties were $42.2 million in 2011 compared with $64.1 million in 2010 and capital additions of outsourcing assets were $40.5 million in 2011 compared with $83.2 million in 2010. The current year includes $15.6 million of net payments related to sales of businesses and assets compared with 2010 which includes net proceeds of $117.2 million related to the sale of the company’s HIM business, U.S. specialized technology check sorter and related U.S. maintenance business and UISL business (see Note 3 of the Notes to Consolidated Financial Statements).

Cash used for financing activities during 2011 was $319.4 million compared with cash used of $91.5 million in 2010. The current year includes cash proceeds of $249.7 million related to the issuance of preferred stock, net of issuance costs; cash payments to retire long-term debt of $555.7 million (see discussion below); and $12.2 million of dividends paid on preferred stock. The prior-year period includes $92.8 million used to reduce long-term debt.

At December 31, 2011, total debt was $359.7 million, a decrease of $464.3 million from December 31, 2010.

On February 28, 2011, the company sold 2,587,500 shares of 6.25% mandatory convertible preferred stock for net proceeds of $249.7 million. Each share of mandatory convertible preferred stock will automatically convert on March 1, 2014 into between 2.1899 and 2.6717 shares of the company’s common stock, subject to adjustment, depending on the volume weighted average price per share of the company’s common stock over the 20 consecutive trading days ending on the third trading day immediately preceding the mandatory conversion date. At any time prior to March 1, 2014, holders may elect to convert all or a portion of their shares of the mandatory convertible preferred stock at the minimum conversion rate of 2.1899 shares of the company’s common stock, subject to adjustment.

The company pays dividends on each share of the mandatory convertible preferred stock on a cumulative basis at an annual rate of 6.25% on the initial liquidation preference of $100 per share (equivalent to $6.25 per share per year). Dividends accrue and accumulate from the date of issuance and, to the extent the company has lawfully available funds to pay dividends and the company’s Board of Directors or an authorized committee of the Board of Directors declares a dividend payable, the company will pay dividends on March 1, June 1, September 1 and December 1 of each year prior to March 1, 2014 in cash and on March 1, 2014 or any earlier conversion date in cash, shares of the company’s common stock, or a combination thereof, at the company’s election. The annualized dividend on the mandatory convertible preferred stock is approximately $16.2 million until conversion.

On March 30, 2011, the net proceeds from the sale of mandatory convertible preferred stock were used to redeem an aggregate principal amount of $124.7 million of the company’s senior secured notes due 2014 and an aggregate principal amount of $86.3 million of the company’s senior secured notes due 2015 under the provisions of the indentures relating to the notes that allow the company to redeem, at its option, up to 35% of the original principal amount of each series of notes from the net cash proceeds of one or more equity offerings. As a result of these redemptions, the company recognized a charge of $31.8 million in “Other income (expense), net” in the three months ended March 31, 2011, which was comprised of $28.2 million of premium paid and $3.6 million for the write off of unamortized discounts, issuance costs and gains related to the portion of the notes redeemed.

On April 11, 2011, the company purchased $44.1 million of its senior secured notes due 2014 and $134.8 million of its senior secured notes due 2015 that had been tendered into a cash tender offer conducted by the company. As a result of this purchase of notes, the company recognized a charge of $45.7 million in “Other income (expense), net” in the three months ended June 30, 2011, which is comprised of $42.2 million of premium and expenses paid and $3.5 million for the write off of unamortized discounts, issuance costs and gains related to the portion of the notes purchased.

12 On November 21, 2011, the company purchased in the open market $20.0 million of its senior secured notes due 2014. As a result, the company recognized a charge of $3.2 million in “Other income (expense), net” in the three months ended December 31, 2011, which is comprised of $3.0 million of premium paid and $.2 million for the write off of unamortized discounts, issuance costs and gains related to the portion of the notes purchased.

On November 25, 2011, the company redeemed all of the remaining $65.9 million of its 8% senior notes due 2012. As a result of the redemption, the company recognized a charge of $4.4 million in “Other income (expense), net” in the three months ended December 31, 2011, which is comprised of $4.3 million of premium and expenses paid and $.1 million for the write off of unamortized issuance costs.

The annualized interest expense attributable to the debt retired during 2011 is approximately $61 million.

On June 23, 2011, the company entered into a new, five-year, secured revolving credit facility to replace the company’s $150 million U.S. trade accounts receivable securitization facility that terminated on that date. The new credit agreement provides for loans and letters of credit up to an aggregate amount of $150 million (with a limit on letters of credit of $100 million). The prior accounts receivable securitization facility had not provided for letters of credit. Borrowing limits under the new credit agreement are based upon the amount of eligible U.S. accounts receivable. At December 31, 2011, the company had no borrowings and $29.8 million of letters of credit outstanding under the facility. At December 31, 2011, availability under the facility was $85.8 million net of letters of credit issued. Borrowings under the facility will bear interest based on short-term rates. The credit agreement contains customary representations and warranties, including that there has been no material adverse change in the company’s business, properties, operations or financial condition. It also contains financial covenants requiring the company to maintain a minimum fixed charge coverage ratio and, if the company’s consolidated cash plus availability under the credit facility falls below $130 million, a maximum secured leverage ratio. The credit agreement allows the company to pay dividends on its preferred stock unless the company is in default and to, among other things, repurchase its equity, prepay other debt, incur other debt or liens, dispose of assets and make acquisitions, loans and investments, provided the company complies with certain requirements and limitations set forth in the agreement. Events of default include non-payment, failure to perform covenants, materially incorrect representations and warranties, change of control and default under other debt aggregating at least $50 million. The credit facility is guaranteed by Unisys Holding Corporation, Unisys NPL, Inc. and any future material domestic subsidiaries. The facility is secured on a first priority basis by certain assets of Unisys Corporation and the subsidiary guarantors consisting primarily of the U.S. trade accounts receivable of Unisys Corporation. It is secured on a junior basis (to the senior secured notes due 2014 and 2015) by the other assets of Unisys Corporation and the subsidiary guarantors, other than certain excluded assets. The company may elect to prepay or terminate the credit facility without penalty.

At December 31, 2011, the company has met all covenants and conditions under its various lending agreements. The company expects to continue to meet these covenants and conditions.

13 As described more fully in Notes 9 and 11 of the Notes to Consolidated Financial Statements, at December 31, 2011, the company had certain cash obligations, which are due as follows:

Less than (millions of dollars) Total 1 year 1-3 years 4-5 years After 5 years Long-term debt $363.5 $ .9 $186.5 $176.1 $ – Interest payments on long-term debt 170.5 46.2 92.4 31.9 – Operating leases 297.3 67.8 102.8 63.5 63.2 Minimum purchase obligations 94.3 32.4 54.2 7.7 –

Total $925.6 $147.3 $435.9 $279.2 $63.2

As described in Note 16 of the Notes to Consolidated Financial Statements, in 2012, the company expects to make cash contributions of approximately $241 million to its worldwide defined benefit pension plans, which is comprised of $98 million primarily for non-U.S. defined benefit pension plans and $143 million for the company’s U.S. qualified defined benefit pension plan.

The company may, from time to time, redeem, tender for, or repurchase its securities in the open market or in privately negotiated transactions depending upon availability, market conditions and other factors. The company has on file with the Securities and Exchange Commission an effective registration statement, expiring in June of 2012, covering approximately $.8 billion of debt or equity securities, which enables the company to be prepared for future market opportunities.

Market risk

The company has exposure to interest rate risk from its short-term and long-term debt. In general, the company’s long-term debt is fixed rate and, to the extent it has any, its short-term debt is variable rate. See Note 9 of the Notes to Consolidated Financial Statements for components of the company’s long-term debt. The company believes that the market risk assuming a hypothetical 10% increase in interest rates would not be material to the fair value of these financial instruments, or the related cash flows, or future results of operations.

The company is also exposed to foreign currency exchange rate risks. The company is a net receiver of currencies other than the U.S. dollar and, as such, can benefit from a weaker dollar, and can be adversely affected by a stronger dollar relative to currencies worldwide. Accordingly, changes in exchange rates, and in particular a strengthening of the U.S. dollar, may adversely affect consolidated revenue and operating margins as expressed in U.S. dollars. Currency exposure gains and losses are mitigated by purchasing components and incurring expenses in local currencies.

In addition, the company uses derivative financial instruments, primarily foreign exchange forward contracts, to reduce its exposure to market risks from changes in foreign currency exchange rates on intercompany balances. See Note 12 of the Notes to Consolidated Financial Statements for additional information on the company’s derivative financial instruments.

The company has performed a sensitivity analysis assuming a hypothetical 10% adverse movement in foreign currency exchange rates applied to these derivative financial instruments described above. As of December 31, 2011 and 2010, the analysis indicated that such market movements would have reduced the estimated fair value of these derivative financial instruments by approximately $13 million and $3 million, respectively. Based on changes in the timing and amount of interest rate and foreign currency exchange rate movements and the company’s actual exposures and hedges, actual gains and losses in the future may differ from the above analysis.

Critical accounting policies

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and accompanying notes. Certain accounting policies, methods and estimates are particularly important because of their significance to the financial statements and because of the possibility that future events affecting them may differ from management’s current judgments. The company bases its estimates and judgments on historical experience and on other

14 assumptions that it believes are reasonable under the circumstances; however, to the extent there are material differences between these estimates, judgments and assumptions and actual results, the financial statements will be affected. Although there are a number of accounting policies, methods and estimates affecting the company’s financial statements as described in Note 1 of the Notes to Consolidated Financial Statements, the following critical accounting policies reflect the significant estimates, judgments and assumptions. The development and selection of these critical accounting policies have been determined by management of the company and the related disclosures have been reviewed with the Audit Committee of the Board of Directors.

Outsourcing Typically, the initial terms of the company’s outsourcing contracts are between 3 and 5 years. In certain of these arrangements, the company hires certain of the customers’ employees and often becomes responsible for the related employee obligations, such as pension and severance commitments. In addition, system development activity on outsourcing contracts often requires significant upfront investments by the company. The company funds these investments, and any employee-related obligations, from customer prepayments and operating cash flow. Also, in the early phases of these contracts, gross margins may be lower than in later years when the work force and facilities have been rationalized for efficient operations, and an integrated systems solution has been implemented.

Revenue under these contracts is recognized when the company performs the services or processes transactions in accordance with contractual performance standards. Customer prepayments (even if nonrefundable) are deferred (classified as a liability) and recognized systematically as revenue over the initial contract term.

Costs on outsourcing contracts are charged to expense as incurred. However, direct costs incurred related to the inception of an outsourcing contract are deferred and charged to expense over the initial contract term. These costs consist principally of initial customer setup and employment obligations related to employees hired under terms of the outsourcing contracts. In addition, the costs of equipment and software, some of which are internally developed, are capitalized and depreciated over the shorter of their life or the initial contract term.

Recoverability of outsourcing assets is subject to various business risks, including the timely completion and ultimate cost of the outsourcing solution, and realization of expected profitability of existing outsourcing contracts. The company quarterly compares the carrying value of the outsourcing assets with the undiscounted future cash flows expected to be generated by the outsourcing assets to determine if there is an impairment. If impaired, the outsourcing assets are reduced to an estimated fair value on a discounted cash flow approach. The company prepares its cash flow estimates based on assumptions that it believes to be reasonable but are also inherently uncertain. Actual future cash flows could differ from these estimates. At December 31, 2011 and 2010, the net capitalized amount related to outsourcing contracts was $137.9 million and $162.3 million, respectively.

Revenue recognition The majority of the company’s sales agreements contain standard business terms and conditions; however, some agreements contain multiple elements or non-standard terms and conditions. As discussed in Note 1 of the Notes to Consolidated Financial Statements, the company enters into multiple-element arrangements, which may include any combination of hardware, software or services. As a result, significant contract interpretation is sometimes required to determine the appropriate accounting, including whether the deliverables specified in a multiple-element arrangement should be treated as separate units of accounting for revenue recognition purposes, and, if so, how the price should be allocated among the elements and when to recognize revenue for each element. The company recognizes revenue on delivered elements only if: (a) any undelivered products or services are not essential to the functionality of the delivered products or services, (b) the company has an enforceable claim to receive the amount due in the event it does not deliver the undelivered products or services, (c) there is evidence of the selling price for each undelivered product or service, and (d) the revenue recognition criteria otherwise have been met for the delivered elements. Otherwise, revenue on delivered elements is recognized as the undelivered elements are delivered. For arrangements with multiple elements involving the

15 licensing or sale of software and software-related elements, the allocation of revenue is based on vendor-specific objective evidence (VSOE), which is based upon normal pricing and discounting practices for those products and services when sold separately. The company’s continued ability to determine VSOE of fair value will depend on continued sufficient volumes and sufficient consistent pricing of stand-alone sales of such undelivered elements. In addition, the company’s revenue recognition policy states that revenue is not recognized until collectibility is deemed probable. Changes in judgments on these assumptions and estimates could materially impact the timing of revenue recognition.

For long-term fixed price systems integration contracts, the company recognizes revenue and profit as the contracts progress using the percentage-of-completion method of accounting, which relies on estimates of total expected contract revenues and costs. The company follows this method because reasonably dependable estimates of the revenue and costs applicable to various elements of a contract can be made. The financial reporting of these contracts depends on estimates, which are assessed continually during the term of the contracts and therefore, recognized revenues and profit are subject to revisions as the contract progresses to completion. Revisions in profit estimates are reflected in the period in which the facts that give rise to the revision become known. Accordingly, favorable changes in estimates result in additional revenue and profit recognition, and unfavorable changes in estimates result in a reduction of recognized revenue and profit. When estimates indicate that a loss will be incurred on a contract upon completion, a provision for the expected loss is recorded in the period in which the loss becomes evident. As work progresses under a loss contract, revenue continues to be recognized, and a portion of the contract costs incurred in each period is charged to the contract loss reserve. For other systems integration projects, the company recognizes revenue when the services have been performed.

Income Taxes Accounting rules governing income taxes require that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between the book and tax bases of recorded assets and liabilities. These rules also require that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some portion or the entire deferred tax asset will not be realized. In 2005, the company recorded a noncash charge of $1.6 billion to increase the valuation allowance against deferred taxes.

At December 31, 2011 and 2010, the company had deferred tax assets in excess of deferred tax liabilities of $2,822.8 million and $2,611.8 million, respectively. For the reasons cited below, at December 31, 2011 and 2010, management determined that it is more likely than not that $174.3 million and $185.4 million, respectively, of such assets will be realized, resulting in a valuation allowance of $2,648.5 million and $2,426.4 million, respectively.

The company evaluates the realizability of its deferred tax assets by assessing its valuation allowance and by adjusting the amount of such allowance, if necessary. The factors used to assess the likelihood of realization are the company’s historical profitability, forecast of future taxable income and available tax-planning strategies that could be implemented to realize the net deferred tax assets. The company uses tax-planning strategies to realize or renew net deferred tax assets to avoid the potential loss of future tax benefits.

Failure to achieve forecasted taxable income might affect the ultimate realization of the net deferred tax assets. Factors that may affect the company’s ability to achieve sufficient forecasted taxable income include, but are not limited to, the following: increased competition, a decline in sales or margins, loss of market share, delays in product availability or technological obsolescence. See “Factors that may affect future results.”

Internal Revenue Code Sections 382 and 383 provide annual limitations with respect to the ability of a corporation to utilize its net operating loss and tax credit carryforwards, respectively, against future U.S. taxable income, if the corporation experiences an “ownership change.” Based on currently available information, the company believes that an ownership change may have occurred during 2011. See Note 7 of the Notes to Consolidated Financial Statements.

The company’s provision for income taxes and the determination of the resulting deferred tax assets and liabilities involve a significant amount of management judgment and are based on the best information available at the time. The company operates within federal, state and international taxing jurisdictions and is subject to audit in these jurisdictions. These audits

16 can involve complex issues, which may require an extended period of time to resolve. As a result, the actual income tax liabilities in the jurisdictions with respect to any fiscal year are ultimately determined long after the financial statements have been published.

Accounting rules governing income taxes also prescribe a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The company maintains reserves for estimated tax exposures including penalties and interest. Income tax exposures include potential challenges of research and development credits and intercompany pricing. Exposures are settled primarily through the settlement of audits within these tax jurisdictions, but can also be affected by changes in applicable tax law or other factors, which could cause management of the company to believe a revision of past estimates is appropriate. Management believes that an appropriate liability has been established for estimated exposures; however, actual results may differ materially from these estimates. The liabilities are reviewed quarterly for their adequacy and appropriateness. See Note 7 of the Notes to Consolidated Financial Statements.

Pensions Accounting rules governing defined benefit pension plans require that amounts recognized in financial statements be determined on an actuarial basis. The measurement of the company’s pension obligations, costs and liabilities is dependent on a variety of assumptions selected by the company and used by the company’s actuaries. These assumptions include estimates of the present value of projected future pension payments to plan participants, taking into consideration the likelihood of potential future events such as salary increases and demographic experience. The assumptions used in developing the required estimates include the following key factors: discount rates, salary growth, retirement rates, inflation, expected return on plan assets and mortality rates.

As permitted for purposes of computing pension expense, the company uses a calculated value of plan assets (which is further described below). This allows that the effects of the performance of the pension plan’s assets on the company’s computation of pension income or expense be amortized over future periods. A substantial portion of the company’s pension plan assets relates to its qualified defined benefit plan in the United States.

A significant element in determining the company’s pension income or expense is the expected long-term rate of return on plan assets. The company sets the expected long-term rate of return based on the expected long-term return of the various asset categories in which it invests. The company considers the current expectations for future returns and the actual historical returns of each asset class. Also, because the company’s investment policy is to actively manage certain asset classes where the potential exists to outperform the broader market, the expected returns for those asset classes are adjusted to reflect the expected additional returns. For 2012 and 2011, the company has assumed that the expected long- term rate of return on U.S. plan assets will be 8.00% and 8.75%, respectively, and on the company’s non-U.S. plan assets will be 6.59% and 6.57%, respectively. A change of 25 basis points in the expected long-term rate of return for the company’s U.S. and principal non-U.S. pension plans causes a change of approximately $9 million and $4 million, respectively, in pension expense. The assumed long-term rate of return on assets is applied to a calculated value of plan assets, which recognizes changes in the fair value of plan assets in a systematic manner over four years. This produces the expected return on plan assets that is included in pension income or expense. The difference between this expected return and the actual return on plan assets is deferred. The net deferral of past asset gains or losses affects the calculated value of plan assets and, ultimately, future pension income or expense. At December 31, 2011, for the company’s U.S. qualified defined benefit pension plan, the calculated value of plan assets was $3.67 billion and the fair value was $3.56 billion.

At the end of each year, the company determines the discount rate to be used to calculate the present value of plan liabilities. The discount rate is an estimate of the current interest rate at which the pension liabilities could be effectively settled at the end of the year. In estimating this rate, the company looks to rates of return on high-quality, fixed-income investments that (a) receive one of the two highest ratings given by a recognized ratings agency and (b) are currently available and expected to be available during the period to maturity of the pension benefits. At December 31, 2011, the company determined this rate to be 4.96% for its U.S. defined benefit pension plans, a decrease of 72 basis points from

17 the rate used at December 31, 2010. A change of 25 basis points in the U.S. and principal non-U.S. discount rates causes a change in pension expense of approximately zero and $5 million, respectively, and a change of approximately $127 million and $95 million, respectively, in the benefit obligation. The net effect of changes in the discount rate, as well as the net effect of other changes in actuarial assumptions and experience, has been deferred, as permitted.

Gains and losses are defined as changes in the amount of either the projected benefit obligation or plan assets resulting from experience different from that assumed and from changes in assumptions. Because gains and losses may reflect refinements in estimates as well as real changes in economic values and because some gains in one period may be offset by losses in another and vice versa, the accounting rules do not require recognition of gains and losses as components of net pension cost of the period in which they arise.

As a minimum, amortization of an unrecognized net gain or loss must be included as a component of net pension cost for a year if, as of the beginning of the year, that unrecognized net gain or loss exceeds 10 percent of the greater of the projected benefit obligation or the calculated value of plan assets. If amortization is required, the minimum amortization is that excess above the 10 percent divided by the average remaining life expectancy of the plan participants. For the company’s U.S. qualified defined benefit pension plan and the company’s principal non-U.S. pension plans, that period is approximately 21 years. At December 31, 2011, based on the calculated value of plan assets, the estimated unrecognized loss for the company’s U.S. qualified defined benefit pension plan and the company’s principal non-U.S. pension plans was $2.80 billion and $.5 billion, respectively.

For the year ended December 31, 2011, the company recognized consolidated pretax pension expense of $34.3 million, compared with pretax pension income of $2.9 million for the year ended December 31, 2010. For 2012, the company expects to recognize pension expense of approximately $102 million. See Note 16 of the Notes to Consolidated Financial Statements.

Factors that may affect future results From time to time, the company provides information containing “forward-looking” statements, as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations of future events and include any statement that does not directly relate to any historical or current fact. Words such as “anticipates,” “believes,” “expects,” “intends,” “plans,” “projects” and similar expressions may identify such forward-looking statements. All forward- looking statements rely on assumptions and are subject to risks, uncertainties and other factors that could cause the company’s actual results to differ materially from expectations. Factors that could affect future results include, but are not limited to, those discussed below. Any forward-looking statement speaks only as of the date on which that statement is made. The company assumes no obligation to update any forward-looking statement to reflect events or circumstances that occur after the date on which the statement is made.

Factors that could affect future results include the following: Future results will depend in part on the company’s ability to drive profitable growth in consulting and systems integration. The company’s ability to grow profitably in this business will depend on the level of demand for systems integration projects and the portfolio of solutions the company offers for specific industries. It will also depend on an efficient utilization of services delivery personnel. In addition, profit margins in this business are largely a function of the rates the company is able to charge for services and the chargeability of its professionals. If the company is unable to attain sufficient rates and chargeability for its professionals, profit margins will be adversely affected. The rates the company is able to charge for services are affected by a number of factors, including clients’ perception of the company’s ability to add value through its services; introduction of new services or products by the company or its competitors; pricing policies of competitors; and general economic conditions. Chargeability is also affected by a number of factors, including the company’s ability to transition employees from completed projects to new engagements, and its ability to forecast demand for services and thereby maintain an appropriate headcount.

18 The company’s future results will depend in part on its ability to take on, successfully implement and grow outsourcing operations. The company’s outsourcing contracts are multiyear engagements under which the company takes over management of a client’s technology operations, business processes or networks. In a number of these arrangements, the company hires certain of its clients’ employees and may become responsible for the related employee obligations, such as pension and severance commitments. In addition, system development activity on outsourcing contracts may require the company to make significant upfront investments. The company will need to have available sufficient financial resources in order to take on these obligations and make these investments.

Recoverability of outsourcing assets is dependent on various factors, including the timely completion and ultimate cost of the outsourcing solution, and realization of expected profitability of existing outsourcing contracts. These risks could result in an impairment of a portion of the associated assets, which are tested for recoverability quarterly.

As long-term relationships, outsourcing contracts provide a base of recurring revenue. However, outsourcing contracts are highly complex and can involve the design, development, implementation and operation of new solutions and the transitioning of clients from their existing business processes to the new environment. In the early phases of these contracts, gross margins may be lower than in later years when an integrated solution has been implemented, the duplicate costs of transitioning from the old to the new system have been eliminated and the work force and facilities have been rationalized for efficient operations. Future results will depend on the company’s ability to effectively and timely complete these implementations, transitions and rationalizations.

Future results will also depend, in part, on market demand for the company’s high-end enterprise servers and maintenance on these servers. The company continues to apply its resources to develop value-added software capabilities and optimized solutions for these server platforms which provide competitive differentiation. Future results will depend on the company’s ability to maintain its installed base for ClearPath and to develop next-generation ClearPath products to expand the market.

The company faces aggressive competition in the information services and technology marketplace, which could lead to reduced demand for the company’s products and services and could have an adverse effect on the company’s business. The information services and technology markets in which the company operates include a large number of companies vying for customers and market share both domestically and internationally. The company’s competitors include consulting and other professional services firms, systems integrators, outsourcing providers, infrastructure services providers, computer hardware manufacturers and software providers. Some of the company’s competitors may develop competing products and services that offer better price-performance or that reach the market in advance of the company’s offerings. Some competitors also have or may develop greater financial and other resources than the company, with enhanced ability to compete for market share, in some instances through significant economic incentives to secure contracts. Some also may be better able to compete for skilled professionals. Any of these factors could lead to reduced demand for the company’s products and services and could have an adverse effect on the company’s business. Future results will depend on the company’s ability to mitigate the effects of aggressive competition on revenues, pricing and margins and on the company’s ability to attract and retain talented people.

The company’s future results will depend on its ability to retain significant clients. The company has a number of significant long-term contracts with clients, including governmental entities, and its future success will depend, in part, on retaining its relationships with these clients. The company could lose clients for such reasons as contract expiration, conversion to a competing service provider, disputes with clients or a decision to in-source services, including for contracts with governmental entities as part of the rebid process. The company could also lose clients as a result of their merger, acquisition or business failure. The company may not be able to replace the revenue and earnings from any such lost client.

The company’s future results will depend upon its ability to effectively anticipate and respond to volatility and rapid technological change in its industry. The company operates in a highly volatile industry characterized by rapid technological change, evolving technology standards, short product life cycles and continually changing customer demand patterns. Future success will depend in part on the company’s ability to anticipate and respond to these market trends and to design, develop, introduce, deliver or obtain new and innovative products and services on a timely and cost-effective basis. The

19 company may not be successful in anticipating or responding to changes in technology, industry standards or customer preferences, and the market may not demand or accept its services and product offerings. In addition, products and services developed by competitors may make the company’s offerings less competitive. The company’s business can be adversely affected by global economic conditions, acts of war, terrorism or natural disasters. The company’s financial results have been impacted by the global economic slowdown in recent years. If economic conditions worsen, the company could see reductions in demand and increased pressure on revenue and profit margins. The company could also see a further consolidation of clients, which could also result in a decrease in demand. The company’s business could also be affected by acts of war, terrorism or natural disasters. Current world tensions could escalate, and this could have unpredictable consequences on the world economy and on the company’s business. The company has significant pension obligations and may be required to make significant cash contributions to its defined benefit pension plans. The company has unfunded obligations under its U.S. and non-U.S. defined benefit pension plans. Based on current legislation, recent interest rates and expected returns, in 2012, the company expects to make cash contributions of approximately $241 million to its worldwide defined benefit pension plans, which is comprised of $98 million primarily for non-U.S. defined benefit pension plans and $143 million for the company’s U.S. qualified defined benefit pension plan. Deterioration in the value of the company’s worldwide defined benefit pension plan assets, as well as discount rate changes, could require the company to make larger cash contributions to its defined benefit pension plans in the future. In addition, the funding of plan deficits over a shorter period of time than currently anticipated could result in making cash contributions to these plans on a more accelerated basis. Either of these events would reduce the cash available for working capital and other corporate uses and may have an adverse impact on the company’s operations, financial condition and liquidity. The company’s future results will depend on the success of its program to reduce costs, focus its global resources and simplify its business structure. Over the past several years, the company has implemented significant cost-reduction measures and continues to focus on measures intended to further improve cost efficiency. In prior years, the company has incurred significant cost reduction charges in connection with these efforts. Future results will depend on the success of these efforts as well as on the success of the company’s program to focus its global resources and simplify its business structure. This program is based on various assumptions, including assumptions regarding market segment growth, client demand, and the proper skill set of and training for sales and marketing management and personnel, all of which are subject to change. Furthermore, the company’s institutional stockholders may attempt to influence these strategies. The company’s contracts may not be as profitable as expected or provide the expected level of revenues. In a number of the company’s long-term contracts for infrastructure services, outsourcing, help desk and similar services, the company’s revenue is based on the volume of products and services provided. As a result, revenue levels anticipated at the contract’s inception are not guaranteed. In addition, some of these contracts may permit termination at the customer’s discretion before the end of the contract’s term or may permit termination or impose other penalties if the company does not meet the performance levels specified in the contracts. The company’s contracts with governmental entities are subject to the availability of appropriated funds. These contracts also contain provisions allowing the governmental entity to terminate the contract at the governmental entity’s discretion before the end of the contract’s term. In addition, if the company’s performance is unacceptable to the customer under a government contract, the government retains the right to pursue remedies under the affected contract, which remedies could include termination. Certain of the company’s outsourcing agreements require that the company’s prices be benchmarked if the customer requests it and provide that those prices may be adjusted downward if the pricing for similar services in the market has changed. As a result, revenues anticipated at the beginning of the terms of these contracts may decline in the future. Some of the company’s systems integration contracts are fixed-price contracts under which the company assumes the risk for delivery of the contracted services and products at an agreed-upon fixed price. Should the company experience problems

20 in performing fixed-price contracts on a profitable basis, adjustments to the estimated cost to complete may be required. Future results will depend on the company’s ability to perform these services contracts profitably.

The company’s contracts with U.S. governmental agencies may subject the company to audits, criminal penalties, sanctions and other expenses and fines. The company frequently enters into contracts with governmental entities. U.S. government agencies, including the Defense Contract Audit Agency and the Department of Labor, routinely audit government contractors. These agencies review a contractor’s performance under its contracts, cost structure and compliance with applicable laws, regulations and standards. The U.S. government also may review the adequacy of, and a contractor’s compliance with contract terms and conditions, its systems and policies, including the contractor’s purchasing, property, estimating, billing, accounting, compensation and management information systems. Any costs found to be overcharged or improperly allocated to a specific contract or any amounts improperly billed or charged for products or services will be subject to reimbursement to the government. In addition, government contractors, such as the company, are required to disclose credible evidence of certain violations of law and contract overpayments to the federal government. If the company is found to have participated in improper or illegal activities, the company may be subject to civil and criminal penalties and administrative sanctions, including termination of contracts, forfeiture of profits, suspension of payments, fines and suspension or prohibition from doing business with the U.S. government. Any negative publicity related to such contracts, regardless of the accuracy of such publicity, may adversely affect the company’s business or reputation.

The company may face damage to its reputation or legal liability if its clients are not satisfied with its services or products. The success of the company’s business is dependent on strong, long-term client relationships and on its reputation for responsiveness and quality. As a result, if a client is not satisfied with the company’s services or products, its reputation could be damaged and its business adversely affected. Allegations by private litigants or regulators of improper conduct, as well as negative publicity and press speculation about the company, whatever the outcome and whether or not valid, may harm its reputation. In addition to harm to reputation, if the company fails to meet its contractual obligations, it could be subject to legal liability, which could adversely affect its business, operating results and financial condition.

Breaches of data security could expose the company to legal liability and could harm the company’s business and reputation. The company’s business includes managing, processing, storing and transmitting proprietary and confidential data, including personal information, within the company’s own IT systems and those the company designs, develops, hosts or manages for clients. Breaches of data security involving these systems by hackers, other third parties or the company’s employees, despite established security controls with respect to this data, could result in the loss of data or the unauthorized disclosure or misuse of confidential information of the company, its clients, or others. This could result in litigation and legal liability for the company, lead to the loss of existing or potential clients, adversely affect the market’s perception of the security and reliability of the company’s products and services and lead to shutdowns or disruptions of the company’s IT systems. In addition, such breaches could subject the company to fines and penalties for violations of data privacy laws. This may negatively impact the company’s reputation and financial results.

Future results will depend in part on the performance and capabilities of third parties with whom the company has commercial relationships. The company has commercial relationships with suppliers, channel partners and other parties that have complementary products, services or skills. Future results will depend, in part, on the performance and capabilities of these third parties, on the ability of external suppliers to deliver components at reasonable prices and in a timely manner, and on the financial condition of, and the company’s relationship with, distributors and other indirect channel partners.

More than half of the company’s revenue is derived from operations outside of the United States, and the company is subject to the risks of doing business internationally. More than half of the company’s total revenue is derived from international operations. The risks of doing business internationally include foreign currency exchange rate fluctuations, currency restrictions and devaluations, changes in political or economic conditions, trade protection measures, import or export licensing requirements, multiple and possibly overlapping and conflicting tax laws, new tax legislation, weaker intellectual property protections in some jurisdictions and additional legal and regulatory compliance requirements applicable to businesses that operate internationally, including the Foreign Corrupt Practices Act and non-U.S. laws and regulations.

21 Financial market conditions may inhibit the company’s ability to access capital and credit markets to address its liquidity needs. Financial market conditions may impact the company’s ability to borrow, to refinance its outstanding debt, or to utilize surety bonds, letters of credit, foreign exchange derivatives and other financial instruments the company uses to conduct its business. Although the company primarily uses cash on hand to address its liquidity needs, its ability to do so assumes that its operations will continue to generate sufficient cash.

The company’s services or products may infringe upon the intellectual property rights of others. The company cannot be sure that its services and products do not infringe on the intellectual property rights of third parties, and it may have infringement claims asserted against it or against its clients. These claims could cost the company money, prevent it from offering some services or products, or damage its reputation.

Pending litigation could affect the company’s results of operations or cash flow. There are various lawsuits, claims, investigations and proceedings that have been brought or asserted against the company, which arise in the ordinary course of business, including actions with respect to commercial and government contracts, labor and employment, employee benefits, environmental matters, intellectual property and non-income tax and employment compensation in Brazil. See Note 14 of the Notes to Consolidated Financial Statements for more information on litigation. The company believes that it has valid defenses with respect to legal matters pending against it. Litigation is inherently unpredictable, however, and it is possible that the company’s results of operations or cash flow could be materially affected in any particular period by the resolution of one or more of the legal matters pending against it.

The company could face business and financial risk in implementing future dispositions or acquisitions. As part of the company’s business strategy, it may from time to time consider disposing of existing technologies, products and businesses that may no longer be in alignment with its strategic direction, including transactions of a material size, or acquiring complementary technologies, products and businesses. Potential risks with respect to dispositions include difficulty finding buyers or alternative exit strategies on acceptable terms in a timely manner; potential loss of employees or clients; dispositions at unfavorable prices or on unfavorable terms, including relating to retained liabilities; and post closing indemnity claims. Any acquisitions may result in the incurrence of substantial additional indebtedness or contingent liabilities. Acquisitions could also result in potentially dilutive issuances of equity securities and an increase in amortization expenses related to intangible assets. Additional potential risks associated with acquisitions include integration difficulties; difficulties in maintaining or enhancing the profitability of any acquired business; risks of entering markets in which the company has no or limited prior experience; potential loss of employees or failure to maintain or renew any contracts of any acquired business; and expenses of any undiscovered or potential liabilities of the acquired product or business, including relating to employee benefits contribution obligations or environmental requirements. Further, with respect to both dispositions and acquisitions, management’s attention could be diverted from other business concerns. Adverse credit conditions could also affect the company’s ability to consummate dispositions or acquisitions. The risks associated with dispositions and acquisitions could have a material adverse effect upon the company’s business, financial condition and results of operations. There can be no assurance that the company will be successful in consummating future dispositions or acquisitions on favorable terms or at all.

The company believes that its ability to use its U.S. federal net operating loss carryforwards and other tax attributes may be limited. Internal Revenue Code Sections 382 and 383 provide annual limitations with respect to the ability of a corporation to utilize its net operating loss (as well as certain built-in losses) and tax credit carryforwards, respectively (Tax Attributes), against future U.S. taxable income, if the corporation experiences an “ownership change.” In general terms, an ownership change may result from transactions increasing the ownership of certain stockholders in the stock of a corporation by more than 50 percentage points over a three-year period. The company regularly monitors ownership changes (as calculated for purposes of Section 382). Based on currently available information, the company believes that an ownership change may have occurred during 2011, for purposes of the rules described above. However, the final determination of whether an ownership change has occurred is currently subject to a number of discretionary tax rules and final reporting by shareholders. Moreover, any future transaction or transactions and the timing of such transaction or transactions could trigger additional ownership changes under Section 382.

22 In the event of an ownership change, utilization of the company’s Tax Attributes will be subject to an estimated overall annual limitation determined in part by multiplying the total adjusted aggregate market value of the company’s common stock immediately preceding the ownership change by the applicable long-term tax-exempt rate, possibly subject to increase based on the built-in gain, if any, in the company’s assets at the time of the ownership change. Any unused annual limitation may be carried over to later years. Future U.S. taxable income may not be fully offset by existing Tax Attributes, if such income exceeds the company’s annual limitation. However, based on presently available information and the existence of tax planning strategies, currently the company does not expect to incur a cash tax liability in the near term. The company maintains a full valuation allowance against the realization of all U.S. as well as certain foreign deferred tax assets in excess of deferred tax liabilities.

23 Unisys Corporation Consolidated Financial Statements

Consolidated Statements of Income Year ended December 31 (millions, except per share data) 2011 2010 2009 Revenue Services $3,354.6 $3,457.4 $3,824.9 Technology 499.2 562.2 560.8 3,853.8 4,019.6 4,385.7 Costs and expenses Cost of revenue: Services 2,672.8 2,731.8 3,026.1 Technology 194.0 216.1 246.6 2,866.8 2,947.9 3,272.7 Selling, general and administrative expenses 586.3 617.1 681.1 Research and development expenses 76.1 78.9 101.9 3,529.2 3,643.9 4,055.7 Operating profit 324.6 375.7 330.0 Interest expense 63.1 101.8 95.2 Other income (expense), net (55.5) (51.0) (16.6) Income from continuing operations before income taxes 206.0 222.9 218.2 Provision for income taxes 64.8 58.8 42.3 Consolidated net income before discontinued operations 141.2 164.1 175.9 Income from discontinued operations, net of tax – 77.2 17.1 Net income 141.2 241.3 193.0 Less: Net income attributable to noncontrolling interests 7.2 5.2 3.7 Less: Preferred stock dividends 13.5 – – Net income attributable to Unisys Corporation common shareholders $ 120.5 $ 236.1 $ 189.3 Amounts attributable to Unisys Corporation common shareholders Income from continuing operations, net of tax $ 120.5 $ 158.9 $ 172.2 Income from discontinued operations, net of tax – 77.2 17.1 Net income attributable to Unisys Corporation common shareholders $ 120.5 $ 236.1 $ 189.3 Earnings per common share attributable to Unisys Corporation Basic

Continuing operations $ 2.79 $ 3.74 $ 4.38 Discontinued operations – 1.81 .44 Total $ 2.79 $ 5.55 $ 4.82 Diluted

Continuing operations $ 2.71 $ 3.67 $ 4.32 Discontinued operations – 1.78 .43 Total $ 2.71 $ 5.45 $ 4.75

See notes to consolidated financial statements.

24 Unisys Corporation Consolidated Balance Sheets December 31 (millions) 2011 2010 Assets Current assets Cash and cash equivalents $ 714.9 $ 828.3 Accounts and notes receivable, net 673.0 789.7 Inventories: Parts and finished equipment 38.1 44.8 Work in process and materials 26.7 44.1 Deferred income taxes 27.1 40.7 Prepaid expenses and other current assets 123.6 127.8 Total 1,603.4 1,875.4 Properties 1,257.2 1,339.0 Less – Accumulated depreciation and amortization 1,065.9 1,119.3 Properties, net 191.3 219.7 Outsourcing assets, net 137.9 162.3 Marketable software, net 129.8 143.8 Prepaid postretirement assets 43.9 31.2 Deferred income taxes 181.5 179.6 Goodwill 192.5 197.9 Other long-term assets 131.9 211.0 Total $ 2,612.2 $ 3,020.9 Liabilities and deficit Current liabilities Current maturities of long-term debt $.9 $.8 Accounts payable 241.6 260.7 Deferred revenue 448.1 556.3 Other accrued liabilities 425.5 518.9 Total 1,116.1 1,336.7 Long-term debt 358.8 823.2 Long-term postretirement liabilities 2,224.0 1,509.2 Long-term deferred revenue 120.3 149.4 Other long-term liabilities 104.0 136.2 Commitments and contingencies Deficit 6.25% mandatory convertible preferred stock, net of issuance costs (2.6 million and zero shares issued) 249.7 – Common stock, par value $.01 per share (100.0 million shares authorized; 43.8 million shares and 42.9 million shares issued) .4 .4 Accumulated deficit (2,036.6) (2,170.6) Treasury stock, at cost (48.1) (46.0) Paid-in capital 4,217.4 4,207.2 Accumulated other comprehensive loss (3,700.9) (2,928.3) Total Unisys stockholders’ deficit (1,318.1) (937.3) Noncontrolling interests 7.1 3.5 Total deficit (1,311.0) (933.8) Total $ 2,612.2 $ 3,020.9

See notes to consolidated financial statements.

25 Unisys Corporation Consolidated Statements of Cash Flows Year ended December 31 (millions) 2011 2010 2009

Cash flows from operating activities Consolidated net income before discontinued operations $ 141.2 $ 164.1 $ 175.9 Income from discontinued operations, net of tax – 77.2 17.1 Add (deduct) items to reconcile consolidated net income to net cash provided by operating activities: Company stock issued for U.S. 401(k) plan 11.8 –– Foreign currency transaction losses – 19.9 – Loss on debt extinguishment 85.2 2.1 – Employee stock compensation 13.9 9.4 .7 Depreciation and amortization of properties 66.4 75.8 96.9 Depreciation and amortization of outsourcing assets 62.7 111.9 151.0 Amortization of marketable software 65.7 62.9 104.6 Disposal of capital assets 1.4 9.8 10.8 Loss (gain) on sale of businesses and assets (2.2) (65.5) 8.8 Decrease (increase) in deferred income taxes, net 28.6 (34.4) (87.9) Decrease (increase) in receivables, net 92.1 (31.9) 62.1 Decrease in inventories 22.1 12.4 14.0 Increase in other assets (5.9) (94.2) (121.9) (Decrease) increase in accounts payable and other accrued liabilities (214.4) 56.5 (70.7) (Decrease) increase in other liabilities (50.6) (38.4) 37.3 Other (.8) (.8) (1.9) Net cash provided by operating activities 317.2 336.8 396.8 Cash flows from investing activities Proceeds from investments 691.2 417.4 404.1 Purchases of investments (688.2) (416.5) (402.8) Restricted deposits 50.7 23.4 (86.8) Investment in marketable software (51.7) (55.8) (57.6) Capital additions of properties (42.2) (64.1) (45.9) Capital additions of outsourcing assets (40.5) (83.2) (97.8) Net (payments) proceeds from sales of businesses and assets (15.6) 117.2 15.5 Net cash used for investing activities (96.3) (61.6) (271.3) Cash flows from financing activities Proceeds from issuance of preferred stock, net of issuance costs 249.7 –– Payments of long-term debt (555.7) (92.8) (30.0) Dividends paid on preferred stock (12.2) –– Dividends paid to noncontrolling interest (.4) –– Financing fees (2.2) (.1) (16.1) Proceeds from exercise of stock options 1.4 1.4 – Net cash used for financing activities (319.4) (91.5) (46.1) Effect of exchange rate changes on cash and cash equivalents (14.9) (3.0) 24.2 (Decrease) increase in cash and cash equivalents (113.4) 180.7 103.6 Cash and cash equivalents, beginning of year 828.3 647.6 544.0 Cash and cash equivalents, end of year $ 714.9 $ 828.3 $ 647.6

See notes to consolidated financial statements.

26 Unisys Corporation Consolidated Statements of Equity (Deficit)

Unisys Corporation Accumu- lated Common Other Compre- Stock Accumu- Treasury Compre- Non- hensive Par Preferred lated Stock Paid-in hensive controlling (millions) Total Income (Loss) Total Value Stock Deficit At Cost Capital Loss Interests Balance at December 31, 2008 $(1,423.8) $(1,442.4) $.4 $(2,596.0) $(44.8) $4,102.6 $(2,904.6) $18.6 Stock-based compensation 1.9 1.9 (.2) 2.1 Shares issued in debt exchange 91.8 91.8 91.8 Comprehensive Income: Consolidated net income 193.0 $ 193.0 189.3 189.3 3.7 Other comprehensive income: Translation adjustments 78.1 78.1 71.6 71.6 6.5 Postretirement plans (212.7) (212.7) (180.5) (180.5) (32.2) (134.6) (134.6) Comprehensive income 58.4 58.4

Balance at December 31, 2009 (1,271.7) (1,268.3) .4 (2,406.7) (45.0) 4,196.5 (3,013.5) (3.4) Stock-based compensation 9.7 9.7 (1.0) 10.7 Comprehensive Income: Consolidated net income 241.3 241.3 236.1 236.1 5.2 Other comprehensive income: Translation adjustments 24.2 24.2 25.7 25.7 (1.5) Postretirement plans 62.7 62.7 59.5 59.5 3.2 86.9 86.9 Comprehensive income 328.2 328.2

Balance at December 31, 2010 (933.8) (937.3) .4 (2,170.6) (46.0) 4,207.2 (2,928.3) 3.5 Stock-based compensation 24.3 24.3 (2.1) 26.4 Sale of preferred stock, net of expenses 249.7 249.7 $249.7 Dividends declared to preferred holders (16.2) (16.2) (16.2) Dividends declared to noncontrolling interests (1.4) (1.4) Comprehensive Income: Consolidated net income 141.2 141.2 134.0 134.0 7.2 Other comprehensive income: Translation adjustments (46.3) (46.3) (44.9) (44.9) (1.4) Postretirement plans (728.5) (728.5) (727.7) (727.7) (.8) (774.8) (774.8) Comprehensive loss (633.6) (633.6)

Balance at December 31, 2011 $(1,311.0) $(1,318.1) $.4 $249.7 $(2,036.6) $(48.1) $4,217.4 $(3,700.9) $ 7.1

See notes to consolidated financial statements.

27 Unisys Corporation Notes to Consolidated Financial Statements 1. Summary of significant accounting policies Principles of consolidation The consolidated financial statements include the accounts of all majority-owned subsidiaries.

Use of estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions about future events. These estimates and assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and the reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivables, inventories, outsourcing assets, marketable software, goodwill and other long-lived assets, legal contingencies, indemnifications, and assumptions used in the calculation for systems integration projects, income taxes and retirement and other post-employment benefits, among others. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods.

Cash equivalents All short-term investments purchased with a maturity of three months or less and certificates of deposits which may be withdrawn at any time at the discretion of the company without penalty are classified as cash equivalents.

Inventories Inventories are valued at the lower of cost or market. Cost is determined on the first-in, first-out method.

Properties Properties are carried at cost and are depreciated over the estimated lives of such assets using the straight-line method. The estimated lives used, in years, are as follows: buildings, 20 – 50; machinery and office equipment, 4 – 7; rental equipment, 4; and internal-use software, 3 – 10.

Advertising costs All advertising costs are expensed as incurred. The amount charged to expense during 2011, 2010 and 2009 was $.9 million, $.6 million and $1.6 million, respectively.

Shipping and handling Costs related to shipping and handling is included in cost of revenue.

Revenue recognition Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the fee is fixed or determinable, and collectability is probable.

Revenue from hardware sales with standard payment terms is recognized upon the passage of title and the transfer of risk of loss. Outside the United States, the company recognizes revenue even if it retains a form of title to products delivered to customers, provided the sole purpose is to enable the company to recover the products in the event of customer payment default and the arrangement does not prohibit the customer’s use of the product in the ordinary course of business.

Revenue from software licenses with standard payment terms is recognized at the inception of the initial license term and upon execution of an extension to the license term.

The company also enters into multiple-element arrangements, which may include any combination of hardware, software or services. For example, a client may purchase an enterprise server that includes operating system software. In addition, the arrangement may include post-contract support for the software and a contract for post-warranty maintenance for service of the hardware. These arrangements consist of multiple deliverables, with hardware and software delivered in one reporting period and the software support and hardware maintenance services delivered across multiple reporting periods. In another example, the company may provide desktop managed services to a client on a long term multiple year basis and periodically sell hardware and software products to the client. The services are provided on a continuous basis across multiple reporting

28 periods and the hardware and software products are delivered in one reporting period. To the extent that a deliverable in a multiple-deliverable arrangement is subject to specific guidance, that deliverable is accounted for in accordance with such specific guidance. Examples of such arrangements may include leased hardware which is subject to specific leasing guidance or software which is subject to specific software revenue recognition guidance.

In these transactions, the company allocates the total revenue to be earned under the arrangement among the various elements based on a selling price hierarchy. The selling price for a deliverable is based on its vendor specific objective evidence (VSOE) if available, third party evidence (TPE) if VSOE is not available, or the best estimated selling price (ESP) if neither VSOE nor TPE is available. VSOE of selling price is based upon the normal pricing and discounting practices for those products and services when sold separately. TPE of selling price is based on evaluating largely similar and interchangeable competitor products or services in standalone sales to similarly situated customers. ESP is established considering factors such as margin objectives, discounts off of list prices, market conditions, competition and other factors. ESP represents the price at which the company would transact for the deliverable if it were sold by the company regularly on a standalone basis.

For multiple-element arrangements that involve the licensing, selling or leasing of software, for software and software-related elements, the allocation of revenue is based on VSOE. There may be cases in which there is VSOE of selling price of the undelivered elements but no such evidence for the delivered elements. In these cases, the residual method is used to allocate the arrangement consideration. Under the residual method, the amount of consideration allocated to the delivered elements equals the total arrangement consideration less the aggregate VSOE of selling price of the undelivered elements.

For multiple-element arrangements for products or services that (a) do not include the licensing, selling or leasing of software, or (b) contain software that is incidental to the products or services as a whole or (c) contain software components that are sold, licensed or leased with tangible products when the software components and non-software components (i.e., the hardware and software) of the tangible product function together to deliver the tangible product’s essential functionality (e.g., sales of the company’s enterprise-class servers including hardware and software), the allocation of revenue is based on the relative selling prices of each of the deliverables in the arrangement based on the selling price hierarchy, discussed above.

The company recognizes revenue on delivered elements only if: (a) any undelivered products or services are not essential to the functionality of the delivered products or services, (b) the company has an enforceable claim to receive the amount due in the event it does not deliver the undelivered products or services, (c) there is evidence of the selling price for each undelivered products or services, and (d) the revenue recognition criteria otherwise have been met for the delivered elements. Otherwise, revenue on delivered elements is recognized as the undelivered elements are delivered.

The company evaluates each deliverable in an arrangement to determine whether they represent separate units of accounting. A delivered element constitutes a separate unit of accounting when it has standalone value and there is no customer-negotiated refund or return rights for the delivered elements. If these criteria are not met, the deliverable is combined with the undelivered elements and the allocation of the arrangement consideration and revenue recognition are determined for the combined unit as a single unit.

Revenue from hardware sales and software licenses with extended payment terms is recognized as payments from customers become due (assuming that all other conditions for revenue recognition have been satisfied).

Revenue for operating leases is recognized on a monthly basis over the term of the lease and for sales-type leases at the inception of the lease term.

Revenue from equipment and software maintenance and post-contract support is recognized on a straight-line basis as earned over the terms of the respective contracts. Cost related to such contracts is recognized as incurred.

Revenue and profit under systems integration contracts are recognized either on the percentage-of-completion method of accounting using the cost-to-cost method, or when services have been performed, depending on the nature of the project. For contracts accounted for on the percentage-of-completion basis, revenue and profit recognized in any given accounting period are based on estimates of total projected contract costs. The estimates are continually reevaluated and revised,

29 when necessary, throughout the life of a contract. Any adjustments to revenue and profit resulting from changes in estimates are accounted for in the period of the change in estimate. When estimates indicate that a loss will be incurred on a contract upon completion, a provision for the expected loss is recorded in the period in which the loss becomes evident.

Revenue from time and materials service contracts and outsourcing contracts is recognized as the services are provided using either an objective measure of output or on a straight-line basis over the term of the contract.

Income taxes Income taxes are based on income before taxes for financial reporting purposes and reflect a current tax liability for the estimated taxes payable in the current-year tax return and changes in deferred taxes. Deferred tax assets or liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using enacted tax laws and rates. A valuation allowance is provided on deferred tax assets if it is determined that it is more likely than not that the asset will not be realized. The company has elected the policy of not providing for intra- period tax allocations between pretax earnings and other comprehensive income in instances where there is no net tax provision. This determination is made for each tax jurisdiction.

The company recognizes penalties and interest accrued related to income tax liabilities in provision for income taxes in its consolidated statements of income.

Marketable software The cost of development of computer software to be sold or leased, incurred subsequent to establishment of technological feasibility, is capitalized and amortized to cost of sales over the estimated revenue-producing lives of the products, but not in excess of three years following product release. The company performs quarterly reviews to ensure that unamortized costs remain recoverable from future revenue.

Internal-use software The company capitalizes certain internal and external costs incurred to acquire or create internal-use software, principally related to software coding, designing system interfaces, and installation and testing of the software. These costs are amortized in accordance with the fixed asset policy described above.

Outsourcing assets Costs on outsourcing contracts are generally expensed as incurred. However, certain costs incurred upon initiation of an outsourcing contract are deferred and expensed over the initial contract life. These costs consist principally of initial customer setup and employment obligations related to employees hired under terms of the outsourcing contracts. Additionally, marketable software development costs incurred to develop specific application software for outsourcing are capitalized once technological feasibility has been established. Capitalized software used in outsourcing arrangements is amortized based on current and estimated future revenue from the product. The amortization expense is not less than straight-line amortization expense over the product’s useful life. Fixed assets acquired in connection with outsourcing contracts are capitalized and depreciated over the shorter of the initial contract life or in accordance with the fixed asset policy described above.

Recoverability of outsourcing assets is subject to various business risks, including the timely completion and ultimate cost of the outsourcing solution, realization of expected profitability of existing outsourcing contracts and obtaining additional outsourcing customers. The company quarterly compares the carrying value of the outsourcing assets with the undiscounted future cash flows expected to be generated by the outsourcing assets to determine if there is impairment. If impaired, the outsourcing assets are reduced to an estimated fair value on a discounted cash flow basis. The company prepares its cash flow estimates based on assumptions that it believes to be reasonable but are also inherently uncertain. Actual future cash flows could differ from these estimates.

Translation of foreign currency The local currency is the functional currency for most of the company’s international subsidiaries, and as such, assets and liabilities are translated into U.S. dollars at year-end exchange rates. Income and expense items are translated at average exchange rates during the year. Translation adjustments resulting from changes in exchange rates are reported in other comprehensive income (loss). Exchange gains and losses on intercompany balances are reported in other income (expense), net.

30 For those international subsidiaries operating in highly inflationary economies, the U.S. dollar is the functional currency, and as such, nonmonetary assets and liabilities are translated at historical exchange rates, and monetary assets and liabilities are translated at current exchange rates. Exchange gains and losses arising from translation are included in other income (expense), net.

Stock-based compensation plans Stock-based compensation represents the cost related to stock-based awards granted to employees and directors. The company recognizes compensation expense for the fair value of stock options, which have graded vesting, on a straight-line basis over the requisite service period. The company estimates the fair value of stock options using a Black-Scholes valuation model. The expense is recorded in selling, general and administrative expenses.

Retirement benefits Accounting rules covering defined benefit pension plans and other postretirement benefits require that amounts recognized in financial statements be determined on an actuarial basis. A significant element in determining the company’s retirement benefits expense or income is the expected long-term rate of return on plan assets. This expected return is an assumption as to the average rate of earnings expected on the funds invested or to be invested to provide for the benefits included in the projected pension benefit obligation. The company applies this assumed long-term rate of return to a calculated value of plan assets, which recognizes changes in the fair value of plan assets in a systematic manner over four years. This produces the expected return on plan assets that is included in retirement benefits expense or income. The difference between this expected return and the actual return on plan assets is deferred. The net deferral of past asset losses or gains affects the calculated value of plan assets and, ultimately, future retirement benefits expense or income.

At December 31 of each year, the company determines the fair value of its retirement benefits plan assets as well as the discount rate to be used to calculate the present value of plan liabilities. The discount rate is an estimate of the interest rate at which the retirement benefits could be effectively settled. In estimating the discount rate, the company looks to rates of return on high-quality, fixed-income investments currently available and expected to be available during the period to maturity of the retirement benefits. The company uses a portfolio of fixed-income securities, which receive at least the second-highest rating given by a recognized ratings agency.

Fair value measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. When determining fair value measurements for assets and liabilities required to be recorded at fair value, the company considers the principal or most advantageous market in which it would transact and also considers assumptions that market participants would use when pricing an asset or liability. The fair value hierarchy has three levels of inputs that may be used to measure fair value: Level 1 – Quoted market prices in active markets for identical assets or liabilities; Level 2 – Observable market based inputs or unobservable inputs that are corroborated by market data; and Level 3 – Unobservable inputs that are not corroborated by market data. The company has applied fair value measurements to its derivatives (see note 12), to its postretirement plan assets (see note 16) and to its long-term debt (see note 9).

31 2. Earnings per common share The following table shows how the earnings per common share attributable to Unisys Corporation were computed for the three years ended December 31, 2011.

Year ended December 31 (millions, except per share data) 2011 2010 2009 Basic earnings per common share computation Net income from continuing operations attributable to Unisys Corporation common stockholders $ 120.5 $ 158.9 $ 172.2 Income from discontinued operations, net of tax – 77.2 17.1 Net income attributable to Unisys Corporation common stockholders $ 120.5 $ 236.1 $ 189.3 Weighted average shares (thousands) 43,145 42,562 39,241 Basic earnings per common share Continuing operations $ 2.79 $ 3.74 $ 4.38 Discontinued operations – 1.81 .44 Total $ 2.79 $ 5.55 $ 4.82 Diluted earnings per common share computation Net income from continuing operations attributable to Unisys Corporation common shareholders $ 120.5 $ 158.9 $ 172.2 Add preferred stock dividends 13.5 –– Net income from continuing operations attributable to Unisys Corporation for diluted earnings per share 134.0 158.9 172.2 Income from discontinued operations, net of tax – 77.2 17.1 Net income attributable to Unisys Corporation for diluted earnings per share $ 134.0 $ 236.1 $ 189.3 Weighted average shares (thousands) 43,145 42,562 39,241 Plus incremental shares from assumed conversions Employee stock plans 553 771 593 Preferred stock 5,780 –– Adjusted weighted average shares 49,478 43,333 39,834 Diluted earnings per common share Continuing operations $ 2.71 $ 3.67 $ 4.32 Discontinued operations – 1.78 .43 Total $ 2.71 $ 5.45 $ 4.75

In 2011, 2010 and 2009, the following weighted-average number of stock options and restricted stock units were antidilutive and therefore excluded from the computation of diluted earnings per common share (in thousands): 2,119; 2,545; and 3,165, respectively.

3. Discontinued operations and sale of businesses On April 30, 2010, the company completed the sale of its health information management (HIM) business, and on August 31, 2010, the company completed the sale of its UK-based Unisys Insurance Services Limited (UISL) business, which provided business process outsourcing (BPO) services to the UK life and pensions industry. In 2010, the company received net proceeds of $117.2 million related to the sale of HIM, UISL and the U.S. specialized technology check sorter equipment and related U.S. maintenance business (discussed below).

The results of total discontinued operations for the years ended December 31, 2010 and 2009 were as follows (in millions of dollars):

(millions) 2010 2009 Revenue $94.6 $212.0 Income Operations $ 8.2 $ 16.4 Gain on sale 69.0 – 77.2 16.4 Income tax benefit – (.7) Income from discontinued operations, net of tax $77.2 $ 17.1

32 The results of the HIM business discontinued operations for the years ended December 31, 2010 and 2009 were as follows (in millions of dollars):

(millions) 2010* 2009 Revenue $42.0 $111.7 Income Operations $10.0 $ 19.6 Gain on sale 64.5 – 74.5 19.6 Income tax provision – – Income from discontinued operations, net of tax $74.5 $ 19.6

* Includes results of operations through the April 30, 2010 closing date. The results of the UISL business discontinued operations for the years ended December 31, 2010 and 2009 were as follows (in millions of dollars):

(millions) 2010* 2009 Revenue $52.6 $100.3 Income (loss) Operations $(1.8) $ (3.2) Gain on sale 4.5 – 2.7 (3.2) Income tax benefit – (.7) Income (loss) from discontinued operations, net of tax $ 2.7 $ (2.5)

* Includes results of operations through the August 31, 2010 closing date. In connection with the sale of UISL, the company paid $19.3 million during 2011. On February 1, 2010, the company completed the sale of its U.S. specialized technology check sorter equipment and related U.S. maintenance business. In 2009, the company reported an asset impairment related to this business of $13.4 million. In 2010, the company recorded a loss on the sale of approximately $3.3 million, principally as a result of closing date working capital and other adjustments. The divested business, which had operations in both of the company’s reporting segments of Services and Technology, generated 2009 revenue and pretax loss of approximately $100 million and $3 million, respectively. In December 2011, the company signed an agreement to sell its South African subsidiary. The sale is expected to close in the first half of 2012 and result in a gain. At December 31, 2011, the assets and liabilities of this subsidiary were reported as held for sale in the company’s consolidated balance sheet as follows: approximately $11 million in “prepaid expenses and other current assets” and approximately $15 million in “other accrued liabilities.” The subsidiary, which has operations in both of the company’s reporting segments of Services and Technology, generated 2011 revenue and pretax income of approximately $40 million and $8 million, respectively. 4. Goodwill Goodwill is reviewed annually for impairment and whenever events or circumstances occur indicating that goodwill may be impaired. The company performed its annual impairment test in the fourth quarter of 2011, which indicated that goodwill was not impaired. Changes in the carrying amount of goodwill by segment for the years ended December 31, 2011 and 2010 were as follows:

(millions) Total Services Technology Balance at December 31, 2009 $198.5 $88.4 $110.1 Sale of business (1.3) (1.3) – Translation adjustments .7 (.2) .9 Balance at December 31, 2010 197.9 86.9 111.0 Transferred to assets held for sale (1.3) – (1.3) Translation adjustments (4.1) (2.7) (1.4) Balance at December 31, 2011 $192.5 $84.2 $108.3

33 5. Recent accounting pronouncements and accounting changes Effective January 1, 2011, the company adopted two accounting standards issued by the Financial Accounting Standards Board (FASB) that amend revenue recognition guidance. The first standard supersedes certain prior accounting guidance and requires an entity to allocate arrangement consideration at the inception of an arrangement to all of its deliverables based on their relative standalone selling prices (i.e., the relative-selling-price method). The standard eliminates the use of the residual method of allocation and requires the relative-selling-price method in all circumstances in which an entity recognizes revenue for an arrangement with multiple deliverables subject to this standard. The second standard amends prior software revenue recognition accounting guidance by excluding from the scope of such prior guidance tangible products that contain both software elements and non-software elements that function together to deliver the tangible product’s essential functionality. The company has adopted the new standards prospectively for revenue arrangements entered into or materially modified on or after January 1, 2011. In certain of the company’s arrangements, revenue was previously deferred for certain deliverables included in multiple element arrangements where the arrangements also included undelivered services for which the company was unable to demonstrate fair value pursuant to previous standards. The new standards require deliverables for which revenue was previously deferred to be separated and recognized as delivered, rather than combined with undelivered items and recognized over the longest service delivery period.

If the new standards were applied to transactions entered into or materially modified in the year ended December 31, 2010, it would not have resulted in a material change to the company’s reported revenue for 2010. The company is not able to reasonably estimate the effect of adopting these standards on future periods as the impact will vary based on the nature and volume of new or materially modified deals in any given period.

On October 1, 2011, the company adopted FASB amendments issued in September 2011 to authoritative accounting guidance to simplify how companies test for goodwill impairment. The amendments permit a company to continue to perform quantitative analyses or to first assess qualitative factors to determine whether it is more likely than not (defined as having a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test described by current accounting rules. Previous accounting guidance required an entity to test goodwill for impairment, on at least an annual basis, by comparing the fair value of a reporting unit with its carrying amount. If the fair value of a reporting unit is less than its carrying amount, then a second step of the test must be performed to measure the amount of impairment loss, if any. Under the amendments, a company is not required to calculate the fair value of a reporting unit unless the company determines that it is more likely than not that its fair value is less than its carrying amount. Adoption of the amendments did not have a material impact to the company’s consolidated financial statements.

In June 2011, the FASB issued authoritative guidance that amends previous guidance for the presentation of comprehensive income. It eliminates the current option to present other comprehensive income in the statement of changes in equity. Under this revised guidance, an entity will have the option to present the components of net income and other comprehensive income in either a single continuous statement of comprehensive income or in two separate but consecutive financial statements. The new standard is to be applied retrospectively and is effective for the company beginning in the first quarter of 2012. The company is currently evaluating the alternatives for adopting the guidance. Other than the change in presentation, the company has determined that these changes will not have an impact on its consolidated financial statements.

In May 2011, the FASB issued authoritative guidance that amends previous guidance for fair value measurement and disclosure requirements. The revised guidance changes certain fair value measurement principles, clarifies the application of existing fair value measurements and expands the disclosure requirements, particularly for Level 3 fair value measurements. This standard is effective for the company beginning in the first quarter of 2012. The company is currently evaluating the impact of this guidance, but does not anticipate a material impact to its consolidated financial statements upon adoption.

34 6. Accounts receivable Accounts receivable consist principally of trade accounts receivable from customers and are generally unsecured and due within 30 days. Credit losses relating to these receivables consistently have been within management’s expectations. Expected credit losses are recorded as an allowance for doubtful accounts in the consolidated balance sheets. Estimates of expected credit losses are based primarily on the aging of the accounts receivable balances. The company records a specific reserve for individual accounts when it becomes aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy filings or deterioration in the customer’s operating results or financial position. The collection policies and procedures of the company vary by credit class and prior payment history of customers.

Revenue recognized in excess of billings on services contracts, or unbilled accounts receivable, was $153.5 million and $189.7 million at December 31, 2011 and 2010, respectively. Such amounts, a portion of which are awaiting resolution of contract disputes, are included in accounts and notes receivable, net and are stated at net realizable value.

Unearned income, which is deducted from accounts and notes receivable, was $4.1 million and zero at December 31, 2011 and 2010, respectively. The allowance for doubtful accounts, which is reported as a deduction from accounts and notes receivable, was $35.3 million and $37.0 million at December 31, 2011 and 2010, respectively. The provision for doubtful accounts, which is reported in selling, general and administrative expenses in the consolidated statements of income, was (income) expense of $(.6) million, $(.9) million and $(1.2) million, in 2011, 2010 and 2009, respectively.

Effective January 1, 2010, the company adopted a new accounting standard whereby sales under its prior U.S. trade accounts receivable securitization facility (the A/R Facility) no longer met the requirements to be treated as sales, and therefore were accounted for as secured borrowings. At December 31, 2010 and thereafter, no receivables had been sold. At December 31, 2009, receivables of $100 million were sold and therefore removed from the company’s consolidated balance sheet. The company received proceeds of $1.2 billion in 2009 from sales of accounts receivable interests under the A/R Facility. The selling price of the receivables interests reflected a discount of 5.3% at December 31, 2009. The discount on the sales of these accounts receivable during the year ended December 31, 2009 was $5.6 million and was recorded in other income (expense), net in the accompanying consolidated statement of income.

7. Income taxes Following is the total income from continuing operations before income taxes and the continuing operations provision for income taxes for the three years ended December 31, 2011.

Year ended December 31 (millions) 2011 2010 2009 Income (loss) from continuing operations before income taxes United States $(20.4) $ 37.4 $ 25.9 Foreign 226.4 185.5 192.3 Total income from continuing operations before income taxes $206.0 $222.9 $218.2 Continuing operations provision for income taxes Current United States $ 2.8 $ 8.7 $ (6.7) Foreign 43.8 75.4 45.8 State and local .2 .3 (.4) Total 46.8 84.4 38.7 Deferred Foreign 18.0 (25.6) 3.6 Total continuing operations provision for income taxes $ 64.8 $ 58.8 $ 42.3

35 Following is a reconciliation of the provision for income taxes at the United States statutory tax rate to the continuing operations provision for income taxes as reported:

Year ended December 31 (millions) 2011 2010 2009 United States statutory income tax provision $ 72.1 $ 78.0 $ 76.4 Income and losses for which no provision or benefit has been recognized 21.8 (3.0) (7.8) Foreign rate differential and other foreign tax expense (9.9) (32.0) (6.1) Income tax withholdings 9.8 13.1 8.8 Permanent items 4.2 4.3 5.0 Foreign currency devaluation – 5.7 – Enacted rate changes 8.4 4.1 2.0 Change in uncertain tax positions 6.1 1.0 4.0 Change in valuation allowances due to changes in judgment (15.2) (13.2) (28.7) Income tax credits, U.S. (4.2) .4 (11.1) Tax audit matters (28.3) .1 – Other – .3 (.2) Continuing operations provision for income taxes $ 64.8 $ 58.8 $ 42.3

In 2010 and 2009, foreign rate differential and other foreign tax expense includes tax (provisions) benefits of $(2.7) million and $7.7 million, respectively, related to prior year foreign tax adjustments. The 2011 provision for income taxes includes $8.4 million due to a reduction in the UK income tax rate. The rate reduction was enacted in the third quarter of 2011, and reduced the rate from 27% to 26% effective April 1, 2011, and to 25% effective April 1, 2012. The provision of $8.4 million was caused by a write down of the UK net deferred tax assets to the 25% rate. In addition, the 2011 provision for income taxes includes a benefit of $28.3 million related to the settlement of two European tax matters. The tax effects of temporary differences and carryforwards that give rise to significant portions of deferred tax assets and liabilities at December 31, 2011 and 2010 were as follows:

December 31 (millions) 2011 2010 Deferred tax assets Tax loss carryforwards $ 800.6 $ 750.0 Postretirement benefits 787.1 529.4 Foreign tax credit carryforwards 553.3 479.4 Capitalized research and development 267.4 304.1 Other tax credit carryforwards 144.2 164.2 Deferred revenue 91.0 107.1 Employee benefits and compensation 54.3 53.5 Purchased capitalized software 46.0 45.8 Depreciation 38.6 60.2 Warranty, bad debts and other reserves 18.4 23.5 Capitalized costs 17.3 18.2 Debt related 8.8 38.2 Capitalized intellectual property rights – 28.4 Other 22.9 39.8 2,849.9 2,641.8 Valuation allowance (2,648.5) (2,426.4) Total deferred tax assets $ 201.4 $ 215.4 Deferred tax liabilities Other $ 27.1 $ 30.0 Total deferred tax liabilities $ 27.1 $ 30.0 Net deferred tax assets $ 174.3 $ 185.4

At December 31, 2011, the company has U.S. Federal ($320.3 million), state and local ($248.3 million), and foreign ($232.0 million) tax loss carryforwards, the total tax effect of which is $800.6 million. These carryforwards will expire as follows (in millions): 2012, $11.3; 2013, $4.6; 2014, $5.8; 2015, $11.5; 2016, $25.4; and $742.0 thereafter. The company also has available tax credit carryforwards of approximately $697.5 million, which will expire as follows (in millions): 2012, $67.1; 2013, $46.4; 2014, $23.2; 2015, $22.4; 2016, $31.1; and $507.3 thereafter.

36 Failure to achieve forecasted taxable income might affect the ultimate realization of the company’s net deferred tax assets. Factors that may affect the company’s ability to achieve sufficient forecasted taxable income include, but are not limited to, the following: increased competition, a decline in sales or margins, loss of market share, the impact of the economic environment, delays in product availability and technological obsolescence.

Cumulative undistributed earnings of foreign subsidiaries, for which no U.S. income or foreign withholding taxes have been recorded, approximated $965 million at December 31, 2011. As the company currently intends to indefinitely reinvest all such earnings, no provision has been made for income taxes that may become payable upon distribution of such earnings, and it is not practicable to determine the amount of the related unrecognized deferred income tax liability.

Cash paid, net of refunds, during 2011, 2010 and 2009 for income taxes was $74.9 million, $52.7 million and $58.2 million, respectively.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

Year ended December 31 (millions) 2011 2010 Balance at January 1 $19.5 $ 4.0 Additions based on tax positions related to the current year 6.0 13.9 Additions for tax positions of prior years – 2.3 Reductions for tax positions of prior years – (.2) Reductions as a result of a lapse of applicable statute of limitations – (.1) Settlements (1.2) (.4) Balance at December 31 $24.3 $19.5

The company recognizes penalties and interest accrued related to income tax liabilities in the provision for income taxes in its consolidated statements of income. At December 31, 2011 and 2010, the company had an accrual of $1.0 million and $.9 million, respectively, for the payment of penalties and interest.

At December 31, 2011, all of the company’s liability for unrecognized tax benefits, if recognized, would affect the company’s effective tax rate. Within the next 12 months, the company believes that it is reasonably possible that the amount of unrecognized tax benefits may significantly change; however, various events could cause this belief to change in the future.

The company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, and various states and foreign jurisdictions. The company has concluded a U.S. federal income tax audit of the years 2000-2003 with no material impact. Several U.S. state and foreign income tax audits are in process. There are currently no income tax audits in process in either Brazil or the United Kingdom, which are the most significant jurisdictions outside the U.S. For Brazil, the audit period through 2005 is closed and for the United Kingdom, the audit period through 2008 is closed. All of the various ongoing income tax audits throughout the world are not expected to have a material impact on the company’s financial position.

Internal Revenue Code Sections 382 and 383 provide annual limitations with respect to the ability of a corporation to utilize its net operating loss (as well as certain built-in losses) and tax credit carryforwards, respectively (Tax Attributes), against future U.S. taxable income, if the corporation experiences an “ownership change.” In general terms, an ownership change may result from transactions increasing the ownership of certain stockholders in the stock of a corporation by more than 50 percentage points over a three-year period. The company regularly monitors ownership changes (as calculated for purposes of Section 382). Based on currently available information, the company believes that an ownership change may have occurred during 2011, for purposes of the rules described above. However, the final determination of whether an ownership change has occurred is currently subject to a number of discretionary tax rules and final reporting by shareholders. Moreover, any future transaction or transactions and the timing of such transaction or transactions could trigger additional ownership changes under Section 382.

In the event of an ownership change, utilization of the company’s Tax Attributes will be subject to an estimated overall annual limitation determined in part by multiplying the total adjusted aggregate market value of the company’s common stock immediately preceding the ownership change by the applicable long-term tax-exempt rate, possibly subject to increase based on the built-in gain, if any, in the company’s assets at the time of the ownership change. Any unused annual limitation

37 may be carried over to later years. Future U.S. taxable income may not be fully offset by existing Tax Attributes, if such income exceeds the company’s annual limitation. However, based on presently available information and the existence of tax planning strategies, currently the company does not expect to incur a cash tax liability in the near term. The company maintains a full valuation allowance against the realization of all U.S. deferred tax assets as well as certain foreign deferred tax assets in excess of deferred tax liabilities.

8. Properties Properties comprise the following: December 31 (millions) 2011 2010 Land $ 3.3 $ 3.8 Buildings 76.8 77.1 Machinery and office equipment 760.3 839.7 Internal-use software 315.7 303.9 Rental equipment 101.1 114.5 Total properties $1,257.2 $1,339.0

9. Debt Long-term debt is comprised of the following: December 31 (millions) 2011 2010

12 3⁄4% senior secured notes due 2014 $186.2 $375.0 12 1⁄2% senior notes due 2016 150.6 150.6 14 1⁄4% senior secured notes due 2015 25.5 246.6 8% senior notes – 68.0 Other, net of unamortized discounts (2.6) (16.2) Total 359.7 824.0 Less – current maturities .9 .8 Total long-term debt $358.8 $823.2

Total long-term debt maturities in 2012, 2013, 2014, 2015 and 2016 are $.9 million, $ .3 million, $186.2 million, $25.5 million and $150.6 million, respectively.

Cash paid during 2011, 2010 and 2009 for interest was $82.8 million, $111.9 million and $97.6 million, respectively. Capitalized interest expense during 2011, 2010 and 2009 was $4.9 million, $9.1 million and $7.5 million, respectively.

On March 30, 2011, the net proceeds from the sale of mandatory convertible preferred stock (see note 17) were used to redeem an aggregate principal amount of $124.7 million of the company’s senior secured notes due 2014 and an aggregate principal amount of $86.3 million of the company’s senior secured notes due 2015 under the provisions of the indentures relating to the notes that allow the company to redeem, at its option, up to 35% of the original principal amount of each series of notes from the net cash proceeds of one or more equity offerings. As a result of these redemptions, the company recognized a charge of $31.8 million in “Other income (expense), net” in the three months ended March 31, 2011, which was comprised of $28.2 million of premium paid and $3.6 million for the write off of unamortized discounts, issuance costs and gains related to the portion of the notes redeemed.

On November 21, 2011, the company purchased in the open market $20.0 million of its senior secured notes due 2014. As a result, the company recognized a charge of $3.2 million in “Other income (expense), net” in the three months ended December 31, 2011, which is comprised of $3.0 million of premium paid and $.2 million for the write off of unamortized discounts, issuance costs and gains related to the portion of the notes purchased.

38 On November 25, 2011, the company redeemed all of the remaining $65.9 million of its 8% senior notes due 2012. As a result of the redemption, the company recognized a charge of $4.4 million in “Other income (expense), net”, which is comprised of $4.3 million of premium and expenses paid and $.1 million for the write off of unamortized issuance costs. On June 23, 2011, the company entered into a new, five-year, secured revolving credit facility to replace the company’s $150 million U.S. trade accounts receivable securitization facility that terminated on that date. The new credit agreement provides for loans and letters of credit up to an aggregate amount of $150 million (with a limit on letters of credit of $100 million). The prior accounts receivable securitization facility had not provided for letters of credit. Borrowing limits under the new credit agreement are based upon the amount of eligible U.S. accounts receivable. At December 31, 2011, the company had no borrowings and $29.8 million of letters of credit outstanding under the facility. At December 31, 2011, availability under the facility was $85.8 million net of letters of credit issued. Borrowings under the facility will bear interest based on short-term rates. The credit agreement contains customary representations and warranties, including that there has been no material adverse change in the company’s business, properties, operations or financial condition. It also contains financial covenants requiring the company to maintain a minimum fixed charge coverage ratio and, if the company’s consolidated cash plus availability under the credit facility falls below $130 million, a maximum secured leverage ratio. The credit agreement allows the company to pay dividends on its preferred stock unless the company is in default and to, among other things, repurchase its equity, prepay other debt, incur other debt or liens, dispose of assets and make acquisitions, loans and investments, provided the company complies with certain requirements and limitations set forth in the agreement. Events of default include non-payment, failure to perform covenants, materially incorrect representations and warranties, change of control and default under other debt aggregating at least $50 million. The credit facility is guaranteed by Unisys Holding Corporation, Unisys NPL, Inc. and any future material domestic subsidiaries. The facility is secured on a first priority basis by certain assets of Unisys Corporation and the subsidiary guarantors consisting primarily of the U.S. trade accounts receivable of Unisys Corporation. It is secured on a junior basis (to the senior secured notes due 2014 and 2015) by the other assets of Unisys Corporation and the subsidiary guarantors, other than certain excluded assets. The company may elect to prepay or terminate the credit facility without penalty. At December 31, 2011, the company has met all covenants and conditions under its various lending agreements. The company expects to continue to meet these covenants and conditions. The company’s principal sources of liquidity are cash on hand, cash from operations and its new five-year revolving credit facility, discussed above, which has replaced the company’s U.S. trade accounts receivable facility. The company and certain international subsidiaries have access to uncommitted lines of credit from various banks. The company’s anticipated future cash expenditures include anticipated contributions to its defined benefit pension plans. The company believes that it has adequate sources of liquidity to meet its expected 2012 cash requirements.

10. Other liabilities Other accrued liabilities (current) are comprised of the following:

December 31 (millions) 2011 2010 Payrolls and commissions $120.9 $143.1 Accrued vacations 70.4 75.0 Taxes other than income taxes 49.8 59.2 Income taxes 28.8 53.9 Postretirement 28.7 28.8 Accrued interest 14.6 30.9 Other 112.3 128.0 Total other accrued liabilities $425.5 $518.9

11. Rental expense and commitments Rental expense, less income from subleases, for 2011, 2010 and 2009 was $97.9 million, $100.4 million and $104.5 million, respectively. Income from subleases, for 2011, 2010 and 2009 was $9.8 million, $11.2 million and $14.6 million, respectively.

39 Minimum net rental commitments under noncancelable operating leases, including idle leases, outstanding at December 31, 2011, substantially all of which relate to real properties, were as follows: 2012, $67.8 million; 2013, $56.3 million; 2014, $46.5 million; 2015, $37.2 million; 2016, $26.3 million; and $63.2 million thereafter. Such rental commitments have been reduced by minimum sublease rentals of $39.6 million, due in the future under noncancelable subleases. Included in the net rental commitments at December 31, 2011 is $9.4 million related to idle leases.

At December 31, 2011, the company had outstanding standby letters of credit and surety bonds of approximately $324 million related to performance and payment guarantees. On the basis of experience with these arrangements, the company believes that any obligations that may arise will not be material. In addition, at December 31, 2011, the company had deposits and collateral of approximately $57 million in other long-term assets, principally related to collateralized letters of credit, and to tax and labor contingencies in Brazil.

12. Financial instruments and concentration of credit risks Due to its foreign operations, the company is exposed to the effects of foreign currency exchange rate fluctuations on the U.S. dollar, principally related to intercompany account balances. The company uses derivative financial instruments to reduce its exposure to market risks from changes in foreign currency exchange rates on such balances. The company enters into foreign exchange forward contracts, generally having maturities of one month, which have not been designated as hedging instruments. At December 31, 2011 and 2010, the notional amount of these contracts was $130.9 million and $26.2 million, respectively and the fair value of such contracts was a net gain of $.8 million and a net gain of $.5 million, respectively, of which a gain of $.9 million and $.5 million, respectively, has been recognized in “Prepaid expenses and other current assets” and a loss of $.1 million and zero, respectively, has been recognized in “Other accrued liabilities.” Changes in the fair value of these instruments was a gain of $3.3 million, a gain of $.6 million and a loss of $.3 million, respectively, for years ended December 31, 2011, 2010 and 2009, which has been recognized in earnings in “Other income (expense), net” in the company’s consolidated statement of income. The fair value of these forward contracts is based on quoted prices for similar but not identical financial instruments; as such, the inputs are considered Level 2 inputs.

Financial instruments also include temporary cash investments and customer accounts receivable. Temporary investments are placed with creditworthy financial institutions, primarily in money market funds, time deposits and certificate of deposits which may be withdrawn at any time at the discretion of the company without penalty. At December 31, 2011 and 2010, the company’s cash equivalents principally have maturities of less than one month or can be withdrawn at any time at the discretion of the company without penalty. Due to the short maturities of these instruments, they are carried on the consolidated balance sheets at cost plus accrued interest, which approximates market value. Realized gains or losses during 2011, 2010 and 2009, as well as unrealized gains or losses at December 31, 2011 and 2010, were immaterial. Receivables are due from a large number of customers that are dispersed worldwide across many industries. At December 31, 2011 and 2010, the company had no significant concentrations of credit risk with any one customer. At December 31, 2011 and 2010, the company had approximately $140 million and $156 million, respectively, of receivables due from various U.S. federal governmental agencies. At December 31, 2011 and 2010, the carrying amount of cash and cash equivalents and notes payable approximated fair value; and the carrying amount of long-term debt was less than the fair value, which is based on market prices (Level 2 inputs), of such debt by approximately $37 million and $140 million, respectively.

13. Foreign currency translation Due to cumulative inflation of approximately 100 percent or more over the last 3-year period, the company’s Venezuelan subsidiary has applied highly inflationary accounting beginning January 1, 2010. For those international subsidiaries operating in highly inflationary economies, the U.S. dollar is the functional currency, and as such, nonmonetary assets and liabilities are translated at historical exchange rates, and monetary assets and liabilities are translated at current exchange rates. Exchange gains and losses arising from translation are included in other income (expense), net. Effective January 11, 2010, the Venezuelan government devalued the Bolivar Fuerte by 50 percent by resetting the official exchange rate from 2.15 to the U.S. dollar to 4.30 to the U.S. dollar. As a result, the company recorded a foreign exchange loss in the first

40 quarter of 2010 of approximately $20 million. The company has used and continues to use the official exchange rate for translation purposes. At December 31, 2011, the company’s operations in Venezuela had net monetary assets denominated in local currency of approximately $19 million.

During the years ended December 31, 2011, 2010 and 2009, the company recognized foreign exchange gains (losses) in “Other income (expense), net” in its consolidated statements of income of $17.2 million, $(43.4) million and $(12.5) million, respectively.

14. Litigation and contingencies There are various lawsuits, claims, investigations and proceedings that have been brought or asserted against the company, which arise in the ordinary course of business, including actions with respect to commercial and government contracts, labor and employment, employee benefits, environmental matters, intellectual property, and non-income tax and employment compensation in Brazil. The company records a provision for these matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Any provisions are reviewed at least quarterly and are adjusted to reflect the impact and status of settlements, rulings, advice of counsel and other information and events pertinent to a particular matter.

The company believes that it has valid defenses with respect to legal matters pending against it. Based on its experience, the company also believes that the damage amounts claimed in the lawsuits disclosed below are not a meaningful indicator of the company’s potential liability. Litigation is inherently unpredictable, however, and it is possible that the company’s results of operations or cash flow could be materially affected in any particular period by the resolution of one or more of the legal matters pending against it.

The company had a competitively awarded contract with the Transportation Security Administration (TSA) that provided for the establishment of secure information technology environments in airports. The Civil Division of the Department of Justice, working with the Inspector General’s Office of the Department of Homeland Security, is reviewing issues relating to labor categorization and overtime on the TSA contract. The Civil Division is also reviewing issues relating to cyber intrusion protection under the TSA and follow-on contracts. The company is working cooperatively with TSA and the Civil Division. The company has commenced preliminary settlement discussions with these government agencies regarding labor categorization and overtime. The company cannot now predict the duration or outcome of these discussions.

The company has contracts with the General Services Administration (GSA), known as Multiple Award Schedule Contracts, under which various U.S. governmental agencies can purchase products and services from the company. Auditors from the GSA’s Office of Inspector General have been reviewing the company’s compliance with the disclosure and pricing provisions under one of these contracts, and whether the company has potentially overcharged the government under the contract. Separately, the company has made a voluntary disclosure about this matter to the responsible GSA contracting officer. The company has provided pricing and other information to the GSA auditors and is working cooperatively with them. The company cannot predict the outcome at this time.

In April 2007, the Ministry of Justice of Belgium sued Unisys Belgium SA-NV, a Unisys subsidiary (Unisys Belgium), in the Court of First Instance of Brussels. The Belgian government had engaged the company to design and develop software for a computerized system to be used to manage the Belgian court system. The Belgian State terminated the contract and in its lawsuit has alleged that the termination was justified because Unisys Belgium failed to deliver satisfactory software in a timely manner. It claims damages of approximately 28 million Euros. Unisys Belgium has filed its defense and counterclaim in the amount of approximately 18.5 million Euros. The company believes it has valid defenses to the claims and contends that the Belgian State’s termination of the contract was unjustified.

In December 2007, Lufthansa AG sued Unisys Deutschland GmbH, a Unisys subsidiary (Unisys Germany), in the District Court of Frankfurt, Germany, for allegedly failing to perform properly its obligations during the initial phase of a 2004 software design and development contract relating to a Lufthansa customer loyalty program. Under the contract, either party was free to withdraw from the project at the conclusion of the initial design phase. Rather than withdraw, Lufthansa instead

41 terminated the contract and failed to pay the balance owed to Unisys Germany for the initial phase. Lufthansa’s lawsuit alleges that Unisys Germany breached the contract by failing to deliver a proper design for the new system and seeks approximately 21.4 million Euros in damages. The company believes it has valid defenses and has filed its defense and a counterclaim in the amount of approximately 1.5 million Euros. The litigation is proceeding.

The company’s Brazilian operations, along with those of many other companies doing business in Brazil, are involved in various litigation matters, including numerous governmental assessments related to indirect and other taxes, as well as disputes associated with former employees and contract labor. The tax-related matters pertain to value added taxes, customs, duties, sales and other non-income related tax exposures. The labor-related matters include claims related to compensation matters. The company believes that appropriate accruals have been established for such matters based on information currently available. At December 31, 2011, excluding those matters that have been assessed by management as being remote as to the likelihood of ultimately resulting in a loss, the amount related to unreserved tax-related matters, inclusive of any related interest, is estimated to be up to approximately $140 million. At December 31, 2011, the amount related to unreserved labor-related matters cannot be estimated.

Litigation is inherently unpredictable and unfavorable resolutions could occur. Accordingly, it is possible that an adverse outcome from such matters could exceed the amounts accrued in an amount that could be material to the company’s financial condition, results of operations and cash flows in any particular reporting period.

Notwithstanding that the ultimate results of the lawsuits, claims, investigations and proceedings that have been brought or asserted against the company are not currently determinable, the company believes that at December 31, 2011, it has adequate provisions for any such matters.

15. Segment information The company has two business segments: Services and Technology. The products and services of each segment are marketed throughout the world to commercial businesses and governments. Revenue classifications by segment are as follows: Services – systems integration and consulting, outsourcing, infrastructure services and core maintenance; Technology – enterprise-class software and servers and other technology.

The company evaluates business segment performance on operating income exclusive of restructuring charges and unusual and nonrecurring items, which are included in Corporate. Effective January 1, 2011, the company changed the measurement of segment performance that it evaluates to exclude pension income or expense. Prior periods have been reclassified to conform to the 2011 presentation. All other corporate and centrally incurred costs are allocated to the business segments, based principally on revenue, employees, square footage or usage.

No single customer accounts for more than 10% of revenue. Revenue from various agencies of the U.S. Government, which is reported in both business segments, was approximately $652 million, $842 million and $927 million in 2011, 2010 and 2009, respectively.

42 Corporate assets are principally cash and cash equivalents, prepaid postretirement assets and deferred income taxes. The expense or income related to corporate assets is allocated to the business segments. In 2009, corporate assets include an offset for interests in accounts receivable that have been recorded as sales, because such receivables were included in the assets of the business segments.

Customer revenue by classes of similar products or services, by segment, is presented below: Year ended December 31 (millions) 2011 2010 2009

Services Systems integration and consulting $ 1,164.7 $1,223.1 $1,360.0 Outsourcing 1,487.2 1,531.3 1,592.2 Infrastructure services 487.0 472.4 563.9 Core maintenance 215.7 230.6 308.8 3,354.6 3,457.4 3,824.9 Technology Enterprise-class software and servers 443.9 462.5 464.6 Other technology 55.3 99.7 96.2 499.2 562.2 560.8 Total $3,853.8 $4,019.6 $4,385.7

Presented below is a reconciliation of segment operating income to consolidated income from continuing operations before income taxes: Year ended December 31 (millions) 2011 2010 2009 Total segment operating income $360.1 $ 373.8 $301.4 Interest expense (63.1) (101.8) (95.2) Other income (expense), net (55.5) (51.0) (16.6) Corporate and eliminations (35.5) 1.9 28.6 Total income from continuing operations before income taxes $206.0 $ 222.9 $218.2

Presented below is a reconciliation of total business segment assets to consolidated assets: December 31 (millions) 2011 2010 2009 Total segment assets $1,555.9 $1,778.2 $2,001.2 Cash and cash equivalents 714.9 828.3 647.6 Deferred income taxes 208.6 220.3 200.5 Prepaid postretirement assets 43.9 31.2 – Elimination for sale of receivables – – (100.0) Other corporate assets 88.9 162.9 207.6 Total assets $2,612.2 $3,020.9 $2,956.9

43 A summary of the company’s operations by business segment for 2011, 2010 and 2009 is presented below: (millions) Total Corporate Services Technology 2011 Customer revenue $3,853.8 $ 3,354.6 $ 499.2 Intersegment $ (102.6) 6.3 96.3 Total revenue $3,853.8 $ (102.6) $ 3,360.9 $ 595.5 Operating income $ 324.6 $ (35.5) $ 231.8 $ 128.3 Depreciation and amortization 194.8 116.4 78.4 Total assets 2,612.2 1,056.3 1,164.7 391.2 Capital expenditures 134.4 9.8 65.2 59.4

2010 Customer revenue $4,019.6 $ 3,457.4 $ 562.2 Intersegment $ (116.6) 5.9 110.7 Total revenue $4,019.6 $ (116.6) $ 3,463.3 $ 672.9 Operating income $ 375.7 $ 1.9 $ 231.6 $ 142.2 Depreciation and amortization 250.6 191.4 59.2 Total assets 3,020.9 1,242.7 1,359.9 418.3 Capital expenditures 203.1 12.0 125.3 65.8

2009 Customer revenue $4,385.7 $ 3,824.9 $ 560.8 Intersegment $ (170.8) 6.9 163.9 Total revenue $4,385.7 $ (170.8) $ 3,831.8 $ 724.7 Operating income $ 330.0 $ 28.6 $ 213.6 $ 87.8 Depreciation and amortization 352.5 275.1 77.4 Total assets 2,956.9 955.7 1,529.2 472.0 Capital expenditures 201.3 1.5 141.8 58.0

Geographic information about the company’s revenue, which is principally based on location of the selling organization, properties and outsourcing assets, is presented below: Year ended December 31 (millions) 2011 2010 2009 Revenue United States $1,577.9 $1,733.1 $2,005.4 United Kingdom 408.7 426.2 469.2 Other foreign 1,867.2 1,860.3 1,911.1 Total $3,853.8 $4,019.6 $4,385.7 Properties, net United States $ 127.1 $ 142.8 $ 135.4 United Kingdom 22.1 23.1 27.0 Other foreign 42.1 53.8 63.3 Total $ 191.3 $ 219.7 $ 225.7 Outsourcing assets, net United States $ 61.5 $ 69.6 $ 72.3 United Kingdom 37.3 31.9 71.5 Other foreign 39.1 60.8 69.9 Total $ 137.9 $ 162.3 $ 213.7

44 16. Employee plans Stock plans Under stockholder approved stock-based plans, stock options, stock appreciation rights, restricted stock and restricted stock units may be granted to officers, directors and other key employees. At December 31, 2011, 4.8 million shares of unissued common stock of the company were available for granting under these plans.

As of December 31, 2011, the company has granted non-qualified stock options and restricted stock units under these plans. The company recognizes compensation cost net of a forfeiture rate in selling, general and administrative expenses, and recognizes the compensation cost for only those awards expected to vest. The company estimates the forfeiture rate based on its historical experience and its expectations about future forfeitures.

The company’s employee stock option and time-based restricted stock unit grants include a provision that if termination of employment occurs after the participant has attained age 55 and completed 5 years of service with the company, the participant shall continue to vest in each of his or her awards in accordance with the vesting schedule set forth in the applicable award agreement. Compensation expense for such awards is recognized over the period to the date the employee first becomes eligible for retirement. Time-based restricted stock unit grants for the company’s directors vest upon award and compensation expense for such awards is recognized upon grant.

Options have been granted to purchase the company’s common stock at an exercise price equal to or greater than the fair market value at the date of grant, generally have a maximum duration of five years and become exercisable in annual installments over a three-year period following date of grant.

During the year ended December 31, 2011, 2010 and 2009, the company recognized $13.9 million, $9.4 million and $.7 million of share-based compensation expense, which is comprised of $4.9 million, $3.9 million and $(1.4) million of restricted stock unit expense (income) and $9.0 million, $5.5 million and $2.1 million of stock option expense, respectively. In 2009, the company reversed $2.4 million of previously-accrued compensation expense related to performance-based restricted stock units due to a change in the assessment of the achievability of the performance goals. In addition, during 2009, the company reversed $2.6 million of previously-accrued share-based compensation principally related to employees terminated in prior periods.

For stock options, the fair value is estimated at the date of grant using a Black-Scholes option pricing model. Principal assumptions used are as follows: (a) expected volatility for the company’s stock price is based on historical volatility and implied market volatility, (b) historical exercise data is used to estimate the options’ expected term, which represents the period of time that the options granted are expected to be outstanding, and (c) the risk-free interest rate is the rate on zero- coupon U.S. government issues with a remaining term equal to the expected life of the options. The company recognizes compensation expense for the fair value of stock options, which have graded vesting, on the straight-line basis over the requisite service period of the awards. The compensation expense recognized as of any date must be at least equal to the portion of the grant-date fair value that is vested at that date.

The fair value of stock option awards was estimated using the Black-Scholes option pricing model with the following assumptions and weighted-average fair values as follows: Year Ended December 31 2011 2010 2009 Weighted-average fair value of grant $ 20.10 $ 17.83 $ 2.82 Risk-free interest rate 1.71% 1.74% 1.57% Expected volatility 71.31% 72.20% 58.28% Expected life of options in years 3.62 3.63 3.77 Expected dividend yield – ––

45 A summary of stock option activity for the year ended December 31, 2011 follows (shares in thousands): Weighted- Average Weighted- Remaining Aggregate Average Contractual Intrinsic Exercise Term Value ($ in Options Shares Price (years) millions) Outstanding at December 31, 2010 3,125 $ 85.78 Granted 618 38.38 Exercised (161) 8.88 Forfeited and expired (875) 157.62 Outstanding at December 31, 2011 2,707 56.81 2.31 $ 8.3 Expected to vest at December 31, 2011 1,128 31.42 3.46 $ 2.7 Exercisable at December 31, 2011 1,555 75.56 1.46 $ 5.5

The aggregate intrinsic value represents the total pretax value of the difference between the company’s closing stock price on the last trading day of the period and the exercise price of the options, multiplied by the number of in-the-money stock options that would have been received by the option holders had all option holders exercised their options on December 31, 2011. The intrinsic value of the company’s stock options changes based on the closing price of the company’s stock. The total intrinsic value of options exercised for the years ended December 31, 2011, 2010 and 2009 was $4.4 million, $5.9 million and zero, respectively. As of December 31, 2011, $8.6 million of total unrecognized compensation cost related to stock options is expected to be recognized over a weighted-average period of 1.7 years.

Restricted stock unit awards may contain time-based units, performance-based units or a combination of both. Each performance-based unit will vest into zero to 1.5 shares depending on the degree to which the performance goals are met. Compensation expense resulting from these awards is recognized as expense ratably for each installment from the date of grant until the date the restrictions lapse and is based on the fair market value at the date of grant and the probability of achievement of the specific performance-related goals.

A summary of restricted stock unit activity for the year ended December 31, 2011 follows (shares in thousands): Weighted-Average Restricted Grant-Date Fair Stock Units Value Outstanding at December 31, 2010 401 $29.10 Granted 299 37.75 Vested (209) 27.42 Forfeited and expired (107) 40.23 Outstanding at December 31, 2011 384 32.39

The fair value of restricted stock units is determined based on the trading price of the company’s common shares on the date of grant. The aggregate weighted-average grant-date fair value of restricted stock units granted during the years ended December 31, 2011, 2010 and 2009 was $11.3 million, $7.7 million and $1.1 million, respectively. As of December 31, 2011, there was $4.2 million of total unrecognized compensation cost related to outstanding restricted stock units granted under the company’s plans. That cost is expected to be recognized over a weighted-average period of 1.8 years. The aggregate weighted-average grant-date fair value of restricted share units vested during the years ended December 31, 2011, 2010 and 2009 was $5.7 million, $4.2 million and $3.3 million, respectively.

Common stock issued upon exercise of stock options or upon lapse of restrictions on restricted stock units is newly issued shares. Cash received from the exercise of stock options was $1.4 million for each of the years ended December 31, 2011 and 2010. During 2011 and 2010, the company did not recognize any tax benefits from the exercise of stock options or upon issuance of stock upon lapse of restrictions on restricted stock units because of its tax position. Any such tax benefits resulting from tax deductions in excess of the compensation costs recognized are classified as financing cash flows.

Defined contribution and compensation plans U.S. employees are eligible to participate in an employee savings plan. Under this plan, employees may contribute a percentage of their pay for investment in various investment alternatives. Effective

46 January 1, 2011, the company reinstated a company match to the U.S. employee savings plan, which had been suspended effective January 1, 2009. The company will match 50 percent of the first 6 percent of eligible pay contributed by participants to the plan on a before-tax basis (subject to IRS limits). The company is currently funding and expects to continue to fund the match with the company’s common stock. The charge to income related to the company match for the years ended December 31, 2011, 2010 and 2009, was $12.5 million, zero and zero, respectively.

The company has defined contribution plans in certain locations outside the United States. The charge to income related to these plans was $33.7 million, $28.7 million and $26.4 million, for the years ended December 31, 2011, 2010 and 2009, respectively. For plans outside the United States, company contributions are made in cash.

The company has non-qualified compensation plans, which allow certain highly compensated employees and directors to defer the receipt of a portion of their salary, bonus and fees. Participants can earn a return on their deferred balance that is based on hypothetical investments in various investment vehicles. Changes in the market value of these investments are reflected as an adjustment to the liability with an offset to expense. As of December 31, 2011 and 2010, the liability to the participants of these plans was $12.0 million and $12.5 million, respectively. These amounts reflect the accumulated participant deferrals and earnings thereon as of that date. The company makes no contributions to the deferred compensation plans and remains contingently liable to the participants.

Retirement benefits In 2006, the company adopted changes to its U.S. defined benefit pension plans effective December 31, 2006. The changes included ending the accrual of future benefits in the company’s defined benefit pension plans for employees effective December 31, 2006. No new entrants to the plans are allowed after that date. In 2008 and 2011, the company adopted changes to certain of its U.K. defined benefit pension plans whereby effective June 30, 2008 and April 1, 2011, all future accruals of benefits under the plans ceased.

47 Retirement plans’ funded status and amounts recognized in the company’s consolidated balance sheets at December 31, 2011 and 2010 follow: U.S. Plans International Plans December 31 (millions) 2011 2010 2011 2010

Change in projected benefit obligation Benefit obligation at beginning of year $ 4,862.6 $4,707.6 $2,450.6 $2,523.5 Service cost – – 10.7 14.5 Interest cost 264.0 276.4 126.4 119.7 Plan participants’ contributions – – 3.4 3.9 Plan curtailment – – (6.0) – Actuarial loss (gain) 373.7 221.4 94.8 (18.7) Benefits paid (345.5) (342.8) (90.9) (92.8) Foreign currency translation adjustments – – (28.9) (99.5)

Benefit obligation at end of year $ 5,154.8 $4,862.6 $2,560.1 $2,450.6

Change in plan assets Fair value of plan assets at beginning of year $ 3,899.9 $3,740.6 $2,066.0 $1,985.4 Actual return on plan assets (3.1) 495.1 87.9 171.3 Employer contribution 7.4 7.0 75.3 74.5 Plan participants’ contributions – – 3.4 3.9 Benefits paid (345.5) (342.8) (90.9) (92.8) Foreign currency translation adjustments – – (25.9) (76.3)

Fair value of plan assets at end of year $ 3,558.7 $3,899.9 $ 2,115.8 $2,066.0

Funded status at end of year $(1,596.1) $ (962.7) $ (444.3) $ (384.6)

Amounts recognized in the consolidated balance sheets consist of: Prepaid postretirement assets $–$– $ 43.2 $ 30.4 Other accrued liabilities (7.3) (7.3) (.2) (.2) Long-term postretirement liabilities (1,588.8) (955.4) (487.3) (414.8)

Total funded status $(1,596.1) $ (962.7) $ (444.3) $ (384.6)

Accumulated other comprehensive loss, net of tax Net loss $ 2,910.8 $2,275.1 $ 679.6 $ 584.0 Prior service cost (credit) $ 2.8 $ 3.5 $ (1.4) $ (1.4)

Accumulated benefit obligation $ 5,154.8 $4,862.6 $2,527.8 $2,358.9

Information for defined benefit retirement plans with an accumulated benefit obligation in excess of plan assets at December 31, 2011 and 2010 follows: December 31 (millions) 2011 2010 Accumulated benefit obligation $7,279.4 $6,516.5 Fair value of plan assets 5,201.1 5,180.5

Information for defined benefit retirement plans with a projected benefit obligation in excess of plan assets at December 31, 2011 and 2010 follows: December 31 (millions) 2011 2010 Projected benefit obligation $7,301.8 $6,891.2 Fair value of plan assets 5,218.2 5,513.4

48 Net periodic pension cost (income) for 2011, 2010 and 2009 includes the following components: U.S. Plans International Plans Year ended December 31 (millions) 2011 2010 2009 2011 2010 2009

Service cost $– $– $– $ 10.7 $ 14.5 $ 11.9 Interest cost 264.0 276.4 285.0 126.4 119.7 113.2 Expected return on plan assets (337.4) (365.0) (384.7) (135.3) (129.5) (128.2) Amortization of prior service cost .7 .7 .7 (.1) –– Recognized net actuarial loss 78.5 54.3 74.3 26.8 26.0 4.2 Net periodic pension cost (income) $ 5.8 $ (33.6) $ (24.7) $ 28.5 $ 30.7 $ 1.1

Weighted-average assumptions used to determine net periodic pension cost for the years ended December 31 were as follows: Discount rate 5.68% 6.11% 6.75% 5.32% 5.30% 6.42% Rate of compensation increase N/A N/A N/A 2.93% 3.04% 2.88% Expected long-term rate of return on assets* 8.75% 8.75% 8.75% 6.57% 6.63% 6.57% * For 2012, the company has assumed that the expected long-term rate of return on plan assets for its U.S. defined benefit pension plan will be 8.00%.

Weighted-average assumptions used to determine benefit obligations at December 31 were as follows: Discount rate 4.96% 5.68% 6.11% 4.65% 5.32% 5.30% Rate of compensation increase N/A N/A N/A 2.66% 2.93% 3.04%

The expected pretax amortization in 2012 of net periodic pension cost is as follows: net loss, $154.1 million; and prior service cost, $.6 million. The amortization of these items is recorded as an element of pension expense. In 2011, pension expense included amortization of $105.3 million of net losses and $.6 million of prior service cost.

The company’s investment policy targets and ranges for each asset category are as follows: U.S. Int’l. Asset Category Target Range Target Range

Equity securities 58% 52-64% 41% 36-45% Debt securities 36% 33-39% 56% 49-62% Real estate 6% 3-9% 1% 0-3% Cash 0% 0-5% 1% 0-3% Other 0% 0% 1% 0-5%

The company periodically reviews its asset allocation, taking into consideration plan liabilities, local regulatory requirements, plan payment streams and then-current capital market assumptions. The actual asset allocation for each plan is monitored at least quarterly, relative to the established policy targets and ranges. If the actual asset allocation is close to or out of any of the ranges, a review is conducted. Rebalancing will occur toward the target allocation, with due consideration given to the liquidity of the investments and transaction costs.

The objectives of the company’s investment strategies are as follows: (a) to provide a total return that, over the long term, increases the ratio of plan assets to liabilities by maximizing investment return on assets, at a level of risk deemed appropriate, (b) to maximize return on assets by investing primarily in equity securities in the U.S. and for international plans by investing in appropriate asset classes, subject to the constraints of each plan design and local regulations, (c) to diversify investments within asset classes to reduce the impact of losses in single investments, and (d) for the U.S. plan to invest in compliance with the Employee Retirement Income Security Act of 1974 (ERISA), as amended and any subsequent applicable regulations and laws, and for international plans to invest in a prudent manner in compliance with local applicable regulations and laws.

49 The company sets the expected long-term rate of return based on the expected long-term return of the various asset categories in which it invests. The company considered the current expectations for future returns and the actual historical returns of each asset class. Also, since the company’s investment policy is to actively manage certain asset classes where the potential exists to outperform the broader market, the expected returns for those asset classes were adjusted to reflect the expected additional returns.

In 2012, the company expects to make cash contributions of approximately $241 million to its worldwide defined benefit pension plans, which is comprised of $98 million primarily for non-U.S. defined benefit pension plans and $143 million for the company’s U.S. qualified defined benefit pension plan.

As of December 31, 2011, the following benefit payments, which reflect expected future service where applicable, are expected to be paid from the defined benefit pension plans: Year ending December 31 (millions) U.S. Int’l.

2012 $ 356.4 $ 85.8 2013 356.3 88.6 2014 356.3 91.0 2015 356.3 93.5 2016 356.4 96.4 2017 - 2021 1,775.6 518.1

50 Other postretirement benefits A reconciliation of the benefit obligation, fair value of the plan assets and the funded status of the postretirement benefit plan at December 31, 2011 and 2010, follows: December 31 (millions) 2011 2010

Change in accumulated benefit obligation Benefit obligation at beginning of year $ 168.5 $ 174.3 Service cost .4 .4 Interest cost 10.0 10.7 Plan participants’ contributions 5.7 5.6 Amendments – 1.5 Actuarial loss (gain) 6.5 3.9 Federal drug subsidy 3.0 2.0 Benefits paid (27.5) (29.9) Foreign currency translation and other adjustments 11.0 – Benefit obligation at end of year $ 177.6 $ 168.5 Change in plan assets Fair value of plan assets at beginning of year $ 9.0 $ 9.1 Actual return on plan assets .2 .3 Employer contributions 21.9 23.9 Plan participants’ contributions 5.7 5.6 Benefits paid (27.5) (29.9) Fair value of plan assets at end of year $ 9.3 $ 9.0 Funded status at end of year $(168.3) $(159.5) Amounts recognized in the consolidated balance sheets consist of: Prepaid postretirement assets $.7$.8 Other accrued liabilities (21.2) (21.3) Long-term postretirement liabilities (147.8) (139.0) Total funded status $(168.3) $(159.5) Accumulated other comprehensive loss, net of tax Net loss $ 44.7 $ 35.3 Prior service cost 6.6 8.4

Net periodic postretirement benefit cost for 2011, 2010 and 2009, follows: Year ended December 31 (millions) 2011 2010 2009

Service cost $.4$.4$.1 Interest cost 10.0 10.7 11.5 Expected return on assets (.5) (.5) (.5) Amortization of prior service cost 1.8 1.4 1.5 Recognized net actuarial loss 4.2 3.7 2.9

Net periodic benefit cost $ 15.9 $ 15.7 $ 15.5

Weighted-average assumptions used to determine net periodic postretirement benefit cost for the years ended December 31 were as follows: Discount rate 6.42% 6.62% 7.02% Expected return on plan assets 6.75% 6.75% 6.75%

Weighted-average assumptions used to determine benefit obligation at December 31 were as follows: Discount rate 5.84% 6.42% 6.62%

51 The expected pretax amortization in 2012 of net periodic postretirement benefit cost is as follows: net loss, $4.3 million; and prior service cost, $1.8 million.

The company reviews its asset allocation periodically, taking into consideration plan liabilities, plan payment streams and then-current capital market assumptions. The company sets the long-term expected return on asset assumption, based principally on the long-term expected return on debt securities. These return assumptions are based on a combination of current market conditions, capital market expectations of third-party investment advisors and actual historical returns of the asset classes.

In 2012, the company expects to contribute approximately $23 million to its postretirement benefit plan. Assumed health care cost trend rates at December 31 2011 2010 Health care cost trend rate assumed for next year 7.3% 8.1% Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 5.0% 5.0% Year that the rate reaches the ultimate trend rate 2017 2017

A one-percentage-point change in assumed health care cost trend rates would have the following effects (in millions of dollars): 1-Percentage- 1-Percentage- Point Point Increase Decrease

Effect on service and interest cost $ .5 $ (.2) Effect on postretirement benefit obligation 5.1 (4.5)

As of December 31, 2011, the following benefits are expected to be paid to or from the company’s postretirement plan: Gross Medicare Gross Part D Expected Year ending December 31 (millions) Receipts Payments

2012 $2.3 $26.4 2013 2.2 24.2 2014 2.0 23.5 2015 1.9 22.9 2016 1.7 21.7 2017 - 2021 4.0 60.6

The following provides a description of the valuation methodologies and the levels of inputs used to measure fair value, and the general classification of investments in the company’s U.S. and international defined benefit pension plans, and the company’s other postretirement benefit plan.

Level 1 – These investments include cash, common stocks, real estate investment trusts, exchange traded funds, exchange traded futures, and U.S. and U.K. government securities. These investments are valued using quoted prices in an active market. Payables and receivables are also included as Level 1 investments and are valued at face value.

Level 2 – These investments include the following:

Pooled Funds – These investments are comprised of money market funds and fixed income securities. The money market funds are valued at Net Asset Value (NAV) of shares held by the plans at year-end. NAV is a practical expedient for fair value. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, divided by the number of units outstanding. The fixed income securities are valued based on quoted prices for identical or similar investments in markets that may not be active.

Commingled Funds – These investments are comprised of debt or equity securities and are valued using the NAV provided by trustees of the funds. The NAV is quoted on a private market that is not active. The unit price is based on underlying investments which are traded on markets that may or may not be active.

52 Other Fixed Income – These investments are comprised of corporate and government fixed income investments and asset and mortgage backed securities for which there are quoted prices for identical or similar investments in markets that may not be active.

Derivatives – These investments include forward exchange contracts and options, which are traded on an active market, but not on an exchange; therefore, the inputs may not be readily observable. These investments also include fixed income futures and other derivative instruments.

Level 3 – These investments include the following:

Real Estate and Private Equity – These investments represent interests in limited partnerships which invest in privately held companies or privately held real estate assets. Due to the nature of these investments, pricing inputs are not readily observable. Asset valuations are developed by the general partners that manage the partnerships. These valuations are based on property appraisals, utilization of market transactions that provide valuation information for comparable companies, discounted cash flows, and other methods. These valuations are reported quarterly and adjusted as necessary at year end based on cash flows within the most recent period.

Insurance Contracts – These investments are insurance contracts which are generally invested in corporate and government notes and bonds and mortgages. The insurance contracts are carried at book value and adjusted to fair value based on a market value adjustment (MVA) formula determined by the insurance provider. The MVA formula is based on unobservable inputs.

Commingled Funds – These investments are commingled funds, which include a fund of hedge funds and a global tactical asset allocation fund. The NAV is quoted on a private market that is not active. The unit price is based on underlying investments, which are valued based on unobservable inputs.

The following table sets forth by level, within the fair value hierarchy, the plans’ assets (liabilities) at fair value at December 31, 2011. U.S. Plans International Plans December 31, 2011 (millions) Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Pension plans Equity Securities Common Stocks $1,627.2 $1,627.2 $ 4.9 $ 4.9 Commingled Funds 394.2 $ 394.2 783.4 $ 783.4 Debt Securities U.S. and U.K. Govt. Securities 170.0 170.0 Other Fixed Income 929.7 929.7 242.5 242.5 Insurance Contracts 79.6 $ 79.6 145.5 $145.5 Commingled Funds 799.9 799.9 Real Estate Real Estate Investment Trusts 99.8 99.8 .4 .4 Real Estate 33.7 33.7 29.0 29.0 Other Derivatives 10.4 3.9 6.5 24.7 24.7 Private Equity 45.6 45.6 Commingled Funds 83.6 83.6 60.4 49.9 10.5 Pooled Funds 165.5 165.5 3.7 3.7 Cash .3 .3 21.4 21.4 Receivables 86.9 86.9 Payables (167.8) (167.8) Total $3,558.7 $1,820.3 $1,579.5 $158.9 $2,115.8 $26.7 $1,904.1 $185.0 Other postretirement plans Insurance Contracts $ 7.5 $ 7.5 Exchange Traded Fund – Bond 1.4 $ 1.4 Pooled Funds .4 $ .4 Total $ 9.3 $ 1.4 $ .4 $ 7.5

53 The following table sets forth by level, within the fair value hierarchy, the plans’ assets (liabilities) at fair value at December 31, 2010. U.S. Plans International Plans December 31, 2010 (millions) Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Pension plans Equity Securities Common Stocks $1,949.2 $1,949.2 $ 122.2 $122.2 Commingled Funds 621.1 $ 621.1 792.8 $ 792.8 Debt Securities U.S. and U.K. Govt. Securities 126.2 126.2 97.7 97.7 Other Fixed Income 791.6 791.6 308.8 308.8 Insurance Contracts 70.3 $ 70.3 152.6 $152.6 Commingled Funds 440.8 440.8 Real Estate Real Estate Investment Trusts 139.0 139.0 .5 .5 Real Estate 32.1 32.1 28.1 28.1 Other Derivatives (5.8) (5.8) (2.5) (2.5) Private Equity 56.9 56.9 Commingled Funds 84.1 84.1 60.6 51.4 9.2 Pooled Funds 145.9 145.9 1.3 1.3 Cash .1 .1 58.5 58.5 Receivables 94.2 94.2 4.6 4.6 Payables (205.0) (205.0) Total $3,899.9 $2,103.7 $1,636.9 $159.3 $2,066.0 $283.5 $1,592.6 $189.9 Other postretirement plans Insurance Contracts $ 7.4 $ 7.4 Exchange Traded Fund – Bond 1.3 $ 1.3 Pooled Funds .3 $ .3 Total $ 9.0 $ 1.3 $ .3 $ 7.4

The following table sets forth a summary of changes in the fair value of the plans’ Level 3 assets for the year ended December 31, 2011. Currency and unrealized gains (losses) relating to instruments Realized Purchases Sales still held at January 1, gains or or December 31, December 31, (millions) 2011 (losses) acquisitions dispositions 2011 2011 U.S. plans Pension plan Real Estate $ 32.1 $ .3 $ (1.3) $ 2.6 $ 33.7 Private Equity 56.9 10.0 (27.3) 6.0 45.6 Insurance Contracts 70.3 – $7.7 – 1.6 79.6 Total $159.3 $10.3 $7.7 $(28.6) $10.2 $158.9 Other postretirement plans Insurance Contracts $ 7.4 $ .1 $ .5 $ (.5) $ 7.5 International pension plans Insurance Contracts $152.6 $4.9 $(11.8) $ (.2) $145.5 Real Estate 28.1 1.1 (.7) .5 29.0 Commingled Funds 9.2 1.3 (.2) .2 10.5 Total $189.9 $7.3 $(12.7) $ .5 $185.0

54 The following table sets forth a summary of changes in the fair value of the plans’ Level 3 assets for the year ended December 31, 2010. Currency and unrealized gains (losses) relating to instruments Realized Purchases Sales still held at January 1, gains or or December 31, December 31, (millions) 2010 (losses) acquisitions dispositions 2010 2010 U.S. plans Pension plan Real Estate $ 54.2 $ 3.8 $(21.9) $(4.0) $ 32.1 Private Equity 69.4 6.8 $ .8 (20.7) .6 56.9 Insurance Contracts 64.8 – – – 5.5 70.3 Derivatives .5 – – (.5) – – Total $188.9 $10.6 $ .8 $(43.1) $ 2.1 $159.3 Other postretirement plans Insurance Contracts $ 7.5 $ .2 $ .4 $ (.7) $ 7.4 International pension plans Insurance Contracts $167.4 $5.8 $(12.6) $(8.0) $152.6 Real Estate 27.3 – – .8 28.1 Commingled Funds 22.6 $ .8 1.0 (15.1) (.1) 9.2 Total $217.3 $ .8 $6.8 $(27.7) $(7.3) $189.9

17. Stockholders’ equity The company has 100 million authorized shares of common stock, par value $.01 per share, and 40 million shares of authorized preferred stock, par value $1 per share, issuable in series.

At December 31, 2011, 21.1 million shares of unissued common stock of the company were reserved for stock-based incentive plans and convertible preferred stock.

The company pays dividends on each share of the mandatory convertible preferred stock on a cumulative basis at an annual rate of 6.25% on the initial liquidation preference of $100 per share (equivalent to $6.25 per year per share). Dividends accrue and accumulate from the date of issuance and, to the extent the company has lawfully available funds to pay dividends and the company’s Board of Directors or an authorized committee of the Board of Directors declares a dividend payable, the company will pay dividends on March 1, June 1, September 1 and December 1 of each year prior to March 1, 2014 in cash and on March 1, 2014 or any earlier conversion date in cash, shares of the company’s common stock, or a combination thereof, at the company’s election. The annualized dividend on the mandatory convertible preferred stock is approximately $16.2 million until conversion.

55 Comprehensive income (loss) for the three years ended December 31, 2011, includes the following components: Year ended December 31 (millions) 2011 2010 2009 Consolidated net income before discontinued operations $ 141.2 $164.1 $ 175.9 Income from discontinued operations, net of tax – 77.2 17.1 Total 141.2 241.3 193.0 Other comprehensive income (loss) Foreign currency translation adjustments (46.3) 31.9 78.1 Foreign currency translation reclassification adjustment – (7.7) – Postretirement adjustments, net of tax of $(20.3), $22.1 and $(94.0) (728.5) 62.7 (212.7) Total other comprehensive income (loss) (774.8) 86.9 (134.6) Consolidated comprehensive income (loss) (633.6) 328.2 58.4 Comprehensive income (loss) attributable to noncontrolling interests 5.0 6.9 (22.0) Comprehensive income (loss) attributable to Unisys Corporation $(638.6) $321.3 $ 80.4

Accumulated other comprehensive income (loss) as of December 31, 2011, 2010 and 2009, is as follows: Translation Postretirement (millions) Total Adjustments Plans Balance at December 31, 2008 $(2,904.6) $ (701.5) $ (2,203.1) Change during period (108.9) 71.6 (180.5) Balance at December 31, 2009 (3,013.5) (629.9) (2,383.6) Change during period 85.2 25.7 59.5 Balance at December 31, 2010 (2,928.3) (604.2) (2,324.1) Change during period (772.6) (44.9) (727.7) Balance at December 31, 2011 $(3,700.9) $ (649.1) $ (3,051.8)

The following table summarizes the changes in preferred stock, common stock and treasury stock during the three years ended December 31, 2011: Preferred Common Treasury (millions) Stock Stock Stock Balance at December 31, 2008 – 37.2 .2 Stock-based compensation – .1 – Shares issued in debt exchange – 5.2 – Balance at December 31, 2009 – 42.5 .2 Stock-based compensation – .4 .1 Balance at December 31, 2010 – 42.9 .3 Stock-based compensation – .9 – Sale of preferred stock 2.6 – – Balance at December 31, 2011 2.6 43.8 .3

56 Report of Management on the Financial Statements

The management of the company is responsible for the integrity of its financial statements. These statements have been prepared in conformity with U.S. generally accepted accounting principles and include amounts based on the best estimates and judgments of management. Financial information included elsewhere in this report is consistent with that in the financial statements.

KPMG LLP, an independent registered public accounting firm, has audited the company’s financial statements. Its accompanying report is based on an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States).

The Board of Directors, through its Audit Committee, which is composed entirely of independent directors, oversees management’s responsibilities in the preparation of the financial statements and selects the independent registered public accounting firm, subject to stockholder ratification. The Audit Committee meets regularly with the independent registered public accounting firm, representatives of management, and the internal auditors to review the activities of each and to assure that each is properly discharging its responsibilities. To ensure complete independence, the internal auditors and representatives of KPMG LLP have full access to meet with the Audit Committee, with or without management representatives present, to discuss the results of their audits and their observations on the adequacy of internal controls and the quality of financial reporting.

J. Edward Coleman Janet Brutschea Haugen Chairman of the Board and Senior Vice President and Chief Executive Officer Chief Financial Officer

57 Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders Unisys Corporation: We have audited the accompanying consolidated balance sheets of Unisys Corporation and subsidiaries as of December 31, 2011 and 2010, and the related consolidated statements of income, equity (deficit) and cash flows for each of the years in the three-year period ended December 31, 2011. We also have audited Unisys Corporation’s internal control over financial reporting as of December 31, 2011, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Unisys Corporation’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on these consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Unisys Corporation and subsidiaries as of December 31, 2011 and 2010, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2011, in conformity with U.S. generally accepted accounting principles. Also in our opinion, Unisys Corporation maintained, in all material respects, effective internal control over financial reporting as of December 31, 2011, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Philadelphia, Pennsylvania February 24, 2012

58 Report of Management on Internal Control Over Financial Reporting

The management of the company is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. The company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.

Management assessed the effectiveness of the company’s internal control over financial reporting as of December 31, 2011, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, we concluded that the company maintained effective internal control over financial reporting as of December 31, 2011, based on the specified criteria.

KPMG LLP, an independent registered public accounting firm, has audited the company’s internal control over financial reporting as of December 31, 2011, as stated in their report that appears on the preceding page.

J. Edward Coleman Janet Brutschea Haugen Chairman of the Board and Senior Vice President and Chief Executive Officer Chief Financial Officer

59 Unisys Corporation Supplemental Financial Data (Unaudited) Quarterly financial information

First Second Third Fourth (millions, except per share data) Quarter Quarter Quarter Quarter Year

2011 Revenue $ 911.2 $ 937.2 $1,020.1 $ 985.3 $3,853.8 Gross profit 208.2 213.7 284.8 280.3 987.0 Income (loss) before income taxes (7.8) (14.6) 117.1 111.3 206.0 Net income (loss) attributable to Unisys Corporation common shareholders (40.8) (11.6) 78.6 94.3 120.5 Earnings (loss) per common share attributable to Unisys Corporation Basic (.95) (.27) 1.82 2.17 2.79 Diluted (.95) (.27) 1.63 1.94 2.71 Market price per share – high 41.32 33.14 26.86 27.43 41.32 – low 25.33 24.05 15.00 13.77 13.77

2010 Revenue $ 977.4 $1,037.0 $ 960.6 $1,044.6 $4,019.6 Gross profit 235.2 288.0 237.4 311.1 1,071.7 Income (loss) from continuing operations before income taxes (4.9) 73.7 50.9 103.2 222.9 Income from discontinued operations 5.7 61.0 6.5 4.0 77.2 Net income (loss) attributable to Unisys Corporation common shareholders (11.6) 120.2 28.3 99.2 236.1 Earnings (loss) per common share attributable to Unisys Corporation Basic – continuing operations (.40) 1.39 .51 2.24 3.74 – discontinued operations .13 1.43 .15 .09 1.81 – Total (.27) 2.82 .66 2.33 5.55 Diluted – continuing operations (.40) 1.36 .50 2.20 3.67 – discontinued operations .13 1.41 .15 .09 1.78 – Total (.27) 2.77 .65 2.29 5.45 Market price per share – high 40.40 39.23 28.89 31.70 40.40 – low 28.68 18.43 17.04 21.32 17.04 In the first, second, third and fourth quarters of 2011, the company recorded pretax losses on debt extinguishment of $31.8 million, $45.7 million, $.1 million, and $7.6 million respectively. The individual quarterly per-share amounts may not total to the per-share amount for the full year because of accounting rules governing the computation of earnings per share. Market prices per share are as quoted on the New York Stock Exchange composite listing.

60 Five-year summary of selected financial data

(dollars in millions, except per share data) 2011(1) 2010 2009 2008(2) 2007(2) Results of operations Revenue $ 3,853.8 $4,019.6 $ 4,385.7 $4,954.9 $5,372.7 Operating income 324.6 375.7 330.0 2.1 67.4 Income (loss) from continuing operations before income taxes 206.0 222.9 218.2 (97.6) 14.8 Net income attributable to noncontrolling interests 7.2 5.2 3.7 12.4 25.8 Net income (loss) attributable to Unisys Corporation common shareholders 120.5 236.1 189.3 (130.1) (79.1) Earnings (loss) per common share from continuing operations Basic 2.79 3.74 4.38 (4.20) (2.50) Diluted 2.71 3.67 4.32 (4.20) (2.50) Financial position Total assets $ 2,612.2 $3,020.9 $ 2,956.9 $2,824.1 $4,137.1 Long-term debt 358.8 823.2 845.9 1,059.1 1,058.3 Equity (deficit) (1,311.0) (933.8) (1,271.7) (1,423.8) 404.1 Other data Capital additions of properties $ 42.2 $ 64.1 $ 45.9 $ 76.9 $ 77.5 Capital additions of outsourcing assets 40.5 83.2 97.8 133.1 137.5 Investment in marketable software 51.7 55.8 57.6 84.5 94.0 Depreciation and amortization Properties 66.4 75.8 96.9 105.7 115.1 Outsourcing assets 62.7 111.9 151.0 162.6 143.8 Amortization of marketable software 65.7 62.9 104.6 149.7 121.6 Common shares outstanding (millions) 43.4 42.6 42.3 37.0 35.4 Stockholders of record (thousands) 18.6 19.1 19.9 20.6 20.7 Employees (thousands) 22.7 22.9 25.6 29.0 30.0 (1) Includes pretax losses on debt extinguishment of $85.2 million. (2) Includes pretax cost-reduction and other charges of $103.1 million and $116.8 million for the years ended December 31, 2008 and 2007, respectively.

61 Reconciliation of Selected GAAP to Non-GAAP Measures

(millions, except per share data) 2011 2010 Diluted Earnings per Share GAAP net income from continuing operations attributable to Unisys Corporation common shareholders $ 120.5 $ 158.9 Debt reduction charges, net of tax 85.2 2.1 Non-GAAP net income from continuing operations attributable to Unisys Corporation common shareholders 205.7 161.0 Add preferred stock dividends 13.5 0.0 Non-GAAP net income from continuing operations attributable to Unisys Corporation for diluted earnings per share $ 219.2 $ 161.0 Weighted average shares (thousands) 43,145 42,562 Plus incremental shares from assumed conversion of employee stock plans and preferred stock 6,333 771 GAAP adjusted weighted average shares 49,478 43,333 Earnings per Share GAAP basis GAAP net income from continuing operations attributable to Unisys Corporation for diluted earnings per share $ 134.0 $ 158.9 Divided by adjusted weighted average shares 49,478 43,333 GAAP net income per diluted share from continuing operations $ 2.71 $ 3.67 Non-GAAP basis Non-GAAP net income from continuing operations attributable to Unisys Corporation for diluted earnings per share $ 219.2 $ 161.0 Divided by Non-GAAP adjusted weighted average shares 49,478 43,333 Non-GAAP net income per diluted share from continuing operations $ 4.43 $ 3.72 Pretax Income GAAP income from continuing operations before income taxes $ 206.0 $ 222.9 Debt reduction charges 85.2 2.1 Non-GAAP income from continuing operations before income taxes $ 291.2 $ 225.0

62 Stock Performance Graph The following graph compares the yearly percentage change in the cumulative total stockholder return on Unisys common stock during the five fiscal years ended December 31, 2011, with the cumulative total return on the Standard & Poor’s 500 Stock Index and the Standard & Poor’s 500 IT Services Index. The comparison assumes $100 was invested on December 31, 2006, in Unisys common stock and in each of such indices and assumes reinvestment of any dividends.

Unisys Corporation S&P 500 S&P 500 IT Services

$150

$125

$100

$75 DOLLARS $50

$25

$0 2006 2007 2008 2009 2010 2011

2006 2007 2008 2009 2010 2011 Unisys Corporation 100 60 11 49 33 25 S & P 500 100 106 66 84 97 99 S & P 500 IT Services 100 100 67 96 106 128

63 Investor Information Stock Information Common Stock: The company has the authority to issue 100 million shares of common stock, par value $.01 per share. At December 31, 2011, there were approximately 43.4 million shares outstanding and about 18,600 stockholders of record. Unisys common stock is listed for trading on the New York Stock Exchange (trading symbol “UIS”) and the London Stock Exchange (code “USY”). Preferred Stock: The company has the authority to issue 40 million shares of preferred stock, par value $1 per share, issuable in series. At December 31, 2011, there were approximately 2.6 million shares of 6.25% mandatory convertible preferred stock, series A, outstanding. The preferred stock is listed for trading on the New York Stock Exchange (trading symbol “UIS PR A”). Voting Rights: Each share of Unisys common stock outstanding on the record date for the annual meeting is entitled to one vote on each matter to be voted upon at the meeting. Annual Meeting Stockholders are invited to attend the Unisys 2012 Annual Meeting of Stockholders, which will be held at the Philadelphia Marriott West, 111 Crawford Avenue, West Conshohocken, Pennsylvania, on May 1, 2012, at 9:30 a.m. Formal notice of the meeting, along with the proxy statement and proxy materials, was mailed or otherwise made available on or about March 13, 2012, to stockholders of record as of March 2, 2012. Independent Auditors KPMG LLP Philadelphia, Pennsylvania Investor Relations Web Site: The Unisys Investor Web site at www.unisys.com/investor provides news and events as well as quarterly earnings releases and financial data, Unisys stock price and tools, officer and board biographies, corporate governance materials, annual reports and more. We invite you to visit www.unisys.com/investor to learn more about Unisys. E-mail: Unisys provides investor-related news releases, SEC filings, webcast and event details, and daily/weekly stock information via e-mail. To sign up for e-mail or to amend your current investor e-mail selection, visit www.unisys.com/ investor. Printed Materials: Visit www.unisys.com/investor to select from the current list of printed materials offered. Printed materials also may be requested by calling 215-986-5777. General Investor Inquiries and Correspondence: Investors with general questions about the company are invited to contact Unisys Investor Relations by calling 215-986-6999, e-mailing us at [email protected], or writing to us at Investor Relations, Unisys Corporation, 801 Lakeview Drive STE 100, Blue Bell, PA 19422. Stockholder Services Computershare Shareowner Services LLC is the company’s stock transfer agent and registrar. On December 31, 2011, BNY Mellon’s Shareowner Services business was acquired by Computershare. Stockholders can continue to manage their accounts at the same websites and telephone numbers they have been using. Note: Effective October 23, 2009, Unisys declared a one-for-ten reverse split of its common stock. Pre-split stock certificates must be submitted for exchange into post-split shares. If you are holding pre-split stock certificates, please contact Computershare. Administrative inquiries relating to stockholder records, lost stock certificates, change of ownership or change of address should be directed to: Unisys Corporation, c/o Computershare, P.O. Box 358015, Pittsburgh, PA 15252-8015. Account Access & Share Selling Program: www.bnymellon.com/shareowner/equityaccess E-mail: [email protected] Telephone in U.S. & Canada: • Toll free: 866-405-6564 • TDD for hearing impaired: 800-231-5469 Telephone outside the U.S.: • 201-680-6685 • TDD for hearing impaired: 201-680-6610

64 Statements made by Unisys in this annual report that are not historical facts, including those regarding future performance, are forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations and assumptions and involve risks and uncertainties that could cause actual results to differ from expectations. These risks and uncertainties are discussed in the Management’s Discussion and Analysis section under “Factors that may affect future results.” Unisys and the Unisys logo are registered trademarks of Unisys Corporation. All other marks referenced in this annual report are acknowledged to be trademarks or registered trademarks of their respective holders.

Printed in the United States of America 3/12 12-0040 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

4.0 Client References

RFP Requirement: Please provide a minimum of 3 (three), and a maximum of 5 (five), references for each company included in your response. If you have previously partnered with a firm, that reference will be counted for each of the firms involved. Only include those references that most closely represent the type of software installation or services being proposed herein. References that are similar in size, scope, and complexity to Elgin are preferred. The reference sites need to offer City of Elgin an opportunity to visit their location for reference validation purposes should the vendor get elevated in the proposal process. Each reference should not exceed one page.

Please include the following information for each reference:

> Organization > Contact Name > Address > Phone > E-mail > Implementation Date > Description of the CRM Implementation > Partners Utilized (if applicable)

In addition to the 3-5 references please provide a full client list. For this list simply provide a listing of firms that you have partnered with.

Unisys Response: The Unisys Team is providing references for the following client’s:

. City of Boston (Unisys) . City of Minneapolis (Unisys) . Illinois Tollway Authority (Unisys)

Client References 4‐1 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Unisys Reference #1 – City of Boston, MA Organization City of Boston, MA

Contact Name David Nero Deputy CIO Address 1 City Hall Square, Suite 500 Boston, MA 02201 Phone (617) 635-0746 E-mail [email protected] Implementation October 2007 – October 2008 Date Description of the Unisys assisted the City in deploying the call center for the “Mayor’s 24 Hour Hotline” as a mechanism for CRM citizens of Boston to contact the City for non emergency services. Unisys also was the prime contractor Implementation for implementing the 311 CRM software for the City. The software used was the Lagan eCM (Enterprise Case Management) software. The City procured the software licenses and installation services directly from Lagan. Unisys also used Lagan as a subcontractor for providing some of the implementation services.

Unisys assisted the City with the following activities:

Assistance with the Call Center • Assisting with the design and implementation of the call center including location, function, design • Developing the project organizational structure • Advising the City on resource roles for the project and the call center • Advising the City on setting up the Nortel telephony system • Developing a call center agent training program focusing on call center skills • Producing business-critical reports

Assistance with CRM Implementation • Assisted the City with developing the RFP for selecting CRM software • Assisted the City in evaluating various choices for the CRM application • Managed the Lagan eCM implementation for the City • CRM/WOM functional and technical requirements • Knowledgebase artifacts from the pilot departments • Organization change management • Configuring the Lagan eCM application for the three pilot departments • Designing and developing three integrations to the City’s legacy applications • Developing self-service requests for the Web • Enhancements for CRM application after it went into production

Partners Utilized Lagan Technologies

Client References 4‐2 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Unisys Reference #2 – City of Minneapolis, MN Organization City of Minneapolis, MN

Contact Name Don Stickney 311- Director Address 3rd Floor, 3rd Precinct 3000 Minnehaha Avenue Minneapolis, MN 55406 Phone (612) 673-3117 E-mail [email protected] Implementation June 2005 – July 2007 Date Description of the Unisys was the Prime Contractor responsible for the overall engagement. Unisys used Lagan as a CRM subcontractor to provide CRM software, installation and some of the implementation services. Unisys Implementation consultants led the implementation of the Lagan Frontlink application (now Lagan eCM).

Unisys assisted the City with the following activities:  Overall Project management  Design and deployment of the technical environment  Hosting the application for the City in Unisys Eagan data center  Proving platform support for the application  Provided post production application support until July 2007  Configuration of Service Requests on Lagan CRM software  Building interfaces to other systems (batch and real time)  Loading data from existing legacy systems  Map viewer functionality  Testing and deployment  Training of end users and technical staff Partners Utilized Lagan Technologies

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Unisys Reference #3 – Illinois Toll Highway Authority Organization Illinois Toll Highway Authority

Contact Name Address Mr. Tom Morache IT Operations Manager IL Toll Highway Authority, Downers Grove, IL

Phone (630) 241-2700 Ext: 2700 E-mail [email protected] Implementation Date August 2003 – Current (Hosted Application) Description of the Unisys implemented the IVR application that allowed the public to access their accounts, make CRM payments to replenish their account balances, update Credit Card and create or change PIN. This Implementation was in conjunction with a Web based application also implemented by Unisys for the same purpose. Unisys provided the Application Development, Testing, Deployment, Hosting and Support from 2003 until present using Avaya IVR Platform (Hardware and Software) Partners Utilized Avaya

Client References 4‐4 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

XEDE Reference #1 – RL Polk Organization R.L. Polk

Contact Name Kelly Garcia Address 26533 Evergreen Road, S-900 Southfield, MI 48076 Phone 248-728-7000

E-mail [email protected] Implementation Date March-April 2012 Description of the We did two projects for Kelly. The first combined their North American instance with the CRM European instance. The second set up a work request solution to help them manage inbound Implementation requests from their customers and sales teams. Partners Utilized

XEDE Reference #2 – New World Systems Organization New World Systems

Contact Name Nina Dimeglio Address 888 W Big Beaver Road Troy, MI 48084-4736 Phone (248) 269-1000

E-mail [email protected] Implementation Date March-April 2012 Description of the Service Cloud Implementation CRM Implementation

RFP Requirement: In addition to the 3-5 references please provide a full client list. For this list simply provide a listing of firms that you have partnered with.

Unisys Response:

Unisys 311 Client List Unisys has provided consulting services for planning and implementation of 311 Call Centers and CRM applications, and telephony infrastructures for the following cities/counties in the United States:

Client References 4‐5 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

. Houston, TX . Albuquerque, NM . Kansas City, MO . Minneapolis, MN . New York City, NY . San Francisco, CA . Rockland County, NY . DeKalb County, GA . Boston, MA . Charlotte, NC.

Unisys Partner List As part of our CRM strategy, Unisys has developed numerous global alliances with product and solution companies in the call center and CRM field. A global alliance team manages these alliances, which support our client‐based activity worldwide. Suppliers in these alliances include the following:

. salesforce.com – 311 CRM Platform . Kana (Lagan) – 311 CRM Application . Oracle (PeopleSoft/Siebel) – 311 CRM Application . Microsoft (Several Platforms and a global partnership) . Rock Solid Technologies ‐ 311 CRM Application . Avaya . CISCO . Broadpoint . Genesys . Interactive Intelligence

Client References 4‐6 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

5.0 Scope of Services

RFP Requirement: At a high level, the vendor will be required to provide the following set of deliverables for the CRM project, and these items should be addressed in the RFP response.

 Recommended hardware, software, and architecture to support a CRM solution

Unisys Response: Unisys is proposing the salesforce.com platform for the City of Elgin. salesforce.com initiated one of the most significant paradigm shifts in the computing industry by pioneering the revolutionary idea to deliver enterprise software as a service (SaaS) over the internet rather than as a product, also known as “on‐demand” or “cloud computing.” Prior to the cloud computing model, enterprise software used to be exorbitantly expensive and onerous to implement. And many times, in the end, it didn’t work too well. Rather than selling multimillion dollar software packages that took six to eighteen months to install, and required hefty investments in hardware and networking, salesforce.com sells Software as a Service (SaaS). Companies pay per‐user, per‐month fees for the services they use and those services are delivered to them immediately via the Internet, in the cloud. salesforce.com believes there is a better way to own and manage software solutions. salesforce.com will manage the software and upgrades for the City of Elgin. salesforce.com will automatically provide three upgrades to you each year so you can continually improve your processes. These upgrades are at no additional charge and will not change the interface, configurations, reports, API’s or any other part of the system.

RFP Requirement:  A detailed, phased implementation and deployment plan

Unisys Response: Unisys in conjunction with the City of Elgin will develop a phased implementation and deployment plan for rolling out the CRM application. The CRM application will be rolled out to the 311 Call Center and the pilot departments. Training will be conducted just in time with the 311 Call Center agents receiving the first round of training and the departmental users receiving the training. Once a user has been trained, user access will provided to the production system after training. Our detailed project plan for the proposed implementation can be found in Section 5.2, Project Management.

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RFP Requirement:  Development of future state business process/workflow designs

Unisys Response: Unisys, with our vast experience in implementing CRM applications for various local governments across the United States, understands the importance of developing future state or ‘To‐Be’ business processes. After an initial review of service request requirements and business processes, Unisys will begin working with Departmental subject matter experts on the future state business processes. The City Departmental subject matter experts will have input into and sign‐off the future state business processes.

RFP Requirement:  Detailed design of software configuration

Unisys Response: Unisys, as a deliverable for the project, will produce a detailed design document. After initial review and validation of service request requirements and business process, Unisys will begin working with Departmental subject matter experts on the future state business processes and detailed design. The typical format for developing the detail design document is a joint application development (JAD) session with the departmental users to validate the out‐of‐the‐ box configuration. Unisys business analysts and technical specialists will complete a detailed design document of all the configurations and interfaces required. This will be reviewed with City IT staff and departmental subject matter experts for their input, approval and sign off, prior to actual configuration.

RFP Requirement:  A strategy to provide a complete range of system testing to verify performance

Unisys Response: When the development of functionality (configuration and building of the interfaces) is completed along with unit testing, solution testing will begin with system testing followed by integration testing and conclude with user acceptance testing. During testing, if any further development work is required for fixing issues, the application will be re‐tested. The test plans for each testing phase will be based on the functional and technical requirements to validate that all processes are included and are functioning properly. When user acceptance testing is complete, the system will be ready for migration to the production environment and use by the City.

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The Unisys Team will develop the overall test plan and have it reviewed by City staff, as well as set up the test environment for system, integration, and acceptance testing with the assistance of City staff. Our consultants, along with City technical and departmental staff, will also work to develop test scenarios and test cases to validate specific functionality required of the solution.

Our proposed approach recommends that the City staff be involved in creating some of the test cases and scenarios for facilitating knowledge transfer and ease the user acceptance and deployment process later. All results from testing activities will be recorded. City staff will be assigned some test cases to execute during the knowledge transfer activities and also to leverage their expertise on various city systems and business requirements.

System Testing System testing tests the whole system to determine whether it meets the system specifications. System testing consists of many different types of testing: it looks for errors in the system’s end‐to‐end functionality and for errors in nonfunctional quality attributes such as performance, reliability, and usability. The test cases developed by the Unisys Team and City staff will be executed to perform the system tests and record the results.

The goal is to find errors and areas in which the solution does not satisfy the detailed design requirements. Although system testing is usually the project team’s responsibility, Unisys will include City staff in developing system tests because it will help avoid unexpected problems, smooth the way for user acceptance testing, and facilitate knowledge transfer to the City staff. The Unisys Team will work closely with City staff to complete this activity. All of the test cases, scenarios, and test results will be documented.

Integration Testing An integration test is performed to prove that a module or a group of interfacing modules operates as expected. Integration testing focuses on the correct functioning of (1) the interfaces among units and (2) the features that the integrated assembly of units is designed to support. The integration test plan should define the schedule and show the sequence in which the integration groups are to be tested. The test cases developed by the Unisys Team will be executed to complete integration testing and record the results.

The validation of the solution’s functionality takes place during integration and system testing.

During integration testing, the development team performs its own tests to confirm that integration was successful. During system testing, an independent system testing group normally performs end‐to‐end testing of the complete system.

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The integration process occurs at multiple levels of a project. Units are integrated into larger units that form the integration group; programs are integrated with other programs and system software to form application subsystems and then systems; and hardware and software elements are integrated together to form the total system. The preceding discussion points out three levels. In practice, the number of integration levels depends on the size and complexity of the system being built.

RFP Requirement:  System test scripts and error logs

Unisys Response: Our proposed approach includes the development of a system test plan and recommends that the City staff be involved in creating some of the test cases, test scenarios, and test scripts. The Unisys Team will develop most of the test scripts, cases and scenarios. A Unisys consultant will serve as a facilitator for the system testing activities. During system testing, a combination of Unisys consultants and City staff will conduct the system testing in accordance with the test scripts developed during the system test plan creation. In some cases, City staff will perform testing activities and report findings to Unisys and in some cases, Unisys and City staff will test application functionality together. All results from testing activities will be recorded in system testing error logs.

RFP Requirement:  System acceptance testing

Unisys Response: Unisys will develop an overall System Test Plan for unit, system, integration, and user acceptance testing—this plan will include the service requests and interfaces that are designated as the responsibility of the City resources and those that are designated as the responsibility of Unisys staff. The City will have the ability to review and provide input into the System Test Plan and conduct System Acceptance Testing.

When the development of functionality is complete along with unit testing, solution testing will begin with system testing followed by integration testing and concluded with user acceptance testing. During testing, if any further development work is required, testing will be rerun. The test plans for each testing phase will be based on the functional and technical requirements to validate that all processes are included and are functioning properly. When user acceptance testing is complete, the system will be ready for migration to the production environment and use by the City.

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The Unisys Team will develop the overall test plan and have it reviewed by City staff, as well as, set up the test environment for system, integration, and acceptance testing with the assistance of City staff. Our consultants, along with City technical and departmental staff, will also work to develop test scenarios and test cases to validate specific functionality required of the solution. The scope and content of user acceptance testing will be determined by the identified and approved functional requirements and the application design documents. The intent is to confirm that the CRM application meets the requirements and that it matches performance criteria specified by the contract. City staff will develop the user acceptance test scenarios based on the test cases developed for the prior system and integration testing. The production environment is typically used for user acceptance testing to replicate as realistic a usage scenario as possible.

The Unisys Team will provide the City with support during user acceptance testing to verify that any identified problem or defect is resolved and to rerun the tests to validate the defect’s resolution. The user acceptance tests cases will be developed and executed by the City staff. The Unisys Team will provide guidance as needed during the testing, and also resolve any issues that arise during this testing. After user acceptance testing, City staff will approve the solution’s formal movement to production.

RFP Requirement:  A detailed training plan and training materials

Unisys Response: Unisys will develop, in conjunction with City staff, a detailed training plan for end users of the CRM application, technical support staff, and help desk staff to support the implementation of the CRM application.

End User Training The Unisys Team will develop 311 Call Center and departmental training material, conduct CRM application end user training (maximum of eight participants per session) for 311 Call Center users, and use the train‐the‐trainer method to train City trainers. City trainers will conduct departmental user training, if required, with assistance from Unisys Team trainers. Unisys will develop the training materials in a Microsoft Word and/or Microsoft PowerPoint format.

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interfaces, and solution components. During the project, Unisys will provide City staff involved on the project with hands‐on knowledge transfer; City developers will work closely with Unisys staff. We believe that the best way to do this is to have City staff commit to developing specific areas and be mentored by Unisys staff as required. The City may procure and allow City staff to attend salesforce.com courses directly from salesforce.com to help prepare them for CRM application training. Unisys will develop the training materials in a Microsoft Word and/or Microsoft PowerPoint format.

Help Desk Training The Unisys Team will provide the City IT help desk with specific targeted training to enable them to support the CRM application. This will involve collection of initial application‐related data required for further diagnosing issues with the application and other similar topics. During the project’s initiation, Unisys will schedule these sessions during transition planning activities. Unisys will develop the training materials in a Microsoft Word and/or Microsoft PowerPoint format.

RFP Requirement:  Support in negotiating with mobile providers to utilize the 3-1-1 phone on their network

Unisys Response: Unisys has assisted the City of San Francisco, California and DeKalb County, Georgia with negotiating with various mobile and local telephone companies on implementing the 311 telephone number on their networks. Based on our past experience, Unisys can provide assistance and insight into the timeframes involved, and challenges involved in this process of negotiation with the various providers.

RFP Requirement:  Support in deploying a 3-1-1 call center

Unisys Response: Unisys has extensive experience in assisting clients deploy 311 Call Centers. Our capabilities include:

. Implementing CRM applications (Lagan, PeopleSoft, Siebel, Oracle CRM etc) for use by Call Center agents for Minneapolis, MN, Boston, MA, Albuquerque, NM, and DeKalb County, GA

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. Deploying telephony infrastructure (ACD, PBX, IVR applications, CTI, Call Recording, Work Force Management etc) for 311 Call Centers built from ground up, for large cities such as San Francisco, CA and Charlotte, NC. . Implementing call center workforce management technologies for New York City, NY . Assisting client’s build‐out call center facilities in San Francisco, CA, Boston, MA, and DeKalb County, GA . Providing call center operations management/mentoring and training in Boston, MA, DeKalb County, Georgia, and San Francisco, CA.

Unisys will assist the City validate the 311 Call Center mission & vision, validate the call flows, and develop call scripts for the CRM application, validate call center policies and procedures, validate the call center design, training plan, and mentor supervisors and managers.

RFP Requirement:  Success in developing regional call center collaboration strategies

Unisys Response: Unisys has had extensive experience assisting cities and counties with the planning process prior to actually deploying 311 Call Centers and CRM applications. A large part of this planning process is how the various entities involved (departments, external agencies etc) interact with the 311 Call Center in the process of delivering service to citizens. For example, how and when a call should be transferred from 311 to 911 or from 911 to 311, and how should the technology support that. The extent of the collaboration desired will drive the level of technology involved in bringing about the collaboration. The nature of collaboration could range from load balancing, backup call taking, handling select services, to being able to performing the entire range of functions for the region. Our team will assist in determining the level of collaboration, the processes required to support that collaboration, and then the technology required to facilitate that.

RFP Requirement:  A description of the vendor’s plans to support an Open 3-1-1 platform

Unisys Response: The salesforce.com open platform supports Open 3‐1‐1 initiatives.

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RFP Requirement:  Success in deploying a mobile 31 1/CRM application

Unisys Response: Unisys will be deploying salesforce.com in a SaaS format. Client require a device (computer, notebook, or other mobile device) and an Internect connection to access the salesforce.com platform.

RFP Requirement:  Success working with app developers

Unisys Response: Unisys has worked with mobile application developers both in house and with other third parties to provide applications for Federal, State, and Local governments worldwide.

RFP Requirement:  Success in deploying a 31 1/CRM on a Tablet/Notebook/”Toughbook” or similar device

RFP Requirement:  A complete set of documentation including: − Project management materials − Status reports − Issues log − Risk mitigation assessment

Unisys Response: The Unisys “Services and Solutions Delivery” Framework (SDF) is a PMI (Project Management Institute) compliant methodology and the unique One Unisys framework that supports our 3D Blueprinting approach. Our SDF consists of detailed methods and artifacts and focuses on Unisys defined activity‐based “disciplines” such as project management and program management, as well as key methods detailing the Unisys core competencies of systems

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integration, outsourcing, and infrastructure. A common thread that serves as the baseline for the SDF methods is the Unisys Project Lifecycle (see Figure 5‐1). When applicable, the methods detail the phases and activities and tasks of the Unisys Project Lifecycle and how they apply to the SDF disciplines and competencies. These proven and repeatable methods and artifacts aim to promote consistency, repeatability, and quality in the way we sell and deliver services and solutions to clients.

Figure 5‐1: Unisys Project Lifecycle

The successful execution and delivery of projects depend on strong leadership, consistent execution, and the ability to adapt quickly to changes in business strategy or market conditions. The Unisys SDF Project Management Methodology as well as the experience and expertise of our Project Managers help promote successful delivery of small‐ or large‐scale complex projects.

Unisys Project Management Approach… Experience the Difference . 3D Blueprinting enabled. Our project management methodology incorporates 3D Blueprinting techniques and tools, guiding projects to enable traceability and flexibility if and when the City’s strategy changes. . Project lifecycle approach. Regardless of a project’s size and scope, Unisys incorporates a project management approach that promotes consistency, scalability, and

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repeatability from the proposal phase through the project’s successful delivery and closure. . Seamless integration with other Unisys disciplines and competencies. We incorporate years of experience and best practices in delivering infrastructure, outsourcing, business transformation, and systems integration solutions and services. . Reusability. A consistent global approach and real‐time knowledge management infrastructure enable reusability and rapid knowledge transfer. Clients know they benefit from Unisys knowledge and project management best practices in project management that we gained working with our clients worldwide.

Project Management Methodology The Unisys Team will deploy a rigorous PMI‐compliant Project Management methodology to deliver this project successfully for the City of Elgin. Project Management is the collection of skills and knowledge needed to plan, monitor, and manage a project’s successful execution and satisfy clients’ and stakeholders’ expectations. Project Management encompasses several skill sets or sub‐disciplines, including:

Integration Management Integration processes are required to coordinate the project’s various elements properly. These include the development and maintenance of a project plan, execution, and overall project change control (coordinating changes across the whole project).

Scope Management These processes confirm that the project includes only the work required to complete the project successfully. Scope management activities are scope planning, definition, and verification followed by scope change control.

Time Management This includes processes to enable the project’s timely completion, including activity definition, sequencing, estimating, and schedule development and control.

Cost Management This includes processes to verify that the project is completed within the approved budget such as planning, estimating, budgeting, and gathering and controlling the costs.

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Quality and Performance Management These are processes required to verify that the project satisfies the documented needs. Quality has three aspects—planning, assurance, and control.

Human Resource Management This includes processes required to make the most effective use of the people on the project and their long‐term retention. Included is planning—who is needed, finding them, acquiring them, and developing them.

Communications Management This includes processes required to plan and provide timely and appropriate generation, collection, dissemination, storage, and ultimate disposition of project information.

Risk Management This includes processes for identifying, quantifying, analyzing, and responding to project risk. An integral part of project scope and risk management is the need for well‐written, clearly defined risks along with mitigation plans, contingency plans, or both.

Procurement Management This subset of project management includes the processes required to procure goods and services from outside the performing organization.

Please find some samples of our typical project management related documents and templates that we use in our projects in Section 8.10, Sample Documentation. We have also attached our proposed detailed implementation plan later on in the proposal.

Project Management Deliverables The Unisys Services and Solutions Delivery Framework (SDF) is a PMI (Project Management Institute) compliant methodology includes a standard set of project management deliverables include:

. A statement of work defining the scope of services Unisys will perform . A project plan defining the work breakdown structure, activities, and sequencing . A project quality assurance plan defining how issues and risks are documented and communicated

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. A project status report template enabling the project manager to communicate key project information . A risk assessment and plan defining the activities to occur if a risk event occurs.

Unisys has provided a copy of the Project Management deliverables in Section 8.10, Sample Documentation.

RFP Requirement:  A detailed set of policies and procedures

Unisys Response: Unisys has served as the prime contractor on many CRM implementations for 311 Call Centers, is experienced in helping clients write detailed call center policies and procedures. We can, for example, help develop policies and procedures on how to handle telephony calls and how to log calls into the CRM application. In addition, Unisys has the experience and expertise to help client write 311 Call Center management policies and procedures around workforce management, quality assurance, performance management, and overall contact management. Unisys will be happy to help the City of Elgin with implementing the call center, as a part of a separate effort (this proposal does not include the time and additional cost entailed for such assistance).

Unisys, as an implementer of CRM application, can also assist the City of Elgin with writing support and maintenance policies and procedures including records retention policies, back‐up and recovery procedures, security, and other maintenance related procedures.

RFP Requirement:  Software licensing plan, including costs and licensing options

Unisys Response: As part of the System Design document, Unisys will include a software licensing plan. For a list of software proposed for this RFP, please refer to Section 5.5, Software Licenses.

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5.1 The 3-1-1 Phone Number and the Call Intake Function

RFP Requirement: Elgin is in the process of securing the rights to the 3-1-1 phone number from AT&T and anticipates securing the number by May 2012. In addition, the City will negotiate directly with the mobile providers within the City to ensure that the 3-1-1 phone will be operational via mobile devices.

The 3-1-1 call center will be located in a City owned building and staffed by incumbent City employees who will be transitioned into the call center. The cost to build-out the call center will be handled in a separate procurement. The 3-1-1 call center will be built and staffed prior to the implementing the CRM software. Advice on the call center build-out from the proposer is welcomed.

Unisys Response: Unisys is deeply experienced in helping local government customers with their 311 Call Centers, from planning and implementation through deployment and support. We can certainly provide the City of Elgin call center build‐out advisory assistance as a part of this proposal by validating the call flows and develop call scripts in the CRM application, validate call center policies and procedures, validate the call center design, training plan, and mentor supervisors & managers.

5.2 Project Management

RFP Requirement: Elgin is in the process of securing the rights to the 3-1-1 phone number from AT&T and anticipates securing the Elgin requires that the prime contractor take responsibility for providing extensive project management for the implementation of the CRM solution. The prime contractor is expected to guarantee the successful, timely completion of those aspects of the project over which it has control. Elgin intends to take responsibility for meeting its obligations as defined in an agreed upon Statement of Work (SOW) which will be finalized during the contract negotiations process.

Vendors must provide a project plan for achieving the objectives of the project including an explanation of the role of all partners, the role of Elgin staff (including time commitment), and an overall project timeline. A description of a recommended team structure (including an organizational team chart), listing key personnel functions, staffing profiles and responsibilities to cover the software and implementation, training, and support should also be included. The detailed plan must thoroughly discuss how the vendor will successfully implement the CRM requirements. Please include a copy of a plan utilizing Microsoft Project.

Key components to include in the project plan shall include estimated timeframe, overview of deliverables, assumptions, and assumed vendor and City responsibilities.

Elgin will provide a full-time CRM project manager (PM). Reporting to the PM will be the following City team members:

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Title Role Functional Leads > Future state process re-design > Service level development > Reporting requirements > Knowledge base development Change Management Leads > Working with the change management champions > Supporting training: development and deployment SWOT Team > Provide additional support reviewing the re-engineered processes Project Ambassadors > Provide ad-hoc support including:  Benchmarking  Training development  Education and outreach Communications Lead > Internal and external education and outreach services Technical and Database Leads > Ensuring that the City’s voice and data infrastructure can support the CRM implementation

Unisys Response: Unisys is an experienced ‘prime’ contractor in the local government 311 CRM implementation space. Unisys has successfully implemented CRM applications for the City of Houston, City of Albuquerque, City of Minneapolis, City of Kansas City, DeKalb County, GA, and the City of Boston. For the City of Elgin project, Unisys proposes a four (4) month project to implement the CRM application based on the salesforce.com platform for the City of Elgin. We anticipate that the project will begin in August 2012 with approximately 1 month of definition and validation of functional and technical requirements and functional and technical design, 2 months of configuration including the integrations development, 1 month of testing, and production readiness, training, and rollout. After the four (4) month project, we have allowed for a two month period for acceptance testing and final acceptance by the City. After that, the salesforce.com will provide application support and maintenance each year, for a period of three years from final system acceptance.

Unisys has included a detailed project plan in Section 8.11, 311 Implementation Plan, for further definition of the project, please review the project plan.

A high level overview is also provided in Figure 5‐2 below:

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ID Task Name Duration Start Finish Predecessors 1 City of Elgin CRM Implementation 187 days Fri 5/4/12 Mon 1/21/13 2 Contract Negotiations 62 days Fri 5/4/12 Mon 7/30/12 9 Project Planning and Initiation 21 days Tue 7/31/12 Tue 8/28/12 10 Project Charter/Statement of Work 20 days Tue 7/31/12 Mon 8/27/12 16 WBS/Project Plan 21 days Tue 7/31/12 Tue 8/28/12 24 Resource Plan/Responsibility Matrix 21 days Tue 7/31/12 Tue 8/28/12 32 Risk Management Plan 16 days Tue 7/31/12 Tue 8/21/12 40 Project Execution 119 days Mon 8/6/12 Thu 1/17/13 41 Project Management 100 days Mon 8/13/12 Fri 12/28/12 81 CRM Application Implementation 119 days Mon 8/6/12 Thu 1/17/13 82 Requirements Phase 19.5 days Mon 8/6/12 Fri 8/31/12 136 Design Phase 29.5 days Tue 8/14/12 Mon 9/24/12 203 System Configuration Phase 32.5 days Mon 9/17/12 Wed 10/31/12 257 System Testing Phase 44 days Mon 9/17/12 Thu 11/15/12 349 System Deployment & Training 88 days Tue 9/18/12 Thu 1/17/13 350 Training 54.6 days Tue 9/18/12 Mon 12/3/12 427 System Deployment 43.5 days Mon 9/24/12 Thu 11/22/12 447 Final Acceptance 40 days Fri 11/23/12 Thu 1/17/13 451 452 Telephony/IVR Application Implementation 61.5 days Tue 8/21/12 Wed 11/14/12 453 Requirements 7 days Tue 8/21/12 Wed 8/29/12 459 Design 17 days Thu 8/30/12 Fri 9/21/12 468 Development & Testing 32.5 days Mon 9/24/12 Wed 11/7/12 495 System Deployment & Training 5 days Wed 11/7/12 Wed 11/14/12 499 Milestone: IVR Operational 0 days Fri 11/9/12 Fri 11/9/12 498 500 501 Close Project 2 days Fri 1/18/13 Mon 1/21/13 450,499 Figure 5‐2: High Level Project Plan

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Project Organizational Chart

Figure 5‐3 below outlines the project organizational chart for implementing the CRM application.

Figure 5‐3: Project Organization Chart

RFP Requirement: Included in the implementation plan should be a listing of the Elgin personnel that will be required to support the implementation and how much of their time, on an FTE (Full Time Equivalent) basis will be required. Please use the following table to detail the requested information.

Title of City Personnel Brief Description of Project Percentage of Time Responsibilities Dedicated to the Project

Unisys Response: Table 5‐1 details the City of Elgin resources required for implementing the CRM application.

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Table 5‐1: City of Elgin Roles and Responsibilities Name Role Responsibilities Estimated Level Percentage of of Effort Time on the Project TBD Project Steering • Executive leadership that provides Part time 5% Committee guidance and overall project direction

TBD Project Sponsors • Assist the Project Manager with project Part time 20% decision-making • Assist with project communication • Assist with managing the project steering committee • Update the Mayor and the City Council on the project TBD Project Manager (1 full • Manages day-to-day project activities Full time 100% time role) • Communicates the project’s performance to stakeholders • Identifies the project’s issues and risks; develops mitigation strategies • Manages the project’s constraints: scope, time, cost, and quality • Manages vendors TBD Lead Departmental • Support change management and Part time 50% Liaisons (1 for each communication management department in Phase 1 • Assist with the development of business and other key process documentation, business departments like Public requirements analysis, configuration, Relations) testing, and training TBD Departmental Liaisons • Assist with the future state business Part time 25% (1 for each department process design in Phase 1 and other • Participate in user acceptance testing key departments like • Support change management and Public Relations) communication management • Assist the project team with scheduling meetings and identifying key personnel to meet with • Inform their departments of the project’s status • Attend status meetings • Sign off on key deliverables

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Name Role Responsibilities Estimated Level Percentage of of Effort Time on the Project TBD Human Resources/ • Develops job roles, responsibilities, and Part time 20% Payroll Lead job descriptions • Supports change management • Develops compensation for job roles • Develops a strategy for recruiting staff • Develops a strategy for employee satisfaction • Develops career paths TBD Public Relations/ • Assists in the development of the Public Part time 25% Communications Relations Marketing and Communication Manager Plan • Assists the project team with crafting the communication messages for each project stakeholder group • Creates and distributes marketing collateral • Creates and distributes press releases • Manages the project’s Web portal TBD Call Center Manager • Acts as the liaison between the project Part time 50% (and key supervisors) team and the 311 Call Center • Reviews and approves project deliverables • Assists the team with understanding the call center’s operations • Develops, maintains, and updates the call center’s policies and procedures • Updates the call center on the project's status TBD Training Liaison/City • Assists in the development of the training Part time 25% Trainer plan and training material • Identifies training resources (rooms) and schedules training • Delivers any subsequent training sessions after completion of train-the-trainer sessions TBD Telephony Lead • Develops the telephony infrastructure Part time 25% • PBX and ACD (hardware, PRI, and analog circuits) • Reporting • Recording, display, IVR, CTI, and so forth • Call paths • Develops the call center to E911 transfer • Assists with the Disaster Recovery/Business Continuity Plan

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Name Role Responsibilities Estimated Level Percentage of of Effort Time on the Project TBD MIS/IT Lead • Assists with the CRM requirements Part time 50% • Manages the interface between CRM and other systems • Coordinates procurement of additional hardware (printers, servers, desktops, faxes, and so forth) and software • Coordinates project activities with networking, security, help desk, and training • Assists with the Disaster Recovery/Business Continuity Plan • Coordinates project team connectivity TBD Finance Liaison • Manages the City’s project budget Part time 10% • Communicates the budget’s status TBD Business Analyst (at • City technical team member Full time 100% least ONE role) • Assists with gathering requirements and configuring the application • Assists the call center and departmental users with using the application (post- implementation support) • Works with the Unisys Team in knowledge transfer sessions • Performs system and user acceptance testing TBD Technical Analyst (at • City technical team member Full time 100% least ONE role) • Assists with gathering technical requirements and configuring the application • Assists the call center and departmental users with using the application (post- implementation support) • Works with the Unisys Team in knowledge transfer sessions • Performs system and user acceptance testing TBD City IT Help Desk • Identifies and assigns help desk resources Part time 15% Manager for Level 1 training on the salesforce.com CRM application • Adopts and implements procedures for Level 1 support

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RFP Requirement:

For each vendor team member included on the project team, please include biographies, utilizing a consistent format. At a minimum, the biographies should contain the following information:

 Name  Company Name  Title  Years in current role  Project title and role  Previous public sector CRM experience  Years of public sector CRM experience  Previous experience with Elgin  Educational background  Relevant certifications Please note that the City reserves the right to approve or reject any changes to the vendor’s project personnel after the contract is awarded. The City also reserves the right to require personnel changes, with reasonable notice to the vendor, following contract award if the City determines that such changes are in the best interests of the project.

Unisys Response: Please refer to Section 8.2, Biographies.

5.3 Vendor Project Manager Responsibilities

RFP Requirement: The vendor shall provide a qualified PM who will be responsible for overseeing all aspects of the services to be provided to implement the 31 1/CRM solution, and who serves as the vendor's primary contact for management and administration of the project. The PM shall not be replaced by the vendor without prior written approval by the City and it may request the designation of other required staff by the vendor. The primary duties of the PM include, but are not limited to:

 Create and provide a project plan and a master project schedule with identified milestones. Key components include: − Hardware and software installation − Process and workflow analysis − System design and configuration − Required modifications and customizations

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− Required system integrations  Tasks  Roles and Responsibilities  Data Formats  Descriptions of Interfaces − Testing planning and execution − Training development and delivery − System acceptance  Facilitate communication among project team members  Make commitments and decisions on behalf of the vendor team  Implement changes to the project plan  Manage project progress, including issues and potential schedule changes  Attend and participate in progress review meetings  Provide bi-weekly status reports

Unisys Response: Unisys is proposing Jim Robb as the Project Manager for the City of Elgin CRM Implementation. Jim serves as project manager focused on assisting clients with implementing CRM solutions in call centers. He brings broad experience in defining and implementing call centers; defining departmental and business processes and implementation strategies; designing call centers; and developing CRM applications, call center management policies and procedures, and training.

Jim has 13 years of general consulting experience in implementing CRM solutions for public and private organizations. In the private sector, has implemented CRM solutions for the sales and customer service functions. Projects have involved implementing CRM applications, including PeopleSoft, Oracle, Lagan, Pivotal, and E.piphany. Experience on prior projects includes project, resource, and project financial management; requirements gathering; creation of functional and technical specifications; development; testing; training; and documentation.

Jim has also developed the proposed project plan for the City of Elgin which includes the list of project manager/management activities above. Please refer to Section 5.2, Project Management for a high level view of the project plan and Section 8.11, 311 Implementation Plan for our detailed project plan.

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5.4 Software Licenses

RFP Requirement: For the pilot phase teams, Elgin is interested in securing thirty (30) concurrent software licenses for the CRM application.

Unisys Response: The proposed CRM application will be provided in a SAAS format to support those components shown in Table 5‐2:

Table 5‐2: Proposed CRM Application – Hosted Components Quantity Components 30 Knowledge 10 Live Agent 30 Service CloudEnterprise Edition 3 Sandbox Environments (Development, Testing, & Training) 1 Service Cloud Portal

The application is being provided in a SaaS environment (hosted by salesforce.com). All of the underlying components that are required, such as salesforce.com licenses, database Licenses and any other components will be included as well. The support for mobile devices is also included. The licenses will be contracted for and provided directly to the City by salesforce.com.

5.5 Proposed Application Software and Computing Environment

RFP Requirement: Written responses to the following questions must be provided in succinct narrative form (no more than two paragraphs per item):

 Please describe the level of modular integration that exists between proposed modules of the base software. Are modules fully integrated?

RFP Requirement:  Please describe the level of integration that exists between proposed third party products and the base software. For example, do the third-party applications share security definitions and similar menu structures?

Unisys Response: salesforce.com is an open platform enabling intregations with third party applications. The standard integration method utilizes open API’s and creating a web services integration.

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Level of Integration There are five main integration areas where integrated solutions have to be developed:

1. DACRA and RMS – salesforce.com will utilize (not limited to) webservices for integration. We are assuming that DACRA and RMS databases are SQL Server based.

2. SUNGARD Naviline 8.0 Applications (Utility Billing, Permits, Licenses) – salesforce.com will utilize (not limited to) webservices for integration. We understand that this may be a DB2 database on AS400 system.

3. GIS – salesforce.com will utilize (not limited to) webservices for integration..

4. City Website (Civic Plus) – Integration to allow citizens to enter service requests and access knowledge base related information.

Server Hardware Requirements Unisys proposes the salesforce.com platform as SaaS. The City will only require standard computers with Internet connections to access the salesforce.com platform.

Workstation Hardware Requirements salesforce.com is being deployed as a SaaS. The City only required a device that has an Internet browser and Internet connection. This specific workstation requirements are detailed on the attached salesforce_Technical_Requirements.pdf document.

salesforce_technical _requirements.pdf

RFP Requirement:  Please describe workflow tools included in the software.

Unisys Response: salesforce.com has a fully integrated configurable workflow engine to support simple to complex business processes. This workflow engine can automatically route requests users or departments depending on the City’s requirements.

Scope of Services 5‐29 TO USE SALESFORCE

Abstract The Salesforce online application can run on any computer with an Internet connection and supports Review the system the following browsers: requirements for using Salesforce in a Browser Comments Web browser or other Salesforce clients, Google Chrome™, most recent stable version Google Chrome applies updates automatically; such as Salesforce Salesforce.com makes every effort to test and Mobile and Connect support the most recent version. There are no for Outlook. configuration recommendations for Chrome. Google Chrome Frame™ plug-in for Microsoft® Supported plug-in for Internet Explorer 6 only. Internet Explorer® 6 Google Chrome Frame applies updates automatically; Salesforce.com supports only the most recent version. Mozilla® Firefox®, most recent stable version Salesforce.com makes every effort to test and support the most recent version of Firefox. Microsoft® Internet Explorer® versions 7, 8, and If you use Internet Explorer, Salesforce 9 recommends using the latest version. Apply all Microsoft hotfixes. Apple® Safari® version 5.1.x There are no configuration recommendations for Safari.

Important: For all browsers you must enable JavaScript, cookies, and SSL 3.0. Some third-party Web browser plug-ins and extensions can interfere with the functionality of Chatter. If you experience malfunctions or inconsistent behavior with Chatter, disable all of the Web browser's plug-ins and extensions and try again. Salesforce.com recommends a minimum screen resolution of 1024 x 768 for the best possible user experience. Screen resolutions smaller than 1024 x 768 may cause issues displaying Salesforce features such as Report Builder and Page Layout Editor. Refer to the documentation for those products for specific information. Other requirements can be found in Salesforce System Requirements.

Certain features in Salesforce—as well as some desktop clients, toolkits, and adapters—have their own browser requirements. For more information, see Browser Support and Configuration.

Last updated: June 2, 2012 To Use Salesforce

To Use Salesforce Mobile

The mobile application can run on BlackBerry, iPhone, and Windows Mobile operating systems, and it's supported by virtually all wireless carriers—if the device can establish a data connection to the Internet, it can typically run the mobile application. Recently-released mobile devices may not be immediately supported because every device goes through the official certification and quality assurance process. For the most current information on supported devices, contact salesforce.com.

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To Use Connect for Outlook

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To Use Connect for Office or Mail Merge

• Microsoft® Office 2000, 2002, 2003, or 2007 • Microsoft® Windows® 2000, Windows XP, or Windows Vista® (32-bit only)

To Use Salesforce CRM Call Center

Salesforce CRM Call Center requires the installation of a light-weight computer-telephony integration (CTI) adapter on every Salesforce user’s machine. The minimum system requirements for an adapter are: • For adapters built with CTI version 4.0 or higher: ◊ Microsoft® Internet Explorer® 8; Mozilla® Firefox® 3.5; Apple® Safari® 4; Google Chrome™ 10.0 ◊ Microsoft Windows® XP (with Microsoft .NET framework)

• For adapters built with previous versions of CTI: ◊ Internet Explorer 7 or 8; Firefox 3.5 or 3.6 (Safari and Chrome are not supported) ◊ For Windows 7 32-bit, 32-bit Internet Explorer 8; Firefox 3.5 or 3.6 ◊ For Windows 7 64-bit, 64-bit Internet Explorer 8; Firefox 3.5 or 3.6 ◊ 256 MB of RAM (512 MB recommended) ◊ 20 MB disk space minimum ◊ Intel® Pentium® II processor, 500 MHz or above ◊ Windows XP

3 To Use Salesforce

To Use Salesforce CRM Content and Process Visualizer

These graphical features require the Adobe Flash Player plugin. In your browser, you must enable or install Flash version 9.0.115 or later.

To Use the Enhanced Page Layout Editor

The enhanced page layout editor can be used with the following browsers:

Browser Notes Mozilla® Firefox®, most recent stable version Users with the “View Setup and Configuration” permission can view but not edit page layouts using Firefox version 2. Microsoft® Internet Explorer® versions 7, 8, and Internet Explorer 6 does not perform well with 9 advanced Web interfaces such as the enhanced page layout editor, and is no longer supported as of Summer ‘12. If you use Internet Explorer, Salesforce recommends using the latest version. Apply all Microsoft hotfixes. Important: Using Internet Explorer with the Internet Explorer Developer Toolbar impacts the performance of the enhanced page layout editor. Disable the toolbar before using the enhanced page layout editor. 1. In Internet Explorer, navigate to Tools > Internet Options... > Programs. 2. Click Manage Add-ons.... 3. Select IE Developer Toolbar and IE Developer Toolbar BHO, and choose the Disable option. 4. Close all Internet Explorer windows and restart the browser.

Apple® Safari® version 5.1.x

4 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

RFP Requirement:  Please describe reporting tools that are proposed. Be sure to describe ad-hoc reporting capabilities.

Unisys Response: salesforce.com offers a real‐time, robust reporting and analytics engine that enables deep analysis of all salesforce.com data—including service activities. There are several standard reports that exist with the base application. salesforce.com also provides a configuration‐based report writer for custom reports – if there is a field in your salesforce.com instance, it can be reported on. Report data can be exported in many forms including XML, CSV, XLS, and PDF.

RFP Requirement:  Please describe any integration to Apple IOS

Unisys Response: salesforce.com supports Apple iOS versions 4.x and 5.x. salesforce.com also has an AppExchange application store that offers additional CRM functionality to support a variety of smartphones and tablets, including iPhones and iPads – some of the AppExchange applications are free (Lite versions), for others there is an additional cost. salesforce.com can also work via opening a Safari browser on an Apple device and logging into the salesforce.com application. Additionally, salesforce.com offers native applications for iPhones and iPads. salesforce.com also supports the creation of smartphone and tablet applications either natively, html5 or a hybrid.

RFP Requirement:  Please describe any integration to Microsoft Office Products.

Unisys Response: salesforce.com provides free Force.com connectors that are native and proven, and can integrate to the most common of Microsoft desktop productivity tools, including Microsoft Excel, Microsoft Outlook and Microsoft Word.

RFP Requirement:  Please describe how the application is delivered: on-premise, hosted, or Software as a Service.

Unisys Response: Unisys is proposing salesforce.com as a Software as a Service solution.

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5.6 Responses to Requirements

RFP Requirement: This project requires that a commercial off-the-shelf (COTS) product that is currently implemented in other jurisdictions be utilized. In addition, this software should not require special customization of code other than built-in configuration options.

Responses to the requirements listed in Attachment-A CRM requirements must be provided in this section of the proposal. Proposers should use the format provided and add explanatory details as necessary in a separate spreadsheet using the requirement number as a reference. The following answer key must be used when responding to the requirements.

Response to Functional Requirements Provided Fully Functional out of the F box or with configuration (no CR Custom Report Development Required customer development)

Customization/Software Third-party Software Required to Fully CU Enhancement (Any custom TP Provide Requirement (Third-party Software development that will cost extra) Must be Proposed)

Provided with Standard Report or SR N Not Included in this Proposal Reporting Tool

Additional Instructions

1. Requirements represent functionality that is currently needed as well as functionality that is expected or is likely to be required in the future. Elgin will evaluate the proposal as a whole including price/value comparisons when evaluating proposals. 2. All responses which are marked F, CU, CR, SR, or TP must be included in the scope and cost proposal. Furthermore, the module necessary to perform that functionality must be included in the scope and cost of this proposal. 3. For requirement responses of “CU”, proposers must provide estimated costs and projected time to complete the customization. 4. For requirement responses, other than “N,” proposers must indicate the module or product that is required to meet the requirement. 5. If a module is required for only a few functional requirements and it is not cost-efficient to include in the proposal, the proposer should mark the requirement as “N” and indicate accordingly in the comment field that this module is available but not being included in the proposal. 6. If functionality is not available, but expected to be available in future versions of the software, the expected release date can be noted in the comments column.

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7. Proposers must use only one code per requirement. All requirement responses must be submitted in the format presented in the attached spreadsheet. The requirements responses submitted will become attached to the software license and implementation services contract. Proposers are expected to warrant all positive responses (every response except (“N”)).

Unisys Response: Unisys has provided the completed attachments that detail the various requirements and how they are fulfilled by our proposed CRM application, please refer to Section 8.1, Requirements Spreadsheets.

5.7 Software/System Documentation

RFP Requirement: The successful vendor will ensure that detailed system and user documentation is provided to City staff responsible for the operation and support of the system. The successful vendor shall provide two complete sets of technical manuals and user manuals to Elgin for administrator and end-user training. Additionally, the vendor shall provide one electronic copy (Microsoft Word) of the technical and user manual to Elgin. The City, at their expense, will have the right to make additional copies of the documents as needed. The successful vendor will also provide the City with complete system implementation documentation concerning installation, configuration, testing, interfaces, data conversion, and integration of the system.

The vendor shall provide, in a timely manner, system documents that describe all software in sufficient technical and functional detail, so that this information can be used by City personnel to maintain the system and solve identified problems. Any revisions to this document must be appropriately notated and jointly approved by the City and the vendor’s Project Manager.

Unisys Response: Unisys will provide the City a set of system and user documentation for operating and maintaining the CRM application including training materials, requirements documents, design documents, and configuration documents. Please refer to the project plan for a complete set of project deliverables.

5.8 Systems Integrations and Interface Development

RFP Requirement: Should the City choose to pursue additional system integrations and/or data conversions the successful vendor will be responsible for identifying, designing, coding, and implementing all system interface, data conversion, and integration solutions necessary for a successful project implementation. The proposal must provide a discussion regarding the successful vendor’s approach to data conversion and interface development and for testing of both, as it relates to this project. The discussion should address the method of conversion, to include strategies for testing, verification, validation, contingencies, and security.

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It is critically important to have a solution that is based on industry standards and best practices. This solution will ensure that future integrations may be created, preventing the software from becoming obsolete or unusable. Solutions should include using an industry standard database. Vendors should provide any experience with data conversion and integration with:

1. SunGard Naviline 8.0 (Utility Billing, Building Permits, Business License) 2. Dacra Code Enforcement & Parking Tickets Adjudication 3. ESRI ArcGIS 9.3 4. GeoBlade GIS viewer 5. Civic Plus (website) 6. API Optiview (document management) 7. New World RMS

Unisys Response: Unisys has extensive experience in designing and developing integrations between CRM systems and legacy applications based on customer requirements. During the project, Unisys will gather and document integration requirements, design the integrations between salesforce.com and each of the required integrations, test, and deploy into production.

Assumptions . Integrations will be limited to the systems and actions referenced above. . Each of the systems will be able to communicate using either a flat extract file, XML or Web Services. Unisys and the City of Elgin will finalize the integration method during the design phase of the project. The planned integration methods are as follows:  ESRI – Web‐Services  Civic Plus – XML (Application Integration Framework)  Dacra– Depending on application structure, Web‐Services or a flat extract file  New World RMS – Web‐Services  Sungard Naviline applications – Depending on application structure, either Web‐ Services or a flat extract file . If a file‐based system is used (i.e., a flat file or XML), updates will occur on a regularly scheduled extract schedule to be determined based on the City’s needs and scheduling requirements. If possible, based on the network and application environments, Web Services calls will be transacted in real‐time.

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. Either the City or the application vendor will provide SME resources to assist in the development of the specifications and interfaces. . Any changes that need to be made on the third party application will either be handled by City resources or third party vendors responsible for the application.

5.9 Test and Production Environments

RFP Requirement: The successful vendor shall provide a detailed testing strategy as part of their response to the RFP to include thorough testing of all transactions and processes used by the City. The test strategy shall include, but not be limited to, unit testing of individual detailed processes and transactions, parallel testing, if appropriate, and system testing of all processes, interfaces, and conversions. The test strategy should also include methods for verifying the accuracy of information relative to transaction processing, interfaces, data conversion, reports, account history, notes, and ad-hoc reporting.

The components of the plan that should be included in the vendor response are:

Test Environment – All functional, technical, and performance requirements must be demonstrated in a test environment with a complete database. This environment will consist of implementing the entire system and data elements for the City.

Production Environment – This environment will repeat the successful demonstration of all functional, technical, and performance requirements, with a complete mirrored database. This environment will consist of implementing the entire system and data elements for the City.

Unisys Response: During the initial implementation effort, the entire functionality will be first demonstrated on the development and test SaaS environment, before it is promoted to production after the acceptance testing and final acceptance by the City. After the application is in production, a second environment will be created for ongoing use by the City. If the City desires a fully replicated and mirrored environment for “testing/training” purposes, the requirements for this will be finalized during the design phase, and the additional effort and cost (if any) will be provided at that time.

In addition to a production environment (instance) for the proposed CRM application, a second environment will be created. The price for this instance has been included in our proposal. This second instance will be created so that the City of Elgin will have a second environment to utilize specifically for testing and training. This environment will have no connection to the production environment. Note that testing or training activities performed in this second environment will not affect the production environment.

Specifics of this second Test/Training environment included in this proposal:

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. An instance of salesforce.com CRM will be created in the SaaS environment. . The proposed CRM application will be installed in the environment on top of salesforce.com CRM. This will make the base solution available for use. . Two City named users will be created in this instance. For testing and training, these two named users will be utilized for those activities. . The City will control and maintain all of the data setup in this instance such as business units (departments), services, citizen information, configuration settings, etc. Any data that is loaded or entered into this instance (or processes to update the data) will be the responsibility of the City. . This instance should be accessible to the City personnel similar to the production environment. . This instance will not be connected to the self service citizen Web portal. The citizen Web portal will only be connected to the production environment. . This instance will not be connected to any of the existing external systems.

5.10 Training Requirements

RFP Requirement: Training services are another critical service that must be provided by the successful vendor. The vendor shall provide the City with a comprehensive training program to assist with the facilitation and development of end-user training for the implementation of their proposed CRM solution. Initially, training shall be provided on-site, in a leader-led, classroom format. The vendor shall include in its response a training design document that defines the approach, delivery, and timing of the CRM solution.

Elgin is very interested in the delivery of training services that are an efficient use of employee time, but effective in the transfer of practical knowledge about the use of the new CRM solution. As a general approach, the vendor shall propose an approach that includes significant opportunity for knowledge transfer throughout implementation, and enhanced system acceptance by the use and development of “power users” for each of the three pilot teams.

Key factors in an effective training program are expected to include:

 The principal classroom instructors provided by the successful vendor have had previous formal classroom instructor training and relevant experience with the software and hardware.  Instructors demonstrate a thorough knowledge of the material covered in the courses and familiarity with the training manuals, system documentation tools, and training aids used in the courses.  Elgin has the right to video record for its own internal use only all training sessions. These materials are valuable in refresher training and follow up training. All training aids, materials, and recordings prepared to accomplish this service become the property of Elgin.

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 Elgin is open to conducting some training via YouTube channel.  Power User training will cover the entire system with in-depth sessions for each functional area. Training will be provided for a System Administrator and back up who will be responsible for all system functions.  End user training will be focused on functional positions and workflow processes. All personnel comprising a specific functional position in a department will be trained on the system’s use specific to their needs.  Training should be provided in the use of all report and query functions for users who will be creating and modifying reports. To recap the training plan shall support the following user groups:

1. System Administrators (power users) 2. End-Users (3-1-1 call center personnel) 3. End-Users (Departmental users) 4. End-Users (Management)

Train-the-Trainer training should prepare City personnel to lead, facilitate, and deliver the leader-led components of the training. This course will provide City personnel with all the required tools, templates, etc. to deliver the training to their colleagues.

Unisys Response: Unisys will develop, in conjunction with City staff, a detailed training plan for end users of the proposed CRM application, technical support staff, and help desk staff to support the implementation of CRM application.

End User Training The Unisys Team will modify 311 Call Center and departmental training material, conduct CRM application end user training (maximum of eight participants per session) for 311 Call Center users, and use the train‐the‐trainer method to train City trainers. City trainers will conduct departmental user training with assistance from Unisys Team trainers. Unisys will develop the training materials in a Microsoft Word and/or Microsoft PowerPoint format.

Technical Training During the project, Unisys will facilitate knowledge transfer to City staff by having them work side by side on specific tasks with us. The technical training and knowledge transfer session will focus on configuring and maintaining the CRM application, knowledgebase, self‐service, interfaces, and solution components. During the project, Unisys will provide City staff involved on the project with hands‐on knowledge transfer; City developers will work closely with Unisys staff. We believe that the best way to do this is to have City staff commit to developing specific areas and be mentored by Unisys staff as required. The City may procure and allow City staff to

Scope of Services 5‐36 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008 attend salesforce.com courses directly from salesforce.com. Unisys will develop the training materials in a Microsoft Word and/or Microsoft PowerPoint format.

5.11 System Acceptance

RFP Requirement: There will be an acceptance test after the complete project implementation. These tests will confirm system operations and ensure that the system meets all of the functional requirements as outlined in this RFP and any subsequent agreements. The test, depending on the type of functionality being tested, will run for up to 30 days after the vendor has determined that the system is operational. A second 30-day period is reserved for fixing discrepancies.

System performance shall be at an acceptable speed as dictated by industry standards and state of the art technologies.

Discrepancies that are fixed will be retested. The acceptance test must be completed within 60 days from the start of the test. If by fault of the vendor, the testing, fixing and retesting is not completed and accepted within 60 days, the system may be deemed unacceptable and the vendor may be disqualified from the project. The vendor will not be held responsible for delay caused by the City. In either case, such delay must be documented and agreed to by both parties.

Unisys Response: Unisys includes user acceptance testing as part of the overall testing strategy. Unisys has included in the project plan activities and durations for the system acceptance.

5.12 Solution Type

RFP Requirement: The City has successfully deployed multiple Software as a Service (SaaS) applications. The City prefers a SaaS deployment for this RFP; however it is receptive to considering an Enterprise or an Application Service Provider (ASP) solution. Each vendor may prime up two responses using any of three models referenced above.

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Unisys Response: Unisys is proposing salesforce.com as a Software as a Service (SaaS).

5.13 Warranty

RFP Requirement: The vendor shall warranty the entire solution/system for a period of one year from the date the system is fully accepted by Elgin. All warranty-related activities should be performed on-site unless the vendor is provided written permission by Elgin.

Unisys Response: It was unclear to the bidder the significance of a one year warranty that is not already addressed in the one year of support and maintenance for which we understand the City plans to contract. After soliciting the City for further clarifications on this point, Unisys understands that if a warranty is still required, the City will have further discussions/clarifications with the bidder on this topic if down selected in order to reach a mutually acceptable resolution.

5.14 Software Maintenance

RFP Requirement: The vendor’s software maintenance and support plan should include the following components:

 Procedures to resolve critical system problem  Emergency and 7x24 support options available  Estimated service level agreements to repair standard system problems  Policy regarding future enhancements and upgrades  Availability of tiered support options to handle potential escalations  A description of extended agreements if they are available  Hourly cost per on-site technicians that may be required  Description of system availability during periods of scheduled maintenance,

Technical and maintenance support shall be provided through an annual maintenance agreement between the successful vendor and Elgin. The successful vendor must include a sample of their annual maintenance agreement in the proposal and provide guaranteed annual pricing for three (3) years. The vendor shall indicate the information technology staff required to support the system.

The maintenance agreement will not commence until the application has been placed in production and accepted by the City in writing. The maintenance agreement must provide ongoing system support and maintenance, including upgrades, bug fixes and patches, and other technical support necessary for City staff to operate the

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solution. The successful vendor must provide information on the frequency of software updates and new software releases (i.e. bug fixes and major revision levels) for the system and the anticipated life cycle of the software being proposed.

Unisys Response: Unisys consultants will work with the City to configure the proposed CRM application, build the Interfaces, and put it into production. After final acceptance by the City, this solution will be maintained and supported for a period of three years. The City will procure the SaaS CRM solution directly from salesforce.com. As a part of thiscontract with the City, salesforce.com will provide support, and the initial contact for the City to obtain support. salesforce.com will reach out to Unisys if any additional support for interfaces or configurations are required.

City IT Personnel Required to Support and Administer the Application Unisys recommends that the City have their technical analyst(s) work with us during the implementation effort to facilitate knowledge transfer in order to enhance and support and administer the application after it has been placed into production. The City end user staff will contact your designated IT analyst to receive administrative support for using the application, and also as the first point of contact regarding any other issues. If the issue cannot be resolved by your designated IT analyst, the City analyst may contact the salesforce.com via telephone or via online. In our proposal, we have included 24 x 7support.

Maintenance Agreement The description of maintenance and support agreement as provided by salesforce.com for the proposed SaaS CRM application is included in Section 8.7, Sample Maintenance Agreement. This will address the issue of enhancements, administration support, patches and upgrades. Since the application is delivered in a SaaS environment, the support for all of the underlying components (salesforce.com CRM, Databases etc) is included. This maintenance agreement will renew annually upon payment of the subscription dues to salesforce.com.

Technical Support Agreement salesforce.com will provide technical support for the CRM, for a period of three years after it has passed final acceptance by the City. This will be provided by a combination of salesforce.com and Unisys personnel (who will address the configurations to the CRM). Your initial contact will be with salesforce.com who will direct the resolution of issues depending upon the nature of the issue and its urgency. A copy of the support agreement as provided by salesforce.com provided in Section 8.7, Sample Maintenance Agreement. Please note that our proposal includes 24 x 7 support . We will be glad to provide pricing forany additional support if the City requires it.

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5.15 Standards for City Acceptance of Deliverables

RFP Requirement: The following standards will be utilized to govern the acceptance of deliverables:

 Vendor should define all deliverables and scheduled completion dates.  All deliverables shall be subject to City review and approval prior to acceptance and payment.  The City will have ten (10) business days to review each deliverable document.  The City is responsible for reviewing and approving each deliverable with an agreed upon turnaround time as included in the project plan. If the City requires revisions, the vendor will receive written notification of the changes and have five (5) business days to implement the changes.  Vendor shall not change a deliverable that has been accepted by the City without written approval of the City.  Each deliverable should conform to the RFP, the vendor’s proposal, and/or any subsequent agreements.  A process for identifying and correcting errors shall be included in the response.  No payments will be made for deliverables not fully accepted by the City.  The City and vendor will develop a formal deliverable sign-off approach which will govern the payment schedule.

Unisys Response: Given the very tight timeframes in the project, Unisys proposes a deliverable acceptance policy which includes a five (5) day period for the City to review and provide changes or modifications to the deliverable document. Unisys has approximately two (2) days to either make the changes or discuss with the City the reason for not making the change. After this period of time, Unisys will present to the City a formal deliverable sign‐off document, whereby the City acceptances the deliverable. If the City does not sign the document at this time, the Unisys project manager may follow the dispute resolution process. Please note that in our project plan proposed, we have assumed the ten day turnaround period for reviews by the City.

The dispute resolution process proposed by Unisys is outlined below:

If disputes arise during the project, Unisys believes that it is in both parties’ interests to attempt to resolve the issue through progressive management involvement before entering into any formal proceedings. Unisys and City of Elgin shall use diligent efforts to arrange personal meetings or telephone conferences, as necessary, at mutually convenient times and places. These discussions will take place between each party at the following successive management levels, each of which shall have an allotted time as specified in Table 5‐3 to attempt to resolve the dispute:

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Table 5‐3: Dispute Resolution Level Unisys City of Elgin Allotted Time First Project Manager, CRM Practice TBD 1 business days Second Partner TBD 2 business days Third Vice President Public Sector TBD 5 business days

If resolution is not achieved by negotiators at any given management level by the end of their allotted time, the allotted time for negotiations at the next management level, if any, shall begin. Thereafter, the process described in the Agreement, shall apply.

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6.0 Supporting Documentation

RFP Requirement: If there is additional information that the vendor would like to provide that was not requested in another section of this RFP, please include it in a separate section of your proposal titled, “Supporting Documentation.” This content is limited to ten (10) pages. Any content exceeding ten pages may be ignored at the City’s discretion.

Unisys Response: Unisys will not be providing supporting documentation.

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7.0 Costs and Payment Terms

RFP Requirement: As per the awarded contract, the vendor agrees to provide the City of Elgin all product(s) and services at a cost not to exceed the stated cost in the vendor’s response to this RFP. The vendor agrees that all expenditures necessary for the purchased product(s) included in the awarded contract, including all costs related to successful implementation of the proposed product(s) and services, are detailed in the Project Cost Form.

All costs must be fixed and in writing and guaranteed for no less than six months. Vendors must address pricing, including but not limited to, the following considerations:

 Costs must reflect all discounts, and cost reductions based on multiple licenses/sites or other considerations  The payment schedule will be negotiated with the successful Vendor. The City of Elgin intends to use a payment structure that is based on milestones and/or deliverables. Please use the tables below to capture the pricing information. The vendor may include further descriptions of the project cost items on a separate page(s) and include it with the Project Cost Form

Unisys Response: Section 7.0 of the Unisys Proposal has been provided under separate cover as instructed by the RFP. Please refer to Volume 2 — Cost Proposal.

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8.0 Required Attachments

RFP Requirement: Proposers should include copies of the following documents. Although some of these forms will be “sample”, the documents must contain all material terms so that Elgin can fairly evaluate the proposer’s forms.

1. Requirements spreadsheets 2. Biographies of project team members 3. Project team organizational chart 4. Vendor references 5. Project cost form 6. Sample software licensing agreement 7. Sample maintenance agreement 8. Sample implementation services agreement 9. Sample standard reports 10. Sample documentation (user guides, training materials, screenshots 5 max.) 11. 311 Implementation plan 12. Forms as specified in the appendices

Unisys Response: Unisys has provided the required attachments either directly in this section of our proposal or we have provided the City with a reference to the proposal section where the attachment has been included as part of a response to a specific RFP requirement.

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8.1 Requirements Spreadsheets In this section of our proposal we have included the completed requirements matrices (RFP Attachments 1 through 5.)

RFP Elgin General Requirements Attachm

RFP Elgin Call Center Requirements Attachm

RFP Elgin GIS Requirements Attachm

RFP Elgin IT Requirements Attachm

RFP Elgin SaaS Requirements Attache

Required Attachments 8‐2 City of Elgin - Constituent Relationship Management (CRM) Requirements Instructions: For each software capability please indicate whether the capability is delivered, is configurable, would require customization of the system, or not possible. The comments column may be used to provide any additional, pertinent information but is not required to be filled in.

F Provided fully functional out of the box or with configuration (no custom development) CU Customization/Software Enhancement (Any custom development) TP Third-party Software Required to Fully Provide Requirement (Third-party Software Must be Proposed) SR Provided with Standard Report or Reporting Tool CR Custom Report Development Required N Not Included in this Proposal Type: Reference F , CR, TP Vendor Comments Number CRM Software Capabilities CU, SR, N Service Requests Provide ability to automatically route citizen requests and items to the Salesforce.com provides a fully integrated, appropriate provider, department or staff for prompt action, to notify the configurable workflow engine. The workflow engine department that the request is in queue, and to allow the department to can automatically route requests to a specific user forward the request to another department if necessary or department within the system. After requests are F automatically placed into queue for processing, Salesforce.com can be configured to automatically notify users and department of the new request. Once in queue, request may be forwarded to other 1 departments. Provide ability for the user to select the service request category from a This functionality is standard functionality in F 2 drop down list Salesforce.com. Provides templates for service requests types This functionality is standard functionality in F 3 Salesforce.com. Provides system generated unique service transaction number (identifier) This functionality is standard functionality in F 4 after a service request is created Salesforce.com. Provides wizards to establish new templates and facilitate document Salesforce's knowledge management tools allows F 5 creation users to easily create solutions. Provides status field that includes, but is not limited to, open, in progress, This functionality is standard functionality in suspended, field verification, on hold, complete, escalated, or other F Salesforce.com. 6 Provides the ability to link forms (such as PDF) and other documents (e.g., This functionality is standard functionality in F 7 pictures) to requests Salesforce.com. Allow the status field to be updated manually or automatically through The manually updated of a status field is standard integration with other applications functionality in Salesforce.com. The automatic updating of a status field through an integration F/CU requires customization. Salesforce.com easily integrates with many applications and fields within requests can be updated using webservices or the robust API provided by Salesforce 8 Provide ability to create scripts for call center agents to prompt them to ask Salesforce provides a comprehensive tool called drill-down questions F Visual Workflow to create Elgin specific service 9 scripts. Provide ability to auto-populate fields based on previous calls This functionality is standard functionality in F 10 Salesforce.com. Provide the ability to establish user-defined workflow options This functionality is standard functionality in F 11 Salesforce.com. Provide ability to create process scripts, or a similar function, to guide users Salesforce provides a comprehensive tool called through a service request, prompting collection of all necessary information F Visual Workflow to create Elgin specific service 12 to process a request scripts. Provide ability for a service request type field to allow distinction between This functionality is standard functionality in F 13 initial or follow-up inquiry Salesforce.com. Provide ability to capture the following types of intake data, including but not This functionality is standard functionality in limited to: date, caller profile data, issue type, safety concern, location, F Salesforce.com. 14 contact data Provide ability to capture the asset linkage data Salesforce.com can provide this functionality with an CU 15 integration to a City's asset system. Provide ability to make a reservation and capture RSVP data Salesforce events management allows you to make F reservations and capture RSVP data of events and 16 activities. Provides short cuts such as toolbars or hot keys This functionality is standard functionality in F 17 Salesforce.com. Provide ability to set up appointments This functionality is standard functionality in F 18 Salesforce.com. Provide ability to collect information related to external contractors This functionality is standard functionality in F 19 Salesforce.com. Provide the ability to search on user-defined fields Salesforce provides a full-text search of all data and F records, this includes any user-defined fields. 20 Provide a template for "actions to be taken" field(s) to resolve the request This functionality is standard functionality in F 21 Salesforce.com. Provide the ability to define and maintain transaction types and department This functionality is standard functionality in and division codes (e.g. route transaction to correct department/person) F Salesforce.com. 22 Provide ability to automatically assign department code based on This functionality is standard functionality in transaction type and send an email prompt to the appropriate supervisor F Salesforce.com. 23 Provide ability to automatically assign a priority code, based on transaction This functionality is standard functionality in type, with an override allowed (e.g., for city council requests, city manager Salesforce.com. F requests, service requests which impact a large group of citizens, time 24 sensitive, or after hours requests) Provide ability to allow entry for multiple addresses per transaction, each This functionality is standard functionality in able to be assigned a type code (e.g., reporting, mailing, billing, problem F Salesforce.com. 25 location, etc.) Provide ability to automatically determine duplicate requests by type, date This functionality is standard functionality in F 26 range, and location Salesforce.com. Provide ability to create parent-child relationships, so multiple service This functionality is standard functionality in F 27 requests may be linked to a master request Salesforce.com. Provide ability to link more than master service request to another master This functionality is standard functionality in F 28 service request Salesforce.com. Provide automatic alerts when new calls or requests come in, and notify This functionality is standard functionality in citizens of status and changes to requests as the status is updated by the Salesforce.com. F departments (e.g., provides a trigger to a wireless device) 29 Provide a unique identifier for each citizen, so that all requests and contacts This functionality is standard functionality in from a citizen may be linked (e.g., for the purpose of providing a history for F Salesforce.com. 30 that citizen) Provide administrative tools for name correction, duplicate checking, and This functionality is standard functionality in F 31 merging of contacts Salesforce.com. Provides an undo function This functionality is standard functionality in F Salesforce.com. Note: Any data that is deleted is 32 retained for 90 days. Requires user confirmation of a deletion This functionality is standard functionality in F 33 Salesforce.com. Provide an automatic default to today's date with ability to override This functionality is standard functionality in F 34 Salesforce.com. Provide ability to record activity notes related to a request, that are unlimited This functionality is standard functionality in F 35 in length, and provide scrolling capabilities for viewing Salesforce.com. Provides ability to display notes in reverse chronological order and include This functionality is standard functionality in F 36 author identification Salesforce.com. Provide automatic date/timestamp by user ID This functionality is standard functionality in F 37 Salesforce.com. Provide ability to record person making an activity note entry based on user This functionality is standard functionality in F 38 ID Salesforce.com. Provide ability to establish work queues for each department for routing of This functionality is standard functionality in F 39 requests Salesforce.com. Provide spellchecker capabilities This functionality is standard functionality in F 40 Salesforce.com. Allow tasks to be routed or re-routed manually to work queues This functionality is standard functionality in F 41 Salesforce.com. Allow notification of an item in the work queue (or member(s) of group) via This functionality is standard functionality in F 42 email or dynamic refresh of the work queue display Salesforce.com. Provide ability to assign staff on a geographic basis This functionality is standard functionality in F 43 Salesforce.com. Provide ability to assign staff on a project/task basis This functionality is standard functionality in F 44 Salesforce.com. Provide ability to escalate requests manually, or automatically based on Salesforce.com workflow supports escalations. predefined expiration rules These escalations can be done manually or based F on predefinied expiration rules including time, 45 inactivity, or business process. Provide ability to create and update automatic or manual reminders that are Salesforce workflow, triggers, and validation provide time triggered and defined for each query type F the ability to provide reminders based on time or by 46 query type. Provide the ability to send outbound reminder emails to inform citizens of This functionality is standard functionality in F 47 specific events, such as bulky item pick-up. Salesforce.com. Provide ability to display the citizen's previous interactions using different This functionality is standard functionality in F 48 search features Salesforce.com. Provide alerts and notifications to responsible party upon call assignment or Salesforce.com workflow supports escalations. when past due These escalations can be done manually or based F on predefinied expiration rules including time, 49 inactivity, or business process. Provide automatic escalation to supervisor for past due, emergency, high Salesforce.com workflow supports escalations. visibility/urgent requests or others that are escalated due to the volume of These escalations can be done manually or based F citizen calls on predefinied expiration rules including time, 50 inactivity, or business process. Ensure that Elgin's name and logo can be branded on the application such This functionality is standard functionality in that the look and feel can be made consistent with the city's Internet site F Salesforce.com. 51 (www.cityofelgin.org) Provide ability to define service level agreements and time to complete This functionality is standard functionality in metrics for each service request type and allow call taker to let caller know Salesforce.com. F estimated time for response or resolution based on this predefined criteria 52

Citizen Self-Service Provide ability for constituents to create (and change) a personal password This functionality is standard functionality in F 53 for the purpose of submitting or tracking requests Salesforce.com. Provide the ability to request a new password on-line to process on-line This functionality is standard functionality in F 54 interactions Salesforce.com. The ability to poll and solicit feedback from constituents Salesforce.com supports surveys and polls. Salesforce also provides the ability for constituents to provide feedback to the IdeaExchange. IdeaExchange is a community where other F constituents can view, and vote on other constituent's feedback. This provides the ability for Elgin to understand what feedback is important and relevant to the majority of the constitents. 55 Salesforce.com provides the ability for manual or Provide ability for constituents to receive acknowledgement that their F automatic notification of templated ackowlegements 56 request has been received and a request tracking number for follow up or responses. Provide ability for constituents to update personal contact information which This functionality is standard functionality in F 57 would be validated by the city Salesforce.com. Provide ability to automatically send an email to the person that submits a Salesforce provides the ability for manual or request through the website to acknowledge receipt and subsequent F automatic notification of templated ackowlegements 58 completion of request or responses. Provide ability for requests submitted via constituent self-service to be This functionality is standard functionality in automatically routed to the appropriate department or staff for prompt F Salesforce.com. 59 resolution Provide ability for a call center agent to retrieve a service request that was This functionality is standard functionality in F 60 submitted online via self-service Salesforce.com. Provide ability to enter service requests via social media tools (e.g., This functionality is standard functionality in F 61 Facebook, Twitter) Salesforce.com. Provide ability to enter service requests via smartphones (e.g., IPhone, This functionality is standard functionality in F 62 Android) Salesforce.com. Any request within Salesforce.com may be viewed F 63 Provide ability for requestor to print the service request in a printable format.

Location-Centric Features Provide ability to create, modify, and verify address entry against a master This functionality requires ESRI/GIS integration. address list for consistency CU/TP Salesforce.com can easily integrate with ESRI/GIS 63 application. Provide ability to suggest street name spellings (i.e., a pick list/drop down This functionality requires ESRI/GIS integration. menu) against a master address list, if a possible incorrect spelling is CU/TP Salesforce.com can easily integrate with ESRI/GIS 64 detected application. Provide ability to allow and validate partial address or location entry against This functionality requires ESRI/GIS integration. a master address list CU/TP Salesforce.com can easily integrate with ESRI/GIS 65 application. Provide the ability to insert location descriptions such as street, place, etc. This functionality is standard functionality in F 66 Salesforce.com. Provide ability to record a non-address-specific location, such as This functionality is standard functionality in F 67 intersection, corner, vacant lot, etc. Salesforce.com. Provide ability to identify frequent and/or chronic callers This functionality is standard functionality in F 68 Salesforce.com. Provide ability to identify calls form citizens living in the same household. This functionality is standard functionality in The grouping should include such data as address, home phone, cell F Salesforce.com. 69 phone, email, etc. from each individual Multi-Channel Integration Provides ability to accept requests or inquiries and track those requests in a single database or source from multiple channels, including: In person This functionality is standard functionality in F 70 Salesforce.com. By phone This functionality is standard functionality in F 71 Salesforce.com. By kiosk This functionality is standard functionality in F 72 Salesforce.com. By text or instant messaging Salesforce.com has an existing integration with LiveChat, which requests can be created by an TP agent during an instant messaging session with the constituent. Some customization is required for this 73 functionality. By TTY This functionality is standard functionality in F 74 Salesforce.com. By E-mail This functionality is standard functionality in F 75 Salesforce.com. Over the web This functionality is standard functionality in F 76 Salesforce.com. Via smartphone This functionality is standard functionality in F 77 Salesforce.com. Via social media technology This functionality is standard functionality in F 78 Salesforce.com. 79 80 Communications Management Support e-mail routing and queuing based on department, availability, This functionality is standard functionality in F 81 citizen profile, and various other business-defined metrics Salesforce.com. Provide ability to support both unstructured and structured inbound e-mails This functionality is standard functionality in F 82 Salesforce.com. Provide ability to store scanned document images and attach the images for This functionality is standard functionality in F 83 a specific transaction Salesforce.com. Provide ability to date/timestamp attachment entries This functionality is standard functionality in F 84 Salesforce.com. Provide ability to identify the user who attached a document This functionality is standard functionality in F 85 Salesforce.com. Provide the ability to recognize invalid format or entries Salesforce.com support full validation on every field. F 86 Salesforce.com can integrate to numerous legacy applications using standard integration techniques. CU/TP Some customization is required for to integrate Provide ability to send email alerts to all users using a banner messaging Salesforce.com with a banner messaging system. 87 system Provide internal real-time message routing capability for broadcasting This functionality is standard functionality in F 88 content to all, or a specific group of users Salesforce.com. 89 90 Knowledge Base Provide an easy to use online phone and service directory searchable by This functionality is standard functionality in F 91 name, special event, service provided, or department/division Salesforce.com. Allow the knowledge base to be available to internal employees and This functionality is standard functionality in F 92 constituents over the web Salesforce.com. Allow the knowledge base to contain sections so viewing may be restricted This functionality is standard functionality in F 93 based on the user's rights Salesforce.com. Allow an administrator to update the database and modify workflow options This functionality is standard functionality in F 94 Salesforce.com. Provide an online contact directory for commonly requested non-city This functionality is standard functionality in agencies (e.g., Kane County, Dundee, North Elgin) searchable by agency F Salesforce.com. 95 name or services provided Provide ability to search the database by call type, address, location, This functionality is standard functionality in address range, date received, status, issue or subject, or other key fields as F Salesforce.com. 96 defined by Elgin Provide Frequently Asked Questions (FAQs) that are definable and This functionality is standard functionality in searchable to allow any staff to handle an issue regardless of the F Salesforce.com. 97 department Provide ability to search the knowledge base using full-text search (e.g., This functionality is standard functionality in natural searching) and advanced methods (e.g., caller, date) and wildcard F Salesforce.com. 98 searches Provide audit trail to track changes to knowledge base, recording user and This functionality is standard functionality in F 99 date/time of change Salesforce.com. Allow FAQs to be sorted into categories and subcategories This functionality is standard functionality in F 100 Salesforce.com. Provide ability to display top issues based on historical usage, ranked This functionality is standard functionality in according to the most viewed. This list should have the capability to be F Salesforce.com. 101 updated on a periodic basis (weekly, monthly, etc.), Allow attachments to be associated with FAQs such as forms, brochures, Salesforce.com fully supports attachments of any photographs, pamphlets, calendar of events, etc. F kind including forms, brochures, photographs, etc. 102 Provide driving directions support Salesforce.com provides driving direction support F/TP through a Google integration that is available and 103 free in the Application Exchange. Provide details about city facilities, including but not limited to: lay out, This functionality is standard functionality in F 104 design, events, trails Salesforce.com. Provide ability to track the number of calls for FAQ inquiries (e.g., a counter This functionality is standard functionality in F 105 function) Salesforce.com. Provide the ability to purge time sensitive events There is a purge feature in the Salesforce.com application. If a customer mistakenly purges all data and wants to retrieve it later, they can make a request (for a fee) to recover data from our backup environment. It should be noted that for more traditional record deletes – i.e. an end user deletes a single record – the system provides a “Recycle Bin” where all deleted records will reside for at least F 15 days before being deleted from the online system. In this way, the user or an administrator can “un-delete” or restore records from the recycle bin during this 15 day window. Additionally, the salesforce.com security model supports CRUD-like record level security so the customer administrator(s) can set up user profiles controlling uniquely whether a user can Create, Read, Update or Delete a particular type of record. 106 Allow sharing of information on issues that require cooperation between Salesforce.com only requires a browser and internet different departments and outside agencies. Sample agencies include: connection. With Salesforce, granular security Kane County, South Elgin rights, administrators can allow/restrict users from F viewing/updating information. Elgin can allow different access levels to users including departments, local school districts and libraries. 107

Reporting and Query Capability Provide ability to generate reports based on a set of key performance Salesforce.com offers a real-time, robust reporting indicators as designated by Elgin and analytics engine that enables deep analysis of SR all Salesforce.com data—including service activities. 108 Allow reports to be viewable on the screen, in hard-copy format, or available This functionality is standard functionality in over the web (if security has been allowed to do this for this report) SR Salesforce.com. 109 Provide report writer capabilities for the development of custom reports (e.g. Salesforce provides a very robust and confirguration Crystal Reports) SR based report writer for custom reports. 110 Allow report information to be viewed in graphical format This functionality is standard functionality in SR 111 Salesforce.com. Provide the ability to export report data into other applications and formats Report data can be exported in many forms SR 112 (e.g. PowerPoint, Excel, Adobe, etc.) including XML, CSV, XLS, and PDF. Allow ad hoc query capabilities This functionality is standard functionality in SR 113 Salesforce.com. Allow query selection criteria to be named and saved for future use This functionality is standard functionality in SR 114 Salesforce.com. Allow for scheduling of pre-defined reports that can be waiting for the staff This functionality is standard functionality in SR 115 or emailed to them on demand, monthly, weekly, etc. Salesforce.com. Provide wizards to help guide the report writing process This functionality is standard functionality in SR 116 Salesforce.com. Provide that the report writer contain an author log, users, and date of most This functionality is standard functionality in SR 117 recent update Salesforce.com. Provide that report writer allow direct export of a report or attachment to This functionality is standard functionality in SR 118 email Salesforce.com. Provide ability for all reports to be date sensitive, including the ability to print This functionality is standard functionality in SR 119 for prior year’s data Salesforce.com. Provide ability to print labels, including mailing labels for citizen related Salesforce.com can provide print labels from a third mailings TP party application currently available in the 120 Application Exchange. Provide summarized reports on user access, usage, audit logs, etc. This functionality is standard functionality in SR 121 Salesforce.com. Provide backlog, service activity, and closure rate statistics for all work This functionality is standard functionality in SR 122 order activities Salesforce.com. Provide ability to report on all work orders and associated service requests This functionality is standard functionality in SR 123 Salesforce.com. Provide ability to generate variance analysis reports comparing the actual This functionality is standard functionality in SR 124 TTC to the estimate provided to the caller Salesforce.com. Provide ability to utilize pivot tables in the reports This functionality is standard functionality in SR 125 Salesforce.com. Provide the ability to flag certain elements of the report as confidential This functionality is standard functionality in F 126 Salesforce.com. Provide ability to generate "hot-spot" reporting by specified city area If specified city area is captured as a metric for SR requests/calls, Salesforce.com can generate these 127 "hot-spot" reports. Provide number of inquiries/calls per division/department This functionality is standard functionality in F 128 Salesforce.com. Provides ability to print copies of records, standardized forms, emails, and This functionality is standard functionality in F 129 letters Salesforce.com. Provides ability to generate letters with appropriate formatting for mailing or Salesforce.com provides a mail merge ability to sending via email F create templated letters to Microsoft Word or 130 emails. Provides ability to record when and which types of form letters have been This functionality is standard functionality in F 131 sent Salesforce.com. Provides ability to store copies of correspondence sent in an This functionality is standard functionality in F 132 electronic/digital format Salesforce.com.

Advanced Analytics and Dashboard Capability Provide dashboard capabilities that will display reporting information based This functionality is standard functionality in F 133 on user's defined role within the CRM system Salesforce.com. Provide ability to customize dashboard information based on user's desired This functionality is standard functionality in F 134 level of information Salesforce.com. Provide real-time analytics to capture key reporting and metrics This functionality is standard functionality in SR 135 Salesforce.com. Provides the ability to assign and/or link management summary reports for This functionality is standard functionality in comparison over time and benchmarking against other municipalities SR Salesforce.com. 136 Provide the ability to create and administer a survey This functionality is standard functionality in F 137 Salesforce.com. When polling constituents, provide the ability to see a status bar indicating This functionality is standard functionality in F 138 what percentage complete the user is Salesforce.com. Provide ability to define SLAs for each work order type Salesforce fully supports Entitlements and Service F 139 Level Agreements. Provide ability to generate reports based on citizen surveys This functionality is standard functionality in SR 140 Salesforce.com. City of Elgin - Constituent Relationship Management Requirements - Call Center

Instructions: For each software capability please indicate whether the capability is delivered, is configurable, would require customization of the system, or not possible. The comments column may be used to provide any additional, pertinent information but is not required to be filled in.

Type: Reference F , CR, TP Vendor Comments Number Call Center-Centric Requirements CU, SR, N

Call Center Capability Provide ability to operate application in a call center environment utilizing a VOIP system Salesforce.com provides a CTI Toolkit which allows to TP 1 build adapters to third party Telephony systems. Allow for load balancing of calls or requests Salesforce.com provides a CTI Toolkit which allows to TP 2 build adapters to third party Telephony systems. 3 Allow user-definable call types, categories and priorities F This is standard functionality in Salesforce.com Allow for user-definable levels for each call type (time to respond, time to complete, service This is standard functionality in Salesforce.com F 4 level agreements) Allow for skills based routing of calls to appropriate agent Salesforce.com provides a CTI Toolkit which allows to TP 5 build adapters to third party Telephony systems. Provide the capability to process all calls through a single phone number Salesforce.com provides a CTI Toolkit which allows to TP 6 build adapters to third party Telephony systems. Provide ability for a supervisor/manager to listen in on a call-taker's call for quality control Salesforce.com provides a CTI Toolkit which allows to purposes and can store phone calls in a digital format for a specified period of time TP build adapters to third party Telephony systems. 7 Provide "whisper" capability to allow supervisor to coach agent during the call without the Salesforce.com provides a CTI Toolkit which allows to TP 8 incoming caller hearing the supervisor build adapters to third party Telephony systems. Provide ability to interface with the city's current voice network Salesforce.com provides a CTI Toolkit which allows to TP 9 build adapters to third party Telephony systems. Integrate with an ACD (Automatic Call Distribution) component to support call intake, Salesforce.com provides a CTI Toolkit which allows to TP 10 provide outbound messages, and generate performance statistics build adapters to third party Telephony systems. Provide an Interactive Voice Response (IVR) component which should only be utilized Salesforce.com provides a CTI Toolkit which allows to TP 11 during heavy call volumes or emergency build adapters to third party Telephony systems. Provide ability to interface with the Elgin 911 and reverse 911 systems Salesforce.com provides a CTI Toolkit which allows to TP 12 build adapters to third party Telephony systems. Provide ability for caller to leave message instead of waiting in queue and have the Salesforce.com provides a CTI Toolkit which allows to TP 13 message queue for a call back build adapters to third party Telephony systems.

Provide ability to manage the following general call center functions: Call management and routing functions Salesforce.com provides a CTI Toolkit which allows to TP 14 build adapters to third party Telephony systems. Database support in call management Salesforce.com provides a CTI Toolkit which allows to TP 15 build adapters to third party Telephony systems. Basic call center agent interface features Salesforce.com provides a CTI Toolkit which allows to TP 16 build adapters to third party Telephony systems. Interface features for queuing, call selection, and call transfers Salesforce.com provides a CTI Toolkit which allows to TP 17 build adapters to third party Telephony systems. Call center service scripts Salesforce.com provides a CTI Toolkit which allows to TP 18 build adapters to third party Telephony systems. Call blending support for inbound and outbound call activity Salesforce.com provides a CTI Toolkit which allows to TP 19 build adapters to third party Telephony systems. Service activities reporting Salesforce.com provides a CTI Toolkit which allows to TP 20 build adapters to third party Telephony systems. Service inquiry statistics on call center performance Salesforce.com provides a CTI Toolkit which allows to TP 21 build adapters to third party Telephony systems. Data collection and output support for analyzing call center activities Salesforce.com provides a CTI Toolkit which allows to TP 22 build adapters to third party Telephony systems. Handle inbound and outbound calls Salesforce.com provides a CTI Toolkit which allows to TP 23 build adapters to third party Telephony systems.

Call Center Reporting Capability Provide a set of standard reports that will provide statistical reporting, including but not limited to: All open calls Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

24 All closed calls Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

25 All past due calls Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

26 All calls related to a service location or intersection Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

27 All calls related to a specific inspector or officer Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

28 Requests that have been escalated Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

29 High priority tickets Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

30 Call volumes This data is typically reported on by the Call Center SR 31 Telephony System. Call duration This data is typically reported on by the Call Center SR 32 Telephony System. Abandoned calls This data is typically reported on by the Call Center SR 33 Telephony System. Call taker-specific activity Salesforce.com offers a real-time, robust reporting and analytics engine that enables deep analysis of all SR Salesforce.com data—including service activities.

34 Multi-Language Capabilities Provide ability to display information to user in Spanish Salesforce.com supports several languages on the F 33 user interface including Spanish.

Multi-Jurisdictional Collaboration Allow sharing of information on issues that require cooperation between different Salesforce.com only requires a browser and internet departments and outside agencies. Sample agencies include: connection. With Salesforce.com, granular security rights, administrators can allow/restrict users from F viewing/updating information. Elgin can allow different access levels to users including departments, local 34 school districts and libraries. - ComEd Salesforce.com only requires a browser and internet connection. With Salesforce.com, granular security rights, administrators can allow/restrict users from F viewing/updating information. Elgin can allow different access levels to users including departments, local 35 school districts and libraries. - Kane County Departments (Sherriff, Health, others) Salesforce.com only requires a browser and internet connection. With Salesforce.com, granular security rights, administrators can allow/restrict users from F viewing/updating information. Elgin can allow different access levels to users including departments, local 36 school districts and libraries. - Local school districts and libraries Salesforce.com only requires a browser and internet connection. With Salesforce.com, granular security rights, administrators can allow/restrict users from F viewing/updating information. Elgin can allow different access levels to users including departments, local 37 school districts and libraries. Provide ability to perform regional reporting across jurisdictions Elgin has the ability to create and perform reports F 38 across jurisdictions. See Below. City of Elgin - Constituent Relationship Management Requirements

Instructions: For each requirement please use the following response codes to indicate your response. The comments column may be used to provide any additional, pertinent information but is not required to be filled in.

Type: Reference F , CR, TP Vendor Comments Number GIS Integration Capabilities CU, SR, N

GIS Provide ability to use the city's GIS data for all geospatial applications Salesforce.com is an open architecture platform and supports the integratation to many applications. TP Salesforce has a very robust API and can access 1 application via web services. Allow update of attributes data for assets, whether managed in GIS or the Work Order Salesforce.com is an open architecture platform and System (Navi-Line). supports the integratation to many applications. TP Salesforce has a very robust API and can access 2 application via web services. Integrate with ESRI versioned geodatabase. Describe ability to work with all data Salesforce.com is an open architecture platform and structures supported by the geodatabase, including tables, feature datasets, feature supports the integratation to many applications. TP classes, domains, geometric networks, relationship classes, subtypes, etc. Salesforce has a very robust API and can access 3 application via web services. The system shall provide a method to verify accurate street addressing and locations Salesforce.com is an open architecture platform and based on the city's standardized address database supports the integratation to many applications. TP Salesforce has a very robust API and can access 4 application via web services. Addresses/locations will be matched to GIS-based address/sub-unit point locations. If a Salesforce.com is an open architecture platform and match with an existing point cannot be determined, the address will be located via street supports the integratation to many applications. segment address range. If an address/location still cannot be determined, the call taker TP Salesforce has a very robust API and can access will have the ability to override system error messages. A notification will be made to the application via web services. 5 administrator of the override Provide the ability to specify a location as a street address/subunit point feature, or Salesforce.com is an open architecture platform and geocoded by address range along a street segment, or as an intersection, or supports the integratation to many applications. TP commonplace name Salesforce has a very robust API and can access 6 application via web services. Utilize GIS asset representations as master asset register. Synchronize GIS and Work Salesforce.com is an open architecture platform and Order (Navi-Line) contents, including asset inventory and attribution. Indicate any supports the integratation to many applications. TP necessary changes to GIS setup (for example, current segmentation rules) to Salesforce has a very robust API and can access 7 accommodate work order functionality. application via web services. Provide GIS-centric integration such that a location selection and identification process is Salesforce.com is an open architecture platform and seamlessly performed between the geographic and corresponding data/text fields in the supports the integratation to many applications. TP CRM application (i.e., zip code, district). Salesforce has a very robust API and can access 8 application via web services. Provide ability to work from within the GIS environment, view a “dot map” of pending work Salesforce.com is an open architecture platform and orders on top of a city-data basemap, and assign individual work orders to crews with “one supports the integratation to many applications. TP mouse click” on the location of the pending work Salesforce has a very robust API and can access 9 application via web services. Provide ability to work from within the GIS environment, add a new GIS feature Salesforce.com is an open architecture platform and (representing an asset) using ArcMap, and populate the asset inventory database supports the integratation to many applications. TP Salesforce has a very robust API and can access 10 application via web services. Provide ability to work from within the GIS environment, split an asset into more than one Salesforce.com is an open architecture platform and asset, and select the resulting asset that should be associated with each of the original supports the integratation to many applications. TP asset’s transaction records Salesforce has a very robust API and can access 11 application via web services. Provide ability to open a GIS window from within a work order to show the location of the Salesforce.com is an open architecture platform and asset referenced in the record supports the integratation to many applications. TP Salesforce has a very robust API and can access 12 application via web services. City of Elgin - Constituent Relationship Management Requirements

Type: Reference F , CR, TP Vendor Comments Number Information Technology Requirements CU, SR, N

Data Integrity and Availability Provide control reports for all data conversion processes including balances and counts Salesforce.com provides an import/export utility which F 1 includes logs for all data conversions. Provide the ability to reset any counters in the system Administrators have control on resetting an counter in F 2 Salesforce. 3 Provide full back up and restore functions with logging F Yes, See Below Provides ability to utilize complex passwords (e.g., numbers, letters, symbols) Salesforce.com passwords can have a password complexity requirement which can include numbers, F letters, symbols, upper case, etc.and a minimum 4 password length. Provides ability for administrator to reset password periodically Salesforce.com administrators can reset passwords at F 5 anytime. Salesforce.com does not display or print any F 6 The system should not display or print passwords passwords. Salesforce.com administrators can make ID inactive at F 7 The system should allow an administrator to suspend an ID from future usage anytime. Salesforce.com can lock out users after three invalid F logon attempts by setting the maximum login attempts. 8 The system should prevent the user from signing on after three invalid logon attempts Salesforce.com request users to reset their passwords F 9 The system should periodically request the user reset their password on a periodic basis Salesforce.com can export and import data in a variety System should be able to send bi-directional information in a variety of formats including: XML, Stored F of formats including: XML, WebServices, CSV, JSON, 10 procedure, web services, etc. etc. Salesforce.com provides an import/export utility which F 11 The software should be capable of command data exchange can be used via command line. Salesforce.com allows users to utilize a password F question/answer mechanism to reset their password. 12 Provide users an option to reset passwords by utilizing a username/password access mechanism Salesforce.com has multiple ways to encrypt its data F 13 Provide ability to encrypt data including encrypting custom fields,

Integrations Provide workflow which can route transactions to the appropriate legacy applications Salesforce.com Visual Workflow can route data, transactions, and/or processes to external legacy F/CU applications. Custom development may be required depending on how the legacy applications parameters 14 accepts these transactions. Provide integration with MS SQL Server and other ODBC systems that allow database connection and Salesforce.com is an open architecture platform. This execution SQL statements between systems allows Salesforce.com to integrate with many applications. Salesforce.com has a very robust API CU/TP and can access application via web services. Also, many third parties have integrated or can integate with other applications and canbe found and implemented 15 in the Application Exchange. Provide integration to the following systems, including, but not limited to: Salesforce.com is an open architecture platform. This - NaviLine or One Solution (SunGard Public Sector products) allows Salesforce.com to integrate with many - GIS applications. Salesforce.com has a very robust API CU/TP and can access application via web services. Also, many third parties have integrated or can integate with other applications and canbe found and implemented 16 in the Application Exchange. The software should contain an Application Programming Interface (API) or web services interface Salesforce.com provides a full robust API. F 17 Provide compatibility with the following mobile platforms: tablet, smart phones and remote desktop Salesforce.com is compatible with mobile platforms applications F including tablets, ipads, smart phones, iphones, 18 blackberry, etc.

Technical Architecture Provide a web-based software solution that operates in current version of MS Internet Explorer browser Salesforce.com supports all web browsers. F 19 (version 8 or higher), Chrome, FireFox, Safari for Windows and Macs Provide a solution that operates within the city’s current IT hardware infrastructure environment Salesforce.com is a SAAS based platform. 20 including server, network, storage and printing environments Utilize industry standard PC desktops/laptops (Pentium based). Specify minimum recommended Salesforce.com supports all web browsers. F 21 screen configurations and graphics capabilities 22 Provide a solution that operates with Microsoft Windows 2003/2008 for server environments. Salesforce.com is a SAAS based platform. Provide a solution that operates with Microsoft Windows XP and Windows 7 for client environments Salesforce.com is a SAAS based platform. 23 Provide a solution that operates with Microsoft SQL-Server 2000/2005/2008 database management Salesforce.com is a SAAS based platform. 24 software Provide a solution that operates with Symantec EndPoint solutions for system back up and recovery Salesforce.com is a SAAS based platform. 25 software Provide a solution that operates with the current version of IBM Cognos Impromptu and Microsoft SQL Salesforce.com is a SAAS based platform. 26 reporting services Provide a solution that utilizes application development tools (primarily Microsoft Developer) based on Salesforce.com is a SAAS based platform. 27 commonly used information technology programming languages and approaches Provide the ability to set up log event triggers to automatically notify administrators) when a user defined This functionality is standard in Salesforce.com. F 28 database condition is exceeded 29 Provide ability to support terminal server mode operation via Terminal Server 2008 N Salesforce.com is a SAAS based platform. 30 The solution should provide for periodic downloads of data to the city systems F Salesforce.com is a SAAS based platform. Identify the platform's) on which vendor's solution is maintained and supported, and recommend their Salesforce.com is a SAAS based platform. F 31 preferred platform, listing the minimum system requirements Demonstrate that the vendor solution is scalable and can easily adapt to increased demands, while Salesforce.com is a SAAS based platform. F 32 maintaining a high level of system performance 33 Provide the ability to run on a server in VMware Vsphere Salesforce.com is a SAAS based platform. Provide the ability to run the system in four environments: development, production, disaster recovery, Salesforce.com allows customers to utilize sandbox and training/quality assurance F environments for the lower environments 34 (development, testing, and training). 35 The system supports transaction logging F This functionality is standard in Salesforce.com. The system should be compatible with the Microsoft Office suite, including Outlook Salesforce.com integrates with Microsoft Office Suite F 36 including Outlook. 37 Provide a solution that is compatible with MS Software Update Service (SUS) for client updates Salesforce.com is a SAAS based platform. Provide ability to support remote display of GIS maps This functionality requires integration with the City's CU 38 ESRI GIS application. Manage associations among work orders and between work orders and service requests. Support This functionality is standard in Salesforce.com. tracking and reporting by individual work order, associated work orders, and aggregations by service F 39 request, asset, etc. 40 41 Security 42 Provide tools for managing user accounts, security settings on data and/or applications F This functionality is standard in Salesforce.com. Provide active directory integration to support single user sign-on Salesforce.com provides full integration with Active F 43 Directory. 44 Provide an audit trail of all system activity, including by user, date and time F This functionality is standard in Salesforce.com. Provide ability to establish remote access to the city's private network remotely or through an This functionality is standard in Salesforce.com. F 45 intermediate secure shell 46 Provide a method for backing up files and/or creating redundant data F This functionality is standard in Salesforce.com. 47 Provide tools for managing user accounts, security settings on data and/or applications F This functionality is standard in Salesforce.com. 48 Provide ability to include links to external documents or applications from within the CRM system F This functionality is standard in Salesforce.com. Provide an automatic log-off feature after a specified period of inactivity After a specified amount of time of non-usage, Salesforce.com is notify user if they would like to F logout or remain logged in. If no response, user will 49 automatically logged off. 50 Ability to track logon failures F This functionality is standard in Salesforce.com. 51 Provide an audit trail of all system activity, including by user, date and time F This functionality is standard in Salesforce.com.

Maintenance and Support 52 Provide maintenance and support contract options, including the following: F 24x7 Salesforce.com has support packages that provide F 53 24X7 support. 8am-5pm (based on the Central Time Zone) Salesforce.com has support packages that provide 8x5 F 54 support. State the standard support hours in the Central Time Zone Elgin has the ability to set the timezone of the F 55 application. Include all major product revisions, upgrades and enhancements as a feature of the maintenance and Yes F 56 support contract options 57 Provide fixes and patches services for problems encountered between software releases F Yes 58 Provide help desk service as part of the standard maintenance and support contract F Yes Provide documentation for users and administrators Salesforce.com provides full documentation for users F 59 and administrators. Provide updates to documentation with each new version release Salesforce.com provides full documentation of each F 60 release of its products. Provide initial and refresher training classes for technical support staff and users Salesforce.com has a full set of training classes and F 61 options available. 62 Provide remote diagnostic and support services through a secure VPN process F Yes City of Elgin - Software as a Service (SaaS) Requirements - General

Software as a Service (SAAS)

The software must be able to operate in a SaaS environment Salesforce.com is a pure multi-tenant cloud-based web application. No software or infrastructure is required by F the customer other than a computer, browser and 1 internet connection or a mobile device. Salesforce is an open architecture platform. This allows Salesforce.com to integrate with many applications. Salesforce has a very robust API and can access F application via web services. Also, many third parties have integrated or can integate with other applications and canbe found and implemented in the Application 2 Please describe the processes required for application integration (on premise or hosted). Exchange. 3 The client must own the data F Elgin owns the data. Provide ability to ensure that data is protected in case the vendor is purchased or ceases to exist Salesforce.com utilizes a number of security protocols F 4 to secure the data of our customers. Salesforce.com does not limit the amount of storage for F 5 Please explain any data storage limitations. customers. 6 What are the options for the server Operating System (OS)? N Salesforce.com is a SAAS application. All customer data, up to the last committed transaction, is replicated to disk in near-real time at the designated disaster recovery data center, backed up to tape at the production data center, and then cloned to tape at a separate data center. Backups are performed on a daily basis at each data center facility without stopping access to the application (disk to disk to tape backup). When nightly tape backups are performed at the production data center, tapes are read again and sent to the tape archive data center over an encrypted network (our MPLS network across all data centers). F Tapes are retained for 30 days in data centers and 90 days in the tape archive data center. Tapes never leave our secure data center facilities, unless they are to be retired and destroyed through a secure destruction process. The backup retention policy is 90 days. Deleted / modified data cannot be recovered after 90 days. If customers want a longer retention, they can use the weekly export feature available in the system. Elgin will always own their data.

7 Is there a fail over site where data is replicated? Where? and who owns it? Yes, Salesforce.com provides full application support. F 8 Is full application support available with your hosted service? UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.2 Biographies of Project Team Members Unisys provides resumes for the following members of our project team for the City of Elgin CRM and Build‐out of a 311 Call Center project.

. Jim Robb, Project Manager/Call Center Subject Matter Expert . Michael Schmidt, Business Analyst / Trainer . Richard Ross, salesforce.com SME (Sample Technical Resource) . Jim Rae, salesforce.com SME (Sample Technical Resource)

Required Attachments 8‐3 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Robb Project Manager/ Call Center Subject Matter Expert Key Skills and Knowledge Skills Summary  Project Management\  Business Analysis Mr. Robb has thirteen (13) years experience serving as a business  Customer Relationship analyst/project manager focused on assisting clients with implementing Management (CRM) various information technology project including servers in a data  Call Center Operations  311 Contact Centers center, CRM applications, and contact centers. Prior project experiences  Unemployment include project management, resource management, project financial Compensation management, sub‐contractor management, business analysis, requirements gathering, functional/technical specification creation, Certifications  Project Management development, testing, training, and documentation. Professional (PMP) Project Experience

Project and Program Lloyds Banking Group 09/2010 – 01/2011 Management IT Service Desk Design  Member of the Project Management Institute Project Objective: Business Analysis Lloyds Banking Group required a ‘world‐class’ Service Desk design based  Member of the on industry best practices. International Institute of Business Analysis Accomplishments/Recommendations: Call Center and Help Desk  Reviewed Lloyds Banking Group current Service Desk operations,  Avaya CenterVu organization, and current improvement project and provided Supervisor recommendations.  Call Center Skills Training  Developed a future service desk model which reduced head count by  Workforce Management approximately 150 staff, streamlined the call taking process, reduced  Performance current Service Desk inefficiencies, and standardized the trouble Management ticket categorization.  Quality Assurance Elekta 10/2009 – 02/2010 Software/System Exchange 2007 Migration Project Architecture

 Lagan eCM Project Objective:  E.piphany Elekta consolidated multiple messaging platforms to a Microsoft  Pivotal eRelationship Exchange 2007 infrastructure. Unisys architected the n‐state, installed  Verint’s Workforce the Microsoft Exchange platform, and migrated the US employees to the Management new messaging platform.

Programming Languages & Tools Accomplishments/Recommendations:  XML  Managed the day‐to‐day operations of the project and coordinated the migration including post‐migration support.

Required Attachments 4 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Robb Project Manager/ Call Center Subject Matter Expert  Coordinated the transfer of technical support from the project team to Unisys managed services.  Developed a post‐migration support plan which included training, on‐site support, coordination with the Help Desk, and issue resolution procedures.

City of Boston, Massachusetts 09/2007 – 01/2009 Centralized Call Center/Lagan eCM Implementation

Project Objective: The City of Boston required assistance with implementing a CRM/WOM application for the Mayor’s 24 Hour Hotline.

Accomplishments/Recommendations:  Assisted the City with writing a request for proposal to select a CRM/WOM application to support the Mayor’s 24 Hour Hotline.  Gathered CRM/WOM requirements, developed the ‘As‐Is’ business processes, and developed the overall plan for rolling out the application to the pilot departments.  Assisted the City with develop call center policies, procedures, and training for call center agents.  Implemented the Lagan application for the Mayor’s 24 Hour Hotline and three City departments (Parks, Public Works, & Transportation) including a knowledgebase assisting agents with answering constituent questions including Web‐based self‐service.  Developed interfaces between the Lagan application and legacy City applications.

City of New York, New York 06/2007 – 09/2007 Verint’s Workforce Management Implementation for the 311 Contact Center

Project Objective: The City of New York requires the installation of Verint’s workforce management tool to support the City’s 311 Call Center and the published service levels.

Required Attachments 5 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Robb Project Manager/ Call Center Subject Matter Expert Accomplishments/Recommendations:  Assessed the City’s current call center environment and recommended the City purchase additional licenses to support the 3rd party outsourcing company. The purchase of the additional licenses will provide the City with a true forecasting and scheduling model  Gathered the workforce management requirements and translated those requirements into the solution design  Developed the solution design document, which details the configuration made to the workforce management tool for the City  Developed a call center forecast model to validate the workforce management tools forecasting model  Developed the functional testing document to validate the configurations we correctly entered into the workforce management tool Cadbury 04/2007 – 06/2007 B2B Application Interface

Project Objective: Unisys GOIS supports Cadbury by managing their IT Help Desk. Unisys IT Help Desk uses the Peregrine Service Center application to log, track, and dispatch field service technicians. Cadbury was in the process of implementing Remedy as their issue/trouble ticket system. The purpose of the project was to build a business‐to‐business interface between the Unisys Peregrine application and the Cadbury Remedy application.

Accomplishments/Recommendations:  Served as the overall project manager by facilitating project communication, scheduling meetings, and on‐boarding resources.  Developed the project statement of work, communication plan, resource plan, and project timeline  Created weekly status reports and facilitated status meetings with client and Unisys stakeholders Unisys 04/2007 AIX Server Installation

Project Objective: Unisys GOIS supports the airline industry by hosting IT operations in the Eagan, MN facility. This project installed a UNIX server to support the Delta CRO project for GOIS.

Required Attachments 6 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Robb Project Manager/ Call Center Subject Matter Expert

Accomplishments/Recommendations:  Served as the overall project manager  Developed the project resource plan, communication plan, and project timeline.  Created weekly status reports and facilitated status meetings with project team

Rockland County, New York 04/2006 – 08/2006 311 Call Center Assessment

Project Objective: Rockland County wishes to implement a 311 contact center to better serve the citizens. Unisys conducted a feasibility study to determine whether Rockland County’s existing citizen service operations and technology can support a 311 contact center.

Accomplishments/Recommendations:  Interviewed key County departments and reviewed their operations  Reviewed the County’s existing data and voice networks  Reviewed the County’s existing enterprise applications and the department’s applications  Performed an operational and technical GAP analysis

 Gathered the 311 contact center requirements and objectives  Developed a roadmap for implementing a 311 contact center for the County

City of Minneapolis, Minnesota 06/2005 – 04/2006 Lagan Frontlink Implementation for the 311 Contact Center

Project Objective: The City of Minneapolis, Minnesota embarked on a goal to provide better citizen service by implementing a 311 contact center. Unisys and Lagan assisted with the implementation of Lagan Frontlink CRM application to support the City of Minneapolis 311 contact center and the departmental fulfillment of the service request.

Required Attachments 7 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Robb Project Manager/ Call Center Subject Matter Expert Accomplishments/Recommendations:  Reviewed ‘As Is’ business processes, conducted requirements workshops, and configured service requests into the Frontlink application.  Gathered the business requirements for various application interfaces  Configured forty‐five (45) service requests for the 311 contact center  Configured fifteen (15) self‐service service requests for citizen via the Internet  Conducted multiple demonstrations of the Lagan Frontlink application  Performed User Acceptance Test  Assisted 311‘Go‐Live’ operations with on‐site technical and operational support

City of Kansas City, Missouri 03/2005 & 06/2006‐07/2006 311 Contact Center Assessment & PeopleSoft CRM Implementation

Project Objective: Kansas City is enhancing their existing Action Center into a 311 Call Center for better serve the citizens. Unisys assisted Kansas City by reviewing their existing operations, reviewing their technical infrastructure (telephony and data), gathered the CRM application requirements, and implemented the PeopleSoft CRM application to support the enhanced Mayor’s Action Center.

Accomplishments/Recommendations:  Conducted a technical review of each City’s service request applications, ERP application, and GIS application.  Facilitated a requirements gathering session to capture and prioritize the CRM application requirements  Developed a roadmap for implementing the 311 Call Center  Developed Action Center and Departmental reporting requirements for the CRM application.  Served as the interim project manager and finalized deliverable sign‐ off procedures.

Required Attachments 8 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Robb Project Manager/ Call Center Subject Matter Expert DeKalb County, Georgia 11/2004 – 05/2005 311 Contact Center Assessment

Project Objective: DeKalb County is implementing a 3‐11 contact center including the deployment of the Oracle CRM application to relieve the 9‐1‐1 system of the non‐emergency call burden, and to better serve the citizens of DeKalb County. The 311 contact enter will be designed to provide a back‐up 9‐1‐1 Center and / or an Emergency Facilitation Center, consolidate current departmental call centers (or those with similar functions), provide standardized and consistent methods of providing customer service response, and provide ability to track trends to allow for adjustments to changing service needs.

Accomplishments/Recommendations:  Conducted an operational review on the County departments/divisions and provided operational/process recommendations for implementing a 311 Call Center.  Conducted a technical review of each County departments/divisions service request application, ERP application, and GIS application including a street‐level validation.  Developed a training plan for the 311 Call Center.  Assisted DeKalb County with developing the 311 Call Center organizational structure including job roles and descriptions.  Facilitated a call center design workshop focused on making key decisions for implementing the 311 Call Center

Unemployment Insurance Agency, 11/2002‐04/2004 State of Michigan Contact Center

Project Objective: The Unemployment Insurance Agency for the State of Michigan migrated the unemployment claims taking process from a face‐to‐face service model in 43 branch offices into a centralized virtual contact service model with 3 office locations located throughout the State. Unisys, utilizing a balanced solution approach assisted the State with implementing technology tools and call center management expertise. The technology tools included an IVR solution to accept unemployment claims by telephone, an Internet‐based Agent Desktop, and WebSphere MQ middleware. The call center management expertise included

Required Attachments 9 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Robb Project Manager/ Call Center Subject Matter Expert telephony requirements gathering, transition planning, a call center training plan and materials, re‐engineering the claims taking process, call center best practices workshops, and implementing call center management processes.

Accomplishments/Recommendations:  Gathered and provided subject matter expertise in telephony requirements, including business rules for routing customer telephone calls using an Avaya telephony system, work queues for agent skills, and call states for call center metrics.  Acted as the Operational focal point during the implementation and rollout of the agent desktop application for approximately 450 agents in 3 different locations.  Analyzed the reasons customers contacted the Unemployment Insurance Agency and provided recommendations on servicing the customers with an ACD.  Assisted in developing a transition plan to centralized contact centers.  Assisted the State with call center operations from identifying space resources, training staff, and preparing staff to accept claims by telephone.  Provided operational mentoring support for executives, call center managers, team leaders/supervisors, and customer service representatives.  Assisted with the development of a manual workforce management tool used for staffing, a quality assurance program for provided high‐ quality customer service, and reporting metrics to communicate the efficiency and effectiveness of the call center to various stakeholders, including the Governor, State Legislature, Internal Executives, Managers, and agents.

Education  Master of Science – Management Information Systems, Northern Illinois University, DeKalb, IL 1998  Bachelor of Science - Accountancy, Northern Illinois University, DeKalb, IL 1996

Required Attachments 10 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Michael Schmidt Business Analyst / Trainer Key Skills and Skills Summary Knowledge Michael Schmidt has over 16 years of consulting experience in the Domain Expertise & Financial Services, Outsourcing, and Public Sector industries. This has Solutions included leading implementations, evaluations, system audits, solution  Financial Services  Banking development, and marketing initiatives for a number of firms and  Public Sector clients worldwide. With a background in both systems and accounting,  Business Intelligence he has worked on these efforts in a number of domains including risk  Treasury Systems management, call center design and operations, financial management,  Financial Management Systems back‐office operations, enterprise reporting, product development, and  OLAP Reporting alliance management. He has worked for firms in the software,  Customer Relationship consulting, banking, and business services sectors. Management Project Experience Management Consulting Services Unisys Corporation, Public Sector  Asset/Liability Management City of Akron, Pa 12/10 ‐ Present  Activity Based Costing  Reporting Solutions Lead architect on a project to migrate the City’s current tax system  Data Conversion from a mainframe to a client/server base. Also, to develop an  Testing and Systems Audit Assessments Billing system for the Treasury Department. Developed  Systems Integration Use Cases, E/R Diagrams, and Design Documents to further this goal. Project and Program Also managing development efforts and developing test and Management acceptance plans.  Requirements Definition  System Implementation Microsoft Dynamics CRM 2011 –  Training 311 Accelerator Project 12/10 ‐ Present  Documentation  3rd Party Management Working in a partnership with Microsoft to design and develop an accelerator for the Microsoft Dynamics CRM 2011 product that will Databases provide a baseline 311 Call Center and CRM package to be sold and  Oracle implemented for public sector clients.  Microsoft FoxPro Commonwealth of Pennsylvania, Department of Revenue 12/07‐6/09 and 1/10‐11/10 Business Architect and Deputy PM on a project to implement a complete tech‐turn for the PA DOR call centers. Responsibilities included designing and scripting ACD, CTI and IVR functionality, coordinating training activities, writing production reports using Cognos and Crystal Reports, designing and implementing test plans and defect control, and managing sub‐contractor relationships.

Required Attachments 11 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Michael Schmidt Business Analyst / Trainer Unisys Corporation, Global Outsourcing Information Services (GOIS) Unilever, NA 8/07‐10/09 The Lead Tools Architect on a transformation project to transition the Service Management and Help Desk functions that were previously using multiple competing vendors to UGSI. Responsibilities included tools integration, data migration, test plan design, and transitioning functions over to the UGSI facility. Unisys Corporation, Financial Services Maximis UI, Project Manager 03/07‐12/07 Provided Project Management for an off‐shore/on‐shore development effort to design, code, test, and deliver a new .NET‐ based user interface to the existing Maximis Investment Accounting product. This involved coordinating development activities conducted off‐shore with domestic design and testing functions. Unisys Corporation, North American Data Centers Global Outsourcing, Unisys Global Sourcing Initiative 1 Responsible for the financial management and control of a project to offshore selected job roles from the North America Data Centers. Deliverables included business case justification, cost forecasting, contingency planning, and expense control. Also, blueprinted, rationalized, and documented data center processes for offshore training and dispensation. Unisys Corporation, Public Sector City of Minneapolis, 311 Implementation 02/06‐11/06 Defined, documented, and configured Service Requests for the 311 system of a major U.S. metropolitan area using the Lagan Frontlink CRM system. Also wrote and designed XML‐based e‐form documents to capture and route information to the appropriate City agencies, worked with call center agents to provide the most ergonomic interface possible, and assisted the client in gaining acceptance from front and back office users. Unisys Corporation, North American Data Centers Global Outsourcing, Six‐Sigma Initiatives 06/05‐03/06 Participated in a six‐sigma initiative to reduce spending on third party maintenance costs for the North American data centers resulting in over $2 MM in annual savings.

Required Attachments 12 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Michael Schmidt Business Analyst / Trainer Unisys Corporation, Federal Transformation Center Public Sector, Government Outsourcing Services 10/03 – 05/05 Contributed to the development and launch of the Federal Transformation Center in Reston, VA, including developing ITIL‐ compliant methodologies, designing Activity Based Cost tracking systems, and coordinating the migration of datacenter hardware from the ROC to the GTC.

Prior Work Experience Fiserv, Inc 2001 – 2003 Implementation Manager, Professional Services 1995 – 1998 Led the implementation of Interest Rate and Currency Risk, Cost Accounting, and Reporting Systems for clients in the Americas, Asia, and Australia, and provided on‐site and group training to clients in the application of ALM and FTP to their bank risk management processes, and provided call‐center support when not on‐site with clients. Also responsible for the Installation of multi‐dimensional enterprise‐wide reporting systems using Cognos PowerPlay and Impromptu, and assisted clients in the development of reporting packages for financial, ALCO, management and regulatory requirements.

Global Network Technology Services Manager of Product Development 2000– 2001 Responsible for the development, planning, and production of network services as packaged, marketable services. Aligned a group of over 500 field technicians and engineers around defined service pillars, and defined templates and deliverables for standardized product delivery.

Bearing Point Consulting (formerly KPMG Consulting) Senior Consultant 1998 – 2000 Led the conversion of a private bank in Switzerland to an outsourced BPO model for their trading and customer service Web‐portal, and assisted the bank in developing a business plan to roll the service out to other private banks with similar security and privacy concerns. Also, conducted a Year 2000 compliance audit for the U.S. division of a major

Required Attachments 13 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Michael Schmidt Business Analyst / Trainer international bank, provided business advisory and outsourcing consultancy services.

Bank of America, Arizona NA Senior Accountant, Forecasting 1994 ‐ 1995 Developed, monitored, and reported on the monthly treasury forecast. Responsibilities included maintaining existing and developing new product to track and project all bank, treasury, and derivative products to forecast credit, spread, and liquidity risks.

Toronto‐Dominion Bank, Houston Agency Senior Accountant 1989 ‐ 1993 Produced financial reports, posted general ledger activity, and developed and maintained the investments database. Also, assisted in the preparation of tax returns, produced regulatory reports, and developed custom management reports as needed.

Education Master of Accountancy, Accounting Information Systems Arizona State University, Tempe, AZ Bachelor of Business Administration, Accounting University of Texas, Austin, TX

Professional Certification Passed May 1990 CPA Exam

Professional Training Lagan Frontlink Configuration / Administration Microsoft Dynamics CRM Project Management ITIL Foundations 3D‐VE Business Architect / Client Workshop Facilitation Six‐Sigma Yellow Belt

Required Attachments 14 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Richard Ross

Experience Summary Seasoned and successful IT professional with more than 15 years of experience in developing and delivering effective software solutions, architecting customized applications, and utilizing technology to solve business problems for software and consulting organizations. Technical architect and founding member of Xede’s salesforce.com and cloud practice. Multi‐dimensional consultant with expert delivery, engagement management and development skills leveraged to produce valuable and transformational cloud based solutions for our expanding salesforce.com and force.com practice. Leverages expertise to mentor high‐potential employees. Diverse skill set includes expertise in the following areas: Technology Solution Development; Problem‐Solving, Software Architecture and Design; Employee Mentoring; Team Leadership; Emerging Technologies; New Product Launch; Vendor Relationships; Service‐Oriented Architecture (SOA); Integration; Research; Process Improvement.

Skills Summary Programming Languages: Apex, C#, Java, Delphi, Kylix, C, C++, BASIC, Lisp, Pascal Java Technologies: Axis, Hibernate, Spring, log4j, JUnit, Eclipse, Hybris, Portico Application Servers: Apache Tomcat, BEA WebLogic Server 8.1, WebSphere Application Server 6.0 Databases: Microsoft SQL Server, MySQL, Oracle, Sybase SQL Server Distributed Systems: SOA, Web Services, .NET Remoting, Midas, Sockets, CORBA, RPC Internet Technologies: ASP.NET, Struts, HTML, CSS, JQuery, CGI, ISAPI, JSP, Servlets, IIS, Apache, XML, XPath Operating Systems: Windows Operating Systems, Linux, Solaris, HP‐UX, OS/2, Novell salesforce Technologies: Apex Classes and Triggers, VisualForce, Managed Packages, Applications, SOQL, Sites, Force.com, Formulas

Professional Experience

Xede Consulting Group, Inc. Troy, MI 2008 ‐ Present Xede is certified salesforce.com Consulting partner and software consulting firm

Software Architect Responsibilities:

1. Architect complex solutions using salesforce.com, Heroku and .NET Technologies 2. Satisfy customers by solving difficult business challenges leveraging appropriate technological solutions

Required Attachments 8‐15 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

3. Provide leadership and mentoring of technical teams for the purpose of increase their effectiveness, efficiency, quality and productivity 4. Design and develop complex application on diverse technical platforms 5. Coordinate the delivery of projects, acting as a liaison between business and technical teams located on site and offshore

Major Accomplishments

1. Architected, designed and implemented a solution to allow for a salesforce.com application use dynamic formulas to calculate bonus incentives using a service written on the Heroku platform. 2. Architected, designed and led a team of 5 developers to implement a complex HR Recruiting website to increase the effectiveness and efficiency of internal staff built entirely upon the Force.com platform. Integrations for GeoCoding with Google Maps, Bing as well as Great Plains, call‐em‐all and Heroku. 3. Implemented development practices to increase the effectiveness of a development team for a salesforce.com managed package available on the AppExchange. 4. Provided thought leadership for the services team of a major eCommerce website to improve their ability to deploy more frequently by implementing best practices with Source Code Management, Deployment Practices and standards for building Java projects 5. Architected, designed and implemented an interactive learning website using the Force.com platform 6. Helped a Health Care software company increase their call center’s effectiveness by implementing a salesforce.com Service Cloud solution. 7. Designed and built a complex, interactive e‐Commerce website built entirely upon the salesforce.com platform enabling customers to plan their special events and previewing their designs prior to renting them (http://linenhero.force.com/home) 8. Architected, designed and developed a custom salesforce.com application for a large government client that enabled them to replace a legacy Access database to provide a more effective customized contact management system. 9. Designed, architected, and developed a custom salesforce.com application that reduced the time to respond and produce RFQs by 30% for a Midwest automotive parts manufacturer. 10. Launched a new fundraising e‐Commerce website effort for a large salesforce.com customer in the retail segment. 11. Led the application stabilization effort for a major salesforce.com customer with consumer based e‐Commerce websites in advance of their retail busy season, which makes over 50% of their revenue. 12. Designed and implemented a Force.com based Youth Sport Team Management System within the salesforce.com platform.

Required Attachments 8‐16 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Technologies Utilized

1. salesforce.com: Custom Applications, Apex Classes and Triggers, Packages, VisualForce, SOQL, Reporting, Data Importing and Exporting, JSON, Scheduled Jobs, Outbound Requests, Inbound REST Services 2. Heroku: Java and Git 3. Java: Portico, Hybris, Hibernate, Spring, XPath, JMS, Maven, Jersey, JAX‐RS 4. Databases: Oracle, MS SQL Server 5. Web: HTML, CSS, JavaScript, JQuery

Atomynet, Inc., Farmington Hills, MI 2005 ‐ 2008 An international start‐up company providing the Mighty Key Security Suite product Principal Software Architect and Software Development Manager Responsibilities: 1. Spearheaded architecture, design, infrastructure, and launch of Mighty Key Security Suite retail software product by directing comprehensive technical decision‐making and managing agile program development with 2‐week iteration cycles 2. Created effective solutions by interfacing with hardware vendors and ISPs, harnessing outsourcing vendor capabilities, and expanding Israel‐ and U.S.‐based development teams 3. Oversaw software set‐up, configuration, and installation and facilitated early‐beta testing and integration 4. Devised key documents defining requirements and technical specifications and collaborated with top management to assess feature feasibility 5. Ensured effective security elements by liaising with Wayne State University on testing 6. Monitored product scalability potential by writing targeted Server Side Code and ensured server side functionality by utilizing SOA practices 7. Led daily development status meetings, trained new developers in system and components and enhanced team skills through mentoring 8. Promoted application knowledge by authoring technical papers 9. Supervised 7 developers and 2 QA staff

Major Accomplishments: 1. Built Mighty Key Security Suite product from the ground up and achieved successful launch 2. Led international team in fulfilling cost‐effective initiatives 3. Improved developer productivity and build consistency by automating build processes 4. Collaborated with research institutes and identified new technologies to address wide‐ ranging security issues

Required Attachments 8‐17 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Technologies Utilized:

1. Java: Hibernate, Spring, Axis, Eclipse, log4j, junit 2. .NET: C#, Web Services, WinForms, ASP.NET 3. Databases: MySQL, MS SQL Server

Pillar Technology Group, LLC, Southfield, MI (1998 to 2005) Senior Consultant 2002 to 2005 Responsibilities: 1. Assessed client needs and developed effective software solutions involving process automation, operational efficiency improvement, network infrastructure development, continuous integration, and prototype creation 2. Delivered software application projects on‐time and on‐budget by managing teams and requirements Major Accomplishments: 1. Enhanced client’s market differentiation by extending traditional client/server application to Pocket PC handheld device through 2‐way, encrypted synchronization process 2. Improved operations for major cell phone client by automating sales tag generation process 3. Strengthened efficiency in client’s call center by developing “glue” between IVR system and existing functionality and establishing ticket management system 4. Revitalized client’s dental rating capability by coordinating multiple business units and architecting rating application 5. Contributed to forging key strategic relationship by serving as speaker at major technical conference

Technologies Utilized:

1. Java: Hibernate, Spring, Axis, Eclipse, log4j, junit, JSP, Struts, WebSphere 6.0, BEA WebLogic Workshop 8.1 2. .NET: C#, Web Services, WinForms, Compact Framework, ASP.NET 3. Delphi: VCL, XML, XPath, Web Services, DUnit 4. Databases: MySQL, Oracle, MS SQL Server

Required Attachments 8‐18 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Senior Consultant 1998 to 2002 Responsibilities: 1. Contributed to building and launching company through strategic planning and development 2. Designed and delivered effective software solutions by assessing client needs and collaborating with team to determine project requirements

Major Accomplishments: 1. Implemented testing and quality tracking capability for automotive part client by creating workflow system 2. Enhanced web, GUI, and IVR applications by utilizing geocoding software to identify closest providers and writing provider locator service 3. Facilitated interaction between mainframe and relational database by designing communication layer 4. Improved company‐wide repair operations by architecting order repair system to monitor repair status, track sales commissions, and organize customer information 5. Established network infrastructure by cloning training workstations and selecting VoIP system 6. Leveraged technical expertise by speaking at major conferences and publishing articles

Technologies Utilized:

1. Delphi: VCL, XML, Web Services, Sockets, Windows Services 2. Databases: Oracle, MS SQL Server, Interbase

Education Computer Science ‐ Michigan State University, East Lansing, MI

Required Attachments 8‐19 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Jim Rae

Experience Summary Technology leader with 15 years of management experience in the High‐Tech Software and Professional Services industry. Strong understanding of business needs and driven to solve business problems in a fast paced and dynamic environment with constantly changing requirements. Able to distill complex business requirements into consistent standards and reusable templates for improved effectiveness and efficiency. More than 25 years of personnel management experience with staff at a variety of skill and experience levels.

Skills Summary Databases: MS Sql Server, Oracle, MS Access

Programming Languages: C, Java, Apex, Visual Basic, Visualforce

Platforms: Windows, Unix/Linux, Force.com Software: MS Office, Open Office, FPX Firepond

Professional Experience Xede Consulting Group, Troy, MI 2011‐2012 Cloud Architect Collaborate and consult with clients to design, develop and implement strategic sales tools to optimize sales rep productivity and salesforce.com implementations. Develop custom solutions and configurations to enhance strategic value to the salesforce.com platform for clients.

1. Implemented new Sales Process methodologies leveraging salesforce.com platform 2. Designed and Developed custom Issue tracking solution to improve user experience and analytics capabilities 3. Designed and Developed Commercial Application for salesforce.com AppExchange 4. Provided Sales Process Optimization consulting for strategic planning engagements

Compuware Corporation, Detroit, MI Director, Sales Operations 2009‐2011 Collaborate with executive sales leadership to design, develop and implement strategic sales tools to optimize sales rep productivity. Develop analytical reports and dashboards to provide critical insight to business development at all levels of the sales organization.

Required Attachments 8‐20 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

1. Improved Sales Rep effectiveness by providing automated tools in salesforce.com to support the sales process 2. Delivered improved visibility and access to rep performance data 3. Implemented and launched global Configuration, Pricing and Proposal generation add‐on to salesforce.com 4. Drove sales management consistency on global basis by implementing standard reports and dashboards used by all levels of management worldwide to manage all lines of business

Compuware Corporation, Detroit, MI Director, Commercial Field Support 2008‐2009 Organized and led global multi‐disciplinary team responsible for strategic design, development and implementation of tools to support Solution sales. Platform for tool implementation was 2000+ seat salesforce.com global deployment.

1. Directed the implementation of an Account Management focused system integrated in salesforce.com, which included standardized Sales Rep productivity tools 2. Brought together first global centralized Proposal Response team, developed consistent process for requesting and tracking RFI/RFPs and launched standard set of Proposal Templates used by all lines of business. 3. Engaged with key stakeholders to define and develop common demonstration platform used to showcase Compuware solutions to external customers

Compuware Corporation, Detroit, MI Director, Field Technical Support 2006‐2008 Partnered with Sales Leadership to define and execute a unified strategy for solution positioning and technical value positioning of Compuware Solutions. This included all pre‐sales and post‐sales related technical field activities in North America.

1. Delivered standard scheduling and tracking system for field technical resources, integrated with salesforce.com. 2. Developed Demonstration Center concept to provide consistent demonstration platform used by all lines of business.

Compuware Corporation, Detroit, MI Director, Global Solutions 2002‐2006 Directed product related services teams responsible for executing billable consulting and training related engagements in support of Compuware products.

1. Leverage Billing specialists as part of core team to improve communication on financial status of contracts

Required Attachments 8‐21 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

2. Improved services margin through tighter control on revenue collection and billing and by improving visibility to available prepaid funds unexecuted by the clients 3. Developed standard set of Statement of Work templates leveraged for all engagements to improve consistency and efficiency in the team

Compuware Corporation, Detroit, MI Field Technical Support Manager 1996‐2002 Managed Pre and Post sales technical field activities in North America for Database solutions line of business.

1. Launched new solution line in market place through repackaging and positioning of consolidated tool set 2. Developed technical and soft‐skill requirements and hired to line of business requirements 3. Trained and mentored technical resources in how to conduct product demonstrations that matched the business needs of the prospect

New Venture Gear, Troy, MI Engineering Systems Manager 1991‐1996 Led team responsible for system administration of CAD/CAM/CAE system and engineering support.

1. Enabled Engineering and Design staff collaboration and improved effectiveness through implementation of Unix based CAD solution networked in multiple locations throughout North America 2. Transformed drawing capture and documentation system by implementing configuration management system for CAD/CAM, and integrated PC Based Viewer to all data display on Engineer PC workstations 3. Implemented electronic data exchange (EDI) system for document exchange with Chrysler, GM and Ford.

Slipped Disk Inc, Madison Heights, MI Sales/Services Manager 1986‐1992 Responsible for retail store and user club operations and service department for consumer computer equipment

1. Retail store operations including defining: customer requirements, configuration and sales of home computers and accessories. Taught introductory computer classes for new PC owners. 2. Service center manager included: performing repairs, upgrades and installations on equipment, ordering inventory and submission of paperwork for warranty reimbursement. 3. Improved process for warranty reimbursement tracking and submission resulting in increased service business margins

Required Attachments 8‐22 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

Arby’s Inc, Royal Oak, MI 1982‐1986

Performed variety of restaurant related responsibilities up to and including full responsibility for running a single restaurant location, staffing, purchasing, payroll and building maintenance.

Education Lawrence Technological University ‐ B.S. in Information Systems, 1994 salesforce.com – Certified Force.com Developer (DEV401) salesforce.com – Certified Administrator (ADM201)

Honors/Awards Featured Speaker, Worldwide salesforce.com Users Conference (Dreamforce) 2009

Required Attachments 8‐23 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.3 Project Team Organizational Chart

Required Attachments 8‐24 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.4 Vendor References

The Unisys Team client references are provided in Section 4.0—Client References.

Required Attachments 8‐25 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.5 Project Cost Form

As required by the RFP Unisys has included the cost form in a separately bound proposal, please refer to Volume 2, Cost Proposal.

Required Attachments 8‐26 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.6 Sample Software Licensing Agreement

The Software Licensing Agreement and Terms shall be provided directly to the City by salesforce.com should Unisys be selected. A sample copy is attached below.

MSAJune2012.pdf

Required Attachments 8‐27

MASTER SUBSCRIPTION AGREEMENT

Customer Full Legal Name:

Customer Address:

This Master Subscription Agreement (“Agreement”) is between salesforce.com, inc., a Delaware corporation with its principal place of business at The Landmark @ One Market, Suite 300, San Francisco, California 94105 (“SFDC”) and the party named above. This Agreement is effective as of the later of the dates beneath the parties’ signatures below (the “Effective Date”).

For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. DEFINITIONS “Affiliate” means any entity which directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity. “AppExchange” means the online directory of applications that interoperate with the Services, located at http://www.salesforce.com/appexchange or at any successor websites. “Customer” means the customer named above and its Affiliates. “Customer Data” means all electronic data or information submitted by Customer to the Services. “Malicious Code” means viruses, worms, time bombs, Trojan horses and other harmful or malicious code, files, scripts, agents or programs. “Non-SFDC Applications” means online applications and offline software products that are provided by entities or individuals other than SFDC and are clearly identified as such, and that interoperate with the Services, including but not limited to those listed on the AppExchange and those identified as Force.com Labs or by a similar designation. “Order Forms” means the documents for placing orders hereunder that are entered into between Customer and SFDC or any of its Affiliates from time to time, including addenda and supplements thereto. By entering into an Order Form hereunder, an Affiliate agrees to be bound by the terms of this Agreement as if it were an original party hereto. Order Forms shall be deemed incorporated herein by reference. “Services” means the products and services that are ordered by Customer under an Order Form and made available by SFDC online via the customer login link at http://www.salesforce.com and/or other web pages designated by SFDC, including associated offline components, as described in the User Guide. “Services” exclude Non-SFDC Applications. “User Guide” means the online user guide for the Services, accessible via login at http://www.salesforce.com, as updated from time to time. “Users” means individuals who are authorized by Customer to use the Services, for whom subscriptions to a Service have been ordered, and who have been supplied user identifications and passwords by Customer (or by SFDC at Customer’s request). Users may include but are not limited to employees, consultants, contractors and agents of Customer, and third parties with which Customer transacts business. 2. SERVICES 2.1 Provision of Services. SFDC shall make the Services available to Customer pursuant to this Agreement and the applicable Order Forms during each subscription term. Customer agrees that its purchases hereunder are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by SFDC regarding future functionality or features.

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2.2 User Subscriptions. Unless otherwise specified in the applicable Order Form, (i) Services are purchased as User subscriptions and may be accessed by no more than the specified number of Users, (ii) additional User subscriptions may be added during the applicable subscription term at the same pricing as that for the pre-existing subscriptions thereunder, prorated for the remainder of the subscription term in effect at the time the additional User subscriptions are added, and (iii) the added User subscriptions shall terminate on the same date as the pre-existing User subscriptions. User subscriptions are for designated Users only and cannot be shared or used by more than one User, but may be reassigned to new Users replacing former Users who no longer require ongoing use of the Services. 2.3 SFDC Responsibilities. SFDC shall: (i) provide SFDC basic support for the Services to Customer at no additional charge, and/or upgraded support if purchased, (ii) use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except for: (a) planned downtime (of which SFDC shall give at least 8 hours notice via the Services and which SFDC shall schedule to the extent practicable during the weekend hours from 6:00 p.m. Friday to 3:00 a.m. Monday Pacific time), or (b) any unavailability caused by circumstances beyond SFDC’s reasonable control, including without limitation, acts of God, acts of government, floods, fires, earthquakes, civil unrest, acts of terror, strikes or other labor problems (other than those involving SFDC employees), Internet service provider failures or delays, or denial of service attacks, and (iii) provide the Services only in accordance with applicable laws and government regulations. 2.4 SFDC Protection of Customer Data. SFDC shall maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Customer Data. SFDC shall not (a) modify Customer Data, (b) disclose Customer Data except as compelled by law in accordance with the “Confidentiality: Compelled Disclosure” section below or as expressly permitted in writing by Customer, or (c) access Customer Data except to provide the Services and prevent or address service or technical problems, or at Customer's request in connection with customer support matters. 2.5 Customer Responsibilities. Customer shall (i) be responsible for Users’ compliance with this Agreement, (ii) be responsible for the accuracy, quality and legality of Customer Data and of the means by which it acquired Customer Data, (iii) use commercially reasonable efforts to prevent unauthorized access to or use of the Services, and notify SFDC promptly of any such unauthorized access or use, and (iv) use the Services only in accordance with the User Guide and applicable laws and government regulations. Customer shall not (a) make the Services available to anyone other than Users, (b) sell, resell, rent or lease the Services, (c) use the Services to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (d) use the Services to store or transmit Malicious Code, (e) interfere with or disrupt the integrity or performance of the Services or third-party data contained therein, or (f) attempt to gain unauthorized access to the Services or their related systems or networks. 3. NON-SFDC PROVIDERS 3.1 Acquisition of Non-SFDC Products and Services. SFDC or third parties may from time to time make available to Customer (e.g., through the AppExchange) third-party products or services, including but not limited to Non-SFDC Applications and implementation, customization and other consulting services. Any acquisition by Customer of such non- SFDC products or services, and any exchange of data between Customer and any non-SFDC provider, is solely between Customer and the applicable non-SFDC provider. SFDC does not warrant or support non-SFDC products or services, whether or not they are designated by SFDC as “certified” or otherwise, except as specified in an Order Form. Subject to the “Integration with Non-SFDC Applications” section below, no purchase of non-SFDC products or services is required to use the Services except a supported computing device, operating system, web browser and Internet connection. 3.2 Non-SFDC Applications and Customer Data. If Customer installs or enables Non-SFDC Applications for use with Services, Customer acknowledges that SFDC may allow providers of those Non-SFDC Applications to access Customer Data as required for the interoperation and support of such Non-SFDC Applications with the Services. SFDC shall not be responsible for any disclosure, modification or deletion of Customer Data resulting from any such access by Non-SFDC Application providers. The Services shall allow Customer to restrict such access by restricting Users from installing or enabling such Non-SFDC Applications for use with the Services. 3.3 Integration with Non-SFDC Applications. The Services may contain features designed to interoperate with Non-SFDC Applications (e.g., Google, Facebook or Twitter applications). To use such features, Customer may be required to obtain access to such Non-SFDC Applications from their providers. If the provider of any such Non-SFDC Application ceases to make the Non-SFDC Application available for interoperation with the corresponding Service features on reasonable terms, SFDC may cease providing such Service features without entitling Customer to any refund, credit, or other compensation. 4. FEES AND PAYMENT 4.1 Fees. Customer shall pay all fees specified in all Order Forms hereunder. Except as otherwise specified herein or in an Order Form, (i) fees are based on services purchased and not actual usage, (ii) payment obligations are non-cancelable and fees paid are non-refundable, and (iii) the number of User subscriptions purchased cannot be decreased during the relevant subscription

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term stated on the Order Form. User subscription fees are based on monthly periods that begin on the subscription start date and each monthly anniversary thereof; therefore, fees for User subscriptions added in the middle of a monthly period will be charged for that full monthly period and the monthly periods remaining in the subscription term. 4.2 Invoicing and Payment. Fees will be invoiced in advance and otherwise in accordance with the relevant Order Form. Unless otherwise stated in the Order Form, fees are due net 30 days from the invoice date. Customer is responsible for providing complete and accurate billing and contact information to SFDC and notifying SFDC of any changes to such information. 4.3 Overdue Charges. If any amounts invoiced hereunder are not received by SFDC by the due date, then at SFDC’s discretion, (a) such charges may accrue late interest at the rate of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid, and/or (b) SFDC may condition future subscription renewals and Order Forms on payment terms shorter than those specified in the “Invoicing and Payment” section above. 4.4 Suspension of Service. If any charge owing by Customer is 30 days or more overdue, SFDC may, without limiting its other rights and remedies, suspend Services until such amounts are paid in full, provided SFDC has given Customer 10 or more days’ prior notice that its account is overdue in accordance with the “Notices” section below. 4.5 Payment Disputes. SFDC shall not exercise its rights under the “Overdue Charges” or “Suspension of Service” section above if Customer is disputing the applicable charges reasonably and in good faith and is cooperating diligently to resolve the dispute. 4.6 Taxes. Unless otherwise stated, SFDC's fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales and use, or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with its purchases hereunder. If SFDC has the legal obligation to pay or collect Taxes for which Customer is responsible under this paragraph, the appropriate amount shall be invoiced to and paid by Customer, unless Customer provides SFDC with a valid tax exemption certificate authorized by the appropriate taxing authority. For clarity, SFDC is solely responsible for taxes assessable against it based on its income, property and employees. 5. PROPRIETARY RIGHTS 5.1 Reservation of Rights in Services. Subject to the limited rights expressly granted hereunder, SFDC reserves all rights, title and interest in and to the Services, including all related intellectual property rights. No rights are granted to Customer hereunder other than as expressly set forth herein. 5.2 Restrictions. Customer shall not (i) permit any third party to access the Services except as permitted herein or in an Order Form, (ii) create derivative works based on the Services except as permitted herein, (iii) copy, frame or mirror any part or content of the Services, other than copying or framing on Customer's own intranets or otherwise for its own internal business purposes, (iv) reverse engineer the Services, or (v) access the Services in order to (a) build a competitive product or service, or (b) copy any features, functions or graphics of the Services. 5.3 Customer Applications and Code. If Customer, a third party acting on Customer’s behalf, or a User creates applications or program code using the Services, Customer authorizes SFDC to host, copy, transmit, display and adapt such applications and program code, solely as necessary for SFDC to provide the Services in accordance with this Agreement. Subject to the above, SFDC acquires no right, title or interest from Customer or its licensors under this Agreement in or to such applications or program code, including any intellectual property rights therein. 5.4 Customer Data. Subject to the limited rights granted by Customer hereunder, SFDC acquires no right, title or interest from Customer or its licensors under this Agreement in or to Customer Data, including any intellectual property rights therein. 5.5 Suggestions. SFDC shall have a royalty-free, worldwide, irrevocable, perpetual license to use and incorporate into the Services any suggestions, enhancement requests, recommendations or other feedback provided by Customer, including Users, relating to the operation of the Services. 5.6 Federal Government End Use Provisions. SFDC provides the Services, including related software and technology, for ultimate federal government end use solely in accordance with the following: Government technical data and software rights related to the Services include only those rights customarily provided to the public as defined in this Agreement. This customary commercial license is provided in accordance with FAR 12.211 (Technical Data) and FAR 12.212 (Software) and, for Department of Defense transactions, DFAR 252.227-7015 (Technical Data – Commercial Items) and DFAR 227.7202-3 (Rights in Commercial Computer Software or Computer Software Documentation). If a government agency has a need for rights not conveyed under these terms, it must negotiate with SFDC to determine if there are acceptable terms for transferring such rights, and a mutually acceptable written addendum specifically conveying such rights must be included in any applicable contract or agreement.

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6. CONFIDENTIALITY 6.1 Definition of Confidential Information. As used herein, “Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information of Customer shall include Customer Data; Confidential Information of SFDC shall include the Services; and Confidential Information of each party shall include the terms and conditions of this Agreement and all Order Forms, as well as business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information (other than Customer Data) shall not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. 6.2 Protection of Confidential Information. The Receiving Party shall use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) (i) not to use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, and (ii) except as otherwise authorized by the Disclosing Party in writing, to limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein. Neither party shall disclose the terms of this Agreement or any Order Form to any third party other than its Affiliates and their legal counsel and accountants without the other party’s prior written consent. 6.3 Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to such Confidential Information. 7. WARRANTIES, EXCLUSIVE REMEDIES AND DISCLAIMERS 7.1 SFDC Warranties. SFDC warrants that (i) it has validly entered into this Agreement and has the legal power to do so, (ii) the Services shall perform materially in accordance with the User Guide, (iii) subject to the “Integration with Non-SFDC Applications” section above, the functionality of the Services will not be materially decreased during a subscription term, and (iv) it will not transmit Malicious Code to Customer, provided it is not a breach of this subpart (iv) if Customer or a User uploads a file containing Malicious Code into the Services and later downloads that file containing Malicious Code. For any breach of a warranty above, Customer’s exclusive remedy shall be as provided in the “Termination for Cause” and “Refund or Payment upon Termination” sections below. 7.2 Customer’s Warranties. Customer warrants that it has validly entered into this Agreement and has the legal power to do so. 7.3 Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 7.4 Non-GA Services. From time to time SFDC may invite Customer to try, at no charge, SFDC products or services that are not generally available to SFDC customers (“Non-GA Services”). Customer may accept or decline any such trial in its sole discretion. Any Non-GA Services will be clearly designated as beta, pilot, limited release, developer preview, non-production or by a description of similar import. Non-GA Services are provided for evaluation purposes and not for production use, are not supported, may contain bugs or errors, and may be subject to additional terms. NON-GA SERVICES ARE NOT CONSIDERED “SERVICES” HEREUNDER AND ARE PROVIDED “AS IS” WITH NO EXPRESS OR IMPLIED WARRANTY. SFDC may discontinue Non-GA Services at any time in its sole discretion and may never make them generally available. 8. MUTUAL INDEMNIFICATION 8.1 Indemnification by SFDC. SFDC shall defend Customer against any claim, demand, suit or proceeding made or brought against Customer by a third party alleging that the use of the Services as permitted hereunder infringes or misappropriates the intellectual property rights of a third party (a “Claim Against Customer”), and shall indemnify Customer for any damages, attorney fees and costs finally awarded against Customer as a result of, and for amounts paid by Customer under a court-

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approved settlement of, a Claim Against Customer; provided that Customer (a) promptly gives SFDC written notice of the Claim Against Customer, (b) gives SFDC sole control of the defense and settlement of the Claim Against Customer (provided that SFDC may not settle or defend any Claim Against Customer unless it unconditionally releases Customer of all liability), and (c) provides to SFDC all reasonable assistance, at SFDC’s expense. In the event of a Claim Against Customer, or if SFDC reasonably believes the Services may infringe or misappropriate, SFDC may in its discretion and at no cost to Customer (i) modify the Services so that they no longer infringe or misappropriate, without breaching SFDC’s warranties under “SFDC Warranties” above, (ii) obtain a license for Customer’s continued use of the Services in accordance with this Agreement, or (iii) terminate Customer’s User subscriptions for such Services upon 30 days’ written notice and refund Customer any prepaid fees covering the remainder of the term of such User subscriptions after the effective date of termination. 8.2 Indemnification by Customer. Customer shall defend SFDC against any claim, demand, suit or proceeding made or brought against SFDC by a third party alleging that the Customer Data, or Customer's use of the Services in breach of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law (a “Claim Against SFDC”), and shall indemnify SFDC for any damages, attorney fees and costs finally awarded against SFDC as a result of, or for any amounts paid by SFDC under a court-approved settlement of, a Claim Against SFDC; provided that SFDC (a) promptly gives Customer written notice of the Claim Against SFDC, (b) gives Customer sole control of the defense and settlement of the Claim Against SFDC (provided that Customer may not settle or defend any Claim Against SFDC unless it unconditionally releases SFDC of all liability), and (c) provides to Customer all reasonable assistance, at Customer’s expense. 8.3 Exclusive Remedy. This “Mutual Indemnification” section states the indemnifying party’s sole liability to, and the indemnified party’s exclusive remedy against, the other party for any type of claim described in this section. 9. LIMITATION OF LIABILITY 9.1 Limitation of Liability. NEITHER PARTY'S LIABILITY WITH RESPECT TO ANY SINGLE INCIDENT ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) SHALL EXCEED THE LESSER OF $500,000 OR THE AMOUNT PAID BY CUSTOMER HEREUNDER IN THE 12 MONTHS PRECEDING THE INCIDENT, PROVIDED THAT IN NO EVENT SHALL EITHER PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER HEREUNDER. THE FOREGOING SHALL NOT LIMIT CUSTOMER'S PAYMENT OBLIGATIONS UNDER THE “FEES AND PAYMENT” SECTION ABOVE. 9.2 Exclusion of Consequential and Related Damages. IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING DISCLAIMER SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 10. TERM AND TERMINATION 10.1 Term of Agreement. This Agreement commences on the Effective Date and continues until all User subscriptions granted in accordance with this Agreement have expired or been terminated. 10.2 Term of User Subscriptions. User subscriptions commence on the start date specified in the applicable Order Form and continue for the subscription term specified therein. Except as otherwise specified in the applicable Order Form, all User subscriptions shall automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter), unless either party gives the other notice of non-renewal at least 30 days before the end of the relevant subscription term. The per-unit pricing during any automatic renewal term shall be the same as that during the immediately prior term unless SFDC has given Customer written notice of a pricing increase at least 60 days before the end of such prior term, in which case the pricing increase shall be effective upon renewal and thereafter. Any such pricing increase shall not exceed 7% of the pricing for the relevant Services in the immediately prior subscription term, unless the pricing in such prior term was designated in the relevant Order Form as promotional or one-time. 10.3 Termination for Cause. A party may terminate this Agreement for cause (i) upon 30 days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. 10.4 Refund or Payment upon Termination. Upon any termination for cause by Customer, SFDC shall refund Customer any prepaid fees covering the remainder of the term of all subscriptions after the effective date of termination. Upon any termination for cause by SFDC, Customer shall pay any unpaid fees covering the remainder of the term of all Order Forms after

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the effective date of termination. In no event shall any termination relieve Customer of the obligation to pay any fees payable to SFDC for the period prior to the effective date of termination. 10.5 Return of Customer Data. Upon request by Customer made within 30 days after the effective date of termination, SFDC will make available to Customer for download a file of Customer Data in comma separated value (.csv) format along with attachments in their native format. After such 30-day period, SFDC shall have no obligation to maintain or provide any Customer Data and shall thereafter, unless legally prohibited, delete all Customer Data in its systems or otherwise in its possession or under its control. 10.6 Surviving Provisions. The sections titled “Fees and Payment,” “Proprietary Rights,” “Confidentiality,” “Warranties and Disclaimers,” “Mutual Indemnification,” “Limitation of Liability,” “Refund or Payment upon Termination,” “Return of Customer Data,” “Surviving Provisions” and “General Provisions” shall survive any termination or expiration of this Agreement. 11. GENERAL PROVISIONS 11.1 Export Compliance. The Services, other SFDC technology, and derivatives thereof may be subject to export laws and regulations of the United States and other jurisdictions. Each of SFDC and Customer represents that it is not named on any U.S. government denied-party list. Customer shall not permit Users to access or use Services in a U.S.-embargoed country (currently Cuba, Iran, North Korea, Sudan or Syria) or in violation of any U.S. export law or regulation. 11.2 Anti-Corruption. Customer has not received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from a SFDC employee or agent in connection with this Agreement. Reasonable gifts and entertainment provided in the ordinary course of business do not violate the above restriction. If Customer learns of any violation of the above restriction, it will use reasonable efforts to promptly notify SFDC’s Legal Department ([email protected]). 11.3 Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. 11.4 No Third-Party Beneficiaries. There are no third-party beneficiaries to this Agreement. 11.5 Notices. Except as otherwise specified in this Agreement, all notices, permissions and approvals hereunder shall be in writing and shall be deemed to have been given upon: (i) personal delivery, (ii) the second business day after mailing, (iii) the second business day after sending by confirmed facsimile, or (iv), except for notices of termination or an indemnifiable claim (“Legal Notices”), the first business day after sending by email. Notices to SFDC shall be addressed to the attention of its VP, Worldwide Sales Operations, with a copy to its General Counsel, at salesforce.com, inc., The Landmark at One Market, Suite 300, San Francisco, California 94105; fax (415) 901-7040. Billing-related notices to Customer shall be addressed to the relevant billing contact designated by Customer, and Legal Notices to Customer shall be addressed to Customer and be clearly identified as Legal Notices. All other notices to Customer shall be addressed to the relevant Services system administrator designated by Customer. 11.6 Waiver. No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. 11.7 Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. 11.8 Assignment. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety (including all Order Forms), without consent of the other party, to its Affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other party. A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non-assigning party’s election, termination of this Agreement upon written notice to the assigning party. In the event of such a termination, SFDC shall refund Customer any prepaid fees covering the remainder of the term of all subscriptions after the effective date of termination. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. 11.9 Governing Law. This Agreement, and any disputes arising out of or related hereto, shall be governed exclusively by the internal laws of the State of California, without regard to its conflicts of laws rules or the United Nations Convention on the International Sale of Goods. 11.10 Venue; Waiver of Jury Trial. The state and federal courts located in San Francisco County, California shall have exclusive jurisdiction to adjudicate any dispute arising out of or relating to this Agreement. Each party hereby consents to the exclusive

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jurisdiction of such courts. Each party also hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement. 11.11 Entire Agreement. This Agreement, including all exhibits and addenda hereto and all Order Forms, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. Without limiting the foregoing, this Agreement supersedes the terms of any online Master Subscription Agreement electronically accepted by Customer. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by the party against whom the modification, amendment or waiver is to be asserted. However, to the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any exhibit or addendum hereto or any Order Form, the terms of such exhibit, addendum or Order Form shall prevail. Notwithstanding any language to the contrary therein, no terms or conditions stated in a Customer purchase order or in any other Customer order documentation (excluding Order Forms) shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void. 11.12 Counterparts. This Agreement may be executed by facsimile and in counterparts, which taken together shall form one legal instrument.

The parties' authorized signatories have duly executed this Agreement as of the Effective Date:

[SIGNATURE BLOCKS TO BE INSERTED UPON FINALIZATION]

10-11 Page 7 of 7 CONFIDENTIAL

UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.7 Sample Maintenance Agreement

As referenced in our response to Section 5.14 Software Maintenance we are including the subject documents in this section. salesforce.com has quoted the Premier+ plan for the City of Elgin. A document that describes the support offered is attached below. The City will be contracting directly with salesforce.com for the SaaS solution including the maintenance and support

DS_SuccessPlans.pdf

Required Attachments 8‐28

UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.8 Sample Implementation Services Agreement

Unisys Systems Integration Agreemen

Required Attachments 8‐29

Agreement Number

Unisys Systems Integration Agreement

Client Name and Mailing Address

This Agreement consists of the following documents:

4305 5185-007 Terms and Conditions

Statement of Work

Schedule

The parties acknowledge they have read and understand this Agreement (including all attached schedules and amendments) and are not entering into this Agreement on the basis of any representations not expressly set forth in it.

Agreed and Accepted

Unisys Corporation Client

(Signature) (Date) (Signature) (Date)

(Printed/typed name) (Printed/typed name)

(Title) (Title)

(Telephone number) (Fax number) (Telephone number) (Fax number)

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UNISYS System Integration Agreement Terms and Conditions

1. Overview of Agreement 2.20 "Schedule" means the agreed Statement of Work and other attachments specifying Products, services, tasks and deliverables to be supplied as part of the These Terms and Conditions set out the terms under which Unisys will supply Project. services and Products to Client in a systems integration project. The specific services and/or Products to be delivered for the Project are set out in a Statement 2.21 "Software" means the object code version of computer programs and of Work and the Schedules which are incorporated in the Agreement. any related documentation, excluding maintenance diagnostics. Software also means the source code version where provided by Unisys. Software also means 2. Definitions microcode, not embedded in a circuit element, that enables equipment to function according to its published specifications. The following terms will have the following meanings: 2.22 "Software Processing Unit (SPU)" means equipment which controls and 2.1 "Acceptance Tests" means tests based on objective criteria agreed and executes Software. documented in the Requirements Definition demonstrating that the System or Modules meet the Specifications. 2.23 "Specifications" means the agreed specifications for Customized Software 2.2 "Alterations" means the incorporation of non Unisys supplied components, and other elements of the Project set out in the Requirements Definition, as boards and subassemblies into Equipment, as well as modifications to equipment modified in accordance with the change control provisions of this Agreement. or Software other than those made by Unisys. 2.24 "Statement of Work" means a specific agreed statement of requirements, tasks and deliverable Products and services defining the scope of a Project. 2.3 "Attachments" means, but is not limited to, any equipment, software, components or devices, not provided by Unisys, which are connected to Unisys 2.25 "System" means the combination of Products delivered by Unisys which are Products by anyone other than Unisys. to be tested following customization and integration services for compliance with the Specifications. 2.4 "Change Request" means a document used by either party to request changes to the Statement of Work. 3. Effective Date 2.5 "Client Review Period" means the period for review set out in the Statement of Work following delivery to Client of a deliverable. If no period is set out in the This Agreement will become effective when signed by duly authorized Statement of Work for a particular deliverable, then the Client Review Period representatives of both parties and will continue in effect until terminated shall be five (5) working days. according to its terms.

2.6 "Customized Software" means software and/or modifications to pre-existing software prepared during a Project according to agreed Specifications. Part I - Project Organization, System Integration and Customization Services 2.7 "Equipment" means the equipment supplied as part of a Project as specified in a Schedule to the Agreement. 4. Systems Integration Services/Statement of Work/ 2.8 "Installation Date" means the date Unisys completes installation of a Ordering Procedures Product or, if Products are to be installed by Client, the tenth day following 4.1 Unisys will provide the services and Products listed in the Schedules. The shipment. nature of services provided by Unisys in a Project will vary from project to project 2.9 "Module" means a discrete and identifiable part of the System. but examples of such services include: - Documenting the Client's requirements. 2.10 "Post Acceptance Support Period" means an agreed period of time following completion of Acceptance Tests when Unisys makes available, at a - Functional and technical design of systems. charge, members of the Project Team to provide consultancy and assistance to - Review and recommendation of site requirements. Client. - Coordination of the supply of Products to Client's site. 2.11 "Products" means Equipment, Software, documentation (including - Development of Products. manuals) and training materials. - Quality assurance reviews by Unisys personnel not involved in the 2.12 "Product Support Services" means various forms of installation, Project on a full time basis. maintenance and support for standard Products. - Installation and integration of Products. 2.13 "Project" means the Products, services, tasks and deliverables described in - Support for or conducting of Acceptance Tests. an order for Project Services or Statement of Work and related Schedules which - Evaluation of training requirements and training of Client's staff. is accepted by Unisys under this Agreement. - Support of Customized Software and the integrated system during a 2.14 "Project Management Plan" means the detailed plan, based on the Post Acceptance Support Period. Statement of Work, for administering a Project. The Project Management Plan is updated during the course of the Project to take account of evolving - On-going maintenance and support of Products. circumstances. Amendment of the Project Management Plan cannot increase the - Project Management. scope of the Project. 4.2 Each Project is defined in a Statement of Work and the other Schedules 2.15 "Project Scope Review" means the review of the scope of the remaining which include: tasks in a Project conducted at the end of the design phase. - The services and Products to be supplied by Unisys and paid for by 2.16 "Project Services" means the Project Team's efforts to provide deliverables Client. which meet the agreed Specifications. - The responsibilities of the parties participating in the Project. 2.17 "Project Team" means the team managed by Unisys which provides Project - An estimated timetable to assist the parties in planning the Project. Services. The Project Team may include Client personnel and subcontractors - Special criteria, if any, such as passage of Acceptance Tests, that approved or appointed by Unisys. Unisys must meet for certain deliverables. 2.18 "Confidential Information" means Software, diagnostics, documentation, - The prices and payment procedures. including manuals, and any other information identified in writing as confidential to Unisys, its licensors, or Client. 4.3 Client may order additional standard Products and services priced on a time and materials basis by submitting properly completed Unisys supplemental 2.19 "Requirements Definition" means the document defining the requirements schedule orders referencing these general terms and conditions and signed by for the new system including the acceptance criteria and Acceptance Test Client. Orders for customized Products or services priced on any basis other than procedures. The Requirements Definition may be included in the Statement of time and materials should be submitted in accordance with the Change Request Work or may be produced as a deliverable report at an early stage of the Project. procedures or through agreement of an additional Statement of Work.

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All orders are subject to acceptance by Unisys. Acceptance by Unisys will be 8. Customization and Development effective when communicated in writing to Client. The receipt or deposit by If the Statement of Work requires the delivery of Customized Software, then the Unisys of a Client down payment will not constitute acceptance of an order. Any Project Team will provide services to produce Customized Software developed in down payment received from Client will be returned if the order is not accepted by accordance with the Specifications. Modifications or development work to prepare Unisys. Customized Software will be conducted on Client's equipment and software, 4.4 A project may be divided into milestones and phases with specific criteria for Products to be supplied to Client in the Project or using computer time rented for completion. Client recognizes that some activities may be performed concurrently the Project. Unisys may deliver Customized Software in the form of Modules. and that efficient use of the resources available to the Project Team and the goal of meeting the planned timetable may mean that activities in subsequent phases 9. Change Control are commenced during an earlier phase. 9.1 If either of the parties wish to alter the Specification or the Statement of Work 5. Project Administration the following procedure will apply: 5.1 The parties acknowledge that cooperative project administration is essential (a) The person who requests the change (the "Originator") will forward to the to the success of a Project. Both parties agree to use mutually agreed processes other party (the "Recipient") a Change Request which will include the following: and forms to report progress and to identify, track and resolve problems, issues - Project identification and questions. Unless otherwise agreed, the processes will be based on Unisys - Originator's name and title methodologies and will be recorded in the Project Management Plan. - The date of the Change Request 5.2 Each party shall appoint a project manager who shall be the primary - A description of the proposed change representative of the party in relation to administration and other matters relative - The reason for the proposed change. to the technical activity of the Project. Each party may rely on the authority of the other party's project manager to represent its respective company, provided that (b) Unisys will assign a number to and log each Change Request. neither project manager shall have the authority to amend or modify this (c) All Change Requests will be categorized by the Originator as Priority 1 Agreement or the express terms of an order. (urgent) or Priority 2 (ordinary) or Priority 3 (post acceptance). 5.3 Unless otherwise agreed in writing by authorized representatives of the (d) Unisys will make reasonable efforts to investigate the impact of the Change parties, neither party may solicit the services (by way of employment or Request on the price, timetable, Statement of Work, Specifications and relevant otherwise) of the other party's personnel involved in a Project during a Project obligations under the Agreement (the "Impact Study") in accordance with the and for the period ending twelve months after the end of the Post Acceptance schedule set out in the Project Management Plan for each priority category. Support Period. (e) If Client is the Originator, Unisys will inform the Client if there will be any charges for Unisys services in conducting the Impact Study and Client will decide 6. Requirements Definition and Design Phases whether Unisys should conduct the Impact Study. 6.1 Requirements Definition Phase - The Requirements Definition defines the (f) If both parties agree on the Impact Study and any necessary amendments to scope of the Project, the Specifications, the acceptance criteria and the the price, timetable, Statement of Work, Specification and relevant obligations procedures for Acceptance Tests. If at the start of the Project, the parties agree under the Agreement, the Agreement will automatically be varied to take into that the initial Requirements Definition reflected in the Statement of Work is account the agreed changes. incomplete, then the initial phase of the Project will be the preparation of a Requirements Definition by Unisys based upon input from the Client. When (g) If the parties cannot agree upon the Impact Study or the necessary accepted by Client, the Requirements Definition report shall constitute the amendments under Section 9.1, the Change Request will not be implemented. complete statement of the functional and system specifications to be 9.2 The parties will agree in the Project Management Plan to a period prior to implemented in satisfaction of the Client's requirements and shall supersede all any scheduled delivery for review and acceptance at which the Specifications will previous descriptions or statements of requirement. be frozen. Any subsequent Change Request will be dealt with after acceptance 6.2 System Design Phase - In the design phase, the Requirements Definition is by the Client. converted into documents which identify and describe the specific information processing functions to be provided and the associated software and equipment 10. Client Resources and Responsibility components of the integrated system and descriptions of individual technology 10.1 The parties acknowledge that cooperation and teamwork by both parties is components in a level of detail sufficient to allow the Project Team to produce, essential to the success of a Project. Client agrees to provide the resources acquire, develop and test the required components. described in this Agreement, including this Section 10 and the Statement of 6.3 Requirements and specifications may be interpreted in deliverables. In the Work, at no charge to Unisys and in conformance with the timetable defined in event of a contradiction, conflict, or inconsistency between prior statements of the Project Management Plan. Client agrees not to unreasonably withhold or requirements and specifications and a later approved deliverable, the delay the provision of any agreement, acceptance, information, assistance or contradiction, conflict, or inconsistency will be resolved in favor of the latest other resource required, or requested, of Client hereunder. approved deliverable. 10.2 Client shall provide all information, data and documentation reasonably 7. Project Scope Review required by Unisys to deliver the services, Products and System. With respect to any software, documentation, interfaces, data or specifications supplied by Client 7.1 Prior to the completion of the requirements definition and design phases, the ("Client Information"), Client warrants to Unisys that it has the right to use and to scope of the Project (including manpower, Equipment, Software, and sizings) is disclose to Unisys all Client Information so provided. Client will, at its own not fully defined. Therefore, at the end of the design phase, if Unisys informs expense, indemnify and hold Unisys harmless against any loss or damage arising Client that it believes that the scope of the Project has changed, Unisys may from any claim based on the absence of such right in whole or in part. Client shall commence a Project Scope Review. be responsible for compliance with and instructions relating to all legal and regulatory requirements governing the Client’s operations. 7.2 As part of the Project Scope Review, the parties may decide to continue on the basis of either a fixed price quote or a time and materials estimate for the 10.3 Client shall assign Client managerial, technical and user personnel as remaining tasks in the Project. The parties recognize that any estimates of time reasonably requested by Unisys to participate in essential Project activities, and materials prices are not binding and that the actual price for completing the including, preparation and review of Specifications, software development, remaining tasks may be higher or lower than the estimates. testing, migration activities, data conversion, training, operations, and project administration. Client staff shall be assigned to correspond to the Unisys team 7.3 If Unisys commences a Project Scope Review and the pricing proposal made functions detailed in the Project Management Plan. Client shall ensure that all by Unisys for the continuation of the Project is higher than previous estimates such staff have reasonably adequate skills and experience for their respective and if the Client does not agree to the proposal, then Client may request a functions and comply with the reasonable directions and requests of Unisys in reduction in the scope of the Project. In the event that Unisys provides a new implementation of the Project. Client shall elevate required decisions to the proposal and the parties cannot agree, following good faith negotiations, to appropriate level in its organization to facilitate the making of decisions in a changes in the Specifications, planned timetable and price, then either party may timely manner. terminate the Agreement for the remaining parts of the Project with no liability to the other party except for the payment for services performed and Products 10.4 Client shall provide Unisys with adequate access to Client's premises and procured prior to termination. equipment, including office, data processing and communication facilities

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reasonably required for performance of the services. Unisys personnel shall (a) Test data, scripts, and procedures shall be prepared in accordance with the comply with Client's reasonable regulations and procedures applicable to all third Project Management Plan. It is acknowledged that the Project Team may use party contractors which are communicated to Unisys prior to contract signature such items during the Project before formal testing to preliminarily identify while on Client's premises. problems and deviations from Specifications and to rectify or correct them as part of the development process. 10.5 Client shall respond within no more than five business days to any Unisys request for direction, information, approvals or decisions that are reasonably (b) Acceptance Tests shall be carried out for the continuous period set forth in necessary for Unisys to perform services in accordance with the Project the Statement of Work unless mutually rescheduled by the parties in writing. If Management Plan or Statement of Work. Client fails to attend on an agreed date, Unisys shall be entitled to proceed in Client's absence and Client shall be deemed to have concurred with the results 10.6 Operating Responsibilities: reported by Unisys. (a) Client has responsibility for the operational use of the Products, including (c) Client shall use agreed procedures and forms to promptly report to Unisys all operating procedures, audit controls, accuracy and security of input and output significant deviations from the Specifications detected during the Acceptance data, restart and recovery routines, and other procedures necessary for Client's Test. Any alleged deviation must be reported to Unisys in writing in sufficient use of the Products. detail to allow Unisys to recreate it. Unisys will attempt to correct as many such (b) Client is responsible for making sure that operation personnel are, at all deviations as possible during the Acceptance Test. Uncorrected deviations shall times, educated and trained in the proper use and operation of the Products and be included in a final report for corrective action. that the Products are used in accordance with applicable manuals and instructions. 12. Post Acceptance Support Period (c) Client is responsible for maintaining back-up data necessary to replace Client Unisys will assist Client by supplying members of the Project Team to advise and data that is lost or damaged from any cause. consult with Client following acceptance. The initial period for the Post Acceptance Support Period and the number of Project Team members whose 10.7 If Unisys is providing Product Support Services or warranty services, Client services are purchased by the Client are set out in the Statement of Work. Client will (a) maintain the operating environment according to the manufacturer’s may request changes to the time period or number of people by giving Unisys 90 specifications, (b) provide adequate working and storage space for use by days advance notice and Unisys will notify Client whether the resources are Unisys personnel near the equipment, (c) provide Unisys full access to the available and the price for them. equipment and sufficient computer time, subject only to Client’s security rules applicable to its suppliers which are communicated to Unisys, (d) follow Unisys 13. Training procedures for placing service requests and determining if remedial service is required, (e) follow Unisys instructions for operator maintenance and obtaining 13.1 Client may acquire Unisys services to recommend or develop a training services, (f) provide a memory dump and additional data in machine readable program for Client's personnel. Unisys publishes a course catalog setting out the form if requested, (g) reproduce suspected errors or malfunctions in Software, time, locations and conditions for scheduled courses. Unisys offers customized and (h) install all error corrections and maintenance releases supplied by courses which will be held at mutually agreed locations. If the courses are to be Unisys. held on premises other than those of Unisys, then Unisys will notify Client in advance of the training facilities which Client should provide. 11. Client Review and Acceptance Procedures 13.2 Training courses are subject to conditions concerning the minimum and 11.1 If the Statement of Work identifies deliverables that are subject to Client maximum size of classes, the period of advance notice which must be provided review and acceptance, then the provisions of this Section 11 shall apply. For for ordering or canceling a class and the prerequisite knowledge required of Products where no Client acceptance is required, then the Product will be course participants. All charges and expenses involved in attending courses will considered accepted on its Installation Date. be borne by Client. 11.2 Review and approval of the deliverables will be solely for the purpose of 13.3 Training materials are licensed to Client solely for Client's internal use. determining compliance with agreed to Specifications and formats, not for the purpose of introducing new requirements. Part II - Supply of Equipment and Software 11.3 By the end of the Client Review Period for any deliverable, Client shall: 14. Products Supplied - accept the deliverable as complying with the Specifications; or Unisys will supply and Client will purchase and take delivery of the Products - provide a written statement identifying in reasonable detail all deviations ordered in the Schedules. If any Products ordered are not available at the time of between the deliverable and its Specifications. shipment, Unisys may substitute compatible items of equivalent or superior If any deviations from the Specifications require only minor corrections and do not functionality and performance. materially affect the functional operation of the System or a Module thereof, then the deliverable will be considered accepted and the deviations will be corrected 15. Delivery and Installation within an agreed period after acceptance. Where possible, Client will review and 15.1 Documentation - Unisys will provide Client with one copy of the then- approve or return portions of a deliverable and not wait until the total deliverable current user documentation, in paper or electronic form, at Unisys option, for use is reviewed to deliver comments. with the Products ordered and environmental specifications for Equipment, where 11.4 If Client provides a written statement that identifies deviations from the applicable. Additional copies may be purchased from Unisys. Specifications, then Unisys will make corrections as soon as reasonably possible 15.2 Site Preparation - Prior to delivery of Equipment, Client will prepare the and Client will promptly execute specific tests or review procedures to verify the installation site and will continue to maintain the installation site according to the corrections. Reviews of corrective actions taken in response to reported environmental specifications set out in the documentation. deviations will be conducted in shorter time periods than the full reviews and will be limited to review of the corrective action and its impact on other parts of the 15.3 Delivery - Unisys will arrange for delivery of Products and, if transportation deliverable. For deliverables produced on a time and materials basis, the prices are not included in the Schedule, Client will pay for transportation in correction efforts will be made on the same time and materials basis. accordance with the Unisys published transportation charges in effect at the time of delivery or, if Unisys has not published any such charges, Client will pay 11.5 Unisys and Client shall work diligently to achieve acceptance of deliverables Unisys for transportation charges actually incurred. Title to Equipment shall pass at the earliest possible date. Acceptance will occur upon the earlier of: (a) the to Client upon delivery to the carrier. date Client accepts the deliverable in accordance with Section 11.3; (b) five (5) days from the scheduled end of the Client Review Period where Client has not 15.4 Installation - The Schedules identify which Products are to be installed by notified Unisys in accordance with Section 11.3; or c) the date Client processes Unisys. All Products to be installed by Unisys will be installed during Unisys live data through the System for purposes other than carrying out Acceptance normal working hours unless otherwise agreed. Client will pay for all cables and Tests. site specific installation materials required to install the Equipment at Client’s site. Client may arrange for installation by Unisys of Client-installable Products, 11.6 Unisys shall be entitled to rely on Client's acceptance of a deliverable in subject to the then-current standard Unisys charges and conditions. performing later phases of the Project. 15.5 Special Site Requirements - If additional labor and rigging is required for 11.7 Where the Client review and acceptance procedures for a deliverable installation due to Client's special site requirements, Client will pay those costs include Acceptance Tests, the following additional procedures apply: including costs to meet union or local law requirements.

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16. License of Software (a) If the Customized Software consists of modifications, additions or enhancements to pre-existing Software, then the license from Unisys to Client will 16.1 Grant of License - Unisys grants to Client a personal, non-exclusive and be on the same basis as Section 16. non-transferable license to use Software and related documentation according to the terms and conditions of this Agreement, solely for Client's internal data (b) For other Customized Software upon payment of all sums under the processing requirements on the SPU on which Software is initially installed. Agreement, Unisys grants Client a non-exclusive, perpetual, irrevocable, royalty Client agrees that Unisys may periodically inspect the computer site in order to free license to use, modify and copy the Customized Software. audit the Software supplied by Unisys installed at Client's site at mutually agreed upon times. In the event that a separate license agreement from the owner of the Part III - Product Support Services Software accompanies non Unisys commodity Software, then the terms of the separate license agreement terms will supersede the license terms in this 18. Product Support Services Agreement for that Software. 18.1 General - If the Agreement includes provisions for Product Support 16.2 Modification of Software - Client may modify any Unisys application Services, Unisys will provide the Product Support Services listed in the Software and may combine such Software with other programs or materials to Schedules. form an updated work, provided that upon discontinuance of use or termination of 18.2 Conditions: the license, the Unisys application Software will be removed from the updated work and returned to Unisys. Client will not modify Software which bears a (a) Equipment parts which are removed for replacement by Unisys under Product copyright notice of any third party without the express agreement of the copyright Support Services and warranty service become the property of Unisys. owner. (b) To determine eligibility and prerequisites for Product Support Services, 16.3 Reverse Engineering - Client will not reverse engineer, decompile or Unisys may require inspection, at Client expense, of equipment which (i) has not disassemble any Software provided under the Agreement. been maintained continuously by Unisys from the date of purchase by Client or (ii) has been relocated. 16.4 Backup Copies - Client will make and maintain no more than one archival (c) All equipment, interconnected by signal and power cables, and non- copy (for backup purposes) of each item of Software. Each copy will contain all application software, located at the same site and which are subject to Product legends and notices and will be subject to the same conditions and restrictions as Support Services are required to be supported at the same service level as the the original. If the SPU on which any item of Software is licensed becomes SPU. Local area networks, workstations and remote data communication temporarily unavailable, use of such Software may be temporarily transferred to Products are not required to be at the same service level as the SPU. an alternative SPU. (d) If Unisys is providing Product Support Services, Client will give Unisys prior 16.5 Limitation of Development Use - No license is granted to Client to use any written notice of any proposed Alterations or Attachments to equipment. Unisys operating system Software to assess, test or develop any hardware products or has no obligation to provide Product Support Services for non Unisys device handler software or operating system software that will be marketed by attachments, altered equipment or modified Software. Should Unisys agree to Client or others for compensation. Client may develop other software programs. maintain, support or correct altered Products, Unisys may impose additional Client may test fully developed, commercially available third party hardware charges. products or software programs where such testing is solely intended for Client’s internal evaluation of the fitness of such product or program for Client’s own 18.3 Termination: internal data processing purposes. (a) Unisys may suspend Product Support Services if any payment under this Agreement is more than 30 days past due. 16.6 Additional Licenses - If Client desires to: (a) use Software in a service bureau mode; (b) use Software at another location; (c) use Software for purposes (b) Unisys may terminate Product Support Services or change the levels of prohibited in Section 16.5; or (d) transfer operational use of the Software to a support available to an item of Software upon six months written notice or at the third party; then Client shall request prior permission in writing from Unisys. expiration of the then-current term for Product Support Services, whichever Following a request, Unisys will advise Client whether, and under what terms and occurs earlier. conditions, Unisys will license the Software as requested. All restrictions (c) Unisys may terminate Product Support Services on 30 days prior written applicable to Client will also apply to any permitted service bureau use or use by notice if Unisys determines that any Alterations, Attachments, Client modification other permitted third party users. or failure to install a maintenance release will interfere with the provision of such 16.7 No Transfer of Title - This Agreement does not transfer to Client title services. to any intellectual property contained in any Software, documentation or Confidential Information. Part IV - General Conditions 16.8 Unauthorized Use of Software - No party shall be entitled to use any 19. Prices Software unless the party has a valid written license to use such Software and all applicable charges for the use of such Software have been paid, except that 19.1 Prices for Products and services ordered by Client are set out in the Client may authorize temporary use of Software by a third party, only for Client’s Schedules. Additional charges may apply to services rendered outside the scope benefit, to assess, test or develop software programs to the extent authorized by or hours of contracted services or beyond normal coverage at Client’s expense, Section 16.5 or to perform consulting services and studies, provided such third e.g., travel expenses, premium and minimum charges. The prices in the party agrees in writing to be bound by the provisions of this Agreement regarding Schedules relate only to Products and services actually ordered and do not Confidential Information and Software. represent commitments by Unisys as to price levels for possible future orders by Client. 16.9 This section applies to all procurements of Software and documentation by 19.2 Unless otherwise noted in the Schedules, the charges for Products in any or for the U.S. federal government. By accepting delivery of the Software and accepted order will remain firm until the date of delivery, unless through no fault documentation, the government hereby agrees that the Software and of Unisys, delivery takes place more than one year after the date of the order. If documentation qualifies as “commercial” computer software and commercial Unisys notifies Client that an increase in charges will apply to its order, Client software documentation within the meaning of the acquisition regulation(s) may terminate the affected part of its order by giving written notice to Unisys applicable to this procurement. The terms and conditions of this license shall within ten days of the date of notification of the increase. prescribe the government’s use and disclosure of the Software and documentation, and shall supersede any contrary provisions. The government 19.3 Charges for Product Support Services will not be increased during the first agrees to return the Software and documentation unused if any provision of this twelve months following the commencement of those services. The charges may License does not meet the government’s actual minimum needs or if the be increased thereafter on each anniversary of the commencement date following government objects to any term of this license and the parties are unable to 90 days prior written notice to Client, unless otherwise noted on the Product reach agreement on the terms of the license. The following statement applies Support Services schedule. only to procurements governed by DFARS Part 227.4 (OCT. 1988): “Restricted Rights -- Use, duplication and disclosure by the Government is subject to 19.4 Charges for Software licenses will not be increased during any initial term, restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data but may be increased before any subsequent term upon 90 days prior written and Computer Software clause at DFARS 252.227-7013 (OCT 1988).” notice to Client. For any services provided on a time and materials basis, the charges in the Statement of Work are valid during that calendar year, but are 17. License of Customized Software subject to change in subsequent periods. If Software licenses or services are contracted on a month-to-month basis, the charges may be increased at any time Customized Software is licensed as follows: following 90 days prior written notice to Client. 5 of 8 4305 5185-007 (7/10)

19.5 The estimated timetable and price of the Project Services activities are (and, in writing, certify destruction) or return to Unisys all copies of the Software dependent on the following factors: and documentation the license for which has been so terminated or canceled and - Client resources and performance of Client's responsibilities stated in any other related Confidential Information in Client's possession (including the Statement of Work and Project Management Plan being provided Confidential Information incorporated in other software or writings). Upon Client's in time. request when such information is no longer necessary for the Project, Client's Confidential Information shall be promptly returned to Client or destroyed by - Timely carrying out of all Client review and acceptance procedures. Unisys. - Compliance with Change Request procedures. 23.3 Ideas - Any ideas, concepts, know-how, data processing techniques, - Timely replacement of Client staff assigned to the Project where Software, documentation, diagrams, Specifications, schematics or blueprints replacement is reasonably requested by Unisys. developed by Unisys personnel (alone or jointly with Client) in connection with - Additional assumptions set out in the Statement of Work. services provided to Client will be the property of Unisys. Unisys grants to Client a non-exclusive, royalty free license to use any of the foregoing in accordance with If Unisys is delayed or prevented from performing its obligations, including the the terms of this Agreement. inability of Client or its agents to perform their responsibilities or provide resources in a timely manner, Unisys will be entitled to an equitable adjustment 23.4 Support Materials - Client acknowledges that all support materials, in the timetable and charges set out in this Agreement. Unisys will advise Client including without limitation, diagnostic software, are the property of and include of any impact on the estimated timetable and charges caused by any of these Confidential Information of Unisys or its licensors. Client assures that such factors. The timetable and charges shall be adjusted subject to approval by materials will be used only by Unisys maintenance personnel, and that Unisys has Client, which shall not be unreasonably withheld or delayed. If Client or Client’s the right to remove such materials from Client's facility at any time. This provision agents prevent or delay Unisys performance, then Client shall reimburse Unisys applies even though such materials may be listed in the Unisys price lists, for any resulting additional costs. catalogs, invoices or contracts.

20. Payment 23.5 Employees - Each party will inform its respective employees of the obligations under this Section 23. 20.1 The timing of payments for Products and services is normally listed in the 23.6 This Section 23 will survive termination or cancellation of this Agreement. Statement of Work. For items where the Statement of Work does not contain any specific terms, then: (a) for Products, 30 percent of the price is payable at the 24. Warranties and Disclaimers time of acceptance of an order and the remaining amount will be invoiced at shipment; and (b) charges for services will be invoiced monthly as the services 24.1 General - Acceptance Tests in accordance with agreed criteria and are performed. procedures provide the mechanism for determining whether the System and customized parts of it meet the Client's requirements as set out in the 20.2 Charges for Product Support Services will be invoiced in advance, monthly, Requirements Definition. Unisys shall correct defects discovered during testing in annually or at other periodic intervals; otherwise, charges will be invoiced after accordance with the acceptance test procedures of the Agreement. Services the services are performed. during the Post Acceptance Support Period purchased by the Client can be used 20.3 The payment terms are 30 days from the date of the invoice. Unisys may to correct deviations from Specifications and make changes to the System and impose a late payment charge equal to the lesser of (a) 1-1/2% per month, or, (b) Modules following acceptance. In addition, individual Products may have the maximum rate allowed by law. warranties provided by the manufacturer or licensor. For Products warranted by Unisys, the warranties are set out in this Section 24. Unless otherwise stated with 21. Security Interest respect to specific Products, Unisys makes no representation or warranty with respect to non Unisys Products provided to Client, all of which are sold or Unisys reserves a purchase money security interest in Equipment until payment licensed to Client "AS IS". Client agrees to look solely to the warranties and in full is received for all Equipment delivered to Client and, for that purpose, this remedies, if any, provided by the manufacturers or licensors of such Products. Agreement is a security agreement. By signing this Agreement, Client authorizes Unisys will provide assistance to Client in seeking warranty service from the third Unisys or its agent to sign the necessary financing statements on behalf of party manufacturer or licensor. Client, or to file a reproduction of a financing statement. Alternatively, Unisys may file this Agreement or a copy of this Agreement to perfect its security 24.2 Equipment: interest. If this Agreement or a copy of it is filed, information concerning the (a) For Equipment covered by a Unisys warranty, Unisys warrants that for the security interest may be obtained from Unisys at the address stated in Section warranty period, Equipment will be free from defects in material and workmanship, 28.2. will be Year 2000 Ready, and will substantially conform to relevant Unisys published specifications. Warranty periods are measured from the Installation 22. Taxes Date. The warranty period for individual items of Equipment is listed in the Schedules. If Equipment is designated as warranted in the Schedules, but there is Prices are exclusive of taxes. Client will pay all taxes, however designated, no period listed, then the warranty period will be twelve months. During this Unisys becomes obligated to pay or collect by virtue of the Project, except taxes warranty period, Unisys will repair or replace any defective Equipment promptly based on the net income of Unisys. All personal property, customs duties and reported or sent to Unisys by Client which Unisys determines was defective due to similar taxes assessed after shipment will be paid by Client or Client will provide faulty material or workmanship. Client will pay transportation and insurance costs Unisys with a tax exemption certificate acceptable to the relevant taxing to ship Equipment if an off-site repair location is designated by Unisys; Unisys will authority. pay the return costs if the Equipment was defective. Labor costs of diagnosis are not included in this warranty. 23. Protection of Confidential Information (b) Because equipment requires on-going maintenance, the preceding warranty is 23.1 General - The parties will keep in confidence and protect their respective not a substitute for Product Support Services, which are available to Client for a Confidential Information from disclosure to third parties and restrict its use as charge. provided in this Agreement. All materials containing Confidential Information will (c) Equipment (i) may be newly manufactured, (ii) may be assembled from new or be marked "Proprietary," "Confidential," or in a manner which gives notice of its serviceable used parts that are equivalent to new parts in performance, or (iii) confidential nature. Confidential Information will not be copied, in whole or in may have been previously installed. part, except when essential for authorized use under this Agreement. Each copy, including its storage media, will be marked by the party making the copy with all 24.3 Software: notices which appear on the original. The obligations stated in this Section 23 do (a) For Software covered by a Unisys warranty, Unisys warrants that for the not apply to Confidential Information: (a) already known to the recipient at the warranty period, such Software in its unaltered form will conform substantially to time of disclosure; (b) independently generated by the recipient and not derived the then-current published functional specifications and will be Year 2000 Ready, from the Confidential Information supplied by the disclosing party; (c) known or provided such Software is used in a manner consistent with any applicable available to the public, except where such knowledge or availability is the result minimum equipment and software configuration specifications. Warranty periods of unauthorized disclosure by the recipient of the Confidential Information; (d) are measured from the Installation Date. The warranty period for individual items disclosed to the recipient without a similar restriction by a third party who has the of Software is listed in the Schedules. If Software is designated as warranted in right to make such disclosure; or (e) required to be disclosed by the recipient by the Schedules, but there is no period listed, then the warranty period will be 90 law, regulation, Court order, or other legal process. days. Unisys will make reasonable efforts to correct such errors reflecting 23.2 Destruction or Return of Confidential Information - Upon termination or significant deviations from the functional specifications as are reported by Client cancellation of any license granted under this Agreement, Client will destroy to Unisys during such warranty period.

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(b) Because not all defects in Software can or need be corrected, Unisys does excluded or limited or which can only partly be excluded or limited, then the limit not warrant that all Software defects will be corrected. Similarly, Unisys does not on Unisys liability set out in this Agreement shall apply to the fullest extent warrant that the functions contained in the Software will meet Client's permitted by law. If Unisys cannot exclude or limit a warranty or liability implied requirements or that the Software will operate in combinations selected for use by by law, this Agreement shall be read and construed subject to such provisions of Client which are not set out in the agreed Requirements Definition. law. 24.4 Product Support Services: 26. Patent, Copyright and Trade Secret Indemnification (a) Unisys warrants that Equipment and Software will be supported according to the specific service plan selected. Unisys sole and exclusive obligations under 26.1 Unisys, at its own expense, will defend and indemnify Client against claims this warranty will be to conform to the service descriptions set out in the service that Products furnished under this Agreement infringe a United States patent or plan. copyright or misappropriate trade secrets protected under United States law. (b) Product Support Services and warranty service do not cover the parts and 26.2 As to any Product which is subject of a claim of infringement or service required to repair damage or correct errors attributable to: (i) alterations misappropriation, Unisys may elect to (a) obtain the right of continued use of or out-of-specification supplies; (ii) accidents, misuse, negligence or failure of such Product for Client or (b) replace or modify such Product to avoid such claim. Client to follow instructions for proper use, care and cleaning of Equipment; (iii) If neither alternative is available on commercially reasonable terms, then, at the external factors (e.g., failure or fluctuation of electrical power or air conditioning, request of Unisys, Client will discontinue use and return the Product and Unisys fire, flood); or (iv) failure by Client to comply with environmental specifications. will grant a credit for the price paid to Unisys, less a reasonable offset for use (c) Product Support Services apply only to properly configured Products at the and obsolescence. Any applicable Software license will be terminated. minimum hardware and software levels designated by Unisys for support of the 26.3 Unisys will not defend or indemnify Client if any claim of infringement or applicable Product specification. misappropriation (a) is asserted by a parent, subsidiary or affiliate of Client, (b) (d) Product Support Services do not include correction or repair of defects, results from Client’s design or alteration of any Product, (c) results from use of including any related to date data functionality, in the design, manufacture, any Product in combination with any non Unisys Product, or (d) relates to a non materials or workmanship of either (i) non Unisys services or products without a Unisys Product alone. Unisys brand, or (ii) Product(s) for which Unisys has discontinued development 26.4 The indemnities provided by either party in this Agreement are dependent center support. on the party receiving the claim: (a) giving the other party prompt written notice of 24.5 Disclaimer - EXCEPT AS EXPRESSLY STATED IN THESE TERMS such claim, (b) permitting the other party to defend or settle the claim, (c) not at AND CONDITIONS, ALL CONDITIONS AND WARRANTIES, EXPRESS OR any time admitting liability in respect of the whole or any part of the claim or IMPLIED, BY OPERATION OF LAW OR OTHERWISE ARE HEREBY EXCLUDED. agreeing to settle or dispose of the claim, and (d) providing all reasonable REPRESENTATIONS NOT EXPRESSLY STATED IN THE SPECIFICATIONS ARE assistance to the indemnifying party in defending or settling the claim. SPECIFICALLY DISCLAIMED BY UNISYS. UNISYS DOES NOT WARRANT THAT 26.5 This Section 26 states the entire liability of the indemnifying party and the THE SYSTEM WILL MEET CLIENT REQUIREMENTS NOT EXPRESSED IN THE other party's sole and exclusive remedies for patent and copyright infringement or SPECIFICATIONS. UNISYS DISCLAIMS ANY IMPLIED WARRANTIES OF misappropriation and trade secret misappropriation. MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. UNISYS WARRANTIES WILL NOT APPLY AND UNISYS WILL NOT BE RESPONSIBLE IF AN ATTACHMENT OR ALTERATION OF PRODUCTS, DIRECTLY OR 27. Termination and Cancellation INDIRECTLY, RESULTS IN: (a) ANY MALFUNCTION, NONPERFORMANCE OR 27.1 Either party may cancel the agreement in the event that the other party is in DEGRADATION OF PERFORMANCE OF PRODUCTS; OR, (b) PERSONAL INJURY substantial breach of the Agreement and has not corrected the breach within sixty OR DAMAGE TO PROPERTY AND PRODUCTS. (60) days of written notice to do so identifying the breach of the Agreement. 25. Limitation of Liability 27.2 Either party may terminate any license for Software or any Product Support Services upon expiration of the applicable term by providing 30 days prior written 25.1 UNLESS FURTHER LIMITED ELSEWHERE IN THIS AGREEMENT, THE notice. Failure to give such notice will result in a renewal or extension of the ENTIRE LIABILITY OF UNISYS AND ITS SUBCONTRACTORS AND SUPPLIERS, license or service in accordance with the provisions of this Agreement. The AND CLIENT'S EXCLUSIVE REMEDY FOR DAMAGES FROM ANY CAUSE licenses for any Software automatically terminate upon Client's discontinuance of RELATED TO OR ARISING OUT OF THIS AGREEMENT, REGARDLESS OF THE use of the SPU on which the Software was licensed, at which time Client must FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT, WILL NOT EXCEED either destroy or return the Software and documentation to Unisys. Upon THE GREATER OF (a) $100,000 OR (b) THE CHARGES PAID TO UNISYS DURING termination or cancellation of Product Support Services, Client shall return all THE EIGHTEEN (18) MONTH PERIOD IMMEDIATELY PRIOR TO NOTICE diagnostics to Unisys. PURSUANT TO SECTION 29.1 FOR THE PRODUCTS OR SERVICES WHICH ARE THE SUBJECT MATTER OF OR DIRECTLY RELATED TO THE CAUSES OF 27.3 Without prejudice to other remedies, Unisys may cancel or suspend this ACTION ASSERTED. THIS LIMITATION OF LIABILITY DOES NOT APPLY TO Agreement or any order placed under it, for default and repossess Products CLAIMS COVERED BY SECTIONS 25.3 OR 26. (excluding only Equipment for which the purchase price has been fully paid), if, upon written notice Client fails to (a) make any payment identified as delinquent 25.2 IN NO EVENT WILL UNISYS, ITS SUBCONTRACTORS OR SUPPLIERS BE (including payment of charges for services) within ten (10) days or (b) cure any LIABLE FOR (a) ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL default relating to protection of Confidential Information or Software licenses DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF USE, REVENUES, within thirty (30) days. PROFITS OR SAVINGS, EVEN IF UNISYS KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, (b) CLAIMS, DEMANDS OR ACTIONS 27.4 Termination or cancellation of this Agreement will not affect any rights or AGAINST CLIENT BY ANY PERSON, EXCEPT AS PROVIDED IN SECTIONS 25.3 duties arising under it with respect to protection of Confidential Information, OR 26, OR (c) LOSS OF OR DAMAGE TO CLIENT DATA FROM ANY CAUSE. indemnities or security interests.

25.3 Notwithstanding the foregoing, Unisys agrees to defend and indemnify 28. Notices Client against claims for damage to tangible property (but not loss or damage to information or data) or injury to persons, including death, to the extent 28.1 All notices required by this Agreement to be given to Client will be sent to proximately caused by the negligent acts or omissions of Unisys. its address on the cover page of this Agreement. 25.4 As part of the provision of consulting services and its on-going relations with 28.2 All notices related to indemnities and dispute resolution and all requests for Client, Unisys may direct Client to third parties having products or services which information about any security interests will be sent by certified or registered mail may be of interest to Client for use in conjunction with the Products. and, when given to Unisys, addressed to: Notwithstanding any Unisys recommendation, referral or introduction, Client will Office of the General Counsel independently investigate and test third-party products and services and will have Unisys Corporation sole responsibility for determining suitability for use of third-party products and 801 Lakeview Drive, Suite 100 services. Except with respect to products and services supplied by Unisys as Blue Bell PA 19422 prime contractor, Unisys has no liability with respect to claims relating to or arising from use of third party products and services. cc: Business Unit Vice President 25.5 If an arbitration panel or court of competent jurisdiction determines that All other notices to Unisys will be sent to the Unisys office which has been relevant laws in force may imply warranties and liabilities which cannot be servicing Client.

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29. Dispute Resolution/Arbitration 29.6 Confidentiality - Neither party nor the arbitrators may disclose the existence or results of any arbitration hereunder without the prior written consent 29.1 Disputes and Demands - Any claim or controversy related to or arising out of both parties. of this Agreement whether in contract or in tort (“Dispute”), will be resolved on a confidential basis according to the following process, which either party may start by delivering to the other party a written notice describing the Dispute and the 30. Other Provisions amount involved (“Demand”). 30.1 Entire Agreement - This Agreement constitutes the entire agreement 29.2 Negotiation and Mediation - After receipt of a Demand, authorized repre- between the parties with respect to the Products and services provided sentatives of the parties will meet at a mutually agreed upon time and place to try hereunder and supersedes all prior proposals and agreements, both written and to resolve the Dispute by negotiation. If the Dispute remains unresolved after this oral, and all other written and oral communications between the parties. The meeting, either party may start mandatory non-binding mediation under the terms and conditions of this Agreement will supersede all other terms and Commercial Mediation Rules of the American Arbitration Association (AAA). conditions submitted by Client, including any preprinted terms on any Client Unless the parties have agreed to waive mediation, a mediation must be purchase orders. commenced prior to beginning any further dispute resolution proceedings. 30.2 Force Majeure - Except with respect to payment obligations, neither party 29.3 Arbitration - If the parties have (a) commenced the mediation procedures in will be liable for failure to fulfill its obligations under the Agreement when due to 29.2 and do not have an agreed resolution or (b) have agreed in writing to waive causes beyond its reasonable control. them, then either party may start binding arbitration under the Commercial 30.3 Non-Waiver - Any failure or delay by either party in exercising any right or Arbitration Rules of the AAA in the city nearest the other party’s main U.S. office remedy will not constitute a waiver. having an AAA regional office. If a party has attempted to invoke the procedures under 29.2 and has not been able to obtain agreement from the other party to 30.4 Choice of Law - THE FORMATION, INTERPRETATION AND PERFORM- comply with such procedures within 45 days after the receipt of the Demand, then ANCE OF THIS AGREEMENT WILL BE GOVERNED BY THE LOCAL LAWS OF the party which has attempted to invoke those procedures may start binding THE COMMONWEALTH OF PENNSYLVANIA. arbitration under the Commercial Arbitration Rules of the AAA in the city nearest its main U.S. office having an AAA regional office or in the city nearest the other 30.5 Risk of Loss - All risk of loss or damage to Products will pass to Client party’s main U.S. office having an AAA regional office. The arbitration will be upon delivery to Client's location. before one arbitrator, however, before the selection of the arbitrator, a party 30.6 Assignment - Unisys may assign this Agreement or its interest in any (whose identity will not be revealed to the arbitrators) may require, at its sole Equipment, or assign the right to receive payments, without Client's consent. Any additional expense, a three-arbitrator panel. The arbitrator(s) will be selected from such assignment, however, will not change the obligations of Unisys to Client. a panel of persons having experience with and knowledge of electronic computers Client will not assign or transfer its rights or obligations under this Agreement and the information services business, and at least one of the arbitrators selected without prior written consent of Unisys. Any assignment or transfer prohibited by will be an attorney. No statements by, or communication between, the parties this provision will be void. Unisys may subcontract any services described in this during negotiation or mediation, or both, under Section 29.2 above, will be Agreement to third parties selected by Unisys. admissible for any purpose in arbitration. The arbitrator(s) will have no authority to award punitive damages or any other monetary relief not measured by the 30.7 Modification of Agreement - The terms and conditions of this Agreement prevailing party’s actual damages (adjustments for time value of money may be modified only by a writing signed by a duly authorized Unisys permitted), and will not make any decision inconsistent with the terms and representative. conditions of this Agreement. Each party shall bear its internal expenses and its attorney’s fees and expenses. 30.8 Limitation for Actions - No arbitration proceeding or legal action, regardless of its form, related to or arising out of this Agreement, may be brought 29.4 Court - Nothing in this Section 29, will preclude a party’s recourse to a court by either party more than two years after the cause of action first accrued. of competent jurisdiction to (a) enforce the terms of, or an arbitration award under, this Section; (b) seek temporary equitable relief necessary to 30.9 Severability - Each paragraph and provision of this Agreement is protect its interests; or (c) recover specific property, including an action in severable, and if one or more paragraphs or provisions are declared invalid, the replevin. remaining provisions of this Agreement will remain in full force and effect. 29.5 Time Limit - Neither arbitration under this Section nor any legal action, 30.10 Export Regulations - Products and services provided under this regardless of its form, related to or arising out of this Agreement may be brought Agreement may be subject to U.S. and other government export control more than two (2) years after the cause of action first accrued, except if a regulations. Client assures that it will comply with all applicable export laws and Demand is made within forty-five (45) days before the end of this two (2) year regulations related to the use, disclosure, export, or reexport of these Products period, the parties shall have sixty (60) additional days from the Demand to start and services. arbitration under this Agreement.

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UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.9 Sample Standard Reports

Unisys will not be providing sample salesforce.com standard reports as part of this response. Unisys will provide reports if selected.

Required Attachments 8‐30 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.10 Sample Documentation (User Guides, Training Materials, Screenshots)

Sample Project Management Deliverables Unisys is including the following sample project management deliverables:

. Unisys Weekly Status Report . Unisys Project Risk Management Plan . Unisys Risk Register . Unisys Change Request Form

Sample Unisys Sample Unisys Sample Unisys Risk Sample Unisys Weekly Status Report Project Risk Managem Register.pdf Change Request Form

Required Attachments 8‐31 CRM/WOM Project – Phase 1B Weekly Status Report

PREPARED BY: PERIOD ENDING

TASKS ACCOMPLISHED THIS PERIOD o

TASKS ACCOMPLISHED NEXT PERIOD o

KEY DECISIONS NO. DECISION DECISION MAKERS DECISION DATE COMMENTS REQUIRED

ISSUES/RISKS NO. ISSUE/RISK OWNER RESOLVED DATE COMMENTS

ACTION ITEMS NO. ACTION OWNER COMPLETION COMMENTS DATE

Unisys

Project Risk Management Plan

Authorized for issue by:

Signature Date Project Manager

Unisys Corporation Signature Date Project Manager

Unisys Risk Management Plan

Revision History

Version Date Author Summary of Changes 0 5-Mar-12 Initial release

3D-VE SDF Page 2 of 7 Unisys Risk Management Plan

Table of Contents

1. Introduction ...... 4 1.1 Purpose ...... 4 1.2 Scope ...... 4 1.3 Definitions and Acronyms ...... 4 1.4 Assumptions ...... 4 1.5 Dependencies ...... 4 1.6 Related Documents ...... 4 2. Risk Management Process ...... 5 3. Risk Management Organization and Responsibilities ...... 5 3.1 Project Manager Responsibilities ...... 6 3.2 Functional Management Responsibilities ...... 6 4. Risk Register and Risk Issue Reports...... 7 5. Risk Tracking and Reporting Approach ...... 7

Setting Paper Size Enter CTRL+ALT+6 to set the paper size to A4.

Enter CTRL+ALT+8 to set the paper size to Letter.

3D-VE SDF Page 3 of 7 Unisys Risk Management Plan

Purpose of this Plan The Risk Management Plan describes how Risk Management will be performed throughout the project. The plan should include all Risk Management activities and identify the responsible people for performing these activities.

Directions Within each section are directions on how to fill out that section. Delete these instructions when the plan specific information has been added. Tailor the content of each section to the particular needs of the project. If no information applies to a particular section, insert the following sentence below that section together with the appropriate reason for the exclusion: "This section/paragraph is not applicable to this plan".

1. Introduction

1.1 Purpose

Delineate the specific purpose of this plan.

1.2 Scope

Describe the scope of Risk Management activities in this project.

1.3 Definitions and Acronyms

Define or provide a reference to the definition of all terms required to properly interpret the plan. Describe the acronyms and notations used in the plan.

1.4 Assumptions

List the assumptions that have been made in preparing this plan.

1.5 Dependencies

State any dependencies on other documents, systems, applications, people, etc.

1.6 Related Documents

Identify any other documents and their version that are related to or contain details relevant to this plan. Identify each document by title, number, date, and publishing organization. Specify the sources of the referenced documents.

3D-VE SDF Page 4 of 7 Unisys Risk Management Plan

2. Risk Management Process

Describe the process to be used for managing risks. If you choose to use the standard 3D-VE SDF process, you can use the example below.

The Risk Management Process is divided into two areas, Risk Management Planning and Risk Management Control. Risk Management Planning consists of the following eight steps:

1. Identify Risks

2. Assess Risks

3. Select Risk Issues to Manage

4. Define Risk Avoidance/Mitigation Approaches

5. Define Risk Contingency Approaches (including Start and Stop Criteria Definitions)

6. Define Risk Statusing and Reporting Approaches

7. Define Risk Management Organization and Responsibilities

8. Document the Risk Management Plan

Steps 1 through 3 are initially performed in sequence. Steps 4 and 5 are performed in parallel after step 3, and then a return to step 2 to reevaluate the impact of changes based on steps 4 and 5. When the iteration of steps 3, 4, and 5 is complete then steps 6, 7 and 8 are completed in sequence.

Risk Management Control starts with the implementation of any risk avoidance, mitigation, or contingency activities. Risk Management Control generally does not occur until Risk Management Planning is completed. The tasks accomplished during Risk Management Control Include:

9. Implementation of Risk Avoidance/Mitigation Approaches

10. Project Reviews; Risk Reporting, Review and Corrective Action

11. Implementation of Risk Contingency Plans

A detailed description of the above processes can be found in the Risk Management Process.

3. Risk Management Organization and Responsibilities

Describe the organization and people involved in managing risk activities and their specific responsibilities. An example follows.

3D-VE SDF Page 5 of 7 Unisys Risk Management Plan

The size and nature of the project preclude the necessity of a dedicated Risk Manager. The project manager will perform these functions.

3.1 Project Manager Responsibilities

Describe the specific responsibilities of the project manager in managing risk. For example:

The Project Manager will accomplish the following actions during project planning:

− Determine the general approach to risk management, including the allocation of risk management responsibilities

− Select risk issues to be included in risk management

− Assign an owner for each risk issue

− Work with the project team (client and third parties) to identify probabilities and impacts

− Define a risk statusing and reporting approach

− Approve the Risk Management Plan

The project manager will accomplish the following actions during project performance

− Review periodically all risk avoidance, mitigation and contingency actions

− Manage the identification and implementation of corrective actions associated with risk issues

− Evaluate the effectiveness for current risk avoidance and/or mitigation activities

− Approve implementation of contingency plans

− Approve the addition of risk issues

3.2 Functional Management Responsibilities

Each functional team leader and subcontractor would typically perform the following risk management tasks during project launch:

 Identify risk issues within their respective discipline

 Estimate risk probabilities and impacts

 Assemble the risk data, prioritize risks, and work with the project manager to document the risk issues for risk management

 Prioritize risk issues and recommendations of activities for risk management

 Identify risk avoidance and/or mitigation approaches

3D-VE SDF Page 6 of 7 Unisys Risk Management Plan

 Identify risk contingency plans

Functional managers are responsible to perform the following tasks during project performance:

 Implement risk avoidance and/or mitigation plans

 Report risk issues status

 Evaluate the effectiveness of current avoidance, mitigation and contingency actions

 Collect risk status, update the risk database, develop risk reports

 Recommend the implementation of contingency plans

 Implement risk contingency plans as appropriate

 Identify new risk issues

4. Risk Register and Risk Issue Reports

Provide the Risk Register and Risk Issue Reports for the project. Use the models provided in the Services Pricing System for both of these. The Risk Issue Reports must contain well documented risk avoidance, mitigation, and contingency plans for each risk.

5. Risk Tracking and Reporting Approach

Describe how risk status information will be collected and reported. Identify who the risk reports are distributed to. An example follows:

The owner of each risk issue will track the status of that risk and update the Risk Issue Report on a weekly basis and inform the project manager of any change of status as it happens. The project manager will review the status of each risk with the team leaders at the weekly status meeting and take action as necessary. The project manager will, in turn, review risk status with the client and/or as needed.

3D-VE SDF Page 7 of 7 Unisys Risk issue Report

Industry Geography Risk Status Risk Report Date

Client Project Project Manager Risk Owner

Risk Title Risk Reference ID Risk Priority # Date Identified 1 5-Mar-12 Risk Description Project Milestones / Dates Impacted

Functional Area of Impact

Risk Mitigation Plan Mitigation Cost (000): Action By Whom By When End Date

Risk Contingency Plan Action By Whom Start Trigger Stop Trigger

Performance Impact Cost Impact (000) Risk Exposure (000) Contingency Cost (000)

Risk Probability % Schedule Impact in Weeks Contingency in ETC

Status Description Closed (Actual Cost (000))

3D-VE SDF Unisys Confidential Worksheet in G: 05-Sharon City of Elgin 311 Text Unisys Response to the City of Elgin RFP 12-008 - CRMVersion Solution 1.0 and Build Out of a 311 Call Center.docx Risk Sheet1 3/5/2012 11:52 AM Page 1 of 1 Unisys Risk Register

Client: Project: Project Manager:

Risk Risk Schedule Contingency Priority Risk ID Risk Title Cost Impact Probability % Exposure Impact (weeks) Actual Cost in ETC Status Description

Liquidated Damages Other Damages Total Risk Assessment 0000

3D-VE SDF Unisys Confidential Worksheet in G: 05-Sharon City of Elgin 311 Text Unisys Response to the City of Elgin RFP 12-008 - CRM Solution andVersion Build 1.0Out of a 311 Call Center.docx Risk Register 3/5/2012 11:53 AM Page 1 of 2 Unisys Risk Register

Offsetting Change Order Margin Margin Schedule Margin Opportunity Title Margin Total Probability % Impact Impact (weeks)Change Order Date Comments 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Total Change Order Opportunity Assessment 00

Gross Risk Exposure 0

Net Exposure Optimistic Most likely Pessimistic Other Margin Opportunities 0 0 00 Note: Net Exposure, Optimistic and Pessimistic are judgments that must be entered.

Ref: ___/___/ CRF/ ___

Originator's Name: Priority: Critical/High/Medium/Low (Circle one) Functional Area: Date Raised: Phase/Process: Assigned to: Client Request?: YES/NO (Circle one) Date Resolution Required: Status: Open/Assigned/Investigated/Resolved/Approved/Deferred/No Action (Circle one)

Change Details (description of proposed change, the reason for the proposed change, the impact of the proposed change and the implications of not performing the proposed change):

Investigation:

Estimated Impact: Effort: Cost: Schedule:

Possible Action (list changes):

Actual Impact: Effort: Cost: Schedule:

Accepted (Unisys): Accepted (City of Boston): Date: Date: Completion Verified By: Completion Date:

Associated Problem Report: Associated Risk and Issue Form:

Form 18/V2 Page __ of ___

UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.11 311 Implementation Plan The Implementation Plan for the 311 project is included in this section and referenced in our response to Section 5.2, Project Management.

City of Elgin Project Plan_v1-0.pdf

Required Attachments 8‐32 ID Task Name Duration Start Finish Predecessors April 4/1 4/8 1 City of Elgin CRM Implementation 187 days Fri 5/4/12 Mon 1/21/13 2 Contract Negotiations 62 days Fri 5/4/12 Mon 7/30/12 3 Contract award date 0 days Fri 5/4/12 Fri 5/4/12 4 Contract negotiations 30 days Fri 6/1/12 Thu 7/12/12 5 City Council Approval 0 days Thu 7/12/12 Thu 7/12/12 4 6 Contract signing/execution date 0 days Thu 7/19/12 Thu 7/19/12 5FS+5 days 7 Assemble project team 20 days Tue 6/5/12 Mon 7/2/12 8FS-40 days 8 Project Start Date 0 days Mon 7/30/12 Mon 7/30/12 5SF+12 days 9 Project Planning and Initiation 21 days Tue 7/31/12 Tue 8/28/12 10 Project Charter/Statement of Work 20 days Tue 7/31/12 Mon 8/27/12 16 WBS/Project Plan 21 days Tue 7/31/12 Tue 8/28/12 24 Resource Plan/Responsibility Matrix 21 days Tue 7/31/12 Tue 8/28/12 32 Risk Management Plan 16 days Tue 7/31/12 Tue 8/21/12 40 Project Execution 119 days Mon 8/6/12 Thu 1/17/13 41 Project Management 100 days Mon 8/13/12 Fri 12/28/12 81 CRM Application Implementation 119 days Mon 8/6/12 Thu 1/17/13 82 Requirements Phase 19.5 days Mon 8/6/12 Fri 8/31/12 136 Design Phase 29.5 days Tue 8/14/12 Mon 9/24/12 137 Technical System Design & Application Installation 27.5 days Thu 8/16/12 Mon 9/24/12 171 3-1-1 Contact Center Business Process 26 days Tue 8/14/12 Tue 9/18/12 181 Departmental Service Request Functional Design 24 days Tue 8/14/12 Fri 9/14/12 203 System Configuration Phase 32.5 days Mon 9/17/12 Wed 10/31/12 204 Configuration/ Development 32.5 days Mon 9/17/12 Wed 10/31/12 205 Core Configuration 8 days Mon 9/17/12 Wed 9/26/12 211 Departmental Service Request Configuration 22 days Mon 9/17/12 Tue 10/16/12 224 Integrations Development 27 days Mon 9/24/12 Wed 10/31/12 257 System Testing Phase 44 days Mon 9/17/12 Thu 11/15/12 258 System Test Plan 7.5 days Mon 9/17/12 Wed 9/26/12 262 Interface / Integrations Test Plans and Scenarios 7.5 days Mon 9/24/12 Wed 10/3/12 299 Review System Test Plan, Scenarios and Cases (Config, Interfaces) 14 days Wed 10/3/12 Tue 10/23/12 304 User Acceptance Test Plan 13.5 days Wed 10/24/12 Mon 11/12/12 311 Configurations Migrated to Test System 2 days Wed 10/17/12 Thu 10/18/12 315 Conduct Testing Activities 17 days Wed 10/24/12 Thu 11/15/12 316 System Testing of Configuration 5 days Wed 10/24/12 Tue 10/30/12 319 System Testing of Interfaces / Integrations 7 days Wed 10/31/12 Thu 11/8/12 340 Initial User Acceptance Testing 9 days Wed 10/31/12 Mon 11/12/12 344 Configuration Rework after Initial Acceptance Testing 3 days Tue 11/13/12 Thu 11/15/12 349 System Deployment & Training 88 days Tue 9/18/12 Thu 1/17/13

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 1 ID Task Name Duration Start Finish Predecessors April 4/1 4/8 350 Training 54.6 days Tue 9/18/12 Mon 12/3/12 351 Technical Training 16.6 days Fri 11/9/12 Mon 12/3/12 352 Knowledge Transfer Sessions 16.6 days Fri 11/9/12 Mon 12/3/12 402 End User Training 52 days Tue 9/18/12 Wed 11/28/12 403 Training Course Development 17 days Tue 9/18/12 Wed 10/10/12 404 End User Training Course 17 days Tue 9/18/12 Wed 10/10/12 405 Develop the Course Outline 1 day Tue 9/18/12 Wed 9/19/12 406SF 406 Create the Training Course 5 days Wed 9/19/12 Tue 9/25/12 8,197,180 407 Milestone: End User Training Course (1st Draft) 0 days Tue 9/25/12 Tue 9/25/12 406 408 Review Training Course with City Project Team 10 days Wed 9/26/12 Tue 10/9/12 407 409 Modify deliverable with City feedback 1 day Wed 10/10/12 Wed 10/10/12 408 410 Deliverable: End User Training Course 0 days Wed 10/10/12 Wed 10/10/12 409 411 Configurations Migrated to Training System 5 days Fri 11/16/12 Thu 11/22/12 417 End User Training Sessions 5 days Thu 11/22/12 Wed 11/28/12 418 Power User Sessions (Unisys Taught) 4 days Fri 11/23/12 Wed 11/28/12 422 End User Training Sessions (Unisys Taught) 3 days Thu 11/22/12 Mon 11/26/12 426 Milestone: Unisys End User Training Complete 0 days Mon 11/26/12 Mon 11/26/12 423,424,425 427 System Deployment 43.5 days Mon 9/24/12 Thu 11/22/12 428 Deployment Plan and Check list 11 days Mon 9/24/12 Tue 10/9/12 434 Release Preparation Checklist 3 days Tue 10/9/12 Fri 10/12/12 437 Go/No Go Decision 1 day Fri 11/16/12 Fri 11/16/12 441 Configurations Migrated to Production System 4 days Mon 11/19/12 Thu 11/22/12 442 Migrate Configurations content to Production Environment 1 day Mon 11/19/12 Mon 11/19/12 440 443 Test Knowledgebase in Production 2 days Tue 11/20/12 Wed 11/21/12 442 444 Fix any issues/defects 1 day Thu 11/22/12 Thu 11/22/12 443 445 Milestone: City Sign-off of Respond in Production 0 days Thu 11/22/12 Thu 11/22/12 444 446 Milestone: Production Environment Ready for Use 0 days Thu 11/22/12 Thu 11/22/12 445 447 Final Acceptance 40 days Fri 11/23/12 Thu 1/17/13 448 Conduct Final Acceptance with City 20 days Fri 11/23/12 Thu 12/20/12 446 449 Issue Resolution 20 days Fri 12/21/12 Thu 1/17/13 448 450 Milestone: Final Acceptance 0 days Thu 1/17/13 Thu 1/17/13 449 451 452 Telephony/IVR Application Implementation 61.5 days Tue 8/21/12 Wed 11/14/12 453 Requirements 7 days Tue 8/21/12 Wed 8/29/12 454 Hold planning workshop with Elgin 1 day Tue 8/21/12 Tue 8/21/12 8FS+15 days 455 Gather/Validate additional requirements 2 days Wed 8/22/12 Thu 8/23/12 454 456 Develop Function Requirement Document (FRD) 2 days Fri 8/24/12 Mon 8/27/12 455 457 Review Workshop for FRD 1 day Tue 8/28/12 Tue 8/28/12 456

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 2 ID Task Name Duration Start Finish Predecessors April 4/1 4/8 458 Update FRD with Elgin's feedback 1 day Wed 8/29/12 Wed 8/29/12 457 459 Design 17 days Thu 8/30/12 Fri 9/21/12 460 Review FRD with Development Team 2 days Thu 8/30/12 Fri 8/31/12 458 461 Review and define announcements 1 day Mon 9/3/12 Mon 9/3/12 460 462 Obtain approval for announcements 1 day Tue 9/4/12 Tue 9/4/12 461 463 Develop IVR Design document 3 days Mon 9/3/12 Wed 9/5/12 460 464 Deliverable: IVR Requirements (FRD) and Design Document 0 days Wed 9/5/12 Wed 9/5/12 463 465 Review design with Elgin and obtain concurrence 10 days Thu 9/6/12 Wed 9/19/12 464 466 Update documents with feedback from review 2 days Thu 9/20/12 Fri 9/21/12 465 467 Mikestone: IVR Design Sign-off 0 days Fri 9/21/12 Fri 9/21/12 466 468 Development & Testing 32.5 days Mon 9/24/12 Wed 11/7/12 469 IVR Development 19.5 days Mon 9/24/12 Fri 10/19/12 470 Validate Circuit (City already has circuit) 0.5 days Mon 9/24/12 Mon 9/24/12 467 471 Develop/configure IVR feature 15 days Mon 9/24/12 Mon 10/15/12 470 472 Record Announcements (City will provide voice talent) 2 days Mon 9/24/12 Tue 9/25/12 467 473 Load Announcements 1 day Wed 9/26/12 Wed 9/26/12 472 474 Unit test Utility Inquiry 2 days Mon 10/15/12 Wed 10/17/12 471 475 Unit test Utility Payment 2 days Wed 10/17/12 Fri 10/19/12 474 476 Milestone: IVR Application Developed 0 days Fri 10/19/12 Fri 10/19/12 475 477 IVR Testing 14 days Mon 9/24/12 Thu 10/11/12 478 Develop IVR UA Test Plan 5 days Mon 9/24/12 Fri 9/28/12 482 Review Test Plan with City 10 days Wed 9/26/12 Tue 10/9/12 479 483 Update Test Plan with feedback from City 2 days Wed 10/10/12 Thu 10/11/12 482 484 Deliverable: IVR Test Plan, Scripts and Cases 0 days Thu 10/11/12 Thu 10/11/12 483 485 Milestone: IVR Testing Protocol Approved 0 days Thu 10/11/12 Thu 10/11/12 484 486 Conduct Testing 13 days Fri 10/19/12 Wed 11/7/12 487 Perform System Test 4 days Fri 10/19/12 Thu 10/25/12 476 488 Perform Integration Test 2 days Thu 10/25/12 Mon 10/29/12 487 489 Perform User Acceptance Testing 7 days Mon 10/29/12 Wed 11/7/12 488 490 Perform UAT 4 days Mon 10/29/12 Fri 11/2/12 491 Fix defects 2 days Fri 11/2/12 Tue 11/6/12 490 492 Retest UAT 1 day Tue 11/6/12 Wed 11/7/12 491 493 Obtain Sign-off 0 days Wed 11/7/12 Wed 11/7/12 492 494 Milestone: City Signoff on IVR 0 days Wed 11/7/12 Wed 11/7/12 493 495 System Deployment & Training 5 days Wed 11/7/12 Wed 11/14/12 496 Develop Deployment plan 5 days Wed 11/7/12 Wed 11/14/12 493 497 Go / No Go Decision 1 day Wed 11/7/12 Thu 11/8/12 494 498 Production Cutover of IVR 1 day Thu 11/8/12 Fri 11/9/12 497

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 3 ID Task Name Duration Start Finish Predecessors April 4/1 4/8 499 Milestone: IVR Operational 0 days Fri 11/9/12 Fri 11/9/12 498 500 501 Close Project 2 days Fri 1/18/13 Mon 1/21/13 450,499

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 4 May June July August S 4/8 4/15 4/22 4/29 5/6 5/13 5/20 5/27 6/3 6/10 6/17 6/24 7/1 7/8 7/15 7/22 7/29 8/5 8/12 8/19 8/26

5/4

7/12 7/19 Unisys Project Manager / BA 7/30

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 5 May June July August S 4/8 4/15 4/22 4/29 5/6 5/13 5/20 5/27 6/3 6/10 6/17 6/24 7/1 7/8 7/15 7/22 7/29 8/5 8/12 8/19 8/26

Unisys IVR L Unisys IVR Unisy Unis

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 6 May June July August S 4/8 4/15 4/22 4/29 5/6 5/13 5/20 5/27 6/3 6/10 6/17 6/24 7/1 7/8 7/15 7/22 7/29 8/5 8/12 8/19 8/26 Un

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 7 May June July August S 4/8 4/15 4/22 4/29 5/6 5/13 5/20 5/27 6/3 6/10 6/17 6/24 7/1 7/8 7/15 7/22 7/29 8/5 8/12 8/19 8/26

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 8 eptember October November December January 9/2 9/9 9/16 9/23 9/30 10/7 10/14 10/21 10/28 11/4 11/11 11/18 11/25 12/2 12/9 12/16 12/23 12/30 1/6 1/13 1/20

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 9 eptember October November December January 9/2 9/9 9/16 9/23 9/30 10/7 10/14 10/21 10/28 11/4 11/11 11/18 11/25 12/2 12/9 12/16 12/23 12/30 1/6 1/13 1/20

Unisys Business Analyst / Trainer Unisys Business Analyst / Trainer 9/25 City Trainer Unisys Business Analyst / Trainer 10/10

11/26

RockSolid Technical Resource Unisys Lead Interface Developer Unisys Lead Interface Developer 11/22 11/22

City

1/17

Lead Developer R Lead Developer ys IVR Lead Developer isys IVR Lead Developer

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 10 eptember October November December January 9/2 9/9 9/16 9/23 9/30 10/7 10/14 10/21 10/28 11/4 11/11 11/18 11/25 12/2 12/9 12/16 12/23 12/30 1/6 1/13 1/20 nisys IVR Lead Developer

Unisys IVR Lead Developer Unisys IVR Lead Developer Unisys IVR Lead Developer Unisys IVR Lead Developer 9/5 Unisys IVR Lead Developer Unisys IVR Lead Developer 9/21

City Telephony/CTI Expert,Unisys IVR Lead Developer Unisys IVR Lead Developer[50%],Unisys IVR Developer # 2[50%] Unisys IVR Lead Developer Unisys IVR Lead Developer Unisys IVR Lead Developer,Unisys IVR Developer # 2 Unisys IVR Lead Developer,Unisys IVR Developer # 2 10/19

Unisys IVR Lead Developer Unisys IVR Lead Developer 10/11 10/11

Unisys IVR Developer # 2 Unisys IVR Developer # 2

Unisys IVR Lead Developer Unisys IVR Lead Developer Unisys IVR Lead Developer 11/7 11/7

Unisys IVR Developer # 2 City Project Manaer City Telephony/CTI Expert

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 11 eptember October November December January 9/2 9/9 9/16 9/23 9/30 10/7 10/14 10/21 10/28 11/4 11/11 11/18 11/25 12/2 12/9 12/16 12/23 12/30 1/6 1/13 1/20 11/9

Unisy

Task Milestone External Tasks Project: City of Elgin 311 Implementat Split Summary External MileTask Date: Mon 3/5/12 Progress Project Summary Split

Page 12 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.12 Forms

In this section Unisys has provided our Statement of Understanding as well as the following required forms from Section 9 of the RFP in this section of our proposal.

. Sub Section A – Sample City of Elgin Agreement . Sub Section B – City of Elgin, Illinois Sexual Harassment – Policies and Program . Sub Section C – City of Elgin, Illinois Certification Requirements . Sub Section D – City of Elgin, Illinois Equal Employment Written Commitment Guidelines . Sub Section E – City of Elgin, Illinois Tax/Collusion/Debarment/Prevailing Wage/Legal Status of Employees Affidavit

Required Attachments 8‐33 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.12.1 Unisys Statement of Understanding

This proposal has been prepared in accordance with Unisys understanding of the requirements set forth in the City of Elgin (the “City”) Request for Proposal (the “RFP”) for the Acquisition of Constituent Relationship Management (CRM) Solution and Build Out of a 311 Call Center release date January 20, 2012. All information contained in this proposal represents Unisys best estimates. However, since the actual results in your particular operations may vary from those indicated in the proposal due to variations in your environment, the final determination that the proposed services meet your requirements must be yours.

The charges contained in this proposal are provided in accordance with Unisys understanding of the information provided by the City at this time and are subject to change if the final requirements are different than what was understood by Unisys. Unisys reserves the right to modify the prices, schedules, all of which will be reassessed when final contract terms are negotiated and the specifications are finalized. Further, the prices and schedules referenced in this proposal assume that Unisys is allowed to use any Unisys subsidiaries and/or suppliers to perform any of the proposed work.

This proposal contains confidential information of Unisys and/or its suppliers. In consideration of the receipt of this document, the City agrees not to reproduce or make this information available in any manner to persons outside the group directly responsible for evaluation of its contents and to use such information solely for the purpose of evaluating this proposal, except as may be required by applicable public access law and/or regulation. Any other use of this information is prohibited. It is understood that all rights and ownership of all Unisys and salesforce.com intellectual property and confidential information contained in this proposal shall be retained by the respective party.

The City of Elgin and Unisys will not become legally bound to each other unless and until a formal written contract has been executed on behalf of both parties by their respective authorized representatives. This proposal and the prices/rates included herein are based on the terms and conditions of the attached Unisys Systems Integration Agreement (a copy is included in this response) and salesforce.com’s software license terms (a copy of which shall be provided if Unisys is down selected), support terms (a copy is included in this response) and maintenance terms (a copy is included in this response). Please note that Unisys takes exceptions to some of the terms in the RFP, including but not limited to the terms and conditions in Sub Section A (sample contract), but is willing to negotiate in good faith and incorporate any additional terms and conditions the City of Elgin believes should be included in the final contract. However, the pricing included in this proposal is based on the Unisys standard commercial terms normally used by Unisys for this type of transaction and as such, Unisys reserves the right to reprice the proposed products and services accordingly based on the final terms.

Required Attachments 8‐34 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

NO WARRANTIES OF ANY NATURE ARE EXTENDED BY THIS PROPOSAL. The only warranties made by Unisys, if any, with respect to the services described in this document are set forth in the finalized contract signed by the parties. Unisys cannot accept any financial or other responsibility that may be the result of your use of the information in this guide, including direct, indirect, special or consequential damages. All brands and products referenced in this proposal are acknowledged to be trademarks or registered trademarks of their respective owners.

All prices and charges quoted in this proposal are exclusive of any applicable taxes, including VAT, and shall remain valid for one hundred eighty (180) calendar days from the date of the proposal.

Required Attachments 8‐35 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.12.2 Sub Section A – Sample City of Elgin Agreement

Please refer to the Unisys Statement of Understanding in the previous section regarding this form.

Required Attachments 8‐36

UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.12.3 Sub Section B – City of Elgin, Illinois Sexual Harassment – Policies and Program

Form provided in orginial response.

Required Attachments 8‐40 UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.12.4 Sub Section C – City of Elgin, Illinois Certification Requirements

Unisys has provided our signed copy of Sub Section C on the following page.

Required Attachments 8‐41

UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.12.5 Sub Section D – City of Elgin, Illinois Equal Employment Written Commitment Guidelines

Unisys has provided our completed form on the following pages.

Required Attachments 8‐43

UNISYS REVISED RESPONSE TO THE CITY OF ELGIN CONSTITUENT RELATIONSHIP MANAGEMENT (CRM) AND BUILD OUT OF A 311 CALL CENTER REQUEST FOR PROPOSAL #12‐008

8.12.6 Sub Section E – City of Elgin, Illinois Tax/Collusion/Debarment/ Prevailing Wage/Legal Status of Employees Affidavit

Form provided in orginial response.

Required Attachments 8‐46