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HomeMy WebLinkAbout057478-A2R4 - General - Contract - Sandoval Custom Creations, Inc.CSC No. 57478-A2 R4 SECOND AMENDMENT AND FOURTH RENEWAL TO FORT WORTH CITY SECRETARY CONTRACT NO. 57478 This Second Amendment and Fourth Renewal is entered into by and between the City of Fort Worth ("City,") a Texas home rule municipality, and Sandoval Custom Creations, Inc. ("Vendor"). City and Vendor are each individually referred to herein as a "party" and collectively referred to as the "parties." WHEREAS, on April 26, 2022, the parties entered into City Secretary Contract No. 57478 (the "Agreement") to provide goods and services pursuant to Texas Department of Information Resources ("DIR") Contract No. DIR-CPO-4702 (the "Cooperative Agreement"); WHEREAS, on March 20, 2026, DIR and Vendor executed a replacement to the Cooperative Agreement, DIR-CPO-6130 (the "Successor Contract"); WHEREAS, the current term of the Agreement expires on April 28, 2026; and WHEREAS, it is now the collective desire of the parties to amend the Agreement to incorporate and align its terms with the Successor Contract and renew the Agreement for an additional one-year renewal term. 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 amended to incorporate and align its terms with the Successor Contract, DIR-CPO-6130, attached hereto to this Second Amendment and Fourth Renewal as Exhibit A-1 and Exhibit B-1 of the Agreement. H. RENEWALS The Agreement is hereby renewed for a one-year Renewal Term beginning April 29, 2026 and set to expire March 20, 2027, in alignment with the Successor Contract. III. 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 RECORD CITY SECRETARY FT. WORTH, TX Second Amenchnent and Fourth Renewal to Fort Worth City Secretary Contract No. 57478 Page 1 of 4 [Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:] City: AANI IA — By: Dianna Giordano (Apr 20, 2026 11:33:41 CDT) Name: Dianna Giordano Title: Assistant City Manager Date: 04/20/2026 Sandoval Custom Creations, Inc. BY: 'SQACL Name: Sara Swaney Title: COO Date: 04/08/2026 CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: Name: Kevin Gunn Title: Director, IT Solutions Approved as to Form and Legality: By: Canadaco Paqliara Name: Candace Pagliara Title: Sr. Assistant City Attorney Contract Authorization: M&C: N/A Approval Date: N/A Form 1295: N/A 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. Oe'�l�► By: Pete Rizzo (Apr 9, 2026 14:03:42 CDT) Name: Pete Rizzo Title: Sr. IT Solutions Manager City Secretary: 4 F � �� ORT�O9d0 dig 1_° P,Q.-6. aIl6nn�aog4`a By: /Vj Name: Jannette Goodall Title: City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Second Amendment and Fourth Renewal to Fort Worth City Secretary Contract No. 57478 Page 2 of 4 Exhibit A-1 Texas Department of Information Resource DIR-CPO-6130 Pricing Index (Attached) Second Amenchnent and Fourth Renewal to Fort Worth City Secretary Contract No. 57478 Page 3 of 4 •Technology.. Network Optix Sandoval APPENDIX C — PRICING INDEX DIR-CPO-6130 CategoryBrand Video Surveillance Software DISCOUNT OF Price 5.00% EA Sandoval Custom Creations Video Surveillance Software (SaaS) 5.00% EA Ancora Video Surveillance Hardware 5.00% EA Axis Video Surveillance Hardware 10.00% EA Canon Video Surveillance Hardware 12.00% EA Ericsson Network Security Hardware 5.00% EA Hanwha Video Surveillance Hardware 5.00% EA Peplink Network Security Hardware 5.00% EA Reconyx Video Surveillance Hardware 5.00% EA Sandoval Custom Creations Video Surveillance Hardware 5.00% EA Sandoval Custom Creations Miscellaneous Surveillance Hardware & Components 5.00% EA Semtech Network Security Hardware 5.00% EA Volume Discount Brand Name Axis Quantity5. By 10+ units Per Order Discount add 2.00% Canon 10+ units Per Order- add 2.00% Sandoval Custom Creations 10+ units Per Order add 5.00% NOTE: Vendor's quote to DIR Customers shall include the Administrative Fee. The fee will be added to the Firm Fixed Price and/or MSRP after the DIR Discount % off MSRP is applied. Exhibit B-1 Texas Department of Information Resource DIR-CPO-6130 Contract (Attached) Second Amenchnent and Fourth Renewal to Fort Worth City Secretary Contract No. 57478 Page 4 of 4 STATE OF TEXAS DEPARTMENT OF INFORMATION RESOURCES MASTER COOPERATIVE CONTRACT Sandoval Custom Creations, Inc. 1 INTRODUCTION 1.1 Parties This contract for Law Enforcement, Surveillance, and Security Monitoring Technology Products 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 15th Street, Suite 1300, Austin, Texas 78701, and Sandoval Custom Creations, Inc., a Colorado For -Profit Corporation (hereinafter "Successful Respondent"), with its principal place of business at 605 County Line Road, Suite A, Palmer Lake, Colorado 80133. This contract becomes effective on the date on which the last party to sign affixes its signature. 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 DIR-CPO-TMP-594 on June 19, 2025, for Law Enforcement, Surveillance, and Security Monitoring Technology Products and Services (the "RFO"). Upon execution of all Contracts, a notice of award for DIR-CPO-TMP-594, shall be posted by DIR on the Electronic State Business Daily. 1.3 Order of Precedence For transactions under this Contract, the order of precedence shall be as follows: 1. This Master Cooperative Contract; 2. Appendix A, Standard Terms and Conditions; 3. Appendix B, Successful Respondent's then current VetHUB Subcontracting Plan (HSP); 4. Appendix C, Pricing Index; 5. Exhibit 1, RFO DIR-CPO-TMP-594, including all Addenda; DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 6. Exhibit 2, Successful Respondent's Response to RFO DIR-CPO-TMP-594, including all Addenda. 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" and together with the "Initial Term," the "Term"). Prior to expiration of the Initial Term and each Renewal Term (excluding the final 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. Additionally, DIR, in its sole discretion, may extend the final Renewal Term by up to twelve (12) months under the then -current terms and conditions upon thirty (30) days written notice to Successful Respondent. 3 PRODUCT AND SERVICE OFFERINGS The products and services available under this Contract are limited to the products and services provided in Appendix C, Pricing Index. At DIR's sole discretion, Successful Respondent may make changes to its product and service offerings by a mutually agreed amendment to Appendix C, Pricing Index, provided that any changes must be within the scope of the RFO. 4 PRICING 4.1 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). 4.2 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 DIR-CPO-TMP-594 Page 2 of 9 Version 1.1 Rev. 1 /5/26 DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 applicable, as specified in Appendix C, Pricing Index. Successful Respondent shall not establish a List Price or MSRP for this Contract or 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, WSW% 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 by Successful Respondent at a lower price to: (i) an Eligible Customer who is not purchasing those products or services under this Contract, or (ii) to any other customer under the same terms and conditions provided 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 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. 4.3 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. DIR-CPO-TMP-594 Page 3 of 9 Version 1.1 Rev. 1 /5/26 DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 5 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. DIR reserves the right to change the DIR Administrative Fee during the Term, upon written notice to Successful Respondent without amending this Contract. C. The DIR Administrative Fee for any Customer purchase shall be the rate in effect on the date of the Purchase Agreement. 6 CONTRACT WEBPAGE REQUIREMENTS In addition to the requirements listed in Appendix A, Section 8.4, Internet Access to Contract and Pricing Information, Successful Respondent shall include the following with its webpage: A. Approved PDAA Form; B. Warranty policies; and C. Return policies. 7 USE OF DESIGNATED RESELLERS 7.1 Authorization to Use Designated Resellers Subject to the conditions in this Section, Successful Respondent may designate resellers to provide the products and services available under this Contract to Customers (such resellers, "Designated Resellers") under the terms and conditions of this Contract. Designated Resellers may enter into Purchase Agreements with Customers on behalf of Successful Respondent and perform Successful Respondent's obligations thereunder. For the avoidance of doubt, Successful Respondent shall remain responsible for obligations to DIR arising under the Contract. 7.2 Responsibility for Designated Resellers A. Successful Respondent shall be responsible for its Designated Reseller's performance of and compliance with the Contract and all Purchase Agreements DIR-CPO-TMP-594 Page 4 of 9 Version 1.1 Rev. 1 /5/26 DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 issued thereunder to the same extent as if Successful Respondent had directly entered into such Purchase Agreements. B. Successful Respondent shall enter into agreements with its Designated Resellers that are consistent with the terms of this Contract. The terms of this Contract take precedence over any conflicting terms in the agreements between Successful Respondent and Designated Resellers to the extent such terms relate to the performance of this Contract. C. Successful Respondent shall not contractually prohibit or otherwise attempt to prevent its Designated Resellers from participating directly in DIR or Eligible Customer procurements or solicitation opportunities. 7.3 Designation and Removal Procedures A. Successful Respondent may add Designated Resellers only upon written authorization by DIR. B. For each Designated Reseller, Successful Respondent shall provide DIR with the entity's: 1. Legal name and assumed name, if applicable; 2. Business address; 3. Comptroller of Public Accounts identification number; 4. Contact email address and phone number; and 5. Any other information reasonably requested by DIR. C. DIR, in its sole discretion, may reject the addition or require the immediate removal of any Designated Reseller. DIR will make a good faith effort to provide reasonable notice to Successful Respondent of the removal of any Designated Reseller. D. Successful Respondent may submit a request to DIR to remove a Designated Reseller. Successful Respondent shall provide DIR with any information reasonably requested by DIR related to such removal request, and the parties will cooperate to remove the Designated Reseller as soon as reasonably practicable. E. Upon removal of a Designated Reseller, any Purchase Agreements entered into with such Designated Resellers will survive in accordance with the terms of such DIR-CPO-TMP-594 Page 5 of 9 Version 1.1 Rev. 1 /5/26 DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 Purchase Agreement and Section 4.5, Appendix A, Standard Terms and Conditions. Successful Respondent will remain responsible for the performance of such Purchase Agreement in accordance with Section 7.2 above. F. Upon designation or removal of Designated Resellers, Successful Respondent shall comply with the requirements of the VetHUB program and revise its VetHUB Subcontracting Plan (HSP) accordingly. 8 NOTIFICATION All notices, demands, designations, certificates, requests, offers, consents, approvals, and other instruments given pursuant to this Contract shall be in writing and shall be validly given on: (i) the date of delivery if delivered by email, facsimile transmission, mailed by registered or certified mail, or hand delivered, or (ii) three (3) Business Days after being mailed via United States Postal Service. All notices under this Contract shall be sent to a party at the respective address indicated below or to another address as the party shall have notified the other party in writing. 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: dircontractmanaaementoffice@dir.texas.aov With copy to the DIR Contract Manager. See Appendix A, Section 10.2, Contract Managers. If sent to Successful Respondent: Shaun Sandoval Sandoval Custom Creations, Inc. 605 County Line Road Suite A Palmer Lake, Colorado 80133 Phone: (303) 918-3878 DIR-CPO-TMP-594 Page 6 of 9 Version 1.1 Rev. 1 /5/26 DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 Email: Shaun@sccicovert.com Notices issued pursuant to a Purchase Agreement between Successful Respondent and Customer shall be made in accordance with the Purchase Agreement. 9 ADDITIONAL AGREEMENTS 9.1 Definition of Additional Agreements "Additional Agreements" include any terms and conditions governing products or services purchased under this Contract that are incorporated into or made applicable to a Purchase Agreement but are not included in the list of documents in Section 1.3, Order of Precedence, hereof. Additional Agreements may be included in, but are not limited to, a Statement of Work, fiscal purchase orders, software licensing agreements, service agreements, leasing agreements, or any linked, click -through, supplemental, or affixed terms or conditions, regardless of when such additional terms and conditions are incorporated into or made applicable to a Purchase Agreement. For the avoidance of doubt, Additional Agreements include terms and conditions governing products or services purchased under this Contract that are incorporated by the publisher or manufacturer of the product or service. 9.2 Authority to Enter Into Additional Agreements A. Subject to the conditions in this Section, Successful Respondent and a Customer may enter into Additional Agreements. The terms and conditions of such Additional Agreements will be reviewed, negotiated, and agreed upon between the Customer and Successful Respondent. DIR has not reviewed and will not review any Additional Agreements, and is not a party to any Additional Agreements. a. Amendments or updates to Additional Agreements shall not be made without Customer's express consent, unless Customer has expressly agreed otherwise. 9.3 Precedence of Contract A. All Additional Agreements are subject to the Contract. The terms and conditions of the Contract shall take precedence over any conflicting terms and conditions DIR-CPO-TMP-594 Page 7 of 9 Version 1.1 Rev. 1 /5/26 DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 of any Additional Agreement. Successful Respondent and Customers may not alter this order of precedence. B. If any Additional Agreement purports to take precedence over or supersede the terms and conditions of the Contract, the conflicting terms and conditions will be void and inapplicable to the Contract and the Purchase Agreement. Successful Respondent will be nonetheless obligated to perform the applicable Purchase Agreement without regard to the conflicting terms and conditions, unless Customer elects instead to terminate such Purchase Agreement, which may be considered a termination for cause in accordance with Section 12.5.3, Appendix A, Standard Terms and Conditions. 10 AUTHORIZED EXCEPTIONS TO APPENDIX A, STANDARD TERMS AND CONDITIONS No exceptions have been agreed to by DIR and Successful Respondent. (Remainder of this page intentionally left blank.) DIR-CPO-TMP-594 Page 8 of 9 Version 1.1 Rev. 1 /5/26 DIR Contract No. DIR-CPO-6130 Sandoval Custom Creations, Inc. — 841543696 This Contract is executed to be effective as of the date of last signature. Sandoval Custom Creations, Inc. Authorized By: Signature on file Name: Shaun Sandoval Title: Chief Executive Officer Date: 3/10/2026 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: 3/20/2026 Office of General Counsel: Signature on File Date: 3/20/2026 DIR-CPO-TMP-594 Page 9 of 9 Version 1.1 Rev. 1 /5/26 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Sandoval Custom Creations, Inc. Subject of the Agreement: Second Amendment and Fourth Renewal to CSC 57478 for Sandoval Custom Creations, Inc. M&C Approved by the Council? * Yes ❑ No M If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes 0 No ❑ 57478-A2R4 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 0 If unsure, see backpage for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 0 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: April 29, 2026 If different from the approval date. Expiration Date: March 20, 2027 If applicable. Is a 1295 Form required? * Yes ❑ No 21 *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 0 No ❑ Contracts need to be routed for CSO processing in the followingorder: rder: 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.