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HomeMy WebLinkAbout055856-A12E1 - General - Contract - Ubeo, LLCcsc No. 55856-A 12 E 1 TWELFTH AMENDMENT AND FIRST EXTENSION TO FORT WORTH CITY SECRETARY CONTRACT NO. 55856 This Twelfth Amendment and First Extension is entered into by and between the City of Fort Worth ("City,") a Texas home rule municipality, and Ubeo, LLC ("Vendor.") City and Vendor are each individually referred to herein as a"party" and collectively referred to as the "parties." WHEREAS, City and Vendor entered into an Agreement identified as City Secretary Contract No. 55856 beginning June 17, 2021 (the "Agreement,") utilizing the Texas Department of Information Resources ("DIR") No. DIR-CPO-4435 (the "Cooperative Contract"); WHEREAS, on October 28, 2025, DIR and Vendor eXecuted a replacement to the Cooperative Contract, DIR-CPO-5413 (the "Successor Contract"); WHEREAS, the current term of the Agreement expires on June 30, 2026; and WHEREAS, it is now the collective desire of the parties to amend the Agreement to incorporate and align the terms of the Successor Contract, DIR-CPO-5413, and extend the term of the Agreement through October 28, 2026. NOW, THEREFORE, the parties, acting herein by the through their duly authorized representatives, enter into the following agreement: I. AMENDMENTS The Agreement is hereby amended to incorporate the Successor Contract, DIR-CPO-5413, attached hereto as E�ibit B-1 and Exhibit F, and extend the term of the Agreement through October 28, 2026 in alignment with the Successor Contract. II. MISCELLANEOUS All other terms, provisions, conditions, covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. [Signature Page Follows] OFFICIAL RECC7RD CITY SECRETARY FT. WORTH, TX Twelfth Amendment and First Extension to Fort Worth City Secretary Contract No. 55856 Page 1 of 4 [Executed effective as of the date signed by the Assistant City Manager below.] /[ACCEPTED AND AGREED:] City: G�AlUY�.�It�� B�7; Dlanna Giordano (Feb 24, 2026 11:38:43 CST) Name: Dianna Giordano Title: Assistant City Manager �ate: 02/24/2026 Ubeo, LLC �/'A� 4Y �J�/tlAH By. Sct�Hanson(Feb 9.2026 08 55 3'GSTJ Name: Scott Hanson Tltle: VP/GM Date: 02/19/2026 CITY OF FORT WORTH 1NTERNAL ROUTING PROCESS: Approval Recommended: /-� � By: / Name: Kevin Gunn Title: Director, IT Solutions Approved as to Form and Legality: Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. B : .A� .A�,�a Y Name: Angela Alonzo Title: Sr. Administrative Services Manager Ca�r�lace �a�Gia�a By. Gandaca P�gl�i�ra (Feb 23 2 6 09�.44�.28 GST) Name: Candace Pagliara Title: Sr. Assistant City Attorney Contract Authorization: M&C: 21-0235 Approved: 4/6/2021 1295:2021-703506 City Secretary �-��c % .,�� By: �I Name: Jannette Goodall Title: City Secretary 4 4onnb d� FpRT�aad C°�� � � ��9�C �o° o"�� PVS o=d Cap'� °oo o ° *� °aan aezAsa�a �FFICIAL RECORD CITY SECRETARY FT. WORTH, TX Twelfth Amendment and First Extension to Fort Worth City Secretary Contract No. 55856 Page 2 of 4 EXHIBIT B-1 Texas Department of Information Resources Contract No. DIR-CPO-5413 (Attached) Twelfth Amendment and First Extension to Fort Worth City Secretary Contract No. 55856 Page 3 of 4 STATE OF TEXAS N DEPARTMENT OF INFORMATIO RESOURCES CO RACT FOR PRODUCT, SERVICES, AND RELATED SERVICES Ricoh USA, Inc. 1 INTRODUCTION 1.1 Parties This contract for Managed Print Services, Printers, Copiers, 3D Printers, Scanning, Plotting and Facsimile Equipment and Related Services; Document Imaging Services/Solutions; Enterprise Content Management Products, Software and Services (this "Contract") is entered into between the State of Texas, acting by and through the Department of Information Resources (hereinafter "DIR") with its principal place of business at 300 West 15t" Street, Suite 1300, Austin, Texas 78701, and Ricoh USA, Inc., a Delaware Corporation (hereinafter "Successful Respondent"), with its principal place of business at 300 Eagleview Blvd. Exton, PA 19341. 1.2 Compliance with Procurement Laws This Contract is the result of compliance with applicable procurement laws of the State of Texas. DIR issued a solicitation on the Comptroller of Public Accounts' Electronic State Business Daily, Request for Offer (RFO) DIR-CPO-TMP-583, on 11/03/2023, for Managed Print Services, Printers, Copiers, 3D Printers, Scanning, Plotting and Facsimile Equipment and Related Services; Document Imaging Services/Solutions; Enterprise Content Management Products, Software and Services (the "RFO"). Upon execution of all Contracts, a notice of award for DIR-CPO-TMP-583, shall be posted by DIR on the Electronic State Business Daily. 1.3 O der of Precedence A. For transactions under this Contract, the order of precedence shall be as follows: 1. this Contract; 2. Appendix A, Standard Terms and Conditions; 3. Appendix B, Successful Respondent's Historically Underutilized Businesses Subcontracting Plan; 4. Appendix C, Pricing Index; DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. - 230334400 5. Appendix D, Master Operating Lease Agreement; 6. Appendix E, Master Lease Agreement; 7. Appendix F, Maintenance and Sale Agreement; 8. Appendix G, Service Agreement; 9. Appendix H, Statement of Work; 10. Appendix I, Statement of Work Conversion Services; 11. Exhibit 1, RFO DIR-CPO-TMP-583, including all Addenda; and 12. Exhibit 2, Successful Respondent's Response to RFO DIR-CPO-TMP-583, including all Addenda. B. Each of the foregoing documents is hereby incorporated by reference and together constitute the entire agreement between DIR and Successful Respondent. 1.4 Definitions Capitalized terms used but not defined herein have the meanings given to them in Appendix A, Standard Terms and Conditions. 2 TERM OF CONTRACT The initial term of this Contract shall be up to two (2) years commencing on the date of the last signature hereto (the "Initial Term"), with one (1) optional two-year renewal and one (1) optional one-year renewal (each, a"Renewal Term"). Prior to expiration of the Initial Term and each Renewal Term, this Contract will renew automatically under the same terms and conditions unless either party provides written notice to the other party at least sixty (60) days in advance of the renewal date stating that the party wishes to discuss amendment or non-renewal. 3 OPTION TO EXTEND Successful Respondent agrees that DIR may require continued performance under this Contract at the rates specified in this Contact following the expiration of the Initial Term or any Renewal Term. This option may be exercised more than once, but the total extension of performance hereunder shall not exceed ninety (90) calendar days. Such extension of services shall be subject to the requirements of the Contract, with the sole and limited exception that the original date of termination shall be extended pursuant DIR-CPO-TMP-583 Page 2 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 to this provision. DIR may exercise this option upon thirty (30) calendar days written notice to the Successful Respondent. 4 PRODUCT AND SERVICE OFFERINGS Products and services available under this Contract are limited to the technology categories defined in Request for Offer DIR-CPO-TMP-583 for Managed Print Services, Printers, Copiers, 3D Printers, Scanning, Plotting and Facsimile Equipment and Related Services; Document Imaging Services/Solutions; Enterprise Content Management Products, Software and Services. At DIR's sole discretion, Successful Respondent may incorporate changes or make additions to its product and service offerings, provided that any changes or additions must be within the scope of the RFO. 5 PRICING 5.1 Pricing Index Pricing to Customers shall be as set forth in Appendix C, Pricing Index, and shall include the DIR Administrative Fee (as defined below). 5.2 Customer Discount A. The minimum Customer discount for all products and services will be the percentage off List Price (as defined below) or MSRP (as defined below), as applicable, as specified in Appendix C, Pricing Index. Successful Respondent shall not establish a List Price or MSRP for a particular solicitation. For purposes of this Section, "List Price" is the price for a product or service published in Successful Respondent's price catalog (or similar document) before any discounts or price allowances are applied. For purposes of this Section, "MSRP," or manufacturer's suggested retail price, is the price list published by the manufacturer or publisher of a product and available to and recognized by the trade. B. Customers purchasing products or services under this Contract may negotiate additional discounts with Successful Respondent. Successful Respondent and Customer shall provide the details of such additional discounts to DIR upon request. C. If products or services available under this Contract are provided at a lower price to: (i) an eligible Customer who is not purchasing those products or services DIR-CPO-TMP-583 Page 3 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 under this Contract, or (ii) to any other customer under the same terms and conditions provided for the State for the same products and services under this contract, then the price of such products and services under this Contract shall be adjusted to that lower price. This requirement applies to products or services quoted by Successful Respondent for a quantity of one (1), but does not apply to volume or special pricing purchases. Successful Respondent shall notify DIR within ten (10) days of providing a lower price as described in this Section, and this Contract shall be amended within ten (10) days to reflect such lower price. 5.3 Changes to Prices A. Subject to the requirements of this section, Successful Respondent may change the price of any product or service upon changes to the List Price or MSRP, as applicable. Discount levels shall not be subject to such changes, and will remain consistent with the discount levels specified in this Contract. B. Successful Respondent may revise its pricing by publishing a revised pricing list, subject to review and approval by DIR. If DIR, in its sole discretion, finds that the price of a product or service has been increased unreasonably, DIR may request that Successful Respondent reduce the pricing for the product or service to the level published before such revision. Upon such request, Successful Respondent shall either reduce the pricing as requested, or shall remove the product or service from the pricing list for this Contract. Failure to do so will constitute an act of default by Successful Respondent. 5.4 Shipping and Handling Prices to Customers shall include all shipping and handling fees. Shipments will be Free On Board Customer's Destination. No additional fees may be charged to Customers for standard shipping and handling. If a Customer requests expedited or special delivery, Customer will be responsible for any additional charges for expedited or special delivery. DIR-CPO-TMP-583 Page 4 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 6 DIR ADMINISTRATIVE FEE A. Successful Respondent shall pay an administrative fee to DIR based on the dollar value of all sales to Customers pursuant to this Contract (the "DIR Administrative Fee"). The amount of the DIR Administrative Fee shall be seventy-five hundredths of a percent (0.75%) of all sales, net of returns and credits. For example, the administrative fee for sales totaling $100,000 shall be $750. B. All prices quoted to Customers shall include the DIR Administrative Fee. DIR reserves the right to increase or decrease the DIR Administrative Fee during the term of this Contract, upon written notice to Successful Respondent without amending this Contract. Any increase or decrease in the DIR Administrative Fee shall be incorporated in the price to Customers. 7 INTERNET ACCESS TO CONTRACT AND PRICING INFORMATION In addition to the requirements listed in Appendix A, Section 7.2, Internet Access to Contract and Pricing Information, Successful Respondent shall include the following with its webpage: A. A current price list or mechanism to obtain specific contract pricing; B. MSRP/list price or DIR Customer price; C. Discount percentage (%) off MSRP or List Price; D. Warranty policies; and E. Return policies. 8 USE OF ORDER FULFILLERS 8.1 Authorization to Use Order Fulfillers Subject to the conditions in this Section 8, DIR agrees to permit Successful Respondent to utilize designated order fulfillers to provide products, services, and support resources to Customers under this Contract ("Order Fulfillers"). 8.2 Designation of Order Fulfillers A. Successful Respondent may designate Order Fulfillers to act as the distributors for products and services available under this Contract. In designating Order Fulfillers, Successful Respondent must be in compliance with the State's Policy on DIR-CPO-TMP-583 Page 5 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 Utilization of Historically Underutilized Businesses. DIR and Successful Respondent will agree on the number of Order Fulfillers that are Historically Underutilized Businesses as defined by the CPA. B. In addition to the required Subcontracting Plan, Successful Respondent shall provide DIR with the following Order Fulfiller information: Order Fulfiller name, Order Fulfiller business address, Order Fulfiller CPA Identification Number, Order Fulfiller contact person email address and phone number. C. DIR reserves the right to require Successful Respondent to rescind any Order Fulfiller participation or request that Successful Respondent name additional Order Fulfillers should DIR determine it is in the best interest of the State. D. Successful Respondent shall be fully liable for its Order Fulfillers' performance under and compliance with the terms and conditions of this Contract. Successful Respondent shall enter into contracts with Order Fulfillers and use terms and conditions that are consistent with the terms and conditions of this Contract. E. Successful Respondent may qualify Order Fulfillers and their participation under the Contract provided that: i) any criteria is uniformly applied to all potential Order Fulfillers based upon Successful Respondent's established, neutrally applied criteria, ii) the criteria is not based on a particular procurement, and iii) all Customers are supported under the criteria. F. Successful Respondent shall not prohibit any Order Fulfiller from participating in other procurement opportunities offered through DIR. 8.3 Changes in Order Fulfiller Successful Respondent may add or remove Order Fulfillers throughout the term of this Contract upon written authorization by DIR. Prior to adding or removing Order Fulfillers, Successful Respondent must make a good faith effort to revise its Subcontracting Plan in accordance with the State's Policy on Utilization of Historically Underutilized Businesses. Successful Respondent shall provide DIR with its updated Subcontracting Plan and the Order Fulfillers information listed above. 8.4 Order Fulfiller Pricing to Customer Order Fulfiller pricing to the Customer shall be in accordance with Section 5. 9 NOTIFICATION DIR-CPO-TMP-583 Page 6 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 All notices under this Contract shall be sent to a party at the respective address indicated below. If sent to the State: Lisa Massock or Successor in Office Chief Procurement Officer Department of Information Resources 300 W. 15t" St., Suite 1300 Austin, Texas 78701 Phone: (512) 475-4700 Email: dircontractmanagementoffice@dir.texas.gov If sent to Successful Respondent: Jason Hinshaw Ricoh USA, Inc. 300 Eagleview Blvd Exton, PA 19341 Phone: (972) 813-2974 Email Jason.Hinshaw@ricoh-usa.com 10 SOFTWARE LICENSE, LEASE, AND SERVICE AGREEMENTS 10.1 Software License Agreement A. Customers acquiring software licenses under this Contract shall hold, use, and operate such software subject to compliance with the Software License Agreement. Customer and Successful Respondent may agree to additional terms and conditions that do not diminish a term or condition in the Software License Agreement, or in any manner lessen the rights or protections of Customer or the responsibilities or liabilities of Successful Respondent. Successful Respondent shall make the Software License Agreement terms and conditions available to all Customers at all times. B. Compliance with the Software License Agreement is the responsibility of the Customer. DIR shall not be responsible for any Customer's compliance with the Software License Agreement. DIR-CPO-TMP-583 Page 7 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 10.2 Service Agreement Services provided under this Contract shall be in accordance with the Service Agreement as set forth in Appendix G of this Contract. No changes to the Service Agreement terms and conditions may be made unless previously agreed to by Successful Respondent and DIR. Successful Respondent and Customer may agree to terms and conditions that do not diminish or lessen the rights or protections of the Customer or the responsibilities or liabilities of Successful Respondent. 10.3 Statement of Work Services provided under this Contract shall be based on a Statement of Work (SOW) as set forth in Appendix H, Statement of Work, or Appendix I, Statement of Work Conversion Services, as applicable, of this Contract. Customers may negotiate the terms and conditions of a SOW to suit their business needs, so long as the negotiated terms and conditions do not diminish the terms and conditions of the Contract. 10.4 Master Operating Lease Agreement DIR and Successful Respondent hereby agree that Successful Respondent is authorized to utilize the Master Operating Lease Agreement in Appendix E of this Contract for Lessees that are Texas State Agencies or otherwise authorized to conduct lease transactions through DIR Contracts. 10.5 Master Lease Agreement DIR and Successful Respondent hereby agree that Successful Respondent is authorized to utilize the Master Lease Agreement in Appendix F of this Contract for DIR authorized entities as Lessees that are not Texas State Agencies or otherwise required by statute to utilize the Texas Public Finance Authority for such leasing transactions. Texas State Agencies that have the requisite capital authority and who are not required to utilize such authority via the Texas Public Finance Authority may or may not be eligible to utilize the Master Lease Agreement; each such agency must confer with its own counsel to make this determination. 11 CONFLICTING OR ADDITIONAL TERMS A. The terms and conditions of this Contract shall supersede any additional conflicting or additional terms in any additional service agreements, statement of work, and any other provisions, terms, conditions, and license agreements, DIR-CPO-TMP-583 Page 8 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 including those which may be affixed to or accompany software upon delivery (sometimes called shrink-wrap or click-wrap agreements), and any linked or supplemental documents, which may be proposed, issued, or accepted by Successful Respondent and Customer in addition to this Contract (such additional agreements, "Additional Agreements"), regardless of when such Additional Agreements are proposed, issued, or accepted by Customer. Notwithstanding the foregoing, it is Customer's responsibility to review any Additional Agreements to determine if Customer accepts such Additional Agreement. If Customer does not accept such Additional Agreement, Customer shall be responsible for negotiating any changes thereto. B. Any update or amendment to an Additional Agreement shall only apply to Purchase Orders for the associated product or service offering after the effective date of such update or amendment; provided that, if Successful Respondent has responded to a Customer's solicitation or request for pricing, any subsequent update or amendment to an Additional Agreement may only apply to a resulting Purchase Order if Successful Respondent directly informs such Customer of such update or amendment before the Purchase Order is executed. C. Successful Respondent shall not require any Additional Agreement that: i) diminishes the rights, benefits, or protections of Customer, or that alters the definitions, measurements, or method for determining any authorized rights, benefits, or protections of Customer; or ii) imposes additional costs, burdens, or obligations upon Customer, or that alters the definitions, measurements, or method for determining any authorized costs, burdens, or obligations upon Customer. D. If Successful Respondent attempts to do any of the foregoing, the prohibited documents will be void and inapplicable to this Contract or the Purchase Order between Successful Respondent and Customer, and Successful Respondent will nonetheless be obligated to perform such Purchase Order without regard to the prohibited documents, unless Customer elects instead to terminate such Purchase Order, which in such case may be identified as a termination for cause against Successful Respondent. 12 AUTHORIZED EXCEPTIONS TO APPENDIX A, STANDARD TERMS AND CONDITIONS DIR-CPO-TMP-583 Page 9 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 A. Appendix A, Section 4.4C Assignment, is hereby deleted and replaced in its entirety as follows: Notwithstanding the foregoing, Successful Respondent may assign to a subcontractor identified in Appendix B HUB Subcontracting Plan, upon written notification to DIR and the Customer, Successful Respondent's right, title, and interest, solely for financing purposes, in and to: (i) the products subject to any lease agreement(s) under this Contract; (ii) all payments and other amounts due and to become due thereunder with respect to the products; and (iii) all rights and remedies under this Contract with respect to the products, such payments and other amounts due. Any such assignment, however, does not excuse Successful Respondent from fulfilling their obligations outlined in the terms and conditions of either the Contract or the Purchase Order. B. Appendix A, Section 5 Intellectual Property Matters, is hereby deleted and replaced in its entirety as follows: This Contract does not contemplate, authorize or support acquisition of custom software, products, or services. If Successful Respondent and Customer seek to contract for such product or service, they must use a separate contract or seek amendment with DIR of this Contract. If DIR and Successful Respondent decide to authorize customized software or hardware products; then the intellectual property language will be negotiated and applied. C. Appendix A, Section 6A Terms and Conditions Applicable to State Agency Purchases Only, is hereby deleted and replaced in its entirety as follows: Under Texas Government Code, Chapter 2054, Subchapter M, and DIR implementing rules, DIR state agency and Institution of Higher Education Customers must procure EIR that complies with the Accessibility Standards defined in the Texas Administrative Codes 1 TAC 206, 1 TAC 213, and in the Worldwide Web Consortium WCAG 2.0 AA technical standard as applicable, and when such products or services are available in the commercial marketplace or when such products are developed in response to procurement solicitations. Successful Respondent hereby represents, certifies, and warrants that it and its DIR-CPO-TMP-583 Page 10 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 products and services comply with its then current Accessibility Conformance Reports. D. Appendix A, Section 10.1.2 Infringements, is hereby deleted and replaced in its entirety as follows: Successful Respondent shall have no liability under Section 10.1.1 A ii) if the alleged infringement is caused by: (a) use of the product or services for a purpose or in a manner not contemplated by this Contract or applicable documentation, (b) any modification made to the product without Successful Respondent's written approval, (c) any intellectual property right owned by or licensed to Customer, or (d) any use of the product or services by Customer that is not in conformity with the terms of any applicable license agreement. If Successful Respondent becomes aware of an actual or potential claim of an Infringement, or Customer provides Successful Respondent with notice of an actual or potential claim of an Infringement, Successful Respondent may (or in the case of an injunction against Customer, shall), at Successful Respondent's sole expense: (i) procure for Customer the right to continue to use the affected portion of the product or service, or (ii) modify or replace the affected portion of the product or service with functionally equivalent or superior product or service so that Customer's use is non-infringing. E. Appendix A, Section 11.2.1.1 Termination for Non-Appropriation by Customer, is hereby deleted and replaced in its entirety as follows: Customers may terminate Purchase Orders if funds sufficient to pay its obligations under the Contract are not appropriated: i) by the governing body on behalf of local governments; ii) by the Texas legislature on behalf of state agencies; or iii) by budget execution authority provisioned to the Governor or the Legislative Budget Board as provided in Chapter 317, Texas Government Code. In the event of non-appropriation, Successful Respondent will be provided ten (10) calendar days written notice of intent to terminate. In the event of such termination, Customer will not be in default or breach under the Purchase Order or the Contract, nor shall it be liable for any further payments ordinarily due under the Contract, nor shall it be liable for any damages or any other amounts which are caused by or associated with such termination. For the avoidance of doubt, products leased under Appendix D, Master Operating Lease Agreement or DIR-CPO-TMP-583 Page 11 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 Appendix E, Master Lease Agreement are also subject to the non-appropriation provisions of those agreements. F. Appendix A, Section 11.2.3 Termination for Convenience, is hereby deleted and replaced in its entirety as follows: With the exception of leases, pursuant to Appendix D, Master Operating Lease Agreement or Appendix E, Master Lease Agreement, that have been delivered and accepted, a Customer may terminate a Purchase Order by giving the other party thirty (30) calendar days' written notice. G. Appendix A, Section 11.2.7 Successful Respondent Rights Under Termination, is hereby deleted and replaced in its entirety as follows: In the event a Purchase Order expires or is terminated, a Customer shall pay all amounts due for products or services ordered prior to the effective expiration or termination date and ultimately accepted, including any applicable fees agreed to in such Purchase Order. (Remainder of this page intentionally left blank.) DIR-CPO-TMP-583 Page 12 of 13 Version 1.0 Rev. 3/21 /23 DIR Contract No. DIR-CPO-5413 Ricoh USA, Inc. — 230334400 This Contract is executed to be effective as of the date of last signature. Ricoh USA, Inc. Authorized By Signatue on File Name: Jason Hinshaw Title: Director of Sales Date' 10/24/2025 � 12:30 PM CDT The State of Texas, acting by and through the Department of Information Resources Authorized By Signature on File Name: Lisa Massock Title: Chief Procurement Officer Date' 10/28/2025 � 6:26 PM CDT Office of General Counsel: Initials on File Date' 10/28/2025 � 3:51 PM CDT DIR-CPO-TMP-583 Page 13 of 13 Version 1.0 Rev. 3/21 /23 Vendor Certification of Compliance with Governor Abbott's Executive Order 48 Relating to Contract DIR-CPO-5413 By signature of Respondent's authorized officer or agent below, Respondent hereby certifies and represents to DIR the following: 1. The individual signing below is an authorized officer or agent of Respondent, and is duly authorized to sign this document and to contractually bind Respondent to a contract resulting from submission of its Response to DIR- CPO-TM P-583; 2. Respondent certifies that neither it, nor its holding companies or subsidiaries, is: (a) listed in Section 889 of the 2019 National Defense Authorization Act; (b) listed in Section 1260H of the 2021 National Defense Authorization Act; or (c) owned by the government of a country on the U.S. Department of Commerce's foreign adversaries list under 15 C.F.R Section 791.4; or (d) controlled by any governing or regulatory body located in a country on the U.S. Department of Commerce's foreign adversaries list under 15 C.F.R Section 791.4. Ricoh USA, Inc. (Respondent) Siqnature on File Signature of Respondent Officer or Agent Jason Hinshaw Name of Respondent Officer or Agent (please print) Director of Sales Title of Respondent Officer or Agent 10/24/2025 � 12:30 PM CDT Date EXHIBIT F DIR-CPO-5413 Pricing Index (Attached) Twelfth Amendment and First Extension to Fort Worth City Secretary Contract No. 55856 Page 4 of 4 APPENDIX C Ricoh USA, Inc. DIR-CPO-5413 � RICOH I RICOH I RICOH I RICOH I RICOH I RICOH I RICOH I RICOH MPS (Managed Print Services) Volume Band M1 Volume Band M2, IM C300F Volume Band M3 A4 system I M 5000, I M 7000, A3 system IM 9000 Pro 8300s, Pro C5300s IM C2510 IM C530FB 67.00% 68.00% 60.00% 70.00% 74.00% 65.00% 67.00% 73.00% DIS (DOCUMENT IMAGING SERVICES) RICOH Imaqinq Services 5.00% RICOH ECM (ENTERPRISE CONTENT MANAGEMENT) Enterprise Content manaaement 15.00% Hardware (Evaluated by Brand Discount) RICOH I RICOH I RICOH I RICOH I RICOH IXANTE IEFI ICOLEX I ROSETTA I EPSON I ROLAND IDUPLO I KODAK NON MFD PRINTERS (1-30 ppm & 31-49 ppm) NON MFD PRINTERS (50PPM+) NON MFD WIDE FORMAT, ACCESSORY NON MFD SCANNERS NON-MFD: SCANNERS Hardware Hardware Hardware Hardware Hardware Hardware Hardware Hardware 30.00% 38.00% 50.00% 5.00°/a 30.00% 5.00°/a 5.00% 5.00°/a 5.00% 5.00°/a 5.00% 5.00°/a 5.00% Page 1 of 2 SERVICE DETAILS RICOH NON-OEM Technical Services 10.00% �SOFTWARE I RICOH I RICOH I RICOH Technical Services Services/Relocation Hard Drive surrender Installations/Surge Protectors 1.00°/a 15.00% 5.00°/a 30.00% Page 2 of 2 NON-OEM Softwa re SOFTWARE 5.00% M&C Review A CITY COUNCIL AGEND Create New From This M8�C DATE: CODE 4/6/2021 REFERENCE N O.. P TYPE: **M&C 21- 0235 CONSENT LOG NAME: PUBLIC HEARING: Page 1 of 2 Official site of the City of Fort Worth, Texas FflRT�'4'ORTH -�� 13P UBEO MANAGED PRINT SERVICES ITS ADK NO SUBJECT: (ALL) Authorize Execution of an Agreement with UBEO, LLC, for Printers and Multi- Functional Device Leases and Managed Services Using Cooperative Contract DIR-TSO- 4435 in the Combined Amount Not to Exceed $7,500,000.00 over a Five Year Term for Ongoing Operations and a One-Time Amount of $42,680.00 for the Relocations of Devices RECOMMENDATION: It is recommended that the City Council authorize the execution of an agreement with UBEO, LLC, for printers and multi-functional device leases and managed services using cooperative contract DIR- TSO-4435 in the combined amount not to exceed $7,500,000.00 over a five year term and a one-time amount of $42,680.00 for the relocations of devices. DISCUSSION: The City currently leases multi-functional devices and desktop printers from UBEO, LLC under a Lease Agreement that was awarded in 2008 (M&C P-10860, October 7, 2008). After a thorough assessment, IT Solutions staff determined the most efficient and cost-effective solution is to execute a new agreement to allow for continued services. The City will lease copiers and multi-functional devices for a period of 60 months, with an approximate effective date of June 15, 2021. As a part of the Print Management Program refresh, the 1,153 devices currently in use will be upgraded to new, state of the art equipment prior to the start of the next term. City departments will use the machines for various document duplication tasks, including but not limited to copying, scanning, and faxing. The cost of the lease covers the device, maintenance, service, and all supplies with the exception of paper. It is anticipated that the annual cost will not exceed $1,500,000.00 to include the monthly lease charges, printing costs and overages, short term leases, and additional services as needed. In addition to ongoing operating services, Ubeo, LLC will provide the City with moving services as departments are transitioned from existing locations to the new City Hall. Based on the current number of devices in service and available square footage of the new building, staff project a one-time cost of $42,680.00 to relocate approximately half of the utilized devices. DIR-TSO-4435 is currently set to expire on September 25, 2024. In the event that the cooperative contract is renewed, extended, or a new agreement is executed, the Lease Agreement will continue for the remainder of the 60-month term. In the event that the cooperative contract is not renewed or replaced, the Lease Agreement will be terminated. COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under a Cooperative Purchasing Agreement satisfies any state law requiring that the local government seek competitive bids for the purchase of the item. The contract was competitively bid to increase and simplify the purchasing power of government entities across the State of Texas. SUCCESSOR CONTRACT - In the event that a cooperative contract is not renewed, staff would cease purchasing at the end of the last Purchase Agreement coinciding with the valid cooperative contract. If the City Council were to not appropriate funds for a future year, staff would stop making http://apps. cfwnet.org/council�acket/mc_review.asp?ID=28785 &councildate=4/6/2021 3/4/2025 M&C Review Page 2 of 2 purchases when the last appropriation expires, regardless of whether the then-current Purchase Agreement has expired. The City initially use these cooperative contracts to make purchases authorized by this M&C. The cooperative contracts expire on various dates. If a cooperative contract is extended, this M&C authorizes the City to purchase similar services under the extended contracts. If a cooperative contract is not extended, but a new cooperative contract is executed with the respective vendor with substantially similar terms as the previous cooperative contract, this M&C authorizes the City to purchase the services under the new cooperative contract. M/WBE OFFICE - An MBE/SBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity. ADMINISTRATIVE AMENDMENT - An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. AGREEMENT TERMS - Upon City Council's approval, the agreements will begin upon execution and expire in accordance with DIR-TSO-4435 or applicable successor contract. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current operating budget, as previously appropriated, in the participating departments' Operating Funds to support the approval of the above recommendation and execution of the agreement. Prior to any expenditure being incurred, the participating departments have the responsibility to validate the availability of funds. BQN\\ TO Fund ' Department ID FROM Fund Department � ID Account Project I Program ' Activity Budget Reference # Amount , ID Year (Chartfield 2) Account Project Program Activity Budget Reference # ID Year (Chartfield 2) Submitted for Citv Manaaer's Office bv: Oriqinatinq Department Head: Additional Information Contact: ATTACHMENTS SAMs.pdf (CFW Internal) Ubeo 1295 Form.pdf (CFW Internal) Jay Chapa (5804) Valerie Washington (6192) Reginald Zeno (8517) Kevin Gunn (2015) Cynthia Garcia (8525) Ashley Kadva (2047) Amount http://apps. cfwnet.org/council�acket/mc_review.asp?ID=28785 &councildate=4/6/2021 3/4/2025 FORT ��RTH� City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Ubeo, LLC Sub�eCt Of the Agreement: Twelfth Amendment and First Extension to CSC No. 55856 with Ubeo, LLC M&C Approved by the Council? * Yes 8 No ❑ If �so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes 8 No ❑ 55856-A�2E� If �so, provide the original contract number and the amendment number. Is the Contract "PermanenY'? *Yes ❑ No 8 If �unsure, see back page for pernianent contract listing. Is this entire contract Confidential? *Yes ❑ No 8 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: Expiration Date: october 28, 2026. If different from the approval date. If applicable. Is a 1295 Form required? * Yes 8 No ❑ *If �so, please ensure it is attached to the approving M&C or attached to the contract. Proj ect Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 8 No ❑ Contracts need to be routed for CSO processin� in the followin� order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.