Agenda packet — City Council and Authorities Concurrent, August 30, 2022 (part 4 of 11)

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AGREEMENT FOR THE PERFORMANCE OF SERVICES

BY AND BETWEEN THE

CITY OF SANT A CLARA, CALIFORNIA,
AND
RICOH USA, INC.

EXHIBIT A

SCOPE OF SERVICES
The Services to be performed for the City by the Contractor under this Agreement are more fully described below.

GENERAL
The following constitutes the Scope of Services for th is Agreement with the City of Santa Clara for staff facilities within the City boundaries, where equipment or services are requested.

The City desires to build a strong partnership with a Multi Functional Device ("MFD") and print managed serv ices vendor that will assist in achieving the following objectives:
■ Create and implement an optimization and standardization roadmap for the City's MFDs, printers, faxes, and scanners (output tleet)
■ Reduce the City 's total cost of ownership in regards to the output fleet throughout the City ■ Contractor shalh1se reasonable commercial efforts to provide excellent customer service to the City.
■ Contractor using @remote, will present quarterly "GREE N" repo1ts in a form to be prov.ided · by Contractor.
■ Evaluate and recommend document flow improvements
2 PROJECT OVERVIEW
The initial requiTement of Contractor shall be to replace the existing MFDs located at various City locations which are at end of lease under prior contract.

Contractor shall manage a turnkey MFD program for the City including providin g, delivery and installation of l\1FDs, consultation with City staff, order management, training, maintenance , all ,, consumables (except paper), MFD moves and MFD removal.
3 EQUIPMENT AND SERVICE REQUIREMENTS

3.1 'MFD' S

3.·1. I Contractor shall provide leased MFD equipment, models to be finalized in the recommendation stage of assessme nt and agreed upon by both Parties,

3.1.2 All MFDs will have the ability to scan to desktops, network folder and email, and will have Active Directory integration,
3 .1.3 MFDs and Printers will be able to produce clean, acceptab le images using a minimum of 30% post consumer waste recycled paper made for iinage purposes, Agreement with Ricoh USA, Inc./Scope of Services/Exhibit A Page 1 of9 Rev. 02/01/15 94300vl

3.1.4 Upon request by Customer, Contractor will provide Data0verwriteSecurity System (DOSS), a Contractor product designed to overwrite the sector of the hard drive used for data processing after the completion of each job to prevent recovery.

3.1.5 MFDs will be able to use both PCL and postscript drivers and be capable to default to black and white and duplex printing for cost efficiencies. Universal print drivers are set up and maintained by the Information Technology Department,

3.1.6 MFDs will be capable of reporting potential issues, trigger re-ordering of supplies etc., via network connection, and Contractor will provide proactive service based on this information as part of this Agreement through @Remote services,

3.1.7 On-line program management and reporting for the City is requested for fleet specific and overview information, supplies ordering, usage, up-time, invoicing, etc,

3.1.8 Contractor will provide user codes feature to account for prints/ copies on MFDs to operating departments. MFDs are required, unless specifically waived, to be capable of holding up to 100 users, employing a five (5) digit print/copy code and an on demand report functionality to coincide with the billing for these print/copies,

3.1.9 All proposed equipment will be "New" and will not have been used 'since manufacture and shall be current models of current technology in current production. All MFDs will be supported in accordance with the Agreement for a minimum eighty-four (84) months from install.

3.1.10 MFD's will be maintained, configured, and repaired by the Contractor.

Contractor will interact with City Information Technology Department to coordinate configurations and protocols,

3.1.11 MFD's will be workflow application capable for an additional product and cost,

3.1.12 The following additional features are available for consideration in this contract:
• Smart Card access control capabilities
▪ Follow Me Print options
• OCR options
• Mobile print options

3.2 ENVIRONMENTAL SUSTAINABILITY:

During the term of this Agreement and any extension(s) of such term, Contractor agrees that its Products will be compliant with the following environmental specifications:
• Complies with the EPA ENERGY STAR® Program Requirements for imaging equipment (www.energystar.gov), and equipped with reasonable recovery time from ENERGY STAR® power management modes;
• Uses returnable, recyclable or remanufactured toner cartridges; • Contains materials made with recycled content and is designed for remanufacturing and reuse of parts;
• Does not emit ozone, dust or styrene above EPA ENERGY STAR® Program Requirements.

Agreement with Ricoh USA, Inc./Scope of Services/Exhibit A

Page 2 of 9 ends

Rev. 02/01/15 94300v1

3.3 CUSTOMER SUPPORT SERVICES:

Most City offices operate Monday tlu·ough Friday, 7:00 am - 6:00 pm. Certain office·s operate twenty-four hours per day , seven days per week. MFDs provided via this Agreement will be placed in various City offices and buildings throughout the City of Santa Clara and will be serviced from 8:00am to 5:00pm. A few locations are two and three-story buildings.

The Conh·actor will provide ongoing online and telephone support regarding the use of the equipment to City staff. . The Contractor will provide contact person(s) names(s) and telephone number(s) for the telephone support, sales suppo1t, service support and field service technicians.

3.4 EQUIPMENT UPTIME
Each device provided by the Contractor will perform in accordance with manufacturer's specifications for a minimum quarterly average of 97% calculated based on an eight hour work day over a consecutive three-month period . Preventative and interim maintenance time shall not be included in the minimum nor any downtime not under Contractor's control.

Any device that is consistently below the 97% uptime standard for any three consecutive month periods will be reviewed for replacement. If Contractor determines replacement is required, such replacements will be at no-charge to the City. This performance guarantee shall apply for the tenn of the Agreement beginning with the delive1y/acceptance date of the equipment. In the event of Contractor 's failure to meet the 97% uptime standard, the City shall be entitled to a 5% service credit based on the cost per copy charge for that device on that qua,ter's billing invoice. This service credit shall not be deemed under any circumstances to limit, reduce or otherwise alter the equipment payment obligations of the City under this Agreement, or under any equipment lease or equipment sale agreement between the City and Ricoh Financial Services and/or Contractor, including, but not limited to, any Lease Agreement. In no event shall any credits payable by Contractor exceed the service charges payable by the City under this Agreement. No service credits of any kind will be due or payable in the event that the City is in default of any obligations owing to the Contractor and/or Ricoh Financial Services.

If there are any constant/repetitive problems in the first 30 days, Contractor will automatically replace the MFD. If there is a consistent problem, the following remediation procedure will be followed:
l. If a Contractor unit has 3 services calls in any 30-day period for the same problem :
a. The Sales Department and the Director of Technology Services are notified , and
b. A technical specialist is immediately dispatched to the unit to make an assessment and attempt to conect the problem .

2. If there is one more service call within the next 30-day period for the same problem:

At Contractor's option, the unit may be replaced with a unit of the same product designation, or Contractor may repair the unit, provided however that (a) the • replacement unit may be a reconditioned or otherwise used unit rather than a new unit; and (b) if a replacement unit of the same product description as the unit it replaces is not available, the replacement unit may be a product of the same or greater capabilities.

Agreement with Ricoh USA, Inc.IS cope of Services/Exhibit A Page 3 of9 Rev. 02/01/15 94300vl
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3.5 REMEDIAL AND PREVENTIVE MAINTENANCE AND SUPPLIES:

Coverage offered in each instance, will be a fulJ service maintenance contract including all toner, developer, fuser, oil, drums, staples, repair paits, labor and preventative maintenance service. Contractor is not required to provide paper. Contractor will provide manufacturers' notices of discontinuing the production of any model furnished hereunder.

The Contractor will provide preventative and remedial maintenance service during 8:00 A.M. through 5:00 P.M. except on City holidays to keep the equipment in good working order. Unless otherwise noted, cost for service after hours and weekends is $200.00 per hour.

Preventative maintenance will be regularly scheduled and based on the specific needs of the equipment as determined by the manufactmer. On Call remedial maintenance will be performed on an as needed basis as determined by the City and/or determined by MFD diagnostics and "call-home" featmes .

An adequate inventory of spare parts will be available for repairs necessary to keep the MFDs operating . All maintenance will be performed by fully facto1y trained technicians.

The Conh·actor will only use OEM replacement parts and authorized supplies in the MFD equipment. The Contractor will be responsible to pickup and recycle of depleted toner caitridges or supply pre-address, prepaid return labels for shipping .

3.6 RESPONSE TIME:

The Maximum Standard Response Time (for a technician on site) allowed will be fom (4) hours from the time of any initial call, except as otherwise noted such as pre-arranged on call service. Service calls shall be completed within forty-eight hours from service call.

The Contractor will also provide VIP support services for the City Clerk's office MFD on all Thursday/Fridays preceding a council meeting. Contractor shall have a qualified technician in the immediate area to meet a 1-hour response time from initial call and shall be completed within 4 hours of initial call. Contractor may elect to store appropriate spares for the City Clerk's Office MFD at the City to aid in faster repair time. City shall be responsible for providing Contractor with a list of all Thursday/Friday's that precede a council meeting.

3.7 RESPONSE TIME CREDIT:

In the event of Contrnctor' s failure to respond with in a quaiterly average response of four (4) hours, the City shall be entitled to receive a service credit. The service credit shalJ be a one-time 3% credit after hour five on the cost per copy of the device on the quarterly invoice. This service credit shall not be deemed under any circumstances to limit, reduce or otherwise alter the equipment payment obligations of the City under this Agreement, or under any equipment lease or equipment sale agreement between the City and Ricoh Financial Services and/or Contractor, including, but not limited to, any Lease Agreement.

In 110 event shall any cre.dits payable by Contractor exceed the service charges payable by the City under this Agreement. No service credits of any kind will be due or payable in the event that the City is in default of any obligations owing to the Contractor and/or Ricoh Financial Services.

Contractor technology allows for repair testing and maintenance without per-copy charges.

Agreement with Ricoh USA, Inc./Scope of Services/Exhibit A Page 4 of9 Rev. 02/01/15 94300v1
All repair technicians dispatched to repair City MFDs and Maintenance Service will be fully aware of the conditions contained herein. Each qualified technician will also be trained in Customer Service and Customer Relation s.

3.8 LOANER:

If during a repair call it is detennined that an MFD cannot be repaired in place within 72 hours of the time a repair call is placed , another MFD of like size and features will be supplied at no cost other than the contract service/maintenance per copy charge in effect at the time. City will continue to pay the lease cost on the original device.

3.9 INSTALLATION, INSPECTION , AND ACCEPTANCE:

The Contractor will coordinate the installation phase with City staff. Upon installation, the City shall operate the MFD for thitty (30) days. All functions will work in the City's environment without difficulty or failure. The Contractor will be notified of any and every difficulty or failure. Should the MFD not pe1form in accordance with the requirements stated in this solicitation document to the satisfaction of City staff, the MFD will be removed at the Contractor's expense and the contract may be terminated. Upon successful performance of the MFD during this thiity-(30) day period , the MFD will be accepted and the contract shall begin .

3.10 RELOCATION :

An MFD may be relocated (after initial installation) two (2) times during the period at no charge to City. Thereafter, if the same MFD is relocated, it will be at the rate specified in the contract. Contractor shall include the fixed price for additional MFD relocations, if the Contractor perfo1111s the move. This does not include MFDs replaced or upgraded. 3 .11 CONTRACTOR' ·S REMOVAL AND SURRENDER OF THE EQUIPMENT:

At the end of each Lease Agreement, the City wi!J surrender the Equipment in accordance with Section 14 "Renewal; Return of Product " of the Lease Agreement and all as sociated Schedules.

3.12 TRAINING
Contractor shall provide training at no cost to the City for the term of the Agreement.

Initial same day training shall follow installation. MFD training shall be in accordance with manufacturer's specifications and shall cover the full spectrum of MFD function and features. On completion of the initial training , the Contractor will then schedule to revisit the sites, within 5-7 days of the installation and offer more in-depth training classes.

Contractor shall also provide a website with training materials than can be accessed through any web browser. Contractor shall provide ongoing training throughout the term of this Agreement. User manuals shall be provided with each MFD. 4 INVOICING
Contractor shall prepare a consolidated invoice listing for each separate MFD installation listing:
a) Invoice date and number
b) Purchase Order Contract Number
c) Location , Make Model and Serial Number
d) Number of copies invoiced
e) Current and previous reading
f) Date of meter reading.
g) Line item identifying response time service credits.

Agreement with Ricoh USA, Inc./Scope of Services/Exhibit A Rev. 02/01/15 94300vl ·

Page 5 ends

Invoices shall be submitted to:

City of Santa Clara
Finance/Accounts Payable
1500 Warbmton Avenue
Santa Clara, CA 95050
5 CONSUMABLES SUPPLIES
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5. l Contractor will provide all consumables required for proper equipment operation, with the exception of paper.

5.2 Contractor will establish and maintain a customer service operation for consumable supplies, including invento1y and procedures for ordering, shipping, invoicing, returns and reconciliations.
5 .3 The customer service operation will include a toll free number. Contractor will provide on line ordering capability with customization for use by the City. Orders will be delivered to-the department within 72 hours of being placed.
6 REPORT1NG AND MANAGEMENT
Quarterly'Review Meetings
Contractor and the City will work together to determine the quarterly review plan. Additional Contractor specialists are often included in these meetings to discuss various program areas. The agenda typically includes, but is not limited to, the following topics:
■ Reviewing program management repo1ts
■ Addressing any program-related issues or questions
■ Discussing ideas for ongoing program improvements
■ Reviewing Contractor's adherence to SLAs
■ Review of current qumterly invoice
■ Examining survey result(s), if applicable
■ Review of any escalation occurrences, if applicable
Management reports will be generated according to the City's requirements. Program metrics will be tracked through a database tracking tool and data will be captured on the@Remote tool.

All reports can be posted for viewing by designated Cjty authenticated users. Contractor will provide customized rep01ts to measure program components, adherence to SLAs and fleet data.

The reporting of the progress during the contractual engagement to the benchmarks and metrics established in the Project Plan. To the extent within Contractor's then current librmy of performance reports, Contractor will customize the reporting to valuable components the City decides upon. These customized reports, provided either ad hoc or at the monthly/quarterly business reviews wi 11 expand on such aspects as:
■
•
•
•
•
Total Spend (Hardware/Meter) & Spend by MFD
Service call history (By location and in aggregate)
Total service escalations
Uptime/Downtime with detail
Account activities
Agreement with Ricoh USA, Inc./Scope of Services/Exhibit A Rev. 02/01/15 94300vl

Page 6 ends

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7 . lMPLEMENTATION
Phase I -The Implementation
At the conclusion of the site assessment, Contractor will begin the deployment of the MFDs and associated software. These services include but are not limited to the supply and maintenance programs , 24 x 7 customer support line, and all services listed in thts contract. Services critical to the success of the Implementation Plan will be executed, including supply and service call automation, service requests via e-mail and the break-fix/City Help Desk integration .

Phase II - The Support Team
The details in this Phase circle around the activities after implementation and include the Monthly/Qua1terly Review Sessions , checks and balances to metrics , and validation of the TCO goals.
8 MAINTENANCE TERMS AND CONDITIONS

8.1 Maintenance Service. Contractor agrees to provide to City, during Contractor's nonnal business hours, the maintenance service necessary to keep the Equipment in, or restore the Equipment to, good working order in accordance with Contractor's policies then in effect. This maintenance service includes maintenance based upon the specific needs of individual Equipment , as determined by Contractor , and unscheduled, on-call remedial maintenance. For each unscheduled service call requested by the City, Contractor shall have a reasonable time within which to respond. Maintenance wiJI include lubrication, adjustments, and replacement of maintenance paits deemed necessary by Contractor. Maintenance parts will be furnished on an exchange basis, and the replaced parts become the prope1ty of Contractor. Maintenance service provided under this Agreement does not assure uninterrupted operation of the Equipment. If available, maintenar1ce service requested and perfmmed outside Contractor's normal business hours will be charged to the City at Contractor's applicable time and material rates and terms then in effect, unless Contractor and City have a written agreement providing foT after-hours maintenance service. This Agreement does not cover charges for installation of equipment or de-installation of equipment if it is moved. For purposes of these Maintenance Terms and Conditions , Equipment excludes any software and documentation described on the Order Form and/or incorporated or integrated in the Equipment.

8.2 Exclusions to Maintenance Service. Maintenance service provided by Contractor under this Agreement does not include: (a) Repair of damage or increase in service time caused by failure of City to provide continually a suitable installation environment with all facilities prescribed by Contractor, including, but not limited to, the failure to provide, or the failure of, adequate electrical power, air-conditioning, or humidity-control; (b) Repair of damage or increase in service time caused by: accident; disaster, which shall include but not to be limited to fo:e, flood, water, wind , and lightning; and ea1thquake; neglect; power transients; abuse or misuse; failure of the City to follow Contractor's published operating instructions; and unauthorized modifications or repair of Equipment by persons other than authorized representatives of Contractor; ( c) Repair of damage or increase in service time caused by use of the Equipment for purposes other than those for which designed; (d) Replacement of paits which are consumed in normal Equipment operation, unless specifically included; (e) Furnishing supplies or accessories , painting or refinishing the Equipment or furnishing the material therefore, inspecting altered Equipment, performing services connected with relocation of Equipment or adding or removing accessories, attachments or other devices ; (f) Repair of damage, replacement of paits ( due to other than normal wear) or repetitive service calls caused by use of incompatible supplies; (g) Complete unit replacement or refurbishment of the Equipment; (h) Electrical work external to the Equipment or maintenance of accessories, Agreement with Ricoh USA, Inc./Scope of Services/Exhibit A Page 7 of9 Rev. 02/01/15 94300vl
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attachments, or other devices not furnished by Contractor; (i) Increase in service time caused by City denial of full and free access to the Equipment or denial of departure from City's site. The foregoing excluded items, if perfonned by Contractor, will be charged to City at Contractor's applicable time and material rates then in effect.

8.3 Invoicing. Charges for maintenance service hereunder will consist of a Basic Maintenance Charge, and Meter Charges as stated below in this Agreement. The Basic Maintenance Charge as patt of the lease cost may be invoiced in advance. The Meter Charge will be invoiced qua1terly in arrears. The Basic Maintenance and Meter Charges for a pa1tial month's . service will be prorated 011 the basis of a thirty (30) day month. Payment is required within the period stated on the invoice.

8.4 Engineering Changes. Engineering changes, determined applicable by Contractor , will be controlled and installed by Contractor. Engineering changes which provide additional capabilities to the Equipment covered herein will be made at City's request at Contractor's applicable time and material rates and tenns then in effect.

8.5 Meter Charges. tf applicable, City also shall pay the monthly meter charges listed on the Order Form for each copy made on Equipment subject to this Agreement. The initial quarter following installation will include the first pmtial month (if applicable) and meter charges for such pmtial month will be prorated. Meter readings shall be provided 011 a qumterly basis by City at the request of Contractor.
. 8.6 Supplies. If supplies are included in the service provided under this Agreement, Contractor will supply black toner, ink and developer, unless otherwise stated in this Agreement , to City based upon nonnal yields. If City's usage of the supplies exceeds the normal yields for the equipment being serviced ~ Contractor will invoice and City agrees to pay, for the excess supplies at Contractor's current retail prices then in effect.
@Remote Services. Contractor may, at its discretion and dependent upon device capabilities , provide remote meter reading and equipment monitoring services using its@ Remote solution.

This may allow for the automation the meter reading and submission process, automatically place low toner ale1ts, automatically place service calls in the event of a critical device failure and to enable firmware upgrades. The meter count and other information collected by @ Remote ("Data") is sent on the Internet to remote servers some of which may be located outside the U.S. @Remote cannot and does not collect your document content or user information . Contractor uses reasonably available technology to maintain the security of the Data; however , you acknowledge that no one can guaranty security of information maintained on computers and on the Internet. Contractor retains full rights to the Data (but not your documents or information), which it or its authorized third parties may use to service your equipment. Contractor may also use the Data for its normal business purposes including product development and marketing research , however, the Data wi11 not be provided to market research consultants in a form that personally identifies you. Contractor may dispose of the Data at any time and without notice. The @Remote technology is the confidential and proprietary information of Contractor and/or its licensors protected by· copyright, trade secret and other laws and treaties. Contractor retains full title, ownership and all intellectual property rights in and to @Remote .

8.7 City Obligations. City shall provide a proper place for the Equipment in accordance with the environmental specifications of the manufacturer. City shall provide "360 degree" service access to the Equipment subject to City's usual security procedures and shall use the Equipment in accordance with the instructions of the manufacturer.

Agreement with Ricoh USA, Inc.IS cope of Services/Exhibit A Page 8 of9 Rev. 02/01/15 94300vl
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8.8 Use of Contractor Recommended Supplies. Contractor products are designed to provide optimal performance with Contractor recommended supplies, including toner, developer and fuser oil. In the event City uses other than Contractor recommended supplie s, and if such supplies are defective or not acceptable for use with the Equipment and cause abnormally frequent service calls or service problems, Contractor may, at its option assess a surcharge or terminate any maintenance obligations . If so terminated , City will be offered service on a time and materials basis at Contractor's then prevailing rates. It is not a condition that City use only Contractor brand supplies.

8.9 Data Management Services, Notwithstanding anything to the contrary set fm1h in this Agreement , the parties aclrnowledge and agree tbat Contractor shall have no obligation to remove , delete, preserve, maintain or otherwise safeguard any information , images or content retained by or resident in any Products serviced and maintained by Contractor, whether through a digital storage device , hard drive or other electronic medium ("Data Management Services"). If desired, City may engage Contractor to perform Data Management Services at then-prevailing rates . City acknowledges that City is responsible for ensuring its own compliance with legal requirements in connection with data retention and protection and that Contractor does not provide legal advice or represent that the Products and Services will guarantee compliance with such requirements . The selection, use and design of any Data Management Services, and any decisions arising with respect to the deletion or storage of data, as well as the loss of any data resulting therefrom, shall be the sole and exclusive responsibility of City.

Agreement with Ricoh USA, Inc./Scope of Services/Exhibit A Page9of9 · Rev. 02/01/15 94300vl
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AGREEMENT FOR THE PERFORMANCE OF SERVICES

BY AND BETWEEN THE

CITY OF SANT A CLARA, CALIFORNIA,
AND
RICOH USA, INC.

EXHIBITB

FEE SCHEDULE
Consultant shall provide a schedule of rates and fees which includes all billing amounts and costs as follows (if applicable), such as:

Lease pricing for MFDs, Consumable costs (included), Repair & Maintenance costs (included) Actual Print usage costs. Ricoh U.S. Communities Mast Lease Agreement and Product Schedule, Ricoh Order Agreement and Equipment Removal / Buyout Authorization Documents attached here.

In no event shall the amount billed to City by Contractor for services under this Agreement exceed One Million, Four Hundred Thousand dollars ($1,400,000.00), over the term of the Agreement, subject to budget appropriations.

Agreement with Ricoh USA, Inc.Fee Schedule /Exhibit B Page 1 of 1 Rev. 02/01/15 94300vl
County of Fairfax, Virg'inia
To protect and enrich the quality of life for the people, neighborhoods and diverse communities of Fairfax County Ricoh Americas Corporation
5 Dedrick Place
West Caldwell, NJ 07006
Attention: Vince A. Roma, Vice President, Business Development Reference: RFP2000000264; Multi-Function Devices and Related Services Dear Mr. Roma:

Acceptance Agreement
Contract Number: 4400003732
This acceptance agreement signifies a contract award to Ricoh Americas Corporation for Multi-Function Devices and Related Services. The period of the contract shall be from date of award through June 30, 2016, with six (6) one-year renewal periods· or any combination thereof. ·
The contract award shall be in accordance with:
1) This Acceptance Agreement;
2) The Terms and Conditions of RFP20000_00264 and all Addenda; 3) The signed Memorandum of Negotiation.

Please note that this is not an order to proceed. A Purchase Order constituting y_our notice to proceed will be issued to your firm. Please provide your Insurance Certificate according to Special Provision Section 20, as negotiated, within 1 O days after receipt of this letter.

Sincerely,
Cathy A Mu , CPPO
Director/County Purchasing Agent
Department of Purchasing & Supply Management
I 2000 Government Center Parkway, Suite 427
. Fairfax, VA 22035-0013
Website: www.fairfaxcounty.gov/dpsm
Phone 703-324-3201 , TTY: 1-800-828-1140, Fax: 703-324-3228 l
I l
County of Fairfax, Virginia
To protect and enrich the quality of life for the people, neighborhoods and diverse communities of Fairfax County Ricoh Americas Corporation
5 Dedrick Place
West Caldwell, NJ 07006
FEB 11 2013
Attention: Vince A. Roma, Vice President, Business Development Reference: RFP2000000264; Multi-Function Devices and Related Services Dear Mr. Roma:

Acceptance Agreement
Contract Num!Jer: 440003732
This acceptance agreement signifies a contract award to Ricoh Americas Corporation for Multi-Function Devices and Related Services. The period of the contract shall be from date.of award through June 30, 2016, with· six (6) one-year renewal periods or any combination thereof.

The contract award shall be in accordance with:
1) This Acceptance Agreement;
2) The Terms and Conditions of RFP2000000264 and all Addenda; 3) The signed Memorandum of Negotiation.

Please note that this is not an order to proceed. A Purchase Order constituting your notice to proceed will be issued to your firm. Please provide your Insurance Certificate according to Special Provision Section 20, as negotiated, within 1 O days after receipt of this letter.

Sincerely,
Cathy A. Muse, CPPO
~ Director/County Purchasing Agent
Department of Purchasing & Supply Management
12000 Government Center Parkway, Suite 427
Fairfax, VA 22035-0013
. Website: www .fairfaxcounty.gov/dpsrn
Phone 703-324-3201, TTY: l-800 ~828-1140, Fax: 703-324-3228 t
County of Fairfax, Virginia
To protect and enrich the quallty of life for the people, neighborhoods and diverse communities of Fairfax County

MEMORANDUM OF NEGOTIATION
RFP2000000264
Multi-Function Devices and Related Services
US Communities (National Award)
The County of Fairfax (hereinafter called the •county") and Ricoh Americas Corporation (hereinafter called the "Contractor") hereby agree to the following in the execution of Contract 4400003732 (hereinafter called the "Contracr) for the provision of Multi-Function Devices and Related Services as specified in RFP2000000264. The Contract contains the following items:
a. County's R~uest for Proposal, RFP2000000264 and all Addenda; b. Contractor's Technical and Business Proposals as amended by this Memorandum o_f Negotiation;
c. Contractor's revised Pricing Schedule dated October 5, 2012, (any reference to pricing term(s) being valid other than at minimum the first 365 days of the contract award date, are hereby removed (Ref. email dated February 6, 2013 from Stu Parker of Ricoh)}; d. Contractor's response to Clarification Questions dated July 24, 2012; e. Contractor's response to Clarification Questions dated July 25, 2012; f. Contractor's response to ecommerce Clarification dated July 27, 2012; g. · Contractor's response to Clarification Questions dated August 10, 2012; h. Contractor's follow up to Negotiations dated August 30, 2012; L Contractor's follow up to Negotiations dated September 20, 2012; j. Contractor's Negotiation Items Fairfax Final dated February 6, 2013 (proprietary and confidential);
k. Contractor's Clarification Table (USC);
I. RICOH Master Lease Agreement (USC Sample For all PPA's); m. RICOH Software Financing Agreement (USC Sample);
n. RICOH Master Agreement (Services} (USC Sample)
o. RICOH Service Order (USC Sample);
p. RICOH Sale and Maintenance Agreement (USC Sample);
q. RICOH Professional Services Statement of Work (USC Sample); r. This Memorandum of Negotiation;
s. County's Purchase Order;
t. Any subsequent amendments to the Contract;
The following provisions ~re negotiated and are Incorporated into the Contract:"

1. Contract Clarification Table. The Contractor's Clarification Table ("Clarification Table") _shall take precedence over any other document in the Contract. Should there be a conflict of terms and conditions not identified in the Contractor's Clarification Table, then the terms and conditions of RFP 2000000264, Addenda, and subsequent mutually agreed upon Contract Amendments shall govern.

Department of Purchasing and Supply Management
12000 Gove.riunent Center Pnrkway, Suite 427
Fairfax, VA 22035
Website: www:fairfaxcounty.gov/dpsm
Phone: 703-324-3201, ITV: l-800-828-1140, FBI: 703-324-3228 (
Memorandum ofNegotiation
Contract 4400003932
Page2
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2. Tennination for Convenience (Ref. RFP2000000264 Exhibit 1, Paragraph 32). The Contract may be terminated in whole or In part by the County In accordance with this clause whenever the County Purchasing Agent shall detennine that such a termination is in the best interest of the County. Any such termination shall be effected by delivery to the Contractor at least thirty (30) working days prior to the termination date of a Notice of Termination specifying the extent to which perfonnance shall be terminated and the date upon which termination becomes effective. Payment in full shall be made to the Contractor by the County for completed service, but no amount shall be allowed for anticipated profit on unperformed se'rvlces. Notwithstanding the foregoing, any termination of the Contract shall not affect any individual agreements the Contractor has in place with individual Participating Public Agencies prior to the effective date of the termination of the Contract. ·

3. Prlcfng and Model Updates. Ricoh's pricing is based on a discount from the MSRP of a device. When an existing product Is being replaced with a new model, the discount established by the original product will be applied to the MSRP of the replacement model.

If new products are introduced that are not specifically replacing existing devices (i.e. additional products added into a segment) the discount percentages established for those products already in that segment will be applied to the MSRP of the additional product Introductions.

Contractor will provide the County with a revised pricing schedule whenever products are changed or added. Once approved by the County, a Contract Amendment will be issued confuming acceptanCf;t of the revised price schedule.

ACCEPTED BY:
~_£_,
VENDOR'S REPRESENTATIVE V/ Alt!-cr~ ~H'l/J
TITLE VI Cc t°et::s; .2:>IFV7
Cathy A. Mu . CPPO
County Purch sing Agent
Dile
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County of Fairfax, Virginia
Date: MAY 1 8 2016
AMENDMENT NO. 5
CONTRACT TITL.E: Multi-Function Devices and Related Services

CONTRACTOR
Ricoh USA, Inc.
70 Valley Stream Parkway
Malvern, PA 19355

SUPPLIER CODE
1000011520
CONTRACT NO.
4400003732
By mutual agreement, Contract 4400003732 is hereby renewed for three (3) years, effective July 1, 2016 through June 30, 2019.

All other terms and conditions remain the same.

Acceptance:

L~' BY:· --t--- -(S..;;;;l_gn-a-tu-¼-)-=;;.._ - ----
Vice President - Public Sector
(Title)
Tom Brown
(Printed}
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Cathy A. Muse, CPPO
ff oirector/County Purchasing Agent
DISTRIBUTION:

Finance - Accounts Payable/e
DIT - Hilde Kjersgard/e
DIT - Afsaneh Tibbs/e
DIT - David Foeehterle/e
FCPS - Jean Welsh/e
5-11-2016
(Date)
Contractor
Contract Specialist - T. Stewart
ACS, Team 1 - J. Waysome-Tomlin
FCPS- Kim Dickinson/e
FCPS - Jim Wise/e
Department of Purchasing & Supply Management
12000 Government Center Parkway, Suite 427
Fairfax, VA 220.35-0013
Webslte: www .feirfaxcounty.gov/dpsm
Phone (703) 324-3201, TTY: 1-800- 828-1140, Fax: (703) 324-3228 ! !
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County of Fairfax, Virgi'nia
Date: AUG 1 2 2015
AMENDMENT NO. 4
CONTRACT TITLE: Multi-Function Devices and Related Services

CONTRACTOR
Ricoh Americas Corporation
5 Dedrick Place
West Caldwell, NJ 07006

SUPPLIER CODE
1000011520
CONTRACT NO.
4400003732
By mutual agreement, Contract 4400003732 is hereby amended · by deleting the document entitled "RICOH Master Lease Agreement (USC Sample For all PPA's)", attached as item (I) to the Memorandum of Negotiation of the Acceptance Agreement dated February 11; 2013, and replacing it with a new item (I), a copy of which is attached her:eto ..

All other prices, terms and conditions remain the same. cathyAMue, CPPO
Director/County Purchasing Agent
DISTRIBUTION:

Finance -Accounts Payable/e
DIT - Tonya Mills/e
DIT - Ron Shoram/e
DIT - David Foechterle/e
FCPS - Jean Welsh/e
Contractor
Contract Specialist - T. Stewart
ACS, Team 1 - J. Waysome-Tomlin
FCPS - Kim Dickinson/e
FCPS - Jim Wise/e
Department of Purchasing & Supply Management
12000 Government Center Parkway, Suite 427
Fairfax, VA 2,2035-0013
Website: www.fairfaxcounty.gov/dpsm
Phone (703) 324-3201, TTY: 1-800-828-1140, Fax: (703) 324-3228 .County · of Fairfax, Virginia
----
Date: APR 15 2014
AMENDMENT NO. 3
CONTRACT TITLE: Multi-Function Devices and Related Services

CONTRACTOR
Ricoh Americas Corporation
5 Dedrick Place
West Caldwell, NJ 07006

VENDOR CODE
1000011520
CONTRACT NO.
4400003732
By mutual agreement, Contract 4400003732 is hereby amended to incorporate Ricoh's pricing schedule titled "U.S. Communities 2013 Purchase/ Lease/ Full Maintenance", Ricoh Master Pricing Agreement April 2014, and the Ricoh subcontractor list titled "Subcontractor form - 2012 Fairfax RFP updated 2.1.2014, the documents may be found at http://www .uscommunities.org/.

All other prices, terms and conditions remain the same. ·ca~~z1~-
Director/County Purchasing Agent
DISTRIBUTION:

Finance - Accounts Payable/e
DIT - Hilde Kjersgard/e
DIT - Afsaneh Tibbs/e
DIT - David Foechterle/e
FCPS - Jean Welsh/e
Contractor
Contract Specialist - T. Stewart
ACS, Team 1 - J. Waysome-Tomlin
FCPS - Kim Dickinson/e
FCPS - Jim Wise/e
Department of Purchasing & Supply Management
12000 Government Center Parkway, Suite 427
Fairfax, VA 22035-0013
Website: www.fairfaxcounty.gov/dpsm
Phone (703) 324-3201, TTY: 1-800- .828-1140 , Fax: (703) 324-3228 County of Fairfax, Virginia
Date:

NOV 2 ... 5 2013
AMENDMENT NO. 2
CONTRACT TITLE: Multi-Function Devices and Related Services

CONTRACTOR
Ricoh Americas Corporation
5 Dedrick Place
West Caldwell, NJ 07006

All other prices, terms and conditions remain the same. -<f-~~
~thy A Muse, CPPO .
o;;eclor/County Purchasing Agent
DISTRIBUTION :

Finance - Accounts Payable/e
DIT - Hilde Kjersgard/e
DIT - Afsaneh Tibbs/e
DIT- David Foechterle/e
FCPS - Jean Welsh/e
Steve Pierson, CPPB, VCO
Contracts Manager
Contractor
Contract Specialist - T. Stewart
ACS, Team 1 - J. Waysome -Tomlin
FCPS - Kim Dickinson/e
FCPS - Jim Wise/e
Department of Purchasing & Supply Management
12000 Government Center Parkway, Suite4 27
Fairfax, VA 22035-0013
Website: www.fairfa xcounty .gov/dpsm .

Phone (703) 324-3201, TTY: 1-800- 828-1140 , Fax: (703) 324-3228 r l ! ,, I
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County of Fairfax , Virginia
Date:

SEP 18 2013
AMENDMENT NO. 1
CONTRACT TITLE: Multi-Function Devices and Related Services

CONTRACTOR
Ricoh Americas Corporation
5 Dedrick Place
West Caldwell, NJ 07006

VENDOR CODE
1000011520
CONTRACT NO.
4400003732
By mutual agreement, Contract 4400003732 is hereby amended to incorporate the attached pricing schedule titled "U.S. Communities #4400003732 Contract Changesn, which replaces select Ricoh models, allows for the addition of select Ricoh products, and lowers the pricing for other select Ricoh machines.

All other prices, terms and conditions remain the same. ~ • ~ -----i,eve Pierson, CPPB, VCO
~athy A. Muse, cPPO Contracts Manager
u Director/County Purchasing Agent
DISTRIBUTION:

Finance - Accounts Payable/e
DIT - Hilde Kjersgard/e
DIT - Afsaneh Tibbs/e·
DIT - David Foechterle/e
FCPS - Jean Welsh/e
Contractor
Contract Specialist ...:.. T. Stewart
ACS, Team 1 - J. Waysome-Tomlin
FCPS - Kim Dickinson/e
FCPS - Jim Wise/e
Department of Purchasing & Supply Management .
12000 Government Center Parkway, Suite 427
Fairfax, VA 22035-0013
Website: www.fairfaxcounty.gov/dpsm
Phone (703) 324-3201, TTY: 1-800- 828-1140, Fax: (703) 324-3228 (-
U.S. Communities Master Lease Agreement

CUSTOMER INFORMATION
Full Lega l Name
ClTY OF SANT A CLARA
Address
1500WARBU RTON AVE
City Stnte I Zip
SANTA CLARA CA 95050-3796
Federal Tax JD Numb~/./ -{pOO0I.J olJ.t; Facsimile Number t-fD'i ·~"/I· 34./ 7C/ (Do Not !usert Socio/ Security N111nbc1) I
Contact
Vonna Gissler
Ricoh USA, Inc.
70 Valley Stream Parkway
Malvern, PA 19355
Number: ________ ____ _ _ _
I
Tel ephon e N umber
(408)615-5537
I E-ma il Address
[email protected]
Thi~ U.S . Communities Master Lease Agreement ("Lease Agreement'') has been written in clear, easy to understand Eiiglish. When we use the words "you", "your" or "Customer" in this Lease Agreement, we mean you, our customer, as indicated above. When we use the words "we", "us" or "our" in this Lease Agreement, ·we mean Ricoh USA, Inc. ("Ricoh") or, if we assign this Lease Agreement or any Schedules executed in accordance with this Lease Agreement, pmsuant to Section 13 below, t he Assignee (as defined below). Our corporate office is located at 70 Valley Stream Parkway, Malvern, Pennsylvania 19355.

I . Agreement. This Lease Agreement is executed pursuant to the contract by and between Ricoh USA, Inc. (successor-in-interest to Ricoh Americas Corporation) and Fairfax County (the "County") on behalf of the U.S.· Communities Government Purchasing Alliance and all public agencies, non profits and higher education entities · ("Participating Public Agencies"), having a Contract ID number of 4400003732 and the contract period is from February 11 , 2013 to June 30, 2019, with the option to renew for no more than three (3) years (the "Contract Period"), one year at a time, or any combination thereof (the "Contract"). Notwithstanding the foregoing, any Schedule entered into during the Contract Period shall continue in full force and effect for the entire lease tenn set forth in the Schedule. We agree to lease or rent, as specified in any equipment schedule executed by you and us and incorporating the tem1s of this Lease Agreement by reference (a "Schedule"), to you, and you agree to lease or renl, as applicable, from us, subject to the terms of this Lease Agreement and such Schedule, the personal and intangible property described in such Schedule. The personal and intangible property described on a Schedule (together with all attachments, replacements, parts, substitutions, additions, repairs, and accessories incorporated in or affixed to the property· and any license or subscription rights associated with the property) will be collectively referred lo as "Product." The manufacturer of the tangible Product shall be referred to as the "Manufacturer." To the extent the Product includes intangible property or ·associated services such as periodic software licenses and prepaid data base subscription rights, such intangible property shall be referred to as the "Software."

2. Schedules: Delivery and Acceptance. This Lease Agreement shall consist of the tenns and conditions of the Contract and this Lease Agreement and any Schedule issued pursuant thereto. As it pertains to this Lease Agreement, the order of precedence of the component parts of the Lease Agreement shall be as follows:
(a) the terms and conditions of this Lease Agreement and Schedule issued pursuant thereto, and (b) the terms and conditions of the Contract. The foregoing order ,of precedence shall govern the interpreta_tion of this Lease Agreement in cases of conflict or inconsistency therein. Each Schedule that incorporates this Lease Agreement shall be governed by the terms and conditions of this Lease Agreement and the Contract, as well as by the terms and conditions set forth in such individual Schedule. Each Schedule shall constitute a complete agreement separate and distinct from this Leaie Agreement and any other Schedule. In the event of a conflict between the terms of this Lease Agreement and any Schedule, the terms of such Schedule shall govern and control, but only with respect to the Product subject to such Schedule. The termination of this Lease Agreement wi ll not affect any Schedule executed prior to the effective date of such termination.

When you receive the Product and ii _is installed, you agree to inspect it to determine it is in good working order. Scheduled Payments (as specified in the applicable Schedule) will begin on or after the Product acceptance date ("Effective Dale"). You agree to sign and return to us a delivery and acceptance certificate (which may be done electronically) within five (5) business days after any Product is installed confirming that the Product has been delivered, installed, and is in good condition and accepted for all purposes under the Lease Agreement.

3. Term; Payments.
(a) The first scheduled Payment (as specified in the applicable Schedule) ("Payment") wi ll be ·due on the Effective Date or such later date as we may designate. The remaining Payments will be due on the smne day of each subsequent month, unless otherwise specified on the applicable Schedule.

To the extent not prohibited by applicable law, if any Payment or other amount payable under any Schedule is not received within ten ( 10) days of its due date, you will pay to us, in addition to that Payment, a one-time late charge of 5% of the overtlue Payment (but in no event greater th.an the maximum amount allowed by applicable law). To the extent not prohibited by applicable law, you agree to pay $25.00 for each check returned for insufficient funds or for any other reason.
(b) In the event that Customer terminates the Maintenance Agreement (as hereunder defined) between Customer and the Servicer relating to the Product provided hereunder due to a material breach by Servicer of its service obligations, including any Product service levels specified therein, which remained uncured for thirty (30) days following written notice of breach (in the manner expressly pennitted by and in accordance with such Maintenance Agreement), Ricoh shall use reasonable efforts to assist Customer in selecting a replacement Servicer. 1l1is Section 3(b) shall not alter, restrict, diminish or waive the rights, remedies or benefits that Customer may have against Servicer under the Maintenance Agreement. (c) A Schedule may be termjnated in whole or in part •by the Customer in accordance with this Section J{c) whenever the Customer shall determine that such a termination is in the· best interest of the Customer. Any such termination shall be effected by delivery to Ricoh, at least thirty (30) working days prior to the effective date of such termination date, of a notice of termination specifying the extent to which performance shall be terminated. In the event of such-tern1ination, Customer agrees to return the Product to us in the manner required under Section 14 of this Lease Agreement and to pay to us (as compensation for loss of our bargain and not as a penalty), with respect to such tenninated Product, financed Software and any Software Licenses, an amount which shall be equal to the monthly Payment for such Product, financed Software and/or Software License, as applicable, times the number of months remaining in the term of such Schedule (or any renewal of such Schedule) and/or any financing agreement with respect to the financed Software and/or Software License, plus any other amounts then due and payable under this Lease Agreement, Schedule and/or financing agreement with respect to such Product, Software and/or Software License, including, but not limited to, any lease payments and maintenance payments. Ricoh shall supply the Customer with the actual number of Payments remaining and the total amount due, and the Customer shall be relieved of all unpaid amounts for anticipated profit on unperfonned services under any Maintenance Agreement (including any amount included in the monthly Payment that is attriqulable to maintenance, suppljes, or any other service cost).
(d) You also agree that, except (a) as set forth in Section 18 below entitled "State and Local Government Provisions" and (b) for the best interest of the Customer as set forth in Section J(c), THJS IS AN UNCONDITIONAL,

NON-CANCELABLE AGREEMENT FOR THE MINIMUM TERM
INDICATED ON ANY SCHEDULE TO THIS LEASE AGREEMENT. All
Payments to us are "net" and unconditional and arc not subject to sci off, defense, counterclaim or_ reduction for any reason. You agree that you will remit payments to us in the form of company checks ( or personal checks in MSTLSE USC-MA 04.15
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Page I of 4
the case of sole proprietorships), direct debit or wires only. You also agree that cash and cash equivalents are not acceptable fonns of payment for this Lease Agreement or any Schedule and that you will not remit such forms of payment to us. Payment in any other form may delay processing or be returned to you. Furthennore, only you or your authorized agent as approved by us will remit payments to us.

4. Product Location- Use and Repair. You will keep and use the Product only at the Product Location shown in the applicable Schedule. You will not move the Product from the location specified in the applicable Schedule or make any alterations, additions or replacements to the Product without our prior written consent, which consent will not be unreasonably withheld. At your own cost and expense, you will keep the Product cl igible for any Manufacturer's certification as to maintenance and in compliance with applicable laws and in good condition, except for ordinary wear and tear. You shall engage Ricoh, its subsidiaries or affiliates, or an independent third party (the "Servicer") to provide maintenance and support services pursuant to a separate agreement for such purpose ("Maintenance Agreement"). You may make alterations, additions or replacements (collectively, "Additions") and add Software to the Product provided that such Additions and Software do not impair the value or originally intended function or purpose of the Product and is not subject to any lien or security interest in favor of any other party; provided, further, that you remove such Additions and Software at your own cost and expense at the expiration or tem,ination of the applicable Schedule. All Additions and Software which are not removed at the expiration or termination of the applicable Schedule will become part of the Product and our property at no cost or expense to us. We may inspect the Product upon proper notice to the customer at any reasonable time during normal working hours. ,

5. Taxes and Fees. To the extent not prohibited by applicable law and.unless and to tbe extent you are exempt and provide a valid exemption certificate to us, in addition to the payments under this Lease Agreement, you agree to pay all taxes (other than property taxes), assessments, fees and charges governmentally imposed upon our purchase, ownership, possession, leasing, renting, operation, control or use of the Product. If we arc required to pay upfront sales or use tax and you opt to pay such tax over the term of the lease and not as a lump sum at lease inception, then you agree to pay us a "Sales Tax Administrative Fee" equal to 3.5% of the total tax due per year, to be included as part of the Payment. A valid sales and use tax exemption certificate must be provided to us within ninety (90) days of the first invoice to receive a credit/waiver of sales tax.

6. Warranties. We transfer to you, without recourse, for the term of each SchedLLie, any written warranties made by the Manufacturer or Software Supplier (as defined in Section 10 of this Lease Agreement) with respect to the Product leased or rented pursuant to such Schedule. YOU ACKNOWLEDGE THAT YOU

HA VE SELECTED THE PRODUCT BASED ON YOUR OWN JUDGMENT

AND YOU HEREBY AFFIRMATIVELY DISCLAIM RELIANCE ON ANY
ORAL REPRESENTA 110N CONCERNING THE PRODUCT- MADE TO
YOU. However, if you enter into a Maintenance Agreement ,vith ·servicer with respect to any Product, no provision, clause or paragraph of this Lease Agreement shall alter, restrict, diminish or waive the rights, remedies or _benefits that you may have against Servicer under such Maintenance Agreement. WE MAKE NO

WARRANTY, EXPRESS OR IMPLIED, AS TO ANY MATTER
WHATSOEVER, INCLUDlNG, BUT NOT LIMITED TO, THE IMPLIED

WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE. TI,e only warranties, express or implied, made to you arc the warranties (if any) made by the Manufacturer and/or Servicer to you in any documents, other than this Lease Agreement, executed by and between the Manufacturer and/or Servicer and you. YOU AGREE THAT,

NOTWITHSTANDING ANYTHING TO THE CONTRARY, WE ARE NOT

RESPONSIBLE FOR, AND YOU WILL NOT MAKE ANY CLAIM AGAINST US FOR, ANY CONSEQUENTIAL, SPECIAL, OR INDIRECT DAMAGES.

7. Loss or Damage. You are responsible for any theft of, destruction of, or damage to the Product (collectively, "Loss") from any cause at all, whether or not insured, from the time of Product acceptance by you until it is delivered to us at the end of the tenn of the Schedule. You are required to make all Payments even if there is a Loss. You must notify us in writing immediately of any Loss. Then, you shall be responsible to either (a) repair the Product so that it is in good condition and working order, eligible for any Manufacturer's certification, (b) pay us the amounts specified in Section 12 below, or ( c) replace the Product with equipment oflike age and capacity,

8. Liabilitv and Insurance. You agree to maintain insurance, through self-insurance or otherwise, to cover the Product for all types of loss, including, without limitation, theft, in an amount not less than the full replacement value and you will name us as an additional insured and loss payee on your insurance policy. In t
addition, you agree to maintain comprehensive public liability insurance, which, upon our request, shall be in an amow1t acceptable to us and shall name us as an additional insured. Such insurance will provide that we will be given thirty (30) days advance notice of any cancellation. Upon our request, you agree to provide us with ev idencc of such insurance in a form reasonably satisfactory to us. If you fail to maintain such insurance or to provide us with evidence of such insurance, we may (but are not obligated to) obtain insurance in such amounts and against such risks as we deem necessary to protect our interest in the Product. Such insurance obtain.ed by us will not insure you against any claim, liability or loss related to your interest in the Product and may be cancelled by us at any time.

You agree to pay us an additional amount each month to reimburse us for the insurance premium and an administrative fee, on wl1ich we or our affiliates may earn a profit. ln the event of loss or damage to the Product, you agree to remain responsible for the Payment obligations under this Lease Agreement until the Payment obligations are fully satisfied.

9. Title· Recording_ We are the owner of and will hold title to the Product (except for any Software). You will keep the Product free of all liens and encumbrances.

Except as reflected on any Schedule, you agree that this Lease Agreement is a true lease. However, if any Schedule is deemed to be intended for security, you hereby grant to us a purchase money security interest in the Product covered by the applicable Schedule (including any replacements, substitutions, additions, attaclunents and proceeds) as security for the payment of the amounts under each Schedule. You authorize us to file a copy of this Lease Agreeme1it and/or any Schedule as a financing statement, and you agree to promptly execute and deliver to us any financing statements covering the Product that we may reasonably require; provided, however, that you hereby authorize us to file any such financing statement without your authentication to the extent pennitted by applicable law.

I 0. Software or Intam?ibles. To the extent that the Product includes Software, you understand and agree that we have no right, title or interest in .the Software, and you will comply throughout the term of this Lease Agreement with any license and/or other agreement ("Software License") entered into with the supplier of the Software ("Software Supplier"). You are responsible for entering into any Software License with the Software Supplier no later than the Effective Date; provided, however, if you do not enter into the Software License, then we may choose not to lease such Software to you under this Lease Agreement.

11. Default. Each of the following is a "Default" under this Lease ·Agreement and all Schedules: (a) you fail to pay any Payment or any other amount within thirty (30) days of its due date, (b) any representation or warranty made by you in this Lease Agreement is false or incorrect and/or you do not perform any of your other obligations under this Lease Agreement or any Schedule and/or under any other agreement with us or with any of our affiliates and this failure continues for thirty (30) days after we have notified you of it, (c) a petition is tiled by or against you or any guarantor under any bankruptcy or. insolvency law or a trustee, receiver or liquidator is appointed for you, any guarantor or any substantial part of your assets, (d) you or any guarantor makes an assignment for the benefit of creditors, (e) any guarantor dies, stops doing business as a going concern or transfers all or substantiaUy all of such guarantor's assets, or (t) you stop doing business as a going concern or transfer all or substantially all of your assets.

12. Remedies. If a Default occurs, we may do one or more of the- following: (a) we may cancel or terminate this Lease Agreement and/or any or all Schedules; (b) we may require you to immediately pay to us, as compensation for loss of our bargain and not as a penalty, a sum equal to: (i) all past due Payments and all other.amow,ts then due and payable under this Lease Agreement or any Schedule; and (ii) the present value of all unpaid Payments for the remainder of the term of each Schedule plus the present value of our anticipated value of the Product at the end of the initial term of any Schedule (or any renewal of such Schedule), each discounted at a rate equal to 3% per year to the date of default, and we may charge you interest on all amounts due us from the date of default w1til paid al the rate of l .5% per month, but in no event more than the maximum rate permitted by applicable law. We agree to apply the net proceeds (as specified below in this Section) of any disposition of the.Product to the amounts that you owe us; (c) we may require you to deliver the Product to us as sci forth in Section 14; ( d) to the extent not prohibited by applicable law, we or our representative may peacefully repossess the Product without a court order (it .being agreed that we will provide you with written notice of Default prior to initiating recovery of the Pro.duct and will endeavor to contact you telephonically to schedule a convenient time to recover the Product); (e) we may exercise any and all other rights or remedies available to a lender, secured party or lessor under the Uniform Commercial Code . ("UCC"), including, without limitation, those set forth in Article 2A of the UCC, and at law or in equity; (f) we may immediately tem1inate your right to use the Sofuvare including the disabling ( on-site or by rem<_>te communication) of any MSTLSE USC-MA 04.15
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Software; (g) we may demand the immediate return and obtain possession of lhc Software and re-license the Software at a public or private sale; (h) we may cause the Software Supplier to terminate the Software License, support and other services under the Software License, and/or (i) at our option, we may sell, re lease, or otherwise dispose of the Product under such tenns and conditions as may be acceptable to us in our discretion. If we take possession of the Product (or any Software, if applicable), we may sell or otherwise dispose ·of it with or without notice, al a public or private disposition, and to apply the net proceeds (after we have deducted all costs, including reasonable attorneys' fees) lo lhc amounts that you owe us. You agree that, if notice of sale is required by law to be given, ten (10) days notice shall constitute reasonable notice. If applicable, you will remain responsible for any deficiency that is due after we have applied any su;:h net proceeds. To the extent permitted by applicable law, i n lhc event an action is brought to enforce or interpret this Lease Agreement, the prevailing party shall be entitled to reimbursement of all costs including, but not limited to, reasonable attorney fees and court costs incurred.

13. Ownership of Product Assienment. YOU HA VE NO RIGHT TO SELL,

TRANSFER, ENCUMBER, SUBLET OR ASSIGN THE PRODUCT OR THIS LEASE AGREEMENT OR ANY SCHEDULE W1THOUT OUR PRIOR
WRITTEN CONSENT (which consent shall not be unreasonably withheld). You agree that we may sell or assign all or a port ion of our interests, but not our obi igations, in the Product and/or this Lease Agreement or any Schedule without notice to you even if less than all the Payments have been assigned. In the event the rem it to address for Payments is changed during the term of this Lease Agreement or a ny Schedule, then Ricoh or the Assignee will provide notice to you. In that event, the assignee (the "Assignee") will have such rights as we assign to them but none of our obligations (we will keep those obligations) and the rights of the Assignee will nol be subject to any claims, defenses or set offs that you may have against us. No assignment to an Assignee will release Rfooh from any obligations Ricoh may have to you hereunder. The Maintenance Agreement you have entered into with a Servicer will re.main i n full force and effect with Servicer and will not be affected by any such assignment. You acknowledge that the Assignee did not manufacture or design the Product and that you have selected the Manufacturer, Servicer and the Product based on your own judgment.

14. Renewal: Return of Product. UNLESS EITHER PARTY NOTIFIES THE OTHER m WRITING AT LEAST THIRTY (30) DAYS, BUT NOT MORE THAN ONE HUNDRED TWENTY (120) DAYS, PRIOR TO THE

EXPIRATION OF THE MINIMUM TERM OR EXTENSION OF SUCH
SCHEDULE, AFTER TIIE MINIMUM TERM OR i\N)'. EXTENSION OF ANY SCHEDULE TO THIS LEASE AGREEMENT. SUCH SCHEDULE W1LL AUTOMATICALLY RENEW ON A MONTH-TO-MONTH BASIS;
PROVIDED, HOWEVER, THAT AT ANY TIME DURING ANY MONTH-TO• MONTH RENEWAL, WE I-JAVE THE RIGHT, UPON THIRTY (30) DAYS

NOTICE, TO DEMAND TIIAT THE PRODUCT BE RETURNED TO US IN ACCORDANCE WITII THE TERMS OF THIS SECTION 14. Notwithstanding the foregoing, nothing herein is intended to provide, nor shall be interpreted as providing, (a) you with a legally enforceable option to extend or renew the tern1s of this Lease Agreement or any Schedule, or (b) us with a legally enforceable option to compel any such extension or renewal. At the end of or upon termination of each Schedule, you shall immediately make arrangements to have the Product subject to such expired Schedule picked up by us (or our dcsignee), in as good condition as when you received it, except for ordinary wear and tear.

Ricoh (or our designee) shall bear shipping charges. You must pay additional monthly Payments at the same rate as then in effect under a Schedule, until (i) you provide notice to us prior to the expiration of the minimum term or extension of any Schedule and (ii) the Product is picked up by us or our designees and is received in good condition and working order by us or our designees.

Notwithstanding anything to the contrary set forth in this Lease Agreement. the parties acknowledge and agree that we shall have no obligation to remove, delete. preserve, maintain or otherwise safeguard any inforn,ation, images or content retained by or resident in any .Products leased by you hereunder, whether through a digital storage device, hard drive or other electronic medium ("Data Management Services"). If desired, you may engage Ricoh to perform Data Management Services at then-prevailing contracted rates pursuant to your Maintenance Agreement or other agreement wi\h Ricoh. You acknowledge that you are responsible for ensuring your own comp! iance with legal requirements in connection with data retention and protection and that we do not provide I egal advice or represent that the Products will guarantee compliance with such requirements. The selection, use and design of any Data Management Services, and any decisions arising with respect to the deletion or storage of data, as_ well as the loss of any dala resulting therefrom. shall be your sole and exclusive responsibility

15. Miscellaneous. It is the intent of the parties that this Lease Agreement and any Schedule shall be deemed and constitute a "finance lease" as defined under and governed by Article 2A of the UCC. ORAL AGREEMENTS OR

COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO FORBEAR

FROM ENFORCING REPAYMENT OF A DEBT I NCLUDING PROMISES
TO EXTEND OR RENEW SUCH DEBT ARE NOT ENFORCEABLE. YOU

AGREE THAT THE TERMS AND CONDITIONS CONTAINED IN THE

CONTRACT, -THIS LEASE AGREEMENT, AND IN EACH SCHEDULE

MAKE UP THE ENTIRE AGREEMENT BETWEEN US REGARDING TIIE

LEASING OR RENTAL OF THE PRODUCT AND SUPERSEDE ALL PRIOR

WRIHEN OR ORAL COMMUNICATIONS, UNDERSTANDINGS OR

AGREEMENTS BETWEEN THE PARTIES RELATING TO THE SUBJECT

MATIER CONTAINED HEREIN, INCLUDING, WITHOUT LIMITATION, PURCHASE ORDERS. Any purchase order, or other ordering documents, will not modify or affect this Lease Agreement or any Schedule and shall serve only the purpose of identifying the equipment ordered. You authorize us to supply any missing "configure to order" number ("CTO"),· other equipment identification numbers (including, without limitation. serial numbers), agreement/schedule identification numbers and/or dates in tl1is Lease Agreement or any Schedule.

You acknowledge that you h ave not been i nduced to enter into this Lease Agreement by any representation or warranty not expressly set forth in this Lease Agreement. Neither this Lease Agreement nor any Schedule is binding on us until we sign it. ANY CHANGE IN ANY OF THE TERMS ·AND CONDITIONS OF

THIS LEASE AGREEMENT OR ANY SCHEDULE MUST BE IN WRITING AND SIGNED BY BOTH PARTIES. If we delay or fail to enforce any of its rights under this Lease Agreement with respect lo any or all Schedules, we will still be able to enforce .those rights at a later time. All notices shall be given in writing and sent either (a) by certified - mail, return receipt · requested, or recognized overnight delivery service, postage prepaid, addressed lo the party receiving the notice at the address shown on the front of this Lease Agreement, or (b) by facsimile transmission, \vith oral confirmation, to the facsimile number shown below such party's signature on this Lease Agreement. Either party may change its address or facsimile number by giving written notice of such change to the other party. Notices shall be effective on the date received. Each of our respective rights and indemnities will survive the termination of this Lease Agreement and each Schedule. If more than one customer has signed this Lease Agreement or any Schedule, each customer agrees that its liability is joint and several. It is the express intent of the parties not to violate any applicable usury laws or to exceed the maximum amount of time price differential or interest, as applicable, permilled to be charged or collected by applicable law, and any such excess payment will be applied to payments in the order of maturity, and any remaining excess will be refunded to you. We make no representation or warranty of any kind, express or implied, with ·respect to the legal, tax or accounting treatment of . this Lease Agreement and any Schedule and you acknowledge that we are an independent contractor and not your fiduciary. You will obtain your own legal, lax and accounting advice related to this Lease Agreement or any Schedule and make your own delerrn ination of the proper accounting treatment of this Lease Agreement or any Schedule. We may receive compensation from the Manufacturer or supplier of the Product in order lo enable us to reduce the cost of leasing o r renting the Product to you under this Lease Agreement or any Schedule below what we otherwise would charge. If we received such compensation, the reduction in the cost of leasing or renting the Product i s reflected in the Minimum Payment specified in the applicable Schedule. To the fullest extent permitted by applicable law, you authorize us or our agent to obtain credit reports and make credit inquiries regarding you and your financial condition and to provide your information, including payment history, to our assignee and third p~rties having an economic interest in this Lease Agreement, any Schedule or the Product. ·

16. Governing Law; Jurisdiction; Waiver of Trial By Jury and Certain Rights and Remedies Under The Uniform Commercial Code. YOU AGREE THAT THIS

LEASE AGREEMENT AND ANY SCHEDULE WILL BE GOVERNED
UNDER TI-IE LAW FOR THE STATE WHERE YOUR PRJNClPAL PLACE OF BUSINESS OR RESIDENCE IS LOCATED. YOU ALSO CONSENT TO

THE VENUE AND NON-EXCLUSIVE JURJSDICTION OF ANY COURT

LOCATED IN THE STATE WHERE YOUR PRINCIPAL PLACE OF

BUSINESS OR RESIDENCE IS LOCATED TO RESOLVE ANY CONFLICT UNDER TI-IIS LEASE AGREEMENT. TO THE EXTENT NOT PROH!BlTED

BY APPLICABLE LAW, THE PARTIES TO THIS LEASE AGREEMENT

EACH WAIVE THE RIGHT TO TRJAL BY JURY IN THE EVENT OF A LA WSUU. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY AND ALL RJGJffS AND REMEDIES CONFERRED UPON A CUSTOMER OR LESSEE BY SECTIONS 508-522 OF ARTICLE 2A OF THE

UCC THAT YOU MAY HAVE AGAINST US (BUT NOT AGAINST THE
MSTLSE USC-MA 04.15
07/31/20 1718:4 3 PM
Ricoh'i.l and th~ Ricoh Logo are registered trademarks of Ricoh Company, Ltd. 22485711

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MANUFACTURER OF THE PRODUCT).TO HELP THE GOVERNMENT

FIGHT THE FUNDING OF TERRORJSM AND MONEY LAUNDERING

ACTIVITIES, FEDERAL LAW REQUIRES ALL FINANCIAL
INSTITUTIONS T9 OBTAIN, VERIFY AND RECORD INFORMATIO N
THAT !DENTIFIES EACH PERSON WHO OPENS AN ACCOUNT. WHAT
THIS MEANS FOR YOU: WHEN YOU OPEN AN ACCOUNT WE WILL

ASK FOR YOUR NAME , ADDRESS AND OTHER INFORMATION THAT
WILL ALLOW US TO IDENTIFY YOU. WE MAY ASK TO SEE
IDENTIFYING DOCUMENTS.

17. Counterparts· Facsimiles. Each Schedule may be executed in cou nterparts . TI1e counterpart which has our original signature and/or is in our possession or control shall cons titute chattel paper as that term is defin ed in the UCC and shall con stitute the original agreement for all purposes, including , without I imitation, (a) any hearing, trial or proceedin g with respect to such Sched ule, and (b) any detennination as to which version of such Schedule constitutes the single true original item of chattel paper under the UCC . If you sign and transmit a Schedule to us by facsimile or other electronic transmission, the facsimile or such electronic transmission of such Schedule, upon execution by us (manually or electronically , as applicable}, sha ll be binding upon the parties . You agree that the facsimile or other electronic transmission of a Schedule containing your facsimile or other electronically transmitted signature , which is manually or electronically signed by us, shall constitute the original agreement for all purposes, including, without limi tation, those outlined above in this Section . You agree to deliver to us upon our request the counterpilrt of such Sched11le containing your original manual signature .

18. Stale and Local Government Provision s. If the Customer is a State or political subdivision of a State, as those terms are define d in Section I 03 of the Internal Revenue Code, the following additional terms and conditions shall apply:
(a) Essentiality. During the term of this Lease Agreement and any Schedule, the Product will be used solely for the pu.rpose of perfonning one or more _governme ntal or proprietary functions consisten t with the permissible sco pe of your authority. You represen t and warrant that the use of the Product is essential to performing such governmental or proprietary functions. (b) Non-Appropriation/Non-Substitution. (i} If your governing body fails to appropriate sufficient monies in any fiscal period for rentals and other payments co ming due under a Schedule to this Lease Agreement in the next .succeeding fiscal period for any equipment ·which will perforn1 services and functions which in whole or in part are essentially the same serv ices and functions performed by the Product covered by any such Schedule, then a "Non -Approp riation',. shall be deemed to have occurred. (ii) If a Non Appropriation occurs, then: (A) you must give us immediate notice of such Non -Appropriation and provide \Vritten notice of such failure by your governing body at least sixty (60) days prior to the end of the then current fiscal year or if Non-Appropriation has not occurred by such date immediately upon Non-Appropriation, (B) no later than the last day of th; fiscal year for which appropriations were made for the rental due under any Schedule to this Lease Agreement (the "Retu rn Date"), you shall make · available to us (or our designee) all, but not less than all;. of the Product covered by suc h Schedule lo this Lease Agreement, at your sole expense, in accordance with the terms hereof ; and (C) any Schedule to this Lease (
Agreement shall terminate on the Return Date without penalty or expe nse to you and you shall not be obligated to pay the rentals beyond such fiscal year, provided that (x) you shall pay any and all rentals and other payments due up through the end of the last day of the fiscal year for which appropriations were made and (y) you shall pay month-to-month rent at the rate set forth in any such Schedule for eac h month or part thereof that you fail to make available to us (or our designcc) the Produ ct as required herein. (iii) Upon any such Non-Appropriation, upon our reque st, you will provide an opinion of independent counsel or other legally designated authority (who shall be reasonab ly acceptable to us), in fonn reasonably acceptable to us, confirming the Non-Appropriation and providing reasonably sufficient proof of such Non-Appropriation . ·
(c) Funding Intent. You represent and warrant to us that you presently intend to continue this Lease Agreement and any Schedule hereto for the entire tenn of suc h Schedule and to pay all rentals relating to such Schedule and lo do all things lawfully within -your power to obtain and maintain funds from which the rentals and all other paymen ts owing under such Schedule may be made.

The parties acknowledge that appropriation for rentals is a govemmental function to which you cannot contractually comm it your self in advance and this Lease Agreement shall not constitute such a commitment. To the extent perrnilled by law, the person or entity in charge of preparing your budget will include in the budget request for each fiscal year during the term of each . Schedule , respectively , to this Lease Agreement an amo unt equal to the rentals (to be used for such rentals) to become due in such fiscal year, and will use all reaso nable and lawful means available to secure the appropriation of money for_ such fiscal year sufficient to pay all rentals coming due during such fiscal year.
(d) Authority and Authorization. (i) You repre sent and warrant to us that: (A) you are a State or political subdivision of a State, as those terms are defined in Section 103 of the Internal Revenue Code; (B) you have the power and authority to enter into this Lease Agreement and all Schedules to this Lease Agreement; (C) this Lease Agreement and all Schedules to this Lease Agreement have been duly authorized, executed and delivered by you and constitute valid, legal and binding agreement(s) enforc eab le against you in accordance with their terms; and (D) no further approval , consent or withh olding of objections is required from any governmental authority with respec t to this Lease Agreement or any Schedule to this Lease Agreement. (ii) ff and ·to the extent required by us, you agree to provide us with an opinion of independent counsel or other legally designated authority (who shall be reasonably acceptable to us) confi rming the foregoing and other related matters , i n forn1 and substance acceptable to us. (iii) You agree to take all required actions and to file all necessary forms, including fRS Fonn s 8038-G or 8038-GC, as applicable, to preserve the tax exempt sta tus of this Lease Agreement and all Schedules thereto . (iv) You agree to provide us with any other docum ents that we may reasonab ly request in connection with the foregoing and this Lease Agreement.
(e) Assi_gnment. You agree to acknowl edge any assignment to the Assignee in wnlmg , 1f so requested, and, if applicable, to keep a complete and accurate record of all such assigmnents in a manner that complies with Section 149(a) of the Internal Revenue Code and ihe regulations promL~gated thereunder.

IN WITNESS WHEREOF, the parties have executed this Lease Agreement as of the dates set forth below.

HIS LEASE AGREEMENT ON BEHALF OF THE CUSTOMER REPRES!,;NTS THAT HE/SHE HAS THE AUTHORITY TO DOS~.

Accepted b~ : ·C I US N
By:. ~ 77"':-, ~ - -=---------------Autho,ted Signer ig11ature Autltfi~ Printed N~ : RAJEEV BATRA Printed Name: 7!? /1'1 6,,.l{O ,S ~ Title: _ ___ __,,C"-it,.,y....,M=an'-'a"'g,,e,,_r _____ Date: ___ _ _ _ _ ~----=~ =-='--"-- - -----------
Tit I e: If!} Jl14ttl/urfl'6 Drl{.u.ro,< Date: f? /i ¢ 7 CITYOFS~~ J ~ By: X · Q l'h::
. Autho,tedSigne,Sig,l6tu ril}
Printed Name: _ _,B"-'RI""--'-AN"'--'-""D"=O'--'Y'--'L=-"E"-------- ---- - -Printed Name: _ _ R_O_D~D_I~R=ID~O~N~. =Jl=t. _ _ _ _ _______ _ Title : ____ _,__,In-"-t"'er,.,_in!.!.1~C=itv.l'.....!:A~t~to!.!.rn'-'e~yL-_ __ Date: ______ _ Title : ------"C"'it,,.y....:C~l"'e'-'rk"--________ Date : _ ____ _ MSTLSE USC-MA 04.15
07/3 1/2017 18:43 PM
Rico h®and the Ricoh Logo are registered trademarks of Ricoh Compa ny, Ltd. 22485717

Page 4 ends

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Ricoh USA, Inc.
70 Valley Stream Parkway
Malvern, PA 19355
U.S. Comn1unHies Produ ct Sclhedirnle Produce Schedule Number: ________ _ Master Lease Agreement Number: _____ _
This ·u.s. .Communities Product Schedu le ( this "Schedule " ) is behveen Ricoh USA, Inc. ("we" or "us") and CITY OF SANTA CLARA , as custo mer or lessee ("Customer " or "you"). This Sched ule constitutes a "Sched ule," "Prnducl Schedule," or "Order Agreement, " as applicable, under the U.S. Communities Master Lease Agreement (together with any amendme nts, attachments and addenda thereto , the "Lease Agreement ") identified above, between you and _______ ~--------- ----· All terms and cond itions of the Lease Agreement are incorporated into this Schedu le and made a part hereof If we are not tl1e lessor under the Lease Agreement , then, solely for, purposes of this Schedule, we sha ll be deemed lo be the lessor under the Lease Agreement. It is the intent of the paities that this Schedule be separate ly enforceab le as a complete and independent agreement , independent of all other Schedules to the Lease Agreemen t.

CUSTOMER INFORMATION
CITY 01' SANT A CLARA Vanna Gissler
Customer (Bill To) Billing Contact Name
1500 WARBURTON AVE 1500 WARBURTON AVE
Product Location Address Billing Address (ifdiffere111fro111 location address) SANTA CLARA CA 95050-3796 SANTA CLARA CA 95050 -3796
City County Stale Zip City County Stale Zip
Billing Contact Telephone Number I Billing Contact Facsimile Number I Billing Contact E-Mail Address (408)615-5537 i.UJ8 r;J.l/{- 31/ 7Cj vgiss ler(aJsantaclaraca.gov PRODUCT/EQUIPMENT DESCRIPTION ("Product")
Qty Produ ct Descriotion: Make &.Model
1 RICOH MP2555SP (SPIJF) BRANDING SET
I RICOH MP7503SP BRANDrNG SET
I RICOII MPC6004EX BRANDING SET
1 RICOH MPC407 DRANDING SET
I RICOH MPC407 llRANDING SET
I RICOH 1'1PC2504EX BRANDING SET
I RJCOH h•IPC2504EX BRANDrNG SET

PAYMENT SCHEDULE
Minimum Term
(mo11ths)
60 Minimum Payment
(Witholll Tax)
$14.7 19,00
Qty Product Descript ion: Make & Model
I RICOH MPC2504EX BRANDING SET
I RICOH MPC2 504EX BRANDCNG SET
1 RICOH MPC4504EX BRANDING SET
I RICOH MPC4504EX DRANOING SET
I RICOH J\IPC4504EX BRANDING SET
I RICOH MPC4504EX BRANOING SET
I RICOH MPC6004EX BRANDING SET
Minimum Payment Billing Frequency
[2) Monthly
Advance Paymenl
D I" Payment
D Quarterly
D OU1er: ________ _
D I" & Last Payment
D Other:

Sales Tax Exempt: DYES (Attach Exemption Certificate) Customer Billing Reference Number (P.O. #, etc.) ________ _ ___ _ Addendu m(s) attached: 0 YES (check if yes and indicate total number of pages:~

TERMS AND CONDITIONS
I. The first Payment will be due on the Effective Dale. If the Lease Agreement uses the terms "Lease Payment" and "Commencement Date" rather than "Payment " and " Effective Date," then, for purposes of this Schedule, the lcm1 "Payment " sha ll have the same meaning as ''Lease Payment," and the term " Effective Date" shall have the same meaning as "Commen cement Date."

2. You, the undersigned Custome r, have app lied to us to rent the above-described Product for lawful commercia l (non -consumer) pwposes . THIS IS AN UNCONDITIONAL, NON-CANCELABLE AGREEMENT FOR TIIE MINIMUM TERM INDICA TE D ABOVE , except as otherwise express ly prov ided in any provision of the Lease Agreement. lf we accep t this Schedule , you agree to rent the above Product from us, and we agree to rent suc h Produc t to you, on all the tem1s hereof, i ncluding the tem1s and cond itions of the Lease Agreement. THIS WILL ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS SCHEDULE AND THE LEASE AGREEMENT AND HAVE RECEIVED A COPY OF THIS SCHEDULE AND Tl-IE LEASE AGREElVIBNT.

3. Additional Provisions (if any) are: ------- -------------------------------- --

THE PERSONS GNJNG THIS SCHEDULE ON BEHALF OF THE CUSTOMER REPRESEN

CUS TOME
By: X_.b,l~~~--;k- 1:::::+~'.U~ -----
Printed Name : rS.S er
Title : ..._,i,\~~_,~°""""-"""~---- Dale:&/3o/a
07/31/2017 18:43 PM
LSEADD USC-PS 03.13
22485717
Ricoh® and the Ricoh Logo are registered trademarks ofRicoh Company, Ltd . Page I of I ( (
Ricoh USA, Inc.
70 Valley Stream Parkway
Malvern , PA 19355
Additional Equip1nent/Product and/or Multiple Location Addendum This ADDITIONAL EQUIPMEN T /PRODUCT and/or MULTIPL E LOCATION ADDEN DUM ( th is "Addendum "), dated as of the 31 day of July 20_1_7 _, is to that certain agreement/product sch edu le no. _9_9_99_9_99 _____ _ (the "Agree ment") , between Ricoh USA , In c . ("we" or us") and ___________ c_,n_· o_F_s_·A_N_T_A_C_L_A_R_A _ __________ as customer ("Customer" or "you").

Th e parties, intend i11g to be lega ll y bound , agree that the Agreement sha ll be modified as follows:

I. The equipment/product .de scription and location set fo 1tb in the Agreeme nt shall refer to, and/or incl ud e, the equip m e n t/pro duc t and lo cation s li s ted below:

EQUIPJ'.\'1ENT/PRODUCT DESCRIPTION & LOCATION
Street Address/City/Stntc/Zi11
Qty Dcscri11tio11: Mnlce& Model (comp/eJe 011/y if address is differenJ from Rqnipm,ml 'Producl /,ocat ion Address on Agrtemelll) 1500 WARBURTON A VE
I RICOH MPC6503 BRANDING SET
I CA J 95050-3196 SANTA CLARA
I 1500 WARBURTON AVE RlCOH I\/IPC650J BRANDING SET SANTA CLARA I CA I 95050-3796 1177 ALVISO ST
I RlCOH MPC4504EX BRANDING SET SAi'iTA CLARA I CA I 95050-4837 IJOJ FREMONf ST PARKS REC SENIOR CTR
I RICOH l\lPJ555S P (SPD~) Bl!ANDING SET jCA I 95050.4134 SANTA CLARA I RICOH MPC6503 BRANDING SET
IJOJ FREMONT ST PARKS REC SENlOR CTR
SANTA CLARA lcA I 95050-4 734
1405 CIVIC CENTER DR STE 201 IT ADl\ON I RJCOH MPC2504EX BRANDING SET I CA J 95050 SANTA CLARA
I RICOH /\'IPC250,JEX BRANDING SET 1405 CIVIC CENTER DR STE 201 IT ADMIN SANTA CLARA I CA I 95oso
1405 CIVIC CENTER DR STE 211
I RICOI I MPC2504EX BRANDING SET
l cA I 95050-4622 SANTA CLARA
I 500 WARBURTON A VE CITY ATTORNEY I RICOH MPC4504EX BRANDING SET. SANTA CLARA I CA j 95050-3796 l!ICOJ I MPCJ504EX BRANDING SET 1500 WARDURTON AVE FINANCE DEPARTMENT I
JCA I 95050-3796 SANTA CLARA
1500 WARBURTON AVE FINANCE DEPARTMENT
I RICOH MPC6503 BRANDING SET
I CA j 95050-3796 SANfACLARA
1500 WARBURTON AVE PLANNING
I RICOH MPC3504EX BRANDING SET SANTA CLARA JCA J 95050-3796 1500 WARBURTON 1IVE PLA NNTNG
I RICOH MPC6SOJ BRANDING SET
lcA I 95050-3796 SANTA CLARA
1500 WARBURTON AVE WATER SEWER
I RJCOH MPC6503 BRANDING SET SANTA CLARA lcA I 95050-3796 1675 UNCOLN ST FIRE COURT HOUSE
I RICOH MPC2504EX BRANDING SET
JcA I 95oso SANTA CLARA
1675 LINCOLN ST FIRE COURT HOUSE
I RICOH ~JPC6004EX BRANDING SET
lcA J95050 SANTA CLARA

2. Except to the extent modified by thi s Addendum, the terms a n d co nd itio n s of the Agreement will remain unchanged and sha ll continue in full force and effec t.

TN WlTNESS WHEREOF, each party h as caused its duly a uthori zed otlicer to execute this Adde n dum, as of the date first written above.

X
Date Date
7e)M {?!Lo~{ VP M~n;¥'6 D;x(.tc1D6
Print Authorized Signer Name Prin t Authorized Signer Name Title 07/3 1/2011 18:43 PM 22485717
LSEADDEMI. 11.12 Ricoh® and the Ricoh Logo are registered trademarks of Ricoh Company , Ltd. Page I of I ( (
Ricoh USA, Inc.
70 V alley Stream Parkway
Ma lvern , PA 19355
Additional Equipment/Product and/or Multiple Location Addendum Th is ADDJTIONAL EQUll'MENT/PRODUCT and/or MULTIPLE LOCATION ADDENDUM (this "Addendum "), dated as of the 31 day of _J_u_1Y ____ ____ , 20_1_7_ , is to that certain agreement/product schedule no. _99_9_99_9_9 ____ _ _ ____ ___ (the " Agreement"), between Ricoh USA, Inc. ( " we" or us") and _______ ____ c_1T_v_o_F_s_A_N_rr_A_c_1._ARA ____ ______ _ _ as customer ("Customer" or " you").

The parties, intending to be lega ll y bound, agree that th e Agreement sha ll b e modified as fo llo ws :

J. The equipment/produc t description and location set forth in the Agreemen t s hall refor to , and /or inc lu de, the equipment/product and locations li s ted below:

EQUIPMENT/P RODUCT DESCRIPTION & LOCATION
Street Address/City/State/Zip
Qty Description: Make&. Model (complete only if address is different from Eq11ipmem1Pmduc1 l.ocation Address uu Agree mew) 1675 LINCOLN ST PUBLIC WORKS COURT HOUSE I RICOH MPC2504EX BRANDI NG SET SANT A CLARA I CA I 95050-4653 I 1700\VALSHAVE RICOI l MPJ05SPF BRANDING SET SANTA CLARA I CA I 95050-2556 1700 W1\LSH A VE
I RICOH MP2555SP (SPD~·) B KANDING SET SANTA CLARA l CA I 95050-2556 1700 WALSH AVE
I RICOH MPC4504EX BRANDING SET j CA I 95050.2556 SANTA CLARA 1705 MARTIN AVE I RICOH l'IIPC2504EX BRANDING SET SANTA CLARA icA J 95050-2557 I RIC0M MPC2504EX BRANDING SET 1705 MARTIN AVE
SANT,\ CLARA l cA I 95050-2557
I 1705 MARTIN AVE RICOH Ml'C2504EX BRANDING SET
I CA I 95050-2557 SANTA CLARA
RICOH MPC2504EX BRANDING SET 1705 MARTIN A VE
I
l cA J 95050-2557 SANTA CLARA
1705 MARTIN AVE I RICOH MPC2504EX BRANDING SET I CA j 95050-2557 SANTA CLARA RICOH MPC2504EX BRANDING SET 1705 MARTIN AVE I
icA I 95050-2557 SANTA CLARA
1705 MARTIN AVE I RICOH MPC2504EX BRANDING SET
I CA j 95050-2557 SANTA CLARA
1705 MARTIN AVE
I RICOH l'IIPC4504EX BRANDING SET SANTA CLARA JCA l 95050-2557 1705MARTIN AVE
I RIC0 II MPC4504EX BRANDING SET
j CA J 95050-2557 SANT A CLARA
1900 WALSH AVE 2ND FL FIRETRAINJNG
I RICOI-1 MPC2504EX BRANDING SET SANTA CLARA l cA I 95050 1900 WALSH AVE FIRETRAJN!NG CENTER
I RICOH MPJ05SPF BllANDING SET
lcA I 95050-2506 SANTA CLARA
RICOH MPC3504EX BRANDING SET 1900 WALSH A VE FIRE TRAINING CENTER I JCA I 95050.2506 SANTA CLARA

2. Except to the ex tent modified by thi s Addendum , the term s and condit ion s of the Agree m ent wi ll remain unchanged and shall continue in full force and effect.

IN WITNESS WHEREOF, each party h as caused its duly author ized officer to execute this Addendum, as of the date fast written above . 17 Date Date
1oM /21<.,ot f VP Ml/tr'A&a,v6 Dz/Led>(<
Print Authorized Signer Name Print Authorized Signer Name Title 07/Jl/20 17 18 :43 PM 22485717
LSEADD EML 11. 12 Ricoh® and the Ricoh Logo are registered trademarks of Ricoh Company , Ltd. Page I of I (
Ricoh USA , Inc .
70 Val!ey Stream Parkway
Malvern , PA 19355
Additional Equipment/Product and/or Multiple Location Addendum This ADDTTTONAL EQUIPMENT/PRODUCT and/or MULTIPLE LOCATION ADDENDUM (this "Adde ndum "), dated as of the _31_ day of _Ju_lY ________ , 20_1_1_, is to that certain agreement/product schedule no. _ 9_9_99_9_99 _____ _ _ _______ (the "Ag reement") , between Ricoh USA, inc. (" we" or us") and _________ __ c_n_·v_o_F_s_,1_N_1_·A_c_L_A_R_A _________ _ as customer ("C ustomer" or "you"), The parties, inten ding to be legally 'bound , agree that the Agreement shall be modified as follows:

I. The equipment/product description and location set fo1th in the Agreement shall refer to, and/or include, the equipment/product and locations listed ~~ . .

EQUIPMENT/PRODUCT DESCIUPTION & LOCATION
Street Address/City/State/Zip
Qty Description: Make& Model (complet e only if address is different from Equipme11l1Prodm:I LocaUun Atldre~·s OJI Agreement) 1912BO\VERSAVE
I RICO II MP3D5SPF BRANDING SET SANT A CLARA I CA I 950 51- 1826 I 2323 PRUNERIDGE A VE
IUCOH MP305SPf DRANDLNG SET SANTA CLARA I CA 195050 -6432 2400 AGNEW RD
I RICOH MPJ0SSPF BRANDING SET SANTA CLAI\A I CA I 95054 -1202 2446 CABR IUO AVE
I RICOH /\,!PC2504EX BRANDING SET
SANTA CLARA lcA I 9505 )- 1880
I 2450 CA BRILLO AV E.

RICOH MP_C2504EX BRANDING SET
SANTA CLARA \CA 195051-1880
RJCOH MP30 5SPF IJRANrnNG SET
2600 DENTON ST SVC CTR AD/\,llN I
ICA I 95051 SANTA CLARA
2600 BENTO N ST SVC CTR ADMIN I IUCOH MPC2504EX DRANDfNG SET I CA I 95051 SANTA CLARA
2635 HOMESTEAD RD FL 2 LLB RARY CENTRAL PARK
I IUCOH MPC407 BRANDING SET
lcA I 95051-5322 SANTA CLARA
2635 HOlvlESTEAD RD FL 2 LIBRARY CENTRAL PARK
I RICOH MPC4504EX BRANDING SET SANTA CLARA ICA I 95051.5 322 2635 HO1v!ESTEAD RD LLB RARY CENTRAL PARK
I IUCOH MPC3504EX BRA ND[NG SET
lcA I 95051.5322 S ANTA CLARA
2635 HOMESTEAD RD UB l!AR Y CENTRAL PARK
I RICOH MPC45 04EX BRANDfNG SET
I CA I 95051-5322 SANTA CLARA
2821 HOMESTEAD RD
I RICOII MP305SPF BRANDING SET SANTA CLARA I CA I 95051 -52 23 i
2975 LAFAYETTE ST
IUCOH MPC407 BRANDJNG SET
l cA 195054-3420 SANTA CLARA
2975 L1\FA YETTE ST
I IUCOH MPC 407 BRANDING SET SANTA CLARA l c A I 9505 4.3420 3011 CORVIN DR
I RICOH MP3055PF BRANDrNG SET
SANTA CLARA lcA I 95051.0124
3495 BENTON ST
I RICOH /\,!P30SSPF BRANDING SET
lcA 19505 1-44 09 SANTA CLARA

2. Except to the extent modified by this Addendum, the terms Rnd conditions of the Agreement will remain unchanged and sha ll continue in full force and effect.

IN WITNESS WHEREOF, each party has caused its duly authorized officer to execute this Addendum, as of the date first written above. -KIM 61-o~ I d M4frlr6yYc, lMLcrer<
Print Authorized Signer Name Print Authorized Signer Name Title 07/31/2017 18:43 PM 22485717
LSEADD EML 11.12 Ricoh® and the Ricoh Logo are registe red trademarks of Ricoh Compan y, Ltd. Page I of l ( (
Ricoh USA , Inc.
70 Valley Stream Parkway
Malvern , PA 1935 5
Additional Equipment/Product and/or Multiple Location Addendum This AD DITIONAL EQUIPM ENT/PRODUCT and /or MULTIPLE LOCAT ION ADDENDUM (this "Addendum") , dated as of the 31 day of July 20~ is to tilat certain agreement/p roduct sche dule no . _ 9999999 ______ _ ________ (the "Agreement"), between Ricoh USA, lnc. ("we" or us") and ___________ c 1_n_'_O_F_s _AN_T_A_ c_' L_A_RA _________ _ as customer ("Custo mer" or ·'you ").

The parties, intending to be legally bound , agree that the Agreement shall be modified as fo llows:

I. The equipment/product descrip tion and location se t forth in the Agreeme nt shall refor to, and /or includ e, the equipment/product and locations listed below:

EQUIPMENT/PRODUCT DESCRIPTION & LOCATION
Street Addre ss/C ity/State/Zip
Qty Descr iption: Make& Model (complete only if addres s is differl!nl from Equip11um11/J1·oducl Location At/dress on Agrd.>nwnl} 3992 RIVERMARK PKWY POLICE SUBSTN 1 RICOH MP2555SP (SPDF) BRANDING SET SANTA CLARA I CA I 95054 I RICOII MPC407 BRAND ING SET
420 N WINCHE STER BL VD PARK REC CEMETAR Y
SANTA CtARA I CA I 95oso-6125
4900 MARIE P DEBARTOL O WAY
I RICOH MPC407 BRANDING SET SANTA CLARA I CA I 95054- 11 00 . 5 111 STARS AND STRIPES DR
I RICOH MPJ 05SPF BRANDLNG SET
SANTA C LARA I CA I 95054 -IO I 8
I 524 ROBERT A VE SVP COGE NT POWER STN
RICOH MPC407 BRANDING SET
/C A I 95050 SANTA CLARA
I RICOH MPC3504E X BRANDING SET 60 1 EL CAl\il!NO REAL 1ST FL DISPATC H POLICE SANTA CLAR A l e ,, I 95050
1 RlCOII Ml'C2504EX BRANDI NG SET 601 EL CAMINO REAL 2ND FL POLI CE SANTA CLARA I CA I 9soso
RICOH MPC2504EX BRA NDING SET 60 1 EL CAMINO REAL 2ND FL POLI CE I
l cA / 95050 SANTA CLARA
1 601 EL CAl\iUNO REAL 2ND FL POLIC E
RICOH MPC2S04EX BRA NDING SET SANTA CLARA I CA I 95050
I RICOH MPJ05SP F BRANDI NG SET 60 I EL CAMLNO REAL 3RD FL POLI CE SANTA CLARA lcA / 95050
I RICOH MPC45 04EX DRANDLNG SET 60 I EL CAMIN O REAL 3RD FL POLI CE S ANT A CLARA /C A I 9so50
I RICOH 1vll'C4S04EX BRAND ING SET
60 1 EL CAMINO REAL 3RD FL POLICE
SANTA CLARA I CA I 95050
601 EL CAM INO REA L Fl, 1 POLICE
1 RICOH MP30SSl' F BRANDING SET
/ CA / 95050- 4307 SANTA CLARA
60 1 EL CA MINO REAL FL I POLICE
I RICOH 1·ll'2555SP (SPDF) BRANDING SET
SANTA CLARA /CA I 95050 -4]07
601 ELCAi' ,IINOREALFL I POLI CE
I RICOH MPC407 BRANDLNG SET
SANTA CLARA lcA I 95050-4307
RICOH MP C250 4EX BRANDI NG S F.T 60 1 EL CAMINO REAL FL I POLICE I /CA I 95050-4307 SANTA CLARA

2. Exce pt lo the extent modifi ed by tllis Addendum , the terms and cond itions of the Agreement will remain unchanged and shall continue in full force and e!Tect.
rN WlTNESS WHEREOF, each party has caused its duly authori zed otlicer to exec ute thi s Ad dendum, as o f the dale first written above .

Vo YtV\CL G-, s.s I er TP tv1 ou, { vP MIJ.«/rfo~ D:z-flt L ft)/( Print AuU10rized Signer Name Print Authorized S igner Name Title 07/31 /2017 I8: 4J PM 224857 17
LSEADD EML 11 . 12 Ricoh® and the Ricoh Logo arc registered trademarks of Ricoh Company, Ltd. Page I of I (
IC
(
Ricoh USA, Inc.
70 Valley Stream Parkway
Malvern, PA 19355
Additional Equipment/Product and/or Multiple Location Addendum This ADDITIONAL EQUIPMENT/PRODUCT and/or MULTIPLE LOCATION AD D ENDUM (this " A ddendum") , dated as of the 31 day of _Iu_lY ________ , 20_1_1_ , is to that ce11a in agreement/product sche dule no . _ 99999 __ 99 _____ _ (the "Agreement"), between Ricoh USA, Tnc. ("we" or us") and ___________ c_n_Y_o_F_s_A_N_·1_·A_c_L_A_R_A ____ ______ as customer ("Customer " or "yo u ").

The parties, intending lo be legal ly bo und 1 agree th at the Agre e ment s h all be modified as follows :

I. The equ i pment/product description and locati on set fm1h in the Agreement sha ll r efer to , and/or include, the equi pment/product and locations listed below:

EQUIPMENT/PRODUCT DES CRIPTION & LOCATION
Street Address/City/State/Zip
Qty Description: Make& Model (complete only if address is different from Hquipment/Product location Address 011 Agreement) 601 EL CAl,llNO REAL FL I POLICE
I RICOH I>,,a'C4504EX BRANDrNG SET SANTA CLARA lcA I 95050.4301 I 60 1 EL CAMLNO REAL FL I POLICE RECORDS RICOH MP5055SP BRA NDrNG SET SANTA CLARA lcA I 95050-4307 60 1 El. CAMINO REAL. FL I POLICE RF.CORDS
I R3COJ-l 1,WC6503 BRANDrNG SET SANTA CLARA I C,I I 95050.4301 601 El CAMINO REAL I RJC0H MP305SPF BRANDING SET I CA I 95050 SANTA CLARA 695 MORELAND WAY I RICOH l\,CT'C2504EX BRANDING SET
l cA I 95054.5 134 SANTA CLARA
777 DENTON ST HRE I RICOH MPJ05SPF BRANDING SET
I CA I 95050-4926 SANTA CLARA
777 BENTON ST FIRE I RICOl-l MPC3504EX BRANDING SET
I CA I 95050-4926 SANTA CLARA
850 DUANE AVE
I RJCOH l'vlPC4504EX BRANDING SET
lcA I 9,054.3410 SANTA CLARA
881 MARTIN AVE I RJC0H l'vlPC6503 BRANDING SET I CA I 95050-2903 SANTA CLARA RJC0H 1,JPC2504EX BRANDING SET 881 MARTIN AVE I
lcA I 95050-2903 SAIITA CLARA
881 MARTIN AVE I RJCOH J\,fPC4504EX BRANDING SET
I CA I 95050-2903 SANTA CLARA
88 1 MARTIN AVE
I RICOH 1,WC4504EX BRANDING SET SANTA CLARA I CA 1 95oso-2903 881 MARTIN AVE
I RIC0I I Ml'C4504EX BRANDING SET
l cA 195050-2903 SANTA CLARA
888 AGNEW RD
I RICOH MP305SPF BRANDING SET SANTA CLARA l cA I 95054. 1181 969 KIELY BLVD
I RJCOH l\,WC4504EX BRANDING SET
l cA I 9505 1-5002 SANTA CLARA
I RJC0H MPJ555SP (SPDf) BRANDI.NG SET 969 KIELY BL VD
SANTA CLARA lcA I 9505 1-5002

2. Except to the e x tent modified by this Addendum , the terms and cond it ion s of the Ag reement w ill remai n unchanged and sh all cont inu e in full force and effect. ·
IN WITNESS WHEREOF , each party has caused its duly aut hor ized officer lo execute this Addendum, as of the date first written above. g' 'JO J 7
ate
Print Authorized Signer Name
1&-t ~~ ve Mr/V~ /J~u~
Print Authorized Sig ner Name Title
07/31/2017 18:43 PM 22485717
LSEADD EML 11 .12 Ricoh® and the Ricoh Logo are registered trademarks of Ricoh Company, Ltd. Page I of I ORDER AGREEMENT Sale Type :LEASE
Master Maintenance and Sale Agreement Date: NEW Sale Type: LEASE

BILL TO INFORMATION
Customer Legal Name : CITY OF SANTA CLARA
Address Line 1: 1500 WARBURTON AVE Contact: Gissler,Vonna Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail : [email protected]
ST/ Zip : CA/95050-3796 I County: SANTA CLARA Fax: ~08-~ 'II - 3~ 7CJ

ADDITIONAL ORDER INFORMATION
Check All That Apply:

D Sales Tax Exempt (Attach Valid Exemption Certificate) @ Fixed Service Charge D Add to Existing Service Contract # _ _ _ _ D PO Included PO# _ ___ _ @ PS Service (Subject to and governed by separate Statement of Work) D Syndication D IT Service (Subject to and governed by separate Statement of Work) This is an Order made pursuant to the terms and conditions of the above referenced Master Agreement(s) between Customer and Ricoh USA, Inc. The signature below indicates that the customer accepts all terms and conditions of the applicable Master Agreement(s) for this sale, including by not limited to the terms set forth in the Master Agreement(s) and any Exhibit A thereto , all of which are incorporated herein by reference and made part of this Order.

Each party agrees that electronic signatures of the parties on this Order will have the same force and effect as manual signature . Ricoh may accept this Order by either Its signature or by commencing performance (e.g. Product delivery, initiating Services, etc.).

SERVICE INFORMATION
Service Term (Months) I Base Billing Frequency I Overage Billing Frequency 60 Months I MONTHLY I QUARTERLY

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 2600 BENTON ST SVC CTR ADMIN Contact : Gissler.Vanna Address Line 2: Phone : (408)615-5537
City: SANTA CLARA E-mail : vgissler@santaclara ca.gov
ST f Zip : CA/95051
Product Description
RICOH MP305SPF

BRANDING SET
RICOH MPC2504EX

BRANDING SET
7131/2017
Version# 9.16
I
Qty
1 1
County: SANTA CLARA Fax: Llo8-ol4 f - 3'-f 7q
'

PRODUCT INFORMATION
B/W Color
Service Allowance B/WOvg Allowance Color Ovg Service Base Type (PeiBase Billing (Per Base Billing (Per Base Bil/Ing Frequency ) Frequancy) Freq u,mcy)
Gold NIA $0.0055 NIA NIA
Gold NIA $0.0055 NIA $0.0480

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
Page# 1 22485717
(
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG 2 1
TS NETWORK & SCAN CONNECT - SEG BC2 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1500 WARBURTON AVE Contact: Gissler,Vonna Address Line 2: Phone : (408)615 -5537
City: SANTA CLARA E-mail : vgissler@santaclaraca .gov
ST/ Zip : CA/95050-3 796 I County: SANTA CLARA Fax: ~08- ~'I I - 34i'f

PRODUCT INFORMATION
Product Description
RICOH MP2555SP
(SPDF) BRANDING SE.T
RICOH MP7503SP

BRANDING SET
RICOH MPC6004EX

BRANDING SET
RICOH MPC407

BRANDING SET
RICOH MPC2504EX

BRANDING SET
RICOH MPC4504EX

BRANDING SET
RICOH MPC4504E X

BRANDING SET
RICOH MPC6004EX

BRANDING SET
RICOH MPC6503

BRANDING SET
7/31/2017
Version# 9.16
Service Qty Type
1 Gold
1 Gold
1 Gold
1 Silver
1 Silver
1 Gold
1 Gold
1 Gold
1 Gold
1 Gold
1 Gold
1 Gold
1 Gold
1 Gold
1 Gold
1 Gold
8/W Color
Allowance Allowance ColorOvg B/WOvg
(Per Base 8}/fing (Per Base BIiiing
FrequBncy) Frequency)
N/A $0.0055 N/A NIA
N/A $0.0054 N/A N/A
N/A $0.0055 NIA $0.0480
NIA $0.0055 NIA $0.0480
N/A $0.0055 NIA $0.0480
N/A $0.0055 NIA $0.0480
NIA $0.0055 N/A $0.0480
N/A $0.0055 N/A $0.0480
NIA $0.0055 NIA $0.0480
NIA $0.0055 NIA $0.0480
NIA $0.0055 NIA $0.0480
NIA $0.0055 NIA $0.0480
NIA $0.0055 NIA $0.0480
NIA $0.0055 NIA $0:0480
NIA $0.0055 NIA $0.0430
NIA $0.0055 NIA $0.0430
Page# 2
Service Base
(Per Base Billing Freqvenc y )
22485717

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity [OOD]SHARESCAN V5 ENTERPRISE 50+ UNITS 1 YR M&S 95
[OOD]SHARESCAN V5 ENTERPRISE 50+ 1 YR M&S RENEWAL 348
[OOD]CRANEL EO5/EE 5 EMBEDDED DEVICE 100 WITH 5 YR SUPPORT 1 INC5YR [SOW] PS INSTALLATION NUANCE ECOPY 40
(SOW]PS/DOC SVC/NAT SOL PMO SERVICE 120
TAS END USER TRAINING 125 60
TS NETWORK & SCAN CONNE CT- SEG 2 1
TS NETWORK & SCAN CONNECT - SEG 5 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN CONNECT - SEG BC3 1
TS NETWORK & SCAN CONNECT - SEG BC3 1
TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1303 FREMONT ST Contact: Gissler,Vonna
Address Line 2: PARKS REC SENIOR CTR Phone : (408)615-5537 City: SANTA CLARA E-mail: [email protected]
ST/ Zip: CA/95050-4734
Product Description
RICOH MP3555SP
(SPDF) BRAND ING SET
RICOH MPC6503

BRANDING SET
7/31/2017
Version # 9.16
Qty
1 1
I County : SANTA CLARA Fax:

PRODUCT INFORMATION
8/W Color
Service Allowance B/WOvg Allowance Color Ovg Type (Per Base Billing (Per Base Billing Frequency) Frequsncy)
Gold NIA $0.0055 N/A NIA
Gold N/A $0.0055 NIA $0.0430
Page# 3
Service Base
(Per Base Billing Frequency )
22485717

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services ·Description Quantity TS NETWORK & SCAN CONNECT - SEG 3 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 601 EL CAMINO REAL FL 1 Contact: Gissler.Vanna Address Line 2: POLICE RECORDS Phone : (408)615-5537
City: SANTA CLARA E-mail: [email protected]
ST I Zip : CA/95050-4307 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance ColorOvg Type (Per Base Billing (Per Base Billing Frequency) Frequency)
RICOH MP5055SP 1 Gold N/A $0.0055 NIA N/A BRANDING SET
RICOH MPC6503 1 Gold N/A $0.0055 N/A $0.0430 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS / IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG4 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1 : 2635 HOMESTEAD RD FL 2 Contact: Gissler, Vanna Address Line 2: LIBRARY CENTRAL PARK Phone : (408)615-5537 City: SANTA CLARA E-mail : vgissler@santaclaraca .gov
ST / Zip : CA/95051-5322 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
Product Description
RICOH MPC407

BRANDING SET
RICOH MPC4504EX

BRANDING SET
7/31/2017
Version #9.16
Qty
1 1
B/W
Service Allowance
Type (Per Base Billing
FrBqmmcy)
Silver N/A
Gold NIA
Color
B/W Ovg Allowance Color Ovg
(Per Base Billing
Frequency)
·$0.0055 N/A $0.0480
$0.0055 N/A $0.0480
Page# 4
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequency )
22485717
(

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT.Services Description Quantity TS NETWORK & SCAN CONNECT- SEG BC3 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 1405 CIVIC CENTER DR STE 201 IT ADMIN Contact: Gissler,Vonna Address Line 2: Phone: (408)615-5537
City: SANTA CLARA E-mail : vgissler@santaclaraca .gov
ST / Zip: CA/95050 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Bsse BUling (Per Base Billing Frequenc y) Frequenc y)
RICOH MPC250 4EX 1 Gold N/A $0.0055 N/A $0,0480 BRANDING SET RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG BC2
TS NETWORK & SCAN CONNECT - SEG BC2
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1500 WARBURTON AVE
Address Line 2: PLANNING
City: SANTA CLARA
ST/ Zip : CA/95050-3796
Product Description
RICOH MPC3504EX

BRANDING SET
RICOH MPC6503

BRANDING SET
7/31/2017
Vers ion# 9.1 6
Qty
1 1
I County :

Service
Type
Gold
Gold
1 1

SHIP TO INFORMATION
Contact: Gissler,Vonna
Phone: (408)615-5537
E-mail: vg [email protected]
SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Allowance B/W Ovg Allowance Color Ovg
(Per Base Billing (Per Base Billing
Fraqu ency) Frequenc y)
N/A $0.0055 N/A $0,0480
N/A $0.0055 N/A $0.0430
Page# 5
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequency )
22485717

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWOR K & SCAN CONNECT - SEG BC3 1
TS NETWOR K & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1500 WARBURTON AVE Contact: Gissle r,Vonn a Address Line 2: CITY ATTORNEY Phone: (408)61 5-5537
City; SANTA CLARA E-mail: vgissler@santa claraca.gov
ST/ Zip ; CA/95050- 3796 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Pot Basa Bl/ling (Par Basa Bilfing Frequency) Fraql/8ncy}
RICOH MPC4504E X 1 Gold N/A $0.0055 NIA $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN - SEG BC4

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 969 KIELY BL VD Contact: Gissler,Vonna
Address Line 2: Phone : (408) 615-55 37
City: SANTA CLARA E-mail : vgissler @santa claraca.gov
ST/ Zip : CA/95051-500 2 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type (Per Base Billing (Per Base Billing Frequency) Frequency)
RICOH MPC4504EX 1- Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MP3555SP 1 Gold N/A $0.0055 N/A NIA (SPDF) BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
7/31/ 2017
Version # 9.16 Page# 6
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequency )
22485717
(
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN CONNECT - SEG 3 1

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 881 MARTIN AVE Contact: Gissler .Vanna
Address Line 2: Phone: (408)615 -5537
City: SANTA CLARA E-mail: vgissler@santa claraca.gov
ST/ Zip: CA/95050-2903 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Billing (Per Base Billing Frequency) Freque ncy)
RICOH MPC6503 1 Gold N/A $0.0055 N/A $0.0430 BRANDING SET RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC4504EX 1 Gold N/A $0.0055 NIA $0.0480 BRANDING SET RICOH MPC4504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC4504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCAN - SEG BC4
TS NETWORK & SCAN CONNECT- SEG BC2
TS NETWORK & SCAN - SEG BC4
TS NETWORK & SCAN - SEG BC4
TS NETWORK & SCAN - SEG BC4
Customer Name: CITY OF SANTA CLARA
Address Line 1: 2975 LAFAYETTE ST
Address Line 2:

City: SANTA CLARA
ST / Zip: CA/95054-3420 I County:
7/31/2017
Version #9.16

SHIP TO INFORMATION
Contact:

Phone:

E-mail:

SANTA CLARA Fax:

Quantity
1 1
1 1
1 Gissler ,Vonna
(408)615-5537
vg [email protected]
Service Base
/Per Base Billing Frequency )
22485717

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance ColorO\rg Type (Per Basa Billing (Per B ase Billlng Frequency) Frequency)
RICOH MPC407 1 Sliver N/A $0,0055 N/A $0.0480 BRANDING SET RICOH MPC40 7 1 Silver N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description · Quantity TS NETWORK & SCAN CONNECT - SEG BC3 1
TS NETWORK & SCAN CONNECT - SEG BC3 1
SHIP TO INFORMATION .

Customer Name: CITY OF SANTA CLARA
Address Line 1: 601 EL CAMINO REAL POLICE Contact : Gissler,Vonna Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail : vgissler@santa6lara ca.gov
ST I Zip : CN95050 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Bf/ling (Per Basa Billing Freq uBncy) Frequency)
RICOH MP305SPF 1 Gold N/A $0.0055 N/A N/A BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY I PS / IT Services Description
TS NETWORK & SCAN CONNECT - SEG 2

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 601 EL CAM INO REAL FL 1
Address Line 2: POLICE
City : SANTA CLARA
ST I Zip: CN950 50-4307 I County : SANTA CLARA
7/31/2017
Vers ion # 9.16
Contact:

Phone :

E-mail:

Fax:

Page# 8
Quantity
Gissler,Vonna
(408)615-5537
vgissler@ santaclaraca .gov
Service Base
(Per Basa Billing Freq uency )
Service Base
(Per Base Billing Frequency )
22485717

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Billing (P-0r Basa 8il(ing Freqt1ency) Frnquency)
RICOH MP305SPF 1 Gold N/A $0.0055 N/A N/A BRANDING SET
RICOH MP2555SP 1 Gold N/A $0.0055 N/A N/A (SPDF) BRANDING SET RICOH MPC407 1 Silver N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC4504EX 1 Gold NIA $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY I PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT- SEG 2 1
TS NETWORK & SCAN CONNECT - SEG 2 1
TS NETWORK & SCAN CONNECT - SEG BC3 1
TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 601 EL CAMINO REAL 3RD FL POLICE Contact: Gissler,Vonna Address Line 2: Phone : (408)615-5537
City: SANTA CLARA E-mail : vgissler@ santaclaraca.gov
ST I Zip : CN95050 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
Product Description
RICOH MP305SPF

BRANDING SET
RICOH MPC4504EX

BRANDING SET
7/31/2017
Version#9.16
Qty Service
Type
1 Gold
1 Gold
1 Gold
B/W Color
Allowance B/W Ovg Allowance ColorOvg
(Per Base BIiiing (Per Base BIiiing
Fmqurmcy) Frequency)
N/A $0.0055 N/A NIA
N/A $0.0055 N/A $0.0480
N/A $0.0055 N/A $0.0480
Page #9
Service Base
(Per Base Billing Frequency )
Service Base
(Per Bas e Billing Frequency )
224857 17
(

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS I IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG 2 · 1
TS NETWORK & SCAN - SEG BC4 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 1700 WALSH AVE Contact: Gissler,Vonna
Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail : vgissler@santa claraca.gov
ST/ Zip: CN95050-2556 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance BfW Ovg Allowance Color Ovg Type (f?or Base BiUing (Per Base BiJ/ing Frequen cy) FFGqU8ncy)
RICOH MP305SPF 1 Gold NIA $0.0055 N/A NIA BRANDING SET
RICOH MP2555SP 1 Gold NIA $0.0055 N/A N/A (SPDF) BRANDING SET RICOH MPC4504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY / PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG 2 1
TS NETWORK & SCAN CONNECT - SEG 2 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 777 BENTON ST Contact: Gissler , Vanna
Address Line 2: FIRE Phone : (408)615-5537
City : SANTA CLARA E-mail : vgissler@santaclara ca.gov
ST/ Zip : CN95050-4926 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
Product Description
RICOH MP305SPF

BRANDING SET
7/31/20 17
Version# 9.16
Qty
1 B/W
Service Allowance
Type (Per Base 8111/ng
Frequency)
Gold N/A
Color
B/WOvg Allowance
(Per Basa Bil/Ing
Color Ovg
Frequen cy}
$0.0055 N/A N/A
Page# 10
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Bi/Jing Frequency )
22485717

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg - Allowance Color Ovg Type (Per Base Billing (Per Base Billing Frequency) Frequ ency)
RICOH MPC3504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG 2 1
TS NETWORK & SCAN CONNECT - SEG BC3 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 5111 STARS AND STR IPES DR Contact : Gissler ,Vonna Address Line 2: Phone : (408)615-553 7
City: SANTA CLARA E-mail : [email protected]
ST I Zip : CA/95054-1018 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product DescriJJtion Qty Service Allowance B/WOvg Allowance Color Ovg Type (Per Basa Bltllng (Per Bese Bil/Ing Freq uency) Frequency)
RICOH MP305S PF 1 Gold NIA $0.0055 NIA N/A BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY I PS/ IT Services Description
TS NETWORK & SCAN CONNEC T - SEG 2
Customer Name : CITY OF SANTA CLARA
Address Line 1: 1900 WALSH AVE
Address Line 2: FIRE TRAINING CENTER
City: SANTA CLARA
ST I Zip: CA/95050-2506 I County :
7131/2017
Version# 9.16

SHIP TO INFORMATION
Contact:

Phone:

E-mail :

SAN TA CLARA Fax :

Page# 11
Quantity
Giss ler,Vonna
(408)615-5537
vgissler@santaclaraca .gov
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequency )
22485 717

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type (Per Base BHUng (Par Base Billing Frequflncy) Frequency)
RICOH MP305SPF 1 Gold N/A $0.0055 N/A N/A BRANDING SET
RICOH MPC3504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG 2 1
TS NETWORK & SCAN CONNECT - SEG BC3 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 2821 HOMESTEAD RD Contact: Gissler,Vonna Address Line 2: Phone: (408)6 15-5537
City: SANTA CLARA E-mail: vgissler@santaclaraca .gov
ST I Zip: CA/95051-5223 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Par Base Billing (Per Base Billing Frequency) Frequency)
RICOH MP305SP F 1 Gold NIA $0.0055 N/A NIA BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY I PS I IT Services Description
TS NETWORK & SCAN CONNECT - SEG 2

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 2323 PRUNERIDGE AVE
Address Line 2:

City: SANTA CLARA
ST f Zip: CA/95050-6432 I County ; SANTA CLARA
7/31/2017
Version #9 .1 6
Contact:

Phone:

E-mail:

Fax:

Page# 12
Quantity
Gissler,Vonna
(408)615-5537
vgissler@santaclaraca .gov
Service Base
(Per Base BIiiing Frequency )
Service Base
(Per Base Billing Frequency )
22485717
(

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Basa BIi/ing (Par Base Billing Frequency) Frequency)
RICOH MP305SPF 1 Gold N/A $0.0055 N/A NIA BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS / IT Services Description Quantity TS NETWORK & SCAN CONN ECT- SEG 2

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 1912 BOWERS AVE Contact: Gissler,Vonna
Address Line 2: Phone: ( 408 )615-553 7
City: SANTA CLARA E-mail: [email protected]
ST/ Zip: CN95051-1826 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Bl/ling (Par Basa Bil/Ing Frequen cy) Frequency)
RICOH MP305SPF 1 Gold N/A $0.0055 N/A N/A BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG 2

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 888 AGNEW RD Contact: Gissler,Vonna
Address Line 2: Phone: (408)615-5537
City: SANTA CLARA E-mail : vgissler@santaclaraca .gov
ST/ Zip: CN95054-1787 I County : SANTA CLARA Fax :

PRODUCT INFORMATION
Product Description
RICOH MP305SPF

BRANDING SET
7/31/2017
Version# 9.16
Qty
1 B/W
Service . Allowance
Type (Per Base BJlling
Ftsquancy)
Gold N/A
Color
B/W Ovg Allowance ColorOvg
(Pet Base Bll1ing
Frequency)
$0.0055 N/A N/A
Page# 13
Service Base
(Per Basa Bil/Ing Frequency )
Service Base
(Per Base Billing Froquency )
Service Base
(Per Base Billing Frequen cy )
22485717

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWOR K & SCAN CONNECT - SEG 2

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 3495 BENTON ST Contact: Gissler,Vonna
Address Line 2: Phone : (408)615-553 7
City: SANTA CLARA E-mail : vgissler@sa ntacla raca.gov
ST/ Zip : CA/95051-4409 I County : SANTA CLARA · Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance 8/WOvg Allowance Color Ovg Type (Per Base Si/ling (Per Basa Billing FreqMncy) Frequoncy)
RICOH MP305SPF 1 Gold N/A $0.0055 N/A N/A BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS / IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG 2

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 3992 RIVERMARK PKWY POLICE SUBSTN Contact: Gissler,Vo nna Address Line 2: Phone : (408)615-553 7
City : SANTA CLARA E-mail: vgissler@santaclara ca.gov
ST/ Zip : CA/9505 4 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance 8/WOvg Allowance Color Ovg Type (Per Base Billing (Per Base Bi(fing Frequency) Frequency)
RICOH MP2555SP 1 Gold N/A $0.0055 N/A NIA (SPDF} BRANDI NG SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCAN CONNECT - SEG 2
7/31/201 7
Versi on# 9.16
Quantity
Page # 14
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequen cy )
22485717
(

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 420 N WINCHESTER BLVD Contact: Gissler,Vonna Address Line 2: PARK REC CEMETARY Phone : (408)615-5537 City : SANTA CLARA E-mail : [email protected]
ST/ Zip : CN95050-6325 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base B/11/ng (Per Base Bi/(lng Frequency) Frequency}
RICOH MPC407 1 Silver N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG BC3

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 4900 MARIE P DEBARTOLO WAY Contact: Gissler,Vonna Address Line 2: Phone: (408)615-5537
City : SANTA CLARA E-mail : [email protected]
ST/ Zip: CN95054 -1100 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base 8(1/lng (Per Base Billing Frequency ) Frequency)
RICOH MPC407 1 Silver N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCAN CONNECT - SEG BC3
7/31/2017
Version# 9.16
Quantity
Page# 15
Service Base
(Per Base Billing Frequen cy )
Service Base
(Per Base Billing Frequen cy )
22485717

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 524 ROBERT AVE SVP COGENT POWER STN Contact: Gissler,Vonna Address Line 2: Phone: (408)615-5537
City: SANTA CLARA E-mail : [email protected]
ST I Zip : CA/95050 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance ColorOvg Type (Per Base Bil/Ing (Per Base Billing Frequency) Frequency)
RICOH MPC407 1 Silver NIA $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS / IT Services Description Cluantity TS NETWORK & SCAN CONNECT - SEG BC3

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1675 LINCOLN ST Contact: Gissler,Vonna
Address Line 2: PUBLIC WORKS COURT HOUSE Phone: (408)615-5537 City: SANTA CLARA E-mail: _ vgissler@sanlaclaraca .gov
ST I Zip : CA/95050 -4653 J County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type (Par Base Billing (Per Base Billing Frequency) Frequency)
RICOH MPC2504EX 1 Gold NIA $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS / IT Services Description
TS NETWORK & SCAN CONNECT - SEG BC2
7/31/2017
Version# 9.16
Quantity
Page# 16
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base BIi/ing Frequency )
22485717
(

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1705 MARTIN AVE Contact: Gissler,Vonna
Address Line 2: Phone: (408)615-5537
City: SANTA CLARA E-mail: [email protected]
ST/ Zip : CN95050 -2557 I County : SANTA CLARA Fax :

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Billing (Per Basa Billing Frequency) Frequency)
RICOH MPC2504EX 1 Gold N/A $0.0055 NIA $0.0480 BRANDING SET RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC2504EX . 1 Gold N/A $0.0055 N/A $0.0480 B~NDINGSET RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC2504EX 1 Gold NIA $0.0055 N/A $0.0480 BRANDING SET RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC2504EX 1 ·Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC4504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC4504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCAN CONNECT - SEG BC2
TS NETWORK & SCAN CONNECT - SEG BC2
TS NETWORK & SCAN CONNECT - SEG BC2
TS NETWORK & SCAN CONNECT - SEG BC2
TS NETWORK & SCAN CONNECT- SEG BC2
TS NETWORK & SCAN CONNECT - SEG BC2
TS NETWORK & SCAN CONNECT - SEG BC2
TS NETWORK & SCAN - SEG BC4
TS NETWORK & SCAN - SEG BC4
7/31/2017
Version# 9.16
Quantity
1 1
1 1
1 1
1 1
1 Page# 17
Service Base
(Per Base Billing Frequency )
22485717
(

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1675 LINCOLN ST FIRE COURT HOUSE Contact: Gissler,Vonna Address Line 2: Phone : (408)615-5537
City: SANTA CLARA E-mail: [email protected]
ST / Zip: CA/95050 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
BIW Color
Product Description Qty Service Allowance BIW Ovg Allowance Color Ovg Type (Per Base Billing (Per Base Bilhi1g Frequency) Freiquency)
RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC6004EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS / IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS / IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1900 WALSH AVE 2ND FL FIRE TRAINING Contact: Gissler,Vonna Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail : [email protected]
ST I Zip : CA/95050 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
BIW Color
Product Description Qty Service Allowance BIW Ovg Allowance Color Ovg Type (PBr Bnse Billlng (Per Base Billing Frequency) Frequency)
RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY I PS I IT Services Description
TS NETWORK & SCAN CONNECT- SEG BC2
7/31/2017
Version# 9.16
Quantity
Page# 18
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequency )
22485717

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1405 CIVIC CENTER DR STE 211 Contact: Gissler, Vanna Address Lin e 2: Phone : (408)615-5537
City: SANTA CLARA E-mail: [email protected]
ST / Zip: CN 95050-4622 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Billing (Per Base Billing Frequency) Frequency)
RICOH MPC2504EX 1 G old N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG BC2

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 695 MORELAND WAY Contact: Gissler, Vonna Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail : [email protected]
ST/ Zip : CN95054-5134 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Colo r Ovg Type (Per Base Billing (Por Base Billi'ng Frequen cy) Fmquency)
RICOH MPC2504EX 1 G old N/A $0.0055 N/A $0.0480 BRANDING SET .

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCAN CONNECT - SEG BC2
7/31/201 7
Version # 9.16
Quantity
Page # 19
Service Base
(Per Base Billing Frequen cy )
Serv ice Base
(Per Base Billing Frequency )
2248571 7

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 2446 CABRILLO AVE Contact: Gissler,Vonna Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail: [email protected]
ST I Zip : CA/95051-1880 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Basa Billing (Per Base Billing Frequency) Frequenc y)
RICOH MPC2504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT · SEG BC2

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 2450 CABRILLO AVE Contact: Gissler,Vonna · Address Line 2: Phone: (408)615-5537
City: SANTA CLARA E-mail: vgisster@santaclaraca .gov
ST/ Zip: CA/95051-1880 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type (Per Base Billing (Per Bnse Billing FrEquency) Frequency)
RICOH MPC2504EX 1 Gold N/A $0.0055 NIA $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCAN CONNECT · SEG BC2
7/31/2017
Version # 9.16
Quantity
Page# 20
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequency )
22485717

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 601 EL CAMINO REAL 2ND FL POLICE Contact: Gissler, Vonna Address Line 2: Phone : (408)615-5537
City: SANTA CLARA E-mail : vgissler@santaclaraca .gov
ST I Zip: CA/95050 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Billing (Per Bas0 Bil(ing Frsquency) Frequency)
RICOH MPC2504EX 1 Go1d NIA $0.0055 NIA $0.0480 BRANDING SET RICOH MPC2504EX 1 Gold NIA $0.0055 NIA $0.0480 BRANDING SET RICOH MPC2504EX 1 Gold NIA $0.0055 NIA $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN CONNECT - SEG BC2 1
TS NETWORK & SCAN CONNECT - SEG BC2 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1500 WARBURTON AVE Contact : Gissler, Vonna Address Line 2: FINANCE DEPARTMENT Phone : (408)615-5537 City: SANTA CLARA E-mail : [email protected]
ST/ Zip : CA/95050~3796 I County : SANTA CLARA · Fax:

PRODUCT INFORMATION
Product Description
RICOH MPC3504EX

BRANDING SET
RICOH MPC6503

BRANDING SET
713112017
Version #9.16
Qty
1 1
B/W
Service Allowance
Type (Per Base Billing
Frequency)
Gold NIA
Gold NIA
Color
B/W Ovg Allowance Color Ovg
(P6r Base B/11/og
Frequency)
$0.0055 NIA $0.0480
$0.0055 NIA $0.0430
Page #21
Service Base
(Per Base Billing Frequenc y )
Service Base
/Per Base Billing Frequency )
22485717

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG BC3 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 2635 HOMESTEAD RD Contact: Gissler,Vonna Address Line 2: LIBRARY CENTRAL PARK Phone: (408)615-5537 City: SANTA CLARA E-mail : [email protected]
ST/ Zip: CN95051 -5322 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type (Per Base Bil/Ing (Per Base Billin·g Frequen cy) Freqmmcy)
RICOH MPC3504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET RICOH MPC4504EX 1 Gold NIA $0.0055 NIA $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT- SEG BC3 1
TS NETWORK & SCAN - SEG BC4 1

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 601 EL CAMINO REAL 1ST FL DISPATCH Contact: Gissler,Vonna Address Line 2: POLICE Phone: (408)615-5537
City: SANTA CLARA E-mail : [email protected]
ST/ Zip : CN950 50 I County : SANTA CLARA Fax:

PRODUCT I~ FORMATION
Product Description
RICOH MPC3504EX

BRANDING SET
7/31/2017
Version#9.1 6
Qty
1 B/W
Service Allowance
Type (Per Base BIiiing
Frequency)
Gold NIA
Color
B/WOvg Allowance Color Ovg
(Per Base Billing
Frequency)
$0.0055 N/A $0.0480
Page# 22
Service Base
(Per Base Billing Frequency }
Service Base
(Per Base Billing Frequency )
22485717
(

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN CONNECT - SEG BC3

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1177 ALVISO ST Contact: Gissler .Vann a Address Line 2: Phone: (408)615-5537
City: SANTA CLARA E-mail: vgiss ler@santaclaraca .gov
ST/ Zip: CA/95050-4837 I County : SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Billing {P8r Base BilliI1g Frequency) Frequency)
RICOH MPC4504EX 1 Gold N/A $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS / IT Services Description Quantity TS NETWORK & SCAN - SEG BC4

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 850 DUANE AVE Contact: Gissler, Vanna
Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail: [email protected]
ST/ Zip : CA/95054-3410 I County : SANTA CLARA Fax :

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/W Ovg Allowance Color Ovg Type (Per Base Billing (Per Base Bl1Jing Frnquancy) Frequen cy)
RICOH MPC4504EX 1 Gold NIA $0.0055 N/A $0.0480 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCAN • SEG BC4
7/31/2017
Version # 9.16
Quantity
Page #23
Service Base
(Per Base Billing Frequency )
Service Base
(Per Base Billing Frequency )
22485717

SHIP TO INFORMATION
Customer Name: CITY OF SANTA CLARA
Address Line 1: 1500 WARBURTON AVE Contact: Gissler,Vonna Address Line 2: WATER SEWl;R Phone: (408)615-55 37
City: SANTA CLARA E-mail : vgissler@santaclaraca .gov
ST/ Zip: CA/95050-3796 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type (Per BasB 8/(1/ng (Per Basa Billing Freq urmcy) Fre quency)
RICOH MPC6503 1 Gold N/A $0.0055 N/A $0.0430 BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description Quantity TS NETWORK & SCAN - SEG BC4

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 2400 AGNEW RD Contact: Gissler,Vonna
Address Line 2: Phone: (408)615-5537
City : SANTA CLARA E-mail: [email protected]
ST/ Zip: CA/95054-1202 I County: SANTA CLARA Fax:

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type {Per Base BIi/ing (Per Base Bl/Jing Freq uency) Frsquer1cy)
RICOH MP305SPF 1 Gold N/A $0.0055 NIA N/A BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY J PS / IT Services Description
TS NETWORK & SCAN CONNECT- SEG 2
7/31/201 7
Version# 9.16
Quantity
Page# 24
Service Base
/Per Base Billing Frequency )
Service Base
/Per Base Billing Frequency )
22485717

SHIP TO INFORMATION
Customer Name : CITY OF SANTA CLARA
Address Line 1: 3011 CORVIN DR Contact: Gissler,Vonna
Address Line 2: Phone : (408)615-5537
City : SANTA CLARA E-mail : vgiss ler@santacla raca.gov ST/ Zip: CN950 51 -0724 I County : SANTA CLARA Fax :

PRODUCT INFORMATION
B/W Color
Product Description Qty Service Allowance B/WOvg Allowance Color Ovg Type (Per Base BIiiing (Per Basa Billing Frequency) Frnquency)
RICOH MP305SPF 1 Gold N/A $0.0055 N/A NIA BRANDING SET

BASIC CONNECTIVITY/ PS/ IT SERVICES INFORMATION
BASIC CONNECTIVITY/ PS/ IT Services Description
TS NETWORK & SCA N CONNECT - SEG 2
Service Type Offerings:

Gold: Includes all supplies and staples .

Excludes paper.

Sliver: Includ es all supplies. Excludes paper -and
staples.

Bronze : Parts and labor only. Exclude s paper,
staple s and supplies.

Additional Provisions:
7/31/2017
Version# 9.16

ORDER TOTALS
Product Total:

BASIC CONNECTIVITY/ PS/ IT
Services:

Buyout:

Grand Total: (Excludes Tax)
Page# 25
Quantity
Service Base
(Per Base Billing Frequen cy )
224857 17 ·

EQUIPMENT REMOVAL/BUYOUT AUTHORIZATION
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 601 EL CAMINO REAL 3RD FL POLICE City: SANTA CLARA State: CA I Zip: I 95050 Fax/Email: vgi ssler@santacl a raca. gov Make Model Serial Number
MPC4503 E175M710018
MPC4503 E175M410437
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address : 1705 MARTIN AVE City: SANTA CLARA
State: CA I Zip: I 95050-2557 Fax/Email: [email protected] · Make Model Serial Number
MPC3300 V1505700070
MP2851SP V8215600902
MPC4501 V9515601790
MPC2051 V9715600928
MPC2051 V9715601221
MPC2051 V9716000635
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: ( 408 )615-553 7
Address: 777 BENTON ST City: SANTA CLARA
State: CA I Zip: I 95050-4926 Fax/Email: [email protected] Make Model Serial Number
MPC4503 E175M310253
MPC3001 V9315600301
Customer Name: CITY OF SANT A CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1675 LINCOLN ST FIRE COURT HOUSE City: SANTA CLARA State: CA I Zip: I 95050 Fax/Email: [email protected] Make Model Serial Number
MPC5501 V9615001617R1
MPC2051 V9715600010
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1405 CIVIC CENTER DR STE 201 IT ADMI City: SANTA CLARA State: CA I Zip: I 95050 Fax/Email: [email protected] Make Model Serial Number
MPC2051 V9715301840
91899v1 Page# 1
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 601 EL CAMINO REAL 1ST FL DISPATCH City: SANTA CLARA State: CA I Zip: I 95050 Fax/Email: [email protected] Make Model Serial Number
MP5001SP V8015300344R1
MPC3501 V9415401107R1
MP2851SP V8215501580
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1500 WARBURTON AVE City: SANTA CLARA
State: CA I Zip: I 95050-3796 Fax/Email: [email protected] Make Model Serial Number
MPC4501 V9515601124
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 881 MARTIN AVE City: SANTA CLARA
State: CA I Zip: I 95050-2903 Fax/Email: [email protected] Make Model Serial Number
MP2851SP V8215600905
MPC4501 V9515601073
MPC4501 V9515601135
MPC4501 V9515601136
MPC2051 V9715600333
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: ( 408 )615-553 7
Address: 1900 WALSH AVE 2ND FL FIRE TRAINING City: SANTA CLARA State: CA I Zip: I 95050 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number ~
MPC2051 V9715600339
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 601 EL CAMINO REAL FL 2 City: SANTA CLARA
State: CA I Zip: I 95050-4307 Fax/Email: vg issler@sa ntaclaraca. gov Make Model Serial Number
MP4001SP V7915501202
MPC3001 V9315601487
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler.Vanna Phone: (408)615-5537
Address: 1500 WARBURTON AVE City: SANTA CLARA
State: CA I Zip: I 95050-3796 Fax/Email: vgissler@santaclaraca .gov Make .1 Model Serial Number
91899v1 Page# 2
j MPC300SR S7305900062
Customer Name: CITY OF SANT A CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 3992 RIVERMARK PKWY POLICE SUBST City: SANTA CLARA State: CA I Zip: I 95054 Fax/Email: vgi [email protected] Make Model Serial Number
MP2851SP V8214600836
Customer Name: CITY OF SANTA CLARA
Contact Name : Gissler ,Vonna Phone: (408)615-5537
Address : 420 N WINCHESTER BL VD City: SANTA CLARA
State: CA I Zip: I 95050-6325 Fax/Email : [email protected] Make Model Serial Number
MPC300SR S7305900034
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: ( 408 )615-553 7
Address: 2635 HOMESTEAD RD City: SANTA CLARA
State: CA I Zip: I 95051-5322 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
. MPC5501 V9615801262R1
MPC4501 V9515601138
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 695 MORELAND WAY City: SANTA CLARA
State: CA I Zip: I 95054-5134 Fax/Email: [email protected] Make Model Serial Number
MPC2800 V1486000282
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 2446 CABRILLO AVE City: SANTA CLARA
State: CA l Zip: I 95051-1880 Fax/Email: [email protected] Make Model Serial Number
MPC3001 V9315600682
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler ,Vonna Phone: (408)615-5537
Address : 1500 WARBURTON AVE City: SANTA CLARA
State: CA I Zip: I 95050 -3796 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
MP2851SP V8215500727
Custom er Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 2450 CABRILLO AVE City: SANTA CLARA
State: CA I Zip: I 95051-1880 Fax/Email: vgissler@san taclaraca .gov 91899v1 Page # 3
( (
Make Model Serial Number
MPC3001 V9315601586
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 601 EL CAMINO REAL FL 1 City: SANTA CLARA
State: CA I Zip: I 95050-4307 Fax/Email: [email protected] Make Model Serial Number
MPC401SR G094P400014
MPC2800 V1405000078
MPC4501 V9515601105
RICOH MPC6502SP E235C600060
NSILIC SW308888
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: ( 408)615-5537
Address: 1500 CIVIC CENTER DR PLANNING HOU City: SANTA CLARA State: CA I Zip: I 95050 Fax/Email: [email protected] Make Model Serial Number
MPC2051 V9715601222
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1675 LINCOLN ST City: SANTA CLARA
State: CA I Zip: I 95050-4653 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
MPC2051 V9715600015
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1500 WARBURTON AVE City: SANTA CLARA
State: CA I Zip: I 95050-3796 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
MPC2051 V9715600608
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: ( 408)615-5537
Address: 1405 CIVIC CENTER DR STE 200 IT ADMI City: SANTA CLARA State: CA I Zip: I 95050 Fax/Email: vgissler@sa ntaclaraca .gov Make Model Serial Number
MPC2051 V9715301846
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1500 WARBURTON AVE City: SANTA CLARA
State: CA I Zip: I 95050-3796 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
MPC4503 E174MC10361
91899v1 Page #4
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MPC3501 V9415401042R1
MPC3501 V9415500407R1
MPC5501 V9615401128R1
MP5001SP V8005200170R1
MP7502SP W875L700545
MPC6502SP E235C600522
MPC6502SP E235C600459
MPC6502SP E235C600347
MP4001SP V7915501206
MPC4501 V9515601081
MPC2051 V9715301243
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler ,Vonna Phone : (408)615-5537
Address: 601 EL CAMINO REAL POLICE City: SANTA CLARA
State: CA I Zip: I 95050 Fax/Email: [email protected] Make Model Serial Number
MPC300SR S7305900059
Customer Name: CITY OF SANT A CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Addre ss: 601 EL CAMINO REAL FL 1 City: SANTA CLARA
State: CA I Zip: I 95050-4307 Fax/Email : [email protected] Make Mode l Serial Number
MPC6502SP E235C600499
MPC4501 V9515601122
MP201SPF W3018704648
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1990 WALSH AVE City: SANTA CLARA
State: CA I Zip: I 95050-2506 Fax/Email : [email protected] Make Model Serial Number
MPC3001 V9315201145R1
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1303 FREMONT ST City: SANTA CLARA
State: CA I Zip: I 95050-4734 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
MP5001SP V8014901233R1
MPC6502SP E235C600016
Customer Name : CITY OF SANTA CLARA
. Contact Name: Gissler ,Vonna Phone: ( 408 )615-5537
Address : 1500 WARBURTON AVE City: SANTA CLARA
State: CA I Zip: I 95050-3796 Fax/Email: [email protected] 91899v1 Page # 5
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Make Model Serial Number
MPC4501 V9515601142
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 969 KIELY BL VD City: SANTA CLARA
State: CA I Zip: I 95051-5002 Fax/Email: [email protected] Make Model Serial Number
MPC550 1 V9615001366R1
MP4001SP V7915501205
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: ( 408 )615-5537
Address: 2600 BENTON ST SVC CTR ADMIN City: SANTA CLARA State: CA I Zip: I 95051 Fax/Email:. [email protected] Make Model Serial Number
MPC2051 V9715600910
MP201SPF W3018702896
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler, Vanna Phone: (408)615-5537
Address: 524 ROBERT AVE SVP COGENT POWER City: SANTA CLARA State: CA · I Zip: I 95050 Fax/Email: [email protected] Make Model Serial Number
MPC300SR S7306000059
Customer Name: CITY OF SANT A CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1500 WARBURTON AVE City: SANTA CLARA
State: CA I Zip: I 95050-3796 Fax/Email: [email protected] Make Model Serial Number
AFMP6001SP V6914900223
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler,Vonna Phone: (408)615-5537
Address: 1700 WALSH AVE City: SANTA CLARA
State: CA I Zip: I 95050-2556 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
MPC4503 E175M311180'
MP2851SP V8215600912
MP201SPF W3018704655
Customer Name: CITY OF SANTA CLARA
Contact Name: Gissler.Vanna Phone: ( 408)615-5537
Address: 2635 HOMESTEAD RD FL 2 City: SANTA CLARA
State: CA I Zip: I 95051-5322 Fax/Email: vgiss ler@santaclaraca .gov Make Model Serial Number
91899v1 Page# 6
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I MPC4501 V9515601130
Customer Name: CITY OF SANTA CLARA
Contact Name : Gissler,Vonna Phone : (408)615-5537
Address: 850 DUANE AVE City: SANTA CLARA
State: CA I Zip: I 95054-3410 Fax/Email: [email protected] Make Model Serial Number
MPC4501 V9515601121
Customer Name : CITY OF SANTA CLARA
Contact Name: Gissler ,Vonna Phone: ( 408 )615-5537
Address : 1715 MARTIN AVE City: SANTA CLARA
State: CA I Zip: I 95050-2501 Fax/Email: vgissler@santaclaraca .gov Make Model Serial Number
MPC2051 V9715600368
This Authorization applies to the equipment identified above and to the following Removal/Buy Out Option This Authorization will confirm that Customer desires to engage Ricoh USA, Inc. ("Ricoh") to pick-up and remove certain items of equipment that are currently (i) owned by Customer or (ii) leased from Ricoh or other third party (as specified below), and that you intend to issue written or electronic removal requests (whether such equipment is identified in this Authorization, in a purchase order, in a letter or other written form) to Ricoh from time to time for such purpose. Such removal request will set forth the location, make, model and serial number of the equipment to be removed by Ricoh. By signing below, you confirm that, with respect to every removal request issued by Customer (1) Ricoh may rely on the request, (2) the request shall be governed by this Authorization, and (3) Ricoh may accept this Authorization by either its signature or by commencing performance (e.g. equipment removal, initiating Services, etc.). Each party agrees that electronic signatures of the parties on this Authorization will have the same force and effect as manual signature. Notwithstanding the foregoing, the parties acknowledge and agree that Ricoh shall have no obligation to remove, delete, preserve, maintain or otherwise safeguard any information, images or content retained by, in or on any item of equipment serviced by Ricoh, whether through a digital storage device, hard drive or similar electronic medium ("Data Management Services"). If desired, Customer may engage Ricoh to perform such Data Management Services at its then-current rates. Notwithstanding anything in this Authorization to the contrary, (i) Customer is responsible for ensuring its own compliance with legal requirements pertaining to data retention and protection, (ii) it Is the Customer's sole responsibility to obtain advice of competent legal counsel as to the identification and interpretation of any relevant laws and regulatory requirements that may affect the customer's business or data retention, and any actions required to comply with such laws, (iii) Ricoh does not provide legal advice or represent or warrant that its services or products will guarantee or ensure compliance with any law, regulation or requirement, and (iv) the selection, use and design of any Data Management Services, and any and all decisions arising with respect to the deletion or storage of any data, as well as any loss of data resulting therefrom, shall be the sole responsibility of Customer, and Customer shall indemnify and hold harmless Ricoh and its subsidiaries, directors, officers, employees and agents from and against any and all costs, expenses, liabilities, claims, damages, losses, judgments or fees (including reasonable attorneys' fees) (collectively, "Losses") arising therefrom or related thereto.
0Equipment Removal (Leased by Customer) . In addition to the terms and conditions set forth above, the following terms and conditions shall apply for equipment removals of equipment leased by Customer: Except for the obligations of Ricoh to pick up and remove the identified· equipment, Ricoh does not assume any obligation, payment or otherwis·e, under any lease agreement, which shall remain Customer's sole responsibility. As a material condition to the performance by Ricoh, Cl.lstomer hereby releases Ricoh from, and shall indemnify, defend and hold Ricoh harmless from and. against, any and all claims, liabilities, costs, expenses and fees arising from or relating to any breach of Customer's representations or obligations in this Authorization or of any obligation owing by Customer under its lease agreement.
91899v1 Page# 7
RICOH USA, INC.

Signature:

Name
Title
Date

CITY OF SANTA CLARA
~B~
Interim City Attorney
ROD D1Rt2:?f=
City Clerk
91899v1
(
Dated: 't(Jh (14U7
•· W City Manager
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
Page# 8
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AGREEMENT FOR THE PERFORMANCE OF SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
. AND
RICOH USA, INC.

EXHIBITC
INSURANCE REQillREMENTS
INSURANCE COVERAGE REQillREMENTS
Without limiting the Contractor ' s indemnification of the City, and prior to commencing any of the Services required under this Agreement , the Contractor shall provide and maintain in full force and effect, at its sole cost and expense, the fo11owing insurance policies with at least the indicated coverages , provisions and endorsements:

A. COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1 ,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however , any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.

3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a "pay on behalf' basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and
c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

Agreement with Ricoh USA, Inc./Insurance Requirement s/Exhibit C Page I of 4 Rev. 02/01/15 94300vl
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B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO fo1m CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000 ,000) each accident using , or providing coverage at least as broad as, Insurance Services Office fonn CA 00 01. Liability coverage shall apply to all owned, non-owned and hired autos.

In the event that the Work being performed under this Agreement involves transporting of hazardoi.1s or regulated substances, hazardous or regulated wastes and/or hazardous or regulated materials , Contractor and/or its subcontractors involved in such activities shall provide coverage with a limit of two million dollars ($2 ,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered .auto.

C. WORKERS ' COMPENSATION

1. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1 ,000,000) each accident/Bodily Injury and one million dollars ($1,000 ,000) each employee Bodily Injury by disease.

2. The indemnification and hold ha1mless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers' Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council , commissions, officers, employees, volunteers and agents .

D. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

1. 2.

Additional Insureds. City of Santa Clara , its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor's work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85 or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.

Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the Agreement with Ricoh USA, lnc./Insurance Requirements /Exhibit C Page 2 of4 Rev. 02/01/15 94300v]
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Indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance Indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor's msurance.

3. Cancellation.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non payment of premiums shall be effective until written notice has been given to City at least ten ( 10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non -1'enewal , written notice shall be given at least thirty (30) days prior to the effective date of non-renewal.

4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set fmth in Sections A through D of this Exhibit C, above.

E. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:

1. Contractor agrees to ensure that subcontractors, and any other paity involved with the Services who is brought onto or involved in the performance of the Services by Conh·actor , provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.

Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Contractor agrees to be responsible for ensuring that no contract used by any paity involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions me to be deleted with reference to City. It is not the intent of City to reimburse any third paity for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.

Agreement with Ricoh USA, lnc./Insurance Requfrements /Exhibit C Page 3 of 4 Rev. 02/01/15 94300v I

3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.

F. EVIDENCE OF COVERAGE
Ptior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor ( of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Conh·actor shall file with the City all ce1tificates and endorsements for the required insurance policies for City's approval as to adequacy of the insurance protection.

G. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S ce1tificate of insurance ( or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set fmth below, at or prior to execution of this Agreement. Upon City's request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements .

Unless otherwise required by the terms of this Agreement, all ce1tificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:

EBlX Inc .

City of Santa Clara - IT Dept
P.O. Box 100085- S2
Duluth, GA 30096
or 1 Ebix Way
John's Creek, GA 30097
Telephone number:

Fax number:

Email address:

H. QUALIFYING INSURERS
951-766-2280
770-325-0409
ctsantaclara@e bix. com
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.

Agreement with Ricoh USA, lnc./Insurance Requirements /Exhibit C Page 4 of4 Rev. 02/01/15 94300vl
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AGREEMENT FOR THE PERFORMANCE OF SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
RICOH USA, INC.

EXHIBITD

ETHICAL STANDARDS FOR CONTRACTORS SEEKING TO ENTER INTO AN

AGREEMENT WITH THE CITY OF SANTA CLARA, CALIFORNIA
Termination of Agreement for Certain Acts.

A. The City may, at its sole discretion, terminate this Agreement in the event any one or more of the following occurs:

1. If a Contractor I does any of the following:
a. Is convicted 2 of operating a business in violation of any Federal, State or local law or regulation;
b. Is convicted of a crime punishable as a felony involving dishonesty3; c. Is convicted of an offense involving dishonesty or is convicted of fraud or a criminal offense in connection with: (1) obtaining; (2) attempting to obtain; or, (3) perf01ming a public contract or subcontract; d. Is convicted of any offense which indicates a lack of business integTity or business honesty which seriously and directly affects the present responsibility of a -City contractor or subcontractor; and/or, e. Made (or makes) any false statement(s) or representation(s) with respect to this Agreement.

For purposes of this Agreement, the word "Consultant" (whether a person or a legal entity) also refers to "Contractor" and means any of the following: an owner or co-owner of a sole proprietorship; a person who controls or who has the power to control a business entity; a general partner of a partnership; a principal in a joint venture; or a primary corporate stockholder [i:e., a person who owns more than ten percent (10%) of the outstanding stock of a corporation] and who is active in the day to day operations of that corporation . 2 For purposes of this Agreement, the words "convicted" or "conviction" mean a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea ofnolo contendere within the past five (5) years. 3 As used herein, "dishonesty" includes, but is not limited to, embezzlement, theft, forgery, bribery, falsification or destrnction of records, making false statements, failure to pay tax obligations, receiving stolen prope1ty, collusion or conspiracy .

Agreement with Ricoh USA, Inc./Ethical Standards for Contractors/Exhibit D Page 1 of2 Rev. 02/01/15 94300vl
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2. If fraudulent, criminal or other seriously improper conduct of any officer, director, shareholder, partner;employee or other individual associated with the Contractor can be imputed to the Contractor when the conduct occurred in connection with the individual's performance of duties for or on behalf of the Contractor, with the Contractor's knowledge, approval or acquiescence, the Contractor's acceptance of the benefits derived from the conduct shall be evidence of such knowledge, approval or acquiesc·ence.

B. The City may also terminate this Agreement in the event any one or more of the following occurs:

1. The City determines that Contractor no longer has the financial capability 4 or business experience 5 to perform the terms of, or operate under, this Agreement; or,

2. If City determines that the Contractor fails to submit information, or submits false information, which is required to_ perform or be awarded a contract with City, including , but not limited to, Contractor's failure to maintain a required State issued license, failure to obtain a City business license (if applicable) or failure to provide and maintain bonds and/or insurance policies required under this Agreement.

C. In the event a prospective Contractor ( or bidder) is rnled ineligible ( de baned) to participate in a contract award process or a contract is te1minated pmsuant to these provisions, Contractor may appeal the City's action to the City Council by filing a written request with the City Clerk within ten (10) days of the notice given by City to have the matter heard. The matter will be heard within thirty (30) days of the filing of the appeal request with the City Clerk. The Contractor will have the burden of proof on the appeal.

The Contractor shall have the opportunity to present evidence, both oral and documentary, and argument.
4 Contractor becomes insolvent , transfers assets in fraud of creditors , makes an assignment for the benefit of creditors, files a petition under any section or chapter of the federal Bankruptcy Code ( 11 U.S.C.), as amended, or under any similar law or statute of the United States or any state thereof , is adjudged bankrupt or insolvent in proceedings under such laws, or a receiver or trustee is appointed for all or substantially all of the assets of Contractor . -
5 Loss of personnel deemed essential by the City for the successful performance of the obligations of the Contractor to the City.

Agreement with Ricoh USA, Jnc./Ethical Standards for Contractors /Exhibit D Page 2 of2 Rev. 02/01/15 94300vl
( r.

AGREEMENT FOR THE PERFORMANCE OF SERVICES

BY AND BETWEEN THE

CITY OF SANT A CLARA, CALIFORNIA,
AND
RICOH USA, INC.

EXHIBITE

AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS
I hereby state that I have read and understand the language, entitled "Ethical Standards" set fo1ih in Exhibit D. I have the authority to make these representations on my own behalf or on behalf of the legal entity identified herein. I have examined appropriate business records, and I have made appropriate inquiry of those individuals potentially included within the definition of "Contractor" contained in Ethical Standards at footnote 1.

Based on my review of the appropriate documents and my good-faith review of the necessary inquiry responses , I hereby state that neither the business entity nor any individual(s) belonging to said "Contractor" category [i.e., owner or co-owner of a sole proprietorship, -general patiner, person who controls or has power to control a business entity, etc.] has been convicted of any one or more of the crimes identified in the Ethical Standards within the past five (5) years.

The above assertions are true and conect and are made under penalty of pe1jury under the laws of the State of California.

Tom Gross
Title: Vice President Managing Director

NOTARY'S ACKNOWLEDGMENT TO BE ATTACHED
Please execute the affidavit and attach a notary public's acknowledgment of execution of the affidavit by the signatory. If the affidavit is on behalfof a corporation , partnership, or other legal entity, the entity's complete legal name and the title of the person signing on behalfof the legal entity shall appear above. Written evidence of the authority of the person executing this affidavit on behalf of a corporation, partnership, joint venture, or any other legal entity, other than a sole proprietorship, shall be attached.

Agreement with Ricoh USA, Inc.I Affidavit of Compliance/Exhibit E Page I of2 Rev. 02/01/15 94300v1
r
CA.ll.IllFIOI IFffil l!A Ml!..D Jpl llD!Rfi>l@Sl!S A COCW@WI!..Im GlMI~!Nlii CML CODE§ 1189 A notary public or other officer completing this certificate verifies only the idsntity of the individual who signed the document to which this certificate Is attached, and not the truthfulness, accuracy, or validity of that document State of California
County of ~Q/lfrtn 4_, ,
On ftup tt ~ 31/ ZtJ / 7 before me, --"""'""--"~LLL--1--=-=-.:"----S::---l4---L,:::::.=~=,;,_LELat:,!L. ...LL-'-'=c"----' Date ,~ J 1 ,,/ Here Insert Name and Title oft e Officer personally appeared /At2u'J4-'S> /7-ep le:-¥}:: G, )?& -G S Namepfof Signerjef
who prove.c;l to me on the basis of sati$faGtory evidence to be the person,(sl whose name~y(sl~ subscrit?ed !P the within rnstru~el)t and acknowledgeg. t~y,e that he/~t,tfey executed the' same in his/h,Pt1thj3rf authorized capacity~}• and that by his/pef/t~ ~ignatureY'.'f6n the instrument the persoJ).(~Y or the entity upon behalf of which the perso~ sYacted, executed the instrument. - Notary Public • California
Sonoma County
z Commission # 2171851 ~
• z sovri2; tx~r:f ,~2!,2J:J~2el
Place Nota.J}' Seal Above
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

SlgnatureQ_d'., ~{('
{_/' Signature of Notary Public
----------------OPTIONAL----------------
Though this secVon is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: ________ ______ ___________ _ _ Document Date: ________ _ _ _____ ___ Number of pages: ___ _ _ _ Signer(s) Other Than Named Above: -----~-------- - - -----------,,-- Gapacity{ies) Claimed by Signer(s)
Signer's Name: ---------,------- Signer's Name: _ _ _________ _ _ □ Corporate Officer - Title(s); ______ _ □ Corporate Officer - Title(s): ____ _ _ _ □ Partner - □ Limit~d □ General EJ Partner - D Limited □ General □ Individual □ Attorney in Fact □ Individual □Attorney in Fact D Trustee □ Guardian or Conservator D Trustee D Guardian or Conservator D Other: _______ _______ _ □ Other: ___________ _ _ _ _ Signer Is Representing: _ _______ _ Signer Is Representing: - - --- --~- ~~
©2016 National Notary Association· www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 DocuSign Envelope ID: 529E127D-1223-4238-B325-93018FB68902 County of Fairfax, Virginia
Date: June 14, 2022
AMENDMENT NO. 10
CONTRACT TITLE: Multi-Function Devices and Related Services

CONTRACTOR
Ricoh USA, Inc.
300 Eagleview Boulevard, Suite 200
Exton, PA 19341

SUPPLIER CODE
1000022573
CONTRACT NO.
4400008513
By mutual agreement, Contract 4400008513, Omnia Partners (formally U.S. Communities) contract# 4400003732, is hereby extended for one (1) year, at existing prices, terms and conditions, effective July 1, 2022 through June 30, 2023.

Provide a current Certification of Insurance (COi) in Accordance with the CONTRACT INSURANCE PROVISIONS, Special Provisions, Section 20, within ten (10) days after receipt of the executed amendment.

AC
Lee n ender
Director/County Purchasing Agent
DISTRIBUTION:

DOF - Accounts Payable/e
DIT - Michelle Breckenridge/e
DIT - Tanesha Sherrod/e
DIT - David Foechterle/e
(Title)
Contract Specialist - Yong Kim
ACS, Team 1 - Chan Park
FCPS - [email protected]
FCPS, IT - [email protected]
Omnia Partners - [email protected]
Contractor - [email protected]
travis [email protected]
Department of Procurement & Material Management
12000 Government Center Parkway, Suite 427
Fairfax. VA 22035-0013
Website: www. foirfoxcountv .go\'/procurnmunl
Phone (703) 324-3201, TTY: 711, Fax: (703) 324-3228
City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
22-579 Agenda Date: 8/30/2022

REPORT TO COUNCIL

SUBJECT
Action on Amendment No. 2 to the Agreement with ELB US Inc. for Enterprise Audio-Visual Professional Services at City facilities and Approve the Related Budget Amendment

COUNCIL PILLAR
Deliver and Enhance High Quality Efficient Services and Infrastructure

BACKGROUND
In March 2017, the City issued a Request for Proposals for Enterprise Audio-Visual (AV) Professional Services to provide AV upgrades citywide. Through this process, ELB US Inc. was selected and awarded a three-year agreement.

On June 13, 2017, Council approved a master call agreement with ELB US Inc. for AV professional services citywide. The master call agreement is structured for task orders or call numbers as they are referred to in this agreement, to be executed between the City and ELB. Call No. 17.1 was approved for the initial broadcast system equipment upgrade in the Council Chambers to improve quality, reliability, and functionality and to provide the necessary improvements in preparation for the agenda management and video streaming system implementations.

On June 26, 2018, Council approved Call No. 18.1 for equipment improvements for public broadcast services at the Central Library. The Central Library’s large public meeting rooms, Redwood & Margie Edinger (“Library Rooms”), had been identified as alternative locations for public meetings. The equipment improvement aligned the Library Rooms to the same City AV standards to allow Library programs to be recorded and broadcast as part of the Library’s service offerings. At the time of this project, the two retractable, below ceiling projection screens in the Library community rooms were not in a condition that required replacement.

On June 9, 2020, City Council approved Amendment No.1. for an extension to the master call agreement with ELB for an additional three years through June 30, 2023 and execution of Call No

20.1 for quarterly preventative maintenance services.

The need for state-of-the-art audio-visual equipment to facilitate virtual City and public meetings as well as the technology to record, broadcast, and digitally distribute content has increased dramatically. To ensure the City has AV-capable locations for public meetings across City facilities, the condition of AV equipment at the libraries has been reevaluated by ELB and City staff.

The Northside Branch Library’s community room will require an extensive equipment upgrade to align it to current City AV standards as well as safeguarding the equipment in the event of seismic activity.

The existing technology in the facility is over 10 years old and cannot reliably provide the quality or City of Santa Clara Printed on 8/24/2022Page 1 of 4
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22-579 Agenda Date: 8/30/2022
capacity necessary for City meetings. The community room will need, in part, an expansion of wired and wireless microphone capacity, improved video recording equipment, digital ports in additional locations, redesigned touchscreen controls, and replacement of the existing projector.

Staff has identified the need at all three Library locations for the inclusion of virtual meeting technologies. The addition of new equipment in Library community rooms will facilitate the effective use of Zoom or Microsoft Teams to hold public and City meetings. An additional upgrade is needed to replace the two projection screens in the Redwood and Margie Edinger community rooms at Central Park Library. The existing projection screens in these rooms are over 16 years old, have started deteriorating, and will soon become unsuitable for presentations. Without these screens, the rooms will no longer be viable for many events.

DISCUSSION
The current agreement with ELB terms out on June 30, 2023. The Information Technology Department (ITD) is requesting to extend the term of the agreement for two additional years ending on June 30, 2025. This will allow time for the completion of the necessary upgrades and for staff to conduct a new Request for Proposal process for enterprise audio-visual services.

Under this new Call No. 22.1, ELB will provide audio visual upgrade services to the Northside Branch Library, Central Park Library, and Mission Branch Library to bring equipment up to current City standards. Examples of proposed upgrades include, but are not limited to, the installation of additional video sources and inputs, installation of video conferencing, video recording and streaming technology, improving microphone quality and capacity, and replacing projection screens at the Central Park Library.

Call No. 22.1 also includes the cost for ongoing maintenance services at a cost of $49,000 per year for the two-year contract extension.

Exhibit A of the attached Amendment No. 2 details the equipment and services under this Call, including the one-time cost to upgrade the equipment ($287,604) and the extension of the maintenance services for two years ($98,000). The total amount for this Call is $385,604 inclusive of all labor, maintenance and support, taxes, transportation costs and a 20% contingency for each task of the project scope approximately totaling in the amount of $46,000.

In addition, as we have experienced during the pandemic, our reliance on audio visual equipment in city facilities especially in the Council Chambers has been more than ever. We have continued to update and enhance audio visual systems to keep up with hybrid meetings more recently. To allow for continual and critical improvements, authorization is requested for future calls through the term of the agreement.

The majority of this work was budgeted under the Institutional Telecommunication Networks and Broadcast Infrastructure project that is funded by Public, Educational, and Governmental Access (PEG) cable fees collected from Comcast and AT&T to provide public broadcast services and information which can be used for capital projects to improve the audio video broadcast quality.

ENVIRONMENTAL REVIEW
The action being considered is exempt from the California Environmental Quality Act (“CEQA”) City of Santa Clara Printed on 8/24/2022Page 2 of 4
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22-579 Agenda Date: 8/30/2022
pursuant to CEQA Guidelines section 15301 “Existing Facilities” as the activity consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities mechanical equipment or topographical features involving negligible or no expansion of use beyond that existing at the time of the lead agencies determination.

FISCAL IMPACT
Call No. 22.1 has a not-to-exceed amount of $385,604. Ongoing maintenance services is $49,000 per year for the two-year contract extension for a total of $98,000 which will be funded from the Information Technology Services Fund. Funding for Library upgrades in the amount of $287,604 is recommended to be appropriated in the Public, Educational and Governmental (PEG) Fee Fund from its fund balance, as shown below.

FY 2022/23
Budget Amendment
Current Increase/
(Decrease)
Revised
Public, Educational and
Governmental Fee Fund
Expenditure
Capital Outlay $200,000 $287,604 $487,604
Fund Balance
Unrestricted Fund Balance $2,011,173 ($287,604) $1,723,569

COORDINATION
This report has been coordinated with the Library, Finance Department, and City Attorney’s Office.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]> or at the
public information desk at any City of Santa Clara public library.

RECOMMENDATION

1. Authorize the City Manager to execute Amendment No. 2 to the Agreement with ELB US Inc. for Enterprise Audio-Visual Professional Services to extend the term of the agreement by two years ending on June 30, 2025, and to execute Call No. 22.1 for Enterprise Audio- Visual Professional Services in Santa Clara City Library Facilities and Council Chambers for a maximum compensation not-to-exceed $385,604 and subject to budget appropriations; and

2. Authorize the City Manager to execute future Calls not-to-exceed $100,000 per Call throughout the term of the agreement without further Council action and subject to the appropriation of funds.

3. Authorize the City Manager to extend the term of the agreement, if required, to match the end date of any Call issued prior to June 30, 2025 but has an end date that extends beyond the contract term.

No new Calls will be issued after June 30, 2025.

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22-579 Agenda Date: 8/30/2022

4. Approve the FY 2022/23 budget amendment in the Public, Educational and Governmental Fee Fund to appropriate $287,604 from the unrestricted fund balance (five affirmative Council votes required for the use of unused balances ).

Reviewed by: Gaurav Garg, Director of Information Technology/CIO Reviewed by: Patty Wong, City Librarian
Approved by: Rajeev Batra, City Manager

ATTACHMENTS

1. Amendment No. 2 to Agreement with ELB US, Inc.

2. Executed Master Call Agreement, Call No. 17.1, RTC

3. Call No. 18.1 and RTC 18-764

4. Amendment No. 1, Call No. 20.1, and RTC 20-548
City of Santa Clara Printed on 8/24/2022Page 4 of 4
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Amendment No. 2 to Agreement/ELB US Inc. Page 1
Rev. 10/25/19
Ebix Insurance No. S200003741

AMENDME
NT NO. 2

TO THE AGREEMENT FOR SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND
ELB US, INC.

PREAMBLE
This agreement (“Amendment No. 2”) is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and ELB US, Inc., a Delaware corporation (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS
A. The Parties previously entered into an agreement entitled “Call Agreement by and between the City of Santa Clara, California and ELB US, Inc., dated June 22, 2017 (Agreement);
B. The Agreement was previously amended by Amendment No. 1, dated June 16, 2020, and is again amended by this Amendment No. 2. The Agreement and all previous amendments are collectively referred to herein as the “Agreement as Amended”; and
C. The Parties entered into the Agreement as Amended for the purpose of having Contractor provide Enterprise Audio/Visual Services, and the Parties now wish to amend the Agreement as Amended to execute Call No. 22.1 for a maximum not- to-exceed compensation of $385,603.94 and extend the term of the agreement.

NOW, THEREFORE, the Parties agree as follows:

AMENDMENT TERMS AND CONDITIONS

1. Section 12 of the Agreement as Amended, entitled “TERM OF AGREEMENT” is amended to read as follows:

A. Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall be eight (8) years, beginning on the Effective Date and terminating eight years later.

B. This Agreement shall be deemed extended for such time as is necessary for Contractor to complete work on any Call which is issued prior to the termination date of this Agreement, but is still in progress on the Amendment No. 2 to Agreement/ELB US Inc. Page 2
Rev. 10/25/2019
termination date of this Agreement. Any incomplete Call(s) which have been issued pursuant to the terms of a previous agreement between the Parties is/are hereby reaffirmed and each such Call shall remain in full force and effect under this Agreement, subject to the terms of such Call.

2. C all No. 22.1 is hereby added to the Agreement and is attached herein.

3. Except as set forth herein, all other terms and conditions of the Agreement as Amended shall remain in full force and effect. In case of a conflict in the terms of the Agreement as Amended and this Amendment No. 2, the provisions of this Amendment No.2 shall control.

The Parties acknowledge and accept the terms and conditions of this Amendment No. 2 as evidenced by the following signatures of their duly authorized representatives.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation

Approved as to Form: Dated:

Office of the City Attorney
City of Santa Clara

Office of the City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”

ELB US INC.
a Delaware corporation

Dated:

By (Signature):

Amendment No. 2 to Agreement/ELB US, Inc. Page 1
Rev. 10/25/19
CALL NO. 22.1 FOR PROFESSIONAL SERVCIES

TO BE RPOVIDED TO THE

CITY OF SANTA CLARA, CALIFORNIA,
BY ELB US, INC.

The Parties to this Call No. 22.1 ("Call") agree that this Call is made pursuant to the terms of a Call Agreement between the Parties entitled, "Call Agreement by and between the City of Santa Clara, California and ELB US Inc.," dated June 22, 2017, the terms of which are incorporated by this reference. This Call describes the Services to be provided to the City of Santa Clara, California ("City") by ELB US Inc. ("Contractor"), which are more fully described in Contractor's proposal to City entitled "ELB's Response to the City of Santa Clara Libraries Upgrades Audio Visual Services" dated June 1, 2022 ("Proposal"), attached to this Call as Exhibit A and incorporated by this reference.

Exhibit A contains a complete description of the Services, and performance dates for the completion of such Services, to be performed by the Contractor under this Call. In no event shall the amount paid to the Contractor for the Services provided to City by the Contractor under this Call, including all fees or pre-approved costs and/or expenses plus a 20% contingency budget for unplanned remediation items, exceed Three Hundred Eighty-Five Thousand Six Hundred Three Dollars and Ninety-Four Cents ($385,603.94), subject to budgetary appropriations. Below is a summary of the fixed costs for this Call.

Description Total Cost
Annual Maintenance (July 1, 2023 – June 30, 2024) $ 49,000.00 Annual Maintenance (July 1, 2024 – June 30, 2025) $ 49,000.00 Northside Upgrade $ 219,784.18
Northside Video Conferencing Addition $ 9,192.81
Mission Video Conferencing Addition $ 18,207.66
Central Video Conferencing Addition $ 7,988.86
Central Park Replacement Screens $ 32,430.43
Total Maximum Not-to-Exceed Compensation for
Call 22.1 $ 385,603.94
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument, and the Parties agree that signatures on this Agreement, including those transmitted by facsimile, shall be sufficient to bind the parties.

Amendment No. 2 to Agreement/ELB US Inc. Page 2
Rev. 10/25/2019
The Parties acknowledge and accept the terms and conditions of this Call as evidenced by the following signatures of their duly authorized representatives. The Effective Date is the date that the final signatory executes the Call. It is the intent of the Parties that this Call shall become operative on the Effective Date.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation

Approved as to Form: Dated:

Office of the City Attorney
City of Santa Clara

Rajeev Batra
City Manager
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”

ELB US INC.
a Delaware corporation

Dated:

By (Signature):

Name: Damian Bolton
Title: President
Principal Place of
Business Address:
415 Boulder Court, Suite 100
Pleasanton, CA 94566
Email Address: [email protected]
Telephone: (925) 400-6175
Fax: (925) 475-5096
“CONTRACTOR”
Revised June 1, 2022
Catrina Reynolds
ELB US Inc.
510-914-4295
[email protected]
ELB US Inc. Response to
City of Santa Clara
Libraries Upgrades
Audiovisual Services

EXHIBIT A
ELB I
CREATE.

COMMUNICATE.

COLLABORATE.

G oogle for Education
Partner
) Libraries Upgrade
Audiovisual Services

Commercial in Confidence Page 2

Commercial in Confidence
The information contained in this document is
“Commercial in Confidence” and the property of ELB US
Inc. (“ELB”).

The information contained herein has been provided for
the sole purpose of assessing ELB ’s ability to undertake the project described.

Provision of this information should not be construed as a license to copy or communicate this information to a
third party without the express permission of ELB.

EL
) Libraries Upgrade
Audiovisual Services

Commercial in Confidence Page 3

TABLE OF CONTENTS
TABLE OF CONTENTS ............................................................................................ 3 PROJECT SPECIFICS – LIBRARIES UPGRADE .......................................................... 4 COST PROPOSAL ................................ ................................ ................................ ............... 4 SYSTEM DESCRIPTION ................................ ................................ ................................ ..... 11 PROPOSAL ASSUMPTIONS, INCLUSIONS, AND EXCLUSIONS ............................. 16 ASSUMPTIONS ................................ ................................ ................................ ................ 16 INCLUSIONS ................................ ................................ ................................ .................... 16 EXCLUSIONS ................................ ................................ ................................ .................... 16

EL
) Libraries Upgrade
Audiovisual Services

Commercial in Confidence Page 4

PROJECT SPECIFICS – LIBRARIES UPGRADE

COST PROPOSAL

NORTHSIDE UPGRADE
Qty Make Model Description
Unit
Amount Total
Programme Source Equipment
1 TASCAM BD-MP4K
TASCAM 4k UHD Blu-Ray
Multimedia Player $665.33 $665.33
1 APP001 MXH02LL/A
APPLE Apple TV 4k 64GB, 2nd
Generation, Black $266.65 $266.65
1 Barco R9861580US
BARCO R9861580US CSE-800
ClickShare Set, Black $4,333.33 $4,333.33
1 OFE
O.F.E. Mini PC (Processor Dual-
core 2Ghz or higher (Intel i7) RAM
16Gb, 256GB SSD $1.00 $1.00
Video Conferencing Equipment
1 JVC KY-PZ100W
JVC KY-PZ100 Robotic PTZ
Network Video Production Camera
(White) $2,959.00 $2,959.00
1 Vaddio 999-82000-000
VADDIO QuickCAT Universal
Suspended Ceiling Camera Mount $535.09 $535.09
1 DataVideo DAC-8PA
DATAVIDEO DAC-8PA SDI to
HDMI Converter $292.00 $292.00
Display Equipment
1 CHIEF VCMUW
CHIEF VCMUW Heavy Duty
Projector Mount $477.15 $477.15
1 Chief
Manufacturing CMA110W
CHIEF CMA110W 8" Ceiling Plate,
White $68.61 $68.61
1 Da-Lite 88307F
DALITE 16:9 78x139 / 159"
Diagonal, Da-Mat, 120V/60Hz $6,124.00 $6,124.00
1 NEC NP-PX803UL-WH
NEC 8000-lumen Professional
Installation Projector $12,465.33 $12,465.33
1 NEC NP19ZL NEC NP19ZL 1.65 Zoom Lens $3,226.67 $3,226.67 1 Chief
Manufacturing CMS048W
CHIEF Fixed Extension Column,
48" WHITE $70.93 $70.93
1 Chief
Manufacturing CMA640W CHIEF SHIELD RING, WHITE $15.89 $15.89 1 OFE
Da-lite Tensioned Advantage
Screen housing and low voltage
controller $1.00 $1.00
Audio Equipment
4 SHURE MXW1/O=-Z10
SHURE MXW1 Hybrid Bodypack
Transmitter, Z10 Band $620.07 $2,480.28
4 SHURE MX150B/C-TQG
SHURE Cardioid 5mm
Subminiature Lavalier Mic, For
Shure Bodypacks $267.33 $1,069.32
1 SHURE MX418/C
SHURE Cardioid Gooseneck
Condensor Microphone (460 mm) $266.87 $266.87
1 BIAMP
TesiraFORTÉ-AVB-
CI
BIAMP Audio DSP w/12 mic/line in
w/AEC. 8 line out & AVB Port $2,733.33 $2,733.33
) Libraries Upgrade
Audiovisual Services

Commercial in Confidence Page 5

1 BIAMP Tesira-SERVER-IO
BIAMP Tesira DSP serverup to 48
channels of I/O, 1 DSP-2 card $4,933.33 $4,933.33
1 BIAMP Tesira-AVB-1
BIAMP Tesira-AVB-1 AVB network
card $626.67 $626.67
1 BIAMP SVC-2 BIAMP VOIP Interface Card $473.33 $473.33 1 BIAMP Tesira.DAN-1 BIAMP Tesira 64x64 Dante module $1,100.00 $1,100.00 4 BIAMP Biamp.Tesira.SEC-4 BIAMP Tesira SEC-4 $546.67 $2,186.68 4 Hosa
Technology HMIC-025
HOSA TECHNOLOGY Pro
Microphone XLR3-M to XLR3-F
Cable, 25'' $24.47 $97.88
2 Liberty Wire
&Cable MSB-521BK
LIBERTY Hosa Tech 72"
Microphone Stand w/ 36" Boom $42.03 $84.06
1 Listen LS-70-072
LISTEN iDSP Prime Level IV
Stationary RF System $2,210.67 $2,210.67
6 Listen LR-4200-072-P1
LISTEN DSP RF Receiver Package
1 (72 MHz) $234.67 $1,408.02
1 RDL DD-BTN44
RDL Wall-Mounted Bi-Directional
Line-Level and Bluetooth Audio $950.44 $950.44
2 SHURE MXWAPT8=-Z10
SHURE 8 Channel Access Point
Transceiver, Z10 Band $3,784.60 $7,569.20
3 SHURE MXWNCS8
SHURE 8-Channel Networked
Charging Station $1,972.53 $5,917.59
1 SHURE MX412SE/C
SHURE Cardioid Gooseneck
Condensor Microphone (12") $266.87 $266.87
1 SHURE A400SM
SHURE Recessed Shock Mount for
Gooseneck Mics $30.00 $30.00
1 SHURE MXWAPT2
SHURE MXWAPT2 2-Ch Access
Point Transceiver, Z10 Band $1,450.27 $1,450.27
10 SHURE MXW8=-Z10
SHURE Desktop Base Transceiver,
Z10 Band $645.67 $6,456.70
10 SHURE MX410/C
SHURE 10" Cardioid Gooseneck
Mic, Bi-color Status Indicator $339.07 $3,390.70
1 SHURE MXWNCS4
SHURE MXWNCS4 Networked
Charging Station $1,531.07 $1,531.07
14 SHURE SB901A
SHURE SB901A MXW Bodypack,
Boundary, and Desktop Base
Battery $35.33 $494.62
4 SHURE MXW2/SM58=-Z10
SHURE Handheld Transmitter,
SM58 Microhpone Capsulte, Z10
Band $605.93 $2,423.72
Signal Routing Equipment
3 Neutrik NE8FDY-C6
NEUTRIK D-shape CAT6 panel
connector with Nickel housing $32.17 $96.51
1 Crestron DM-TX-201-C
CRESTRON DigitalMedia 8G+
Transmitter 201 $1,192.00 $1,192.00
3 Crestron
DM-TX-4KZ-100-C-
1G-W-T
CRESTRON DigitalMedia 8G+
4K60 4:4:4 HDR Wall Plate TM,
White $917.33 $2,751.99
6 Crestron DMC-4KZ-HD
CRESTRON HDMI 4K60 4:4:4
HDR Input Card for DM Switchers $733.33 $4,399.98
2 Crestron DMC-4KZ-HDO
CRESTRON 2 Channel HDMI
4K60, 4:4:4 HDR, Scaling Output
Card $1,650.67 $3,301.34
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10 Liberty Wire
&Cable E2-HDSEM-M-01
LIBERTY Commercial Grade HDMI
Cables w/ Ethernet, 3ft $14.05 $140.50
10 Liberty Wire
&Cable E2-HDSEM-M-02
LIBERTY Commercial Grade HDMI
Cable w/ Ethernet, 6 ft $18.28 $182.80
5 Liberty Wire
&Cable E2-HDSEM-M-02.5
LIBERTY Commercial Grade HDMI
Cables with Ethernet 8 ft. $21.17 $105.85
2 Liberty Wire
&Cable HDPMM10F
LIBERTY HDPMM10F HDMI Cable,
ENET, 18G, 10 Ft $19.52 $39.04
1 Liberty Wire
&Cable E-USBAB-6
LIBERTY 6' Molded USB 2.0 A
Male to B Male $6.59 $6.59
1 Crestron DM-MD16X16-CPU3
CRESTRON 16x16 DigitalMedia
Switcher $7,884.00 $7,884.00
4 Crestron
DM-RMC-4K-100-C-
1G-W-T
CRESTRON 1Gang 4K
DigitalMedia 8G+ Receiver -
WHITE $642.67 $2,570.68
6 Crestron DMC-4KZ-C
CRESTRON DigitalMedia 8G+
4K60 4:4:4 HDR Input Card for DM
Switchers, HDBaseT Compatible $1,009.33 $6,055.98
3 Crestron DMC-4KZ-CO-HD
CRESTRON 2-Channel
DigitalMedia 8G+ 4K60 4:4:4 HDR
Output Card for DM Switchers $1,192.00 $3,576.00
1 Crestron DMC-DVI
CRESTRON DVI/RGB Input Card
for DigitalMedia™ Switchers $733.33 $733.33
1 Crestron DMC-STR
CRESTRON Streaming Input Card
for DM® Switchers $1,376.00 $1,376.00
2 DigitaLinx DL-AR2789
DIGITALLINX DL-AR2789 Secure
Ring Adapter $252.95 $505.90
1 Liberty AV
Solutions E-USB3AB-03
LIBERTY 3' USB3.0 A-B Cable,
Black $6.76 $6.76
3 Neutrik NKE6S-5-WOC NKE6S-5-WOC $63.71 $191.13
2 Liberty AV
Solutions E-USBAB-15
LIBERTY 15' Molded USB 2.0 A
Male-B Male $11.57 $23.14
1 PanelCrafters E94566-WQ629549
PANELCRAFTERS E94566-
WQ629549 White Steel Insert $73.31 $73.31
1 PanelCrafters E94566-WQ629550
PANELCRAFTERS E94566-
WQ629550 White Steel Insert $73.31 $73.31
1 PanelCrafters E94566-WQ629551
PANELCRAFTERS E94566-
WQ629551 White Steel Insert $73.31 $73.31
1 PanelCrafters E94566-WQ629554
PANELCRAFTERS E94566-
WQ629554 White Steel Insert $44.63 $44.63
1 PanelCrafters E94566-WQ629553
PANELCRAFTERS E94566-
WQ629553 White Steel Insert $44.63 $44.63
1 PanelCrafters E94566-WQ629552
PANELCRAFTERS E94566-
WQ629552 White Steel Insert $44.63 $44.63
1 Ephiphan ESP1151
EPIPHAN ESP1151 Pearl-2 Video
Processor, 2RU $9,776.12 $9,776.12
1 Neutrik NE8MC6-MO
NEUTRIK EtherCON CAT6 Nickel
Connectors $12.40 $12.40
1 Middle Atlantic UTR1-RP12
MIDDLE ATLANTIC 1RU Rack
Shelf, tie down slots:12-pack $420.91 $420.91
2 Atlas Sound DS5E
ATLAS SOUND 5" Fixed Height
Desktop Mic Stand - Ebony $25.73 $51.46
Control System Equipment
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1 Crestron PRO4
CRESTRON 4-Series Control
System $5,225.33 $5,225.33
1 Netgear
GSM4248PX-
100NAS
NETGEAR M4250 40G8XF POE+
Managed Switch $2,950.28 $2,950.28
1 Netgear AVB4248PX-10000S
Netgear M4250-40G8XF-POE+ -
License $826.79 $826.79
2 Crestron TSW-1070-W-S
CRESTRON 10.1 Inch Wall Mount
Touch Screen, White, Smooth $2,566.67 $5,133.34
Miscellaneous Items
1 Middle Atlantic PD-2415SC-NS
MIDDLE ATLANTIC Slim Power
Strip, 24 Outlet, 15A $179.40 $179.40
1 Liberty Wire
&Cable
24-4P-P-L6SH-WHT-
ft
LIBERTY WH CAT6 F/UTP EN
Series 23AWG 4 Pair Shielded,
1,000 feet $0.99 $990.00
1 Liberty AV
Solutions
24-4P-P-L6-EN-BLK-
ft
LIBERTY CAT6 U/UTP 23 AWG 4
Pair Unshielded Plenum, 1,000 feet $0.60 $600.00
1 Liberty Wire
&Cable 22-2C-PSH-WHT-FT
LIBERTY Audio and control 22
AWG 1 pair shielded plenum, 500
feet $0.20 $100.00
1 Liberty Wire
&Cable 16-2C-P-WHT-ft
LIBERTY 16AWG 2 conductor,
Plenum, White, 100 feet $0.35 $35.00
1 SCS 111S08080091H34
SENTINEL 111S08080091H34
RJ45 8P8C Plug Cat6A, Bag 100
Units $300.00 $300.00
1 SCS 1110808005634
SENTINEL RJ45 8P8C Modular
Plug, NCS Cat6A, 100 Pieces, Bag $227.93 $227.93
2 OFE Furman CN-1800s $1.00 $2.00
1 Middle Atlantic BGR-4532-AV
MIDDLE ATLANTIC 45 RU Pre-
Configured BGR Series, 32 Inches
Deep $3,172.63 $3,172.63
1 Middle Atlantic FWD-BGR-RR45
MIDDLE ATLANTIC 45 RU Forward
Rackrail, BGR Series $147.67 $147.67
1 Middle Atlantic BGR-Z4
MIDDLE ATLANTIC Seismic
Brackets, BGR Series $48.75 $48.75
1 Middle Atlantic RR2-3RCN

MIDDLE ATLANTIC RACKRAIL
RECESSOR, 2 RU, 3"D $43.51 $43.51
1 Middle Atlantic UPS-2200R-IP

MIDDLE ATLANTIC
Uninterruptable Power Supply $2,045.09 $2,045.09
1 Middle Atlantic VBK-BGR
MIDDLE ATLANTIC Vent Blocker
Kit, BGR Series $27.00 $27.00
1 Uline H-6856 ULINE Safety Curb, 48" $160.00 $160.00
5 Liberty AV
Solutions PC6B025BK
LIBERTY 25' LAN Sol Cat6 U/UTP
Pre-Made Patch Cable, Black $15.39 $76.95
4 Liberty AV
Solutions PC6BS001WH LIBERTY CAT6 STP Patch, 1-FT $3.55 $14.20 11 Liberty AV
Solutions PC6BS003WH LIBERTY CAT6 STP Patch, 3-FT $7.93 $87.23 15 Liberty AV
Solutions PC6BS005WH
LIBERTY CAT6 STP Patch, 5-FT
white $6.23 $93.45
1 Liberty Wire
&Cable RG58-CMR-BLK-FT
LIBERTY RB58 Solid Dual Shield
Cable, Black, 100 feet $0.43 $43.00
1 GEP001 VPM2000-0
GEPCO High Definition and SDI
Coax Cable, BLK, 100 feet $0.32 $32.00
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1 Liberty Wire
&Cable CM-RG59M-BNC
LIBERTY Plugs for Single, Dual, Tri
or Quad Shield 25/pck $79.68 $79.68
10 Liberty AV
Solutions 112116
LIBERTY BNC Crimp Plug for
RG58 non-plenum dual shield cable $2.35 $23.50
1 ELB US Inc. PSG-ADMIN PSG-ADMIN (FREIGHT) $4,790.00 $4,790.00 Engineering Services
16 Design $120 $1,920
66 Installation - Prevailing Wage $130 $8,580
16 System Programming $110 $1,760
20 Field Engineering $110 $2,200
16 Project Management $110 $1,760
System Total
20% Contingency $35,000
Tax $13,701.62
Total $219,784.18

NORTHSIDE VIDEO CONF ERENCING ADDITION
Qty Make Model Description
Unit
Amount Total
Video Conferencing Equipment
1 Vaddio 999-8240-000 VADDIO AV Bridge Mini $2,302.21 $2,302.21 1 Logitech 939-001817 LOGITECH 939-001817 Tap Wall Mount Assembly $240.35 $240.35 1 Logitech 939-001950 LOGITECH TAP Controller with Cat5e Kit $1,150.04 $1,150.04 1 OFE Zoom License supplied by City $1.00 $1.00
1 Crestron
DM-RMC-4K-100-
C-1G-W-T
CRESTRON 1Gang 4K DigitalMedia 8G+ Receiver -
WHITE $642.67 $642.67
1 Crestron DMC-4KZ-HD
CRESTRON HDMI 4K60 4:4:4 HDR Input Card for
DM Switchers $733.33 $733.33
1 OFE
O.F.E. Mini PC (Processor Dual-core 2Ghz or
higher (Intel i7) RAM 16Gb, 256GB SSD $1.00 $1.00
Miscellaneous Items
2 Liberty Wire
&Cable E2-HDSEM-M-02
LIBERTY Commercial Grade HDMI Cable w/
Ethernet, 6 ft $18.28 $36.56
1 Liberty Wire
&Cable
22-2C-PSH-WHT-
FT
LIBERTY Audio and control 22 AWG 1 pair shielded
plenum, 75 feet $0.20 $15.00
1 ELB US Inc. PSG-ADMIN PSG-ADMIN (FREIGHT) $280.00 $280.00 Engineering Services
2 Design $120 $240
2 Client Training $199 $398
3 Installation - Prevailing Wage $130 $390
4 Field Engineering $110 $440
2 Documentation and CAD $90 $180
2 Project Management $110 $220
System Total
20% Contingency $1,455
Tax $467.65
Total $9,192.81

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MISSION VIDEO CONFER ENCING ADDITION
Qty Make Model Description
Unit
Amount Total
Video Conferencing Equipment
1 Vaddio 999-8240-000 VADDIO AV Bridge Mini $2,302.21 $2,302.21 1 Logitech 939-001817
LOGITECH 939-001817 Tap Wall Mount
Assembly $240.35 $240.35
1 Logitech 939-001950 LOGITECH TAP Controller with Cat5e Kit $1,150.04 $1,150.04 1 JVC KY-PZ100W
JVC KY-PZ100 Robotic PTZ Network
Video Production Camera (White) $3,621.33 $3,621.33
1 JVC WMPZ100W
JVC WMPZ100W Wall Mount Bracket Kit
(White) $235.28 $235.28
1 OFE Zoom Rooms License supplied by City $1.00 $1.00
1 OFE
O.F.E. Mini PC (Processor Dual-core 2Ghz
or higher (Intel i7) RAM 16Gb, 256GB SSD $1.00 $1.00
Signal Routing Equipment
1 Extron 60-1238-81
EXTRON 60-1238-81 HDCP-Compliant
Scaling Presentation Switcher $3,282.40 $3,282.40
1 Extron 60-1421-13 EXTRON DTP T HWP 4K 231 D Wallplate $554.40 $554.40 Miscellaneous Items
1 Liberty Wire
&Cable
E2-HDSEM-M-

0.5 LIBERTY Commercial Grade HDMI Cables
with Ethernet $11.93 $11.93
1 Liberty Wire
&Cable
E2-HDSEM-M-
01 LIBERTY Commercial Grade HDMI Cables
w/ Ethernet, 3ft $14.05 $14.05
1 Liberty Wire
&Cable
24-4P-L6SH-
WHT-FT
LIBERTY CAT6 F/UTP EN 23AWG 4 Pair
Shielded, White, 50 feet $0.51 $25.50
1 Liberty AV
Solutions

E-DPM-HDM-
06F LIBERTY 6' DisplayPort to HDMI Cable $15.99 $15.99
1 Tripp Lite P024-006-13A
TRIPP LITE P024-006-13A Power
Extension Cord (6ft) $7.60 $7.60
1 ELB US Inc. PSG-ADMIN PSG-ADMIN (FREIGHT) $580.00 $580.00 Engineering Services
2 Design $120 $240
2 Client Training $199 $398
6 Installation - Prevailing Wage $130 $780
4 Field Engineering $110 $440
2 Documentation and CAD $90 $180
2 Project Management $110 $220
System Total
20% Contingency $2,860.00
Tax $1,046.58
Total $18,207.66

CENTRAL VIDEO CONFER ENCING ADDITION
Qty Make Model Description
Unit
Amount Total
Video Conferencing Equipment
2 Logitech 939-001950 LOGITECH TAP Controller with Cat5e Kit $1,150.04 $2,300.08 ) Libraries Upgrade
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Commercial in Confidence Page 10

2 Logitech 939-001817
LOGITECH 939-001817 Tap Wall Mount
Assembly $240.35 $480.70
1 OFE Zoom Room License furnished by City $1.00 $1.00
1 OFE
O.F.E. Mini PC (Processor Dual-core 2Ghz
or higher (Intel i7) RAM 16Gb, 256GB SSD $1.00 $1.00
Signal Routing Equipment
2 Crestron DMC-4KZ-HD
CRESTRON HDMI 4K60 4:4:4 HDR Input
Card for DM Switchers $733.33 $1,466.66
Miscellaneous Items
1 Liberty Wire
&Cable
24-4P-L6SH-
WHT-FT
LIBERTY CAT6 F/UTP EN 23AWG 4 Pair
Shielded, White, 200 feet $0.37 $74.00
2 Liberty Wire
&Cable E-USB3AB-10 LIBERTY USB3.0 A-B Cable, 10-ft $8.44 $16.88 1 Liberty Wire
&Cable
22-2C-PSH-
WHT-FT
LIBERTY Audio and control 22 AWG 1 pair
shielded plenum, 20 feet $0.20 $4.00
2 Liberty AV
Solutions

E-DPM-HDM-
06F LIBERTY 6' DisplayPort to HDMI Cable $15.99 $31.98
1 ELB US Inc. PSG-ADMIN PSG-ADMIN (FREIGHT) $300.00 $300.00 Engineering Services
2 Design $120 $240
2 Client Training $199 $398
3 Installation - Prevailing Wage $130 $390
2 Field Engineering $110 $220
2 Documentation and CAD $90 $180
2 Project Management $110 $220
System Total
20% Contingency $1,265
Tax $399.56
Total $7,988.86

CENTRAL PARK REPLACE MENT SCREENS
Qty Make Model Description Unit Amount Total
Display Equipment
2 Stewart

CUSTOM-
538820.002 Stewart Custom Luxus Series $10,064.80 $20,129.60 1 ELB US Inc. PSG-ADMIN PSG-ADMIN (FREIGHT) $1,340 $1,340 Engineering Services
24 Installation - Prevailing Wage $130 $3,120
1 Lift Rental $685 $685
2 Project Management $110 $220
System Total
20% Contingency $5,098
Tax $1,837.83
Total $32,430.43

Total for All Above Projects: $287,603.94
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SYSTEM DESCRIPTION

NORTHSIDE UPGRADE
The City of Santa Clara has requested that the AudioVisual System for the Northside Branch Library be renovated. ELB plans to use the existing infrastructure for cable pull wherever possible. The Library has a raised floor as well that will facilitate the cable installation. The following is a system description of the proposed solution:

Video Sources and Inputs

Each of the inputs and source devices below shall be selectable for viewing on the projection screen. These sources may also be routed to other destinations such as a video recorder, rack-mounted monitor, or streaming video encoder.

Lectern Inputs
 The lectern shall feature an HDMI input and a 3.5mm audio input for different laptop connection possibilities.
 An adapter ring shall be provided to allow mini-DisplayPort, Lightning and USB-C connections as well.
 All video inputs from the Lectern shall be connected to the system via a single cable with a ruggedized, professional touring grade connector located inside the Owner Furnished (OFE) floor box, a new panel on the front wall and a panel on the side wall.  There shall be three locations in each room where portable AV equipment may be connected to the system: The first is at the existing floor box for the lectern, the second shall be an AV input located at the side wall, or the front wall.

HDMI Inputs
 The room shall feature Qty (3) direct HDMI inputs. These have been included to provide greater system flexibility, and are intended for sources such as a camera or an additional laptop.  One HDMI input shall be located at the existing floor box, another at the side wall, and one at the front wall panel.

Zoom Room PC (ADD ALT)
 The room shall feature a Zoom Room system. The PC compute will be furnished by The City and be located in the equipment rack in the chair storage closet. It shall be controlled by a Logitech Tap panel on the side wall.
 The City will furnish the Zoom Room License and PC

Cable TV Receiver
 An OFE Cable TV (CATV) receiver shall connect to the system from television viewing.  The Touch Panel control shall be capable of changing channels. (NOTE – this is dependent upon the capability of the OFE CATV Receiver itself.)

Blu-Ray Player
 A new Blu-Ray Player shall be included.
 The Touch Panel control over Blu-Ray player functionality shall be provided.

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AppleTV
 This will allow AirPlay wireless connectivity of Apple devices for display on the projection screen.  Some basic control of the AppleTV will be possible via the Touch Panel, however the Apple Siri remote cannot be fully replicated.

Barco ClickShare
 This device provides a set of USB dongles that may be connected to a laptop for wireless presentation. No software needs to be loaded on the laptop for the wireless connection, it is entirely managed by the USB dongle.
 Up to four laptops may be connected simultaneously and may be shared on the projection screen one-at-a-time, or up to all four together.

Video Conferencing

The system has been designed to provide the capability to host and/or join video conferences via Zoom. A Zoom Room license will be required for the rack-mounted PC. (It is understood this can be provided by the City’s IT Department.)

Pan/Tilt/Zoom (PTZ) Camera
 A JVC KY-1000 PTZ camera will be installed to capture the presenter from the rear of the room.

Video Conference Bridge
 This device shall provide the necessary format conversion to and from the AV System to the USB interface of the rack-mounted PC.

Placing Calls
 The Crestron Touch Panel may be used to place VoIP audio calls and set the overall system to prepare to make a video conference call, however Zoom calls must be placed via the Tap panel using the PC. This is a function of Zoom Rooms.

Video Recording and Streaming

A major component of the system is to allow Users to easily record a session, as well as to live stream events.

Epiphan Pearl2 Rackmount
 The Epiphan Pearl will reside in the equipment rack.
 The unit will connect to HDMI inputs and outputs within the existing system.  An HDMI Video output will be routable to the floor box and both AV panels.  The Pearl is a multi-functional device. Video Recorder, Lecture Capture, Live Production Switcher, and Streaming Server.
 This unit is capable of up to 4K video resolution.

Projectors and Projection Screens

 A new projector shall be installed in the room at the location of the present projector.  The new projectors feature high-output, 8,000 lumen laser light module.

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 The existing OFE projection screen housing will be reused and controlled via the new control system at the touch panel.
 The screen, motors and roller assembly will be replaced.

Video Routing – Video Matrix Switcher

This is the major video signal-switching component of the system. All video sources may be routed to any destination via the Touch Panel Controller

Video Streaming Encoders and Decoders

 The room shall feature a video streaming encoder that will allow any video source to be streamed over the network. This is a single source stream, such as a Powerpoint presentation or CATV broadcast. This stream can be sent to anywhere within the Library and viewed via PC or streaming video decoder. This method will allow the use of multiple displays without requiring dedicated video connections.

Audio Inputs and Outputs

Lectern
 The Lectern shall keep the existing balanced microphone XLR inputs, which shall be capable of being connected at the floor box or either wall panel.
 The Lectern Mic may be adjusted from the Touch Panel Controller.

Auxiliary Mic Inputs
 In addition to the lectern mic inputs, an additional mic input shall be added at the floor box and at the side wall plate input panels.
 These Aux Mic inputs will be controllable via the Touch Panel Controller as well.

Line Level Audio Inputs and Outputs
 The front wall plate will have a Bluetooth receiver, audio line inputs on RCA and 3.5mm jacks, and a

3.5mm line output.

Video Outputs

Auxiliary HDMI Outputs

 The floor box, front and side wall plates shall be equipped with an auxiliary HDMI output for use with confidence monitors or other display devices for any application.

Loudspeakers

 The ceiling loudspeakers will be reused for speech reinforcement.  The front wall loudspeakers will be reused for program audio.  The sub-woofer mounted at the front of the room will be reused.  The QSC CX204V power amplifier will be reused to deliver audio to the OFE ceiling speakers.

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Digital Audio Signal Processor (DSP)

Similar to the video matrix switcher, the Dante and AVB enabled Audio DSP routes audio sources to the necessary destinations such as the power amplifier or a recording or streaming device. The Audio DSP also controls audio volume and provides the necessary processing to allow high quality audio.

Equipment Rack

The present equipment rack will be replaced with a 45RU rack to be relocated into the chair storage closet.

Audio-Only Telephone Calls

The Audio DSP features a VoIP connection, which will allow Users to place telephone calls directly from the room using the Touch Panel Controller to dial the call.

Wireless Microphones

The room shall feature Qty (18) digital wireless microphone channels. Each wireless microphone will have a dedicated charger base in a TBD secure location.

Handheld Wireless Microphone Transmitters
 The room shall feature Qty (4) handheld wireless mics.

Bodypack Wireless Microphone Transmitters & Microphones  The room shall feature Qty (4) bodypack transmitters that can be connected to a microphone.  Qty (4) standard lavaliere-style microphones have been included.  Qty (4) over-the-ear microphones have been added to the system. These may be used with any of the wireless bodypacks.

Gooseneck Wireless Mics
 The room shall feature Qty (10) wireless tabletop bases with 12” gooseneck microphones.

Microphone Control
 Using the Touch Panel Controller, the Users may raise and lower microphone volume, as well as mute a microphone as needed.
 The system will be programmed to reset microphone levels to a default setting each time the system is turned OFF.

Assistive Listening System (ALS)

A new ALS system will be used in order to meet ADA requirements for 231 occupants; this will include 10 rechargeable wireless receivers with integrated neck loops and outboard headsets.

Uninterrupted Power Supply (UPS)

Qty (1) UPS backup shall be included in order to protect the equipment from power outage. The UPS units shall sense power outage, and send shutdown commands to the AV system in order to preserve equipment life.

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Control System

The present control system will be replaced with a Crestron Series 4 processor for maximum efficiency. The control system shall manage overall functionality of the system. ELB will create default settings in cooperation with Library staff so the systems will behave predictably and reliably each time they are turned ON.

 Qty (2) new 10-inch touch panels shall be included with the system.  Qty (1) will be wall-mounted on the front wall and shall be white.  Qty (1) will be wall-mounted on the side wall and shall be white.

MISSION VIDEO CONFER ENCING UPGRADE
Client has an existing multi-purpose meeting room that they would like to add video conferencing capability. The system currently has 1x rack plate consisting of 1x VGA & 1x HDMI input for each, as well as a HDMI input from the wall plate with Extron DTP Extension, and a Blu-ray DVD player. All inputs are connected to an Extron 1604 four inputs switcher which is at maximum inputs. ELB will swap out the switcher with an Extron 1608xi which will retain all rack inputs. ELB to relocate the wall plate input to one of the DTP inputs of the 1608xi in order to free up the DTP receiver for the new camera. Addition of 1x JVC camera with Extron DTP transmitter, 1x VC codec, 1x Logitech tap panel for VCUI. The camera shall be mounted on the existing projector mounting pole with U bolt. The current design will utilize the single existing wireless mic for audio capturing. Additional wired mic can be connected to the system via existing XLR input rack plate. Zoom Room compute and Zoom Room license provided by The City. AEC shall be handled via the VC system, and all labor will be performed to prevailing wage requirements.

CENTRAL PARK VIDEO C ONFERENCING UPGRADE
Existing system already has an AV bridge and cameras installed. ELB will install video conferencing units and Tap panels. Our team will reroute cameras directly to the AV Bridge instead of the matrix switcher, which will free up the inputs for VC units. 2x DM input cards were added for redundancy. City to supply Zoom Room Compute and Zoom Room License. All labor will be performed to prevailing wage requirements.

CENTRAL PARK REPLACE MENT SCREENS
ELB will have three techs onsite to replace both of the existing projection screens, rolls and motors. ELB will need to utilize a rental scissor lift for installation of the screens, we will also dispose of all old material.

All labor will be performed to prevailing wage requirements.

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PROPOSAL ASSUMPTIONS , INCLUSIONS, AND EX CLUSIONS

ASSUMPTIONS

1. It is assumed that the ceiling is drop-tile.

2. All floor boxes, back boxes, terminal cans, pull boxes, and junction boxes to be provided and installed by the Customer.

3. It is assumed that tables and appropriate AV cable pathways (ie. user cables, control panel cables) will be provided by Customer and onsite prior to ELB’s onsite for installation.

4. Appropriate Credenza or other furniture containment for the AV equipment rack is to be provided by the Customer

5. All Owner Furnished (OFE) equipment will be provided to ELB prior to ELB ’s onsite installation. In the case where OFE equipment is required to enable ELB to Pre -build and test the system in ELB ’s shop, Customer will, upon request, ship equipment to ELB.

INCLUSIONS

1. ELB will provide a turn-key system as described in the Scope of Work Section of this agreement.

2. ELB will provide AV installation including AV signal cable, terminations to AV equipment, including wall and floor plates as described herein.

3. ELB will advise for any AV related infrastructure requirements.

4. ELB will coordinate with other trades as required.

5. The scope of work for the engineering and drafting services in this project includes the creation of PDF drawings and a Bill of Materials, receiving feedback on these deliverables and producing a final set of PDF drawings and a final Bill of Materials. Upon acceptance of these final documents, ELB will produce a full set of CAD drawings for final review, incorporate any final changes, and complete the scope of this project by submitting a Final Design Pack to the client.

6. All labor will be performed to prevailing wage requirements.

EXCLUSIONS

1. Conduits, cable trays, cable ladders, connection boxes, pull boxes, terminal cans, junction boxes, floor boxes and outlet boxes permanently installed in walls, floors, and ceilings.

2. Installation or modification of any millwork, or casework.

3. Room lighting fixtures, power receptacle outlets, and interconnecting wiring for these circuits and all AC electrical breaker panels, outlets and wiring required.

4. Structural support (backing), wall openings, wall or floor penetrations, ceilings and trim, fire prevention and safety devices, rough and finished trim, painting and patching, drapes, shades or curtains, carpets, floor coverings, glazing, asbestos work and acoustical treatments. Relocation or movement of any ceiling or wall obstructions.

EL
) Libraries Upgrade
Audiovisual Services

Commercial in Confidence Page 17

5. All data/network and telecom service, cable, termination and connections to be made by others.

6. Acoustical treatments, variable or fixed, of any kind; such as curtains, diffusers, absorptive materials, bass traps, or similar.

7. Security systems, door locks, CCTV monitoring systems.

EL
) Libraries Upgrade
Audiovisual Services

Commercial in Confidence Page 18

BACK COVER

Sales 1.888.506.7275

Web www.elbglobal.com
Service and Support 1.800.806.5581

City of
Santa Clara
The Center of What's Possib le
Date:

To:

From:

June 13, 2017
City Manager for Council Action
Director of Information Technology/CIO
AGENDA ITEM #:

AGENDA REPORT
Subject: Approve , and Authorize the City Manager to Execute, a Call Agreement and Call No.17-1 for Professional Services with ELB US Inc. for an Upgrade of the Audio Visual Systems in the Council Chambers

EXECUTIVE SUMMARY
The proposed master call agreement with ELB US Inc. addresses the audio-visual and broadcast infrastructure implementation and support needs in City facilities. Call No. 17-1 is specifically for upgrading the broadcast system equipment in the Council Chambers as the immediate priority.

The broadcast equipment is unreliable and has failed during meetings . Upgrading the Council Chamber 's audio-visual system & broadcast equipment will not only improve system reliability , quality, and functionality but allow for a high definition feed to stream online as part of our new agenda management and video streaming implementation. While this upgrade will allow for high definition, the City broadcast on Channel 15 will continue in standard definition until A TT & Comcast are available to broadcast cable in HD in the Santa Clara area. In addition, meetings held in the City Manager 's Conference Room will be able to be broadcast as needed. Subsequent phases include the implementation of digital signage and video conferencing . The project includes the planning, purchasing, installation, and support of the equipment including cameras, projectors, microphones, screens , as well as capture and control equipment.

The City issued a Request for Proposals (RFP) in March 2017 for Enterprise Audio-Visual Professional Service Solutions. ELB US Inc. was determined to be the best fit for the City's needs based on their proposed solutions and services matching our RFP requirements and expectations. The project is budgeted under Capital Project Institutional Communication Networks that is funded by Public, Educational , and Governmental Access (PEG) cable fees collected from Comcast and AT & T to provide public broadcast services and information . The use of these funds to improve the audio video broadcast quality is critical and staff recommends the approval of the Master Call Agreement and Call No. 17-1 with ELB US Inc. in an amount not to exceed $397,433 .

A copy of the Call Agreement and Call No. 17-1 with ELB US Inc. can be viewed on the City's website and is available in the City Clerk's Office for review during normal business hours.

ADVANTAGES AND DISADVANTAGES OF ISSUE
The Master Call Agreement Call No. 17-1 will provide necessary improvements for the Council Chambers and subsequent phases to implement digital signage and video conferencing. PEG cable fees collected from Comcast and AT&T, as directed by the Digital Infrastructure and Video Competition Act (DIVCA) of 2006, are identified for uses to provide and support PEG facilities and institutional networks and to provide broadcast services in City buildings for public broadcast services and information. This dedicated funding is available for this project and will not impact the General Fund .

Subject: Call Agreement and Call No. 17-1 for Professional Services with ELB US INC for an Upgrade of the Audio Visual System in the Council Chambers

Page 2 ends

ECONOMIC/FISCAL IMPACT
The total cost of services under Call No. 17-1, including a contingency fund of 10%, are not to exceed an amount of $397,433 . Sufficient funds are available in the General Government Fund Capital Project Institutional Communication Networks account, 539-1921-B0XXX-6072.

RECOMMENDATION .

That the Council approve, and authorize the City Manager to execute, a Call Agreement and Call No.17-1 with ELB US Inc for Professional Services in an amount not to exceed $397,433 for an Upgrade of the Audio-Visual Systems in the Council Chambers .

Gaurav Garg
Director of Information Technology/Clo
APPRqVED :
~~~
City Manager
Documents Related to this Report:
o~vv
Certified as to Availability of Funds:
539-1 x-B0xxx-6072 $ 397,433 .00
Acting Director of Finance

MAJORITY VOTE OF COUNCIL
1) CaJJ Agreement for Professional Services with ELB US INC 2) CaJJ form 17.1 with ELB US INC

COUNCIL AND AUTHORITIES
-AGENDA MATERIAL ROUTE SHEET
Council Date: 6/13/17
SUBJECT : Approve, and authorize the City Manager to execute , a Call Aweement and.Call No.17-1 for Professional Services with ELB US INC for an Upgrade of the Audio Visual Systems in the Council Chambers
PUBLICATION REQUIRED:

The attached Notice/Resolution/Ordinance is to be published ___ time(s) at least ___ days before the scheduled meeting/public hearing/bid opening/etc., which is scheduled for __ _ AUTHORITY SOURCE FOR PUBLICATION REQUIREMENT:

Federal Codes: California Codes :

Title __ U.S.C. § __ _ Code ___ § __ _
(Titles run 1 through 50) (i.e., Governmen t, Street and Highway, Public Resources) Federal Regulations : California Regulations:

Title ___ C.F.R. § __ _
(Titles run 1 through 50)
Title ___ California Code of Regulations § __ _
(Titles run 1 through 28)
City Regulations :

City Charter§__ City Code § __
(i.e., 1310. Public Works Contracts. Notice published at least once at least ten days before bid opening) Reviewed and approved :
. 1. As to City Functions , by
Department Head

2. As to Legality, by

17. 10

3. As to Environmental Impact Requirements , by N/A

4. As to Substance , by
* Agenda Material Route Sheet required for all agreements, contracts , resolutions , ordinances , notices requiring publication, master plan reports and grant applications C:\(S)Drive\AgendaR eportPro cessing\F ormsAndlnformation\Wh iteRouteSheetFo rAgendaMaterial.doc Rev. Date 01-18-1 7 -· I

CALL AGREEMENT BY AND BETWEEN

THE CITY OF SANTA CLARA, CALIFORNIA
AND
ELB US Inc.
for Enterprise Audio/Visual Services

PREAMBLE
This call agreement ("Agreement ") is by and between the City of Santa Clara, California, a chartered California municipal corporation , with its principal place of business located at 1500 Warburton Avenue, Santa Clara, California 95050 ("City" ) and ELB US Inc., a Delaware corporation , with its principal place of business located at 415 Boulder Court, Suite I 00, Pleasanton, California 94566 ("Contractor") . City and Contractor may be referred to herein individually as a "Party" or collectively as the "Parties " or the "Parties to this Agreement. "

RECITALS
Whereas:

A Contractor agrees to provide certain professional services to City on an on-call basis; B. Contractor has the ability and desire to provide the quality and type of professional services which meet the objectives ~nd requirements of City as set forth in this Agreement; and, C. The Parties have specified in this Agreement the terms and conditions under which such services will be provided to and paid for by the City.

In consideration for the mutual promises contained in this Agreement , the Parties agree as follows :

AGREEMENT PROVISIONS

1. SCOPE OF SERVICES

1.1. To the extent possible, the professional services to be provided under this Agreement shall be performed in the City of Santa Clara and the services shall be described in detail by the Contractor and submitted in a written proposal to the City ("Services").

The Contractor 's final proposal will be included as an exhibit entitled, ' 'Scope of Services" attached to a subsequent agreement between the Parties referred to in this Agreement as a "Call" or a "Call for Services." Each Call will incorporate the terms of this Agreement by reference and must be signed by both Parties . Contractor agrees to provide professional services to the City as specified in each respective Call, to the extent funds have been authorized by the City.

1.2. No Services shall be performed or paid for under this Agreement except as specifically set forth and required in a written Call. No compensation may be sought under this Call Agreement/ELB U S Inc.

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Agreement for work performed prior to the issuance of a Call or for work to be performed or paid for under another contract. No compensation shall be paid in excess of the maximum dollar amount indicated in each respective Cali for Services.

1.3. The Parties acknowledge that on the Effective Date of this Agreement, they are unaware of the details of all of the services which may be needed by City or provided by Contractor during the term of this Agreement. The Parties intend to specify the details and value of such Services in a subsequent Call, if any. This Agreement does not require that any Call(s) be signed. The Parties intend to provide the details of the contractual relationship between the Parties in this Agreement, so that by incorporating the terms of this Agreement in the Call(s), the Call may be brief and address the specific Services to be provided, the details of the time when the Services are to be provided and the schedule and amount the Contractor is to be paid for such Services.

2. PAYMENT

2.1. Not to Exceed Maximum Amount. The total amount billed to, and paid by, City for Services provided and authorized expenses incurred under a Call shall not exceed the maximum dollar amount specified in the Call. Contractor shall complete all Services contained within the scope of a Call regardless of whether the not to exceed amount has been reached, at no extra charge to the City. However, Contractor shall not perform any Services outside the scope of the Call without prior written authorization when the amount billed for under a Call exceeds the maximum dollar authorized amounts in the Call.

2.2. Monthly Invoices. Unless provided otherwise in a particular Call, payment to Contractor shall be in accordance with the procedures in this paragraph 2.2 and in paragraph 2.3. On a monthly basis, Contractor shall prepare an invoice which includes an itemization of all time spent based on the percent of Services complete, as well as any Authorized Expenses incurred (i.e., Out-of-Pocket Costs, Sub-contracted Services and/or Extraordinary Expenses).

2.2.1. If a particular Call directs that an invoice be presented in a format of a time sheet rather than as a percentage of Services completed, the itemization on each monthly invoice shall set forth the amount of time (recorded in quarter hours), the name of the employee performing the task and a description of each task performed . After setting forth the time spent on a daily basis, the itemization will provide a summary, at its end, of the total hours spent by each employee for the month , the hourly rate charged for that employee, and the total value of the service rendered by that employee for the month . The amount billed for Services shall then be determined by adding the value for the Services rendered by each employee for that particular month .

2.2.2. All monthly invoices shall also include a written itemization of the Authorized Expenses incurred, if any, with a detail listing the cost and source of such Call Agreement/ELB US Inc.

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expenses and when they were incurred.

2.2.3. Contractor shall maintain documentation of such time and costs for City inspection for a period of three (3) years from the date of termination of this Agreement.

2.2.4. Within thirty (30) days of receipt of an itemized written invoice from the Contractor , City shall pay Contractor the amount billed for Services performed and authorized costs incurred under the Call during that billing period .

2.3. Authorized Expenses. The amount billed for Services shall be determined as set forth in paragraph 2.2 above plus the following amounts , if allowed under the Call:

2.3.1. "Out-of-Pocket Costs". Contractor's Out-of-Pocket Costs are those expenditures made by Contractor, other than employees' salaries and payment for Services of retained specialists, which are directly chargeable to the Services performed and which would not otherwise have been incurred by Contractor. Unless otherwise provided, the Out-of-Pocket Costs must be approved in writing in advance by City and may be billed to the City and reimbursed to the Contractor only as specifically authorized and set forth in each respective Call. Authorized Out-of-Pocket Costs shall be billed without additional markup or administrative charge;

2.3.2. Per Diem. A Call will state whether or not it includes an estimate for anticipated travel expenses. If the Call does not include an estimate for anticipated travel, then the provisions of this paragraph shall apply. A Party's travel expenses include airfare, rental car, or mileage, lodging and meals. The Party who is receiving the services pursuant to a particular Call, is the Reimbursing Party. Prior to incurring any charge for travel, the Party planning to travel ("Traveling Party") shall (1) confirm that the Reimbursing Party is available for meetings on the proposed dates and (2) provide ( either verbally or by facsimile) a price quote to the Reimbursing Party for the anticipated airfare prior to the charge being incurred, the Reimbursing Party shall either verbally or by facsimile confirm that the airfare may be incurred; in the event that the Reimbursing Party verbally confirms that the airfare may be incurred, the Traveling Party shall confirm in writing (prior to incurring the charge) that the Reimbursing Party has agreed to the charge. All travel expenses shall be reimbursed at cost, with no mark-up . Hotel rooms shall not exceed a cost of $125 per night unless otherwise agreed by Reimbursing Party . Airfare and car rentals shall be reimbursed at economy class, unless economy class is unavailable through no fault of the booking party. Mileage, if applicable, shall be reimbursed in accordance with the current IRS guidelines for mileage reimbursement. Reasonable attempts shall be made to make plane reservations in advance in order to take advantage oflower fares. In the event that travel plans must be canceled or re-scheduled due to the fault of the Reimbursing Call A6>reement:/ELB US Inc.

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Party, then the Reimbursing Party shall pay for any costs associated therewith; if the travel is canceled or re-scheduled due to the fault of the Traveling Party, then the Traveling Party shall bear the expense. Invoices for travel expenses shall be supported by receipts, and shall be reimbursed in accordance with paragraph 2.2.1. Meals, ifreimbursed, shall not exceed fifty dollars ($50) per day.

2.3.3. Any authorized "Sub-contracted Services" incurred by Contractor .

Authorized Sub-contracted Services are services provided by a retained specialist or sub-contractor and may be billed to City only if specifically described and authorized in a Call. (Retained specialists and sub-contractors shall include individuals or organizations offering qualified special services to City who are particularly skilled in one or more fields and who may be occasionally employed by the Contractor to fill the need for special or unusual services . Unless otherwise provided, the cost of furnishing such special services must be approved in writing in advance by City and the costs billed to City and reimbursed to the Contractor shall be only the actual charges of the retained specialist or sub-contractor, without additional markup or administrative charge); and\or ,

2.3.4. Any other authorized "Extraordinary Expenses" incurred, if any, as set forth in the Call. Authorized Extraordinary Expenses shall be billed without additional markup or administrative charge .

2.4. Retainer or Flat Fee for Services. The Parties to this AbJTeement may, from time to time, determine that payment for a certain Scope of Services set forth in a Call pursuant to this Agreement should be made to Contractor on a retainer or flat fee for Services basis ("Stipulated Fee"). If the Parties so agree, then the provisions of this paragraph and the provisions of paragraph 2.2. l shall apply, unless the Call provides otherwise . The Call shall set fotih the maximum monthly or annual fee agreed to by the Parties as it relates to any Agency Fee or to any Out-of-Pocket Costs, and Contractor shall not exceed the amount(s) agreed to without written approval of City.

The maximum Agency Fee agreed upon by the Parties is deemed to fully compensate Contractor for all work necessa1y for Contractor to complete the Scope of Work set forth in a Call.

3. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR
City, through its authorized employees, representatives, or agents shall have the right during the term of this Agreement, and for three (3) years from the date of final payment under this Agreement, to audit Contractor's books and records for the purpose of verifying any and all charges made by Contractor in connection with Contractor's compensation under Calls made pursuant to this Agreement, including termination of Contractor's Services. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expense not so recorded shall be disallowed to Contractor.

Call Agreement/ELB US Inc.

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4. BUSINESS TAX LICENSE REQUIRED
Contractor must comply with Santa Clara City Code section 3.40.060, as that section maybe amended from time to time or renumbered, which requires that any person who transacts or carries on any business in the City of Santa Clara pay business license tax to the City. A business tax certificate may be obtained by completing the Business Tax Affidavit Form and paying the applicable fee at the Santa Clara City Hall Municipal Services Division .

5. PROSECUTION OF WORK
Contractor shall perform the Services required under this Agreement and the Call(s) made pursuant to it in an efficient and expeditious manner. Contractor shall commence work on the Effective Date specified in the applicable Call. Contractor is responsible for any delays caused by Contractor, its agents or subcontractors , or caused by factors directly or indirectly under its control. No extension oftime for performance shall be given for such delays .

6. QUALIFICATIONS OF CONTRACTOR; STANDARD OF WORKMANSHIP Contractor represents that it has sufficient qualified personnel to furnish the Services described under this Agreement and that the Services will be furnished in accordance with generally accepted professional standards and practices in the industry.

The work furnished to the City pursuant to any of the Calls under this Agreement shall be ofa quality acceptable to the City. The criteria for acceptance of the work provided under this Agreement shall be a product of neat appearance, well-organized , technically and grammatically correct. The minimum standard of appearance , organization and content of the documents shall be that used by the City for similar projects.

7. SUSPENSION OR TERMINATION
City may suspend or terminate this Agreement or any or all work covered under any Call under this Agreement at any time upon thirty (30) days' prior written notice . Contractor may terminate this Agreement as set forth in paragraph 6.4. Said termination or suspension shall be effective as of the thirtieth day after the date of the notice ("Effective Date of Termination").

This Agreement, and any portion of the Scope of Services described in any Call including but not limited to any specific task, project , study, advertisement or campaign, may be terminated by the City upon written notice delivered personally or by registered mail or equivalent mail or delivery service which provides for an office signature of receipt. With regard to termination of any portion of the Scope or any specific task, termination will be effective immediately, unless economic or practical considerations result in the Parties mutually agreeing to a specific termination date.

7.1. If such termination is due to the fault of Contractor , and if City agrees to make payment for all work and Services satisfactorily rendered up to the Effective Date of Termination, payment will be made within thirty (30) days of receipt of a statement for work and Services performed. Contractor shall immediately take proper steps to Call Agreement/E LB US Inc.

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effect City's instructions, canceling any commitments previously authorized by City, if City so requires. City may deduct from such payment the amount of actual damage, if any, sustained by City by virtue of the failure to perform the Services or for breach of this Agreement by Contractor .
7 .2. If such termination is not due to the fault of Contractor, then City agrees to make payment for all work and Services rendered up to the Effective Date of Termination within thirty (30) days from receipt of a statement for work and Services performed.

Contractor shall immediately take proper steps to effect City's instructions , canceling any commitments previously authorized by City, if City so requires . City shall reimburse Contractor for any costs, expenses or service charges incurred by Contractor as a result of canceling previously authorized outsourced services .

7.3. Upon termination of this Agreement, Contractor shall transfer, assign and make available to City or City's representative, all property and materials in Contractor's possession belonging to and paid for by City.
7 .4. Contractor may suspend or terminate this Agreement upon completion of work on all outstanding Call(s). Contractor may terminate work under a particular Call if the City is in default of the terms of this Agreement or any Call.

8. AVAILABILITY OF FUNDS
City represents that adequate funds will be available to make payments for Services received as required by each Call.

9. CONTRACTOR IS AN INDEPENDENT CONTRACTOR
In performing work under this Agreement, Contractor is not an agent or employee of City, but is an independent contractor for professional Services with full rights to manage its employees subject to the requirements of the law. All persons employed by Contractor in connection with this Agreement will be employees of Contractor and not employees of City in any respect.

10. AMENDMENTS
No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the Parties.

11. HOLD HARMLESS/INDEMNIFICATION
To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissioners, officers, employees , volunteers and agents from and against any claim, injury, liability, loss, cost and/or expense or damage ("Claim"), including all costs and reasonable attorney ' s fees in providing a defense to any such Claim which arises from Contractor 's acts, errors or omissions with respect to, or in any way Call Agreemcnl/EL B US Im;.

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connected with, the prosecution of the work performed by Contractor pursuant to this Agreement .

12. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall be three (3) years, beginning on the Effective Date and terminating three years later. However, this Agreement shall be deemed extended for such time as is necessary for Contractor to complete work on any Call which is issued prior to the termination date of this Agreement, but is still in progress on the termination date of this Agreement. Any incomplete Call(s) which have been issued pursuant to the terms of a previous agreement between the Parties is/are hereby reaffirmed and each such Call shall remain in full force and effect under this Agreement, subject to the terms of such Call.

13. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any period following the termination date as set forth in this Agreement, Contractor shall provide and maintain in full force and effect the following insurance policies:

13.l. commercial general liability (including bodily injury and property damage);

13.2. business automobile liability insurance;

13.3. worker's compensation employer's liability; and

13.4. if applicable, professional liability insurance.

Said policies shall be maintained with respect to employees and vehicles assigned to the performance of work under this Agreement with coverage amounts and with the required endorsements, certificates of insurance and coverage verifications as defined in Exhibit C, attached and incorporated by this reference. Contractor shall make its best effort to secure, and thereafter maintain in effect, such insurance policies. In the event that any required insurance policy expires or is terminated for any reason, Contractor agrees to replace the policy prior to any lapse in coverage. In the event any policy required under this Agreement is allowed to lapse, City may, in its sole discretion, elect to purchase the required insurance policy and the cost of such policy shall be charged to Contractor or withheld from the payments due to Contractor from City under this Agreement.

CONTRACTOR AGREES THAT, PRIOR TO EXECUTION OF THIS AGREEMENT,

CONTRACTOR SHALL PROVIDE ITS INSURANCE BROKER WITH A COPY OF

THIS PAGE OF THE AGREEMENT AS WELL AS WITH A COMPLETE COPY OF

EXHIBIT C, AND WILL OBTAIN ASSURANCE FROM ITS CARRIER THAT ITS INSURANCE CARRIER WILL PROVIDE: (1) THE EXACT COVERAGES IN THE REQUIRED DOLLAR AMOUNTS STATED THEREIN, (2) AN ENDORSEMENT Call Agreement/ELB US Inc.

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NA1\1ING THE CITY OF SANTA CLARA, ITS COUNCIL, EMPLOYEES AND OFFICERS AS ADDITIONAL INSUREDS ON THE CGL AND BAL, AND (3) AN ACCORD EXPLICITLY STATING THAT "THE CITY OF SANTA CLARA, ITS

COUNCIL, EMPLOYEES, AND OFFICERS ARE HEREBY ADDED AS ADDITIONAL INSUREDS IN RESPECT TO ALL LIABILlTlES ARISING OUT OF CONTRACTOR'S PERFORMANCE OF WORK UNDER THIS AGREEMENT" AS REQUIRED BY PARAGRAPH 2 OF EXHIBIT C.

14. OWNERSHIP OF DATA AND INFORMATION
City shall own any written reports or other items deemed deliverables by the respective Call, as well as any documents, data or other information supplied by City to Contractor during the course of this Agreement. Contractor shall deliver said data and information to City whenever requested to do so, but in any event within thirty (30) calendar days of the completion of the task. All material, including information developed on computer(s), which shall include, but not be limited to, data, artwork, sketches, tracings, drawings , plans, diagrams, quantities, estimates , specifications, proposals , tests, maps, calculations, photographs, reports , advertisements , pamphlets, mailers and other material developed , collected, prepared or caused to be prepared under this Agreement shall be the property of City whether or not used, so long as that material has been paid for by the City. City shall not be limited in any way or at any time in its use of said material. City acknowledges that it shall not own any of Contractor's proprietary , confidential or trade secret information, such as formulas, patterns, compilations , programs , devices, methods, techniques or processes through which Contractor derives independent economic value because the foregoing item[s] is not generally known to the public and is the subject of reasonable efforts to maintain its secrecy .

15. CONFIDENTIALITY OF DATA AND MATERIAL

15.1. All ideas, memoranda, specifications , plans, manufacturing procedures, data , drawings , descriptions , documents , discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services . Such data information or reports may be viewed by or distributed to third parties only after prior written approval of City. Nothing furnished to Contractor which is otheiwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.

15.2. Contractor shall take reasonable efforts to safeguard any and all City property entrusted to Contractor's custody or control ; however, Contractor shall not be liable to City for any loss, damage , or destrnction of any such property unless Contractor ' s actions constitute negligence or reckless disregard of City's property.

15.3. A Part y disclosing information to the other which it considers to be Confidential Call Agreement/ELB US Inc.

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Information, shall clearly label that information "Confidential" before disclosing it to the other Party . Confidential Information means information which is of a non-public, proprietary or confidential nature belonging to the Disclosing Party, including without limitation, all reports and analyses, technical and economic data, studies, forecasts , trade secrets, research or business strategies, financial or contractual information, gas or coal reserve information, rates, loads, energy requirements, certain sales market information, research, developmental, engineering, manufacturing, technical, marketing, sales, financial, operating, performance, cost, business and process information or data, know-how, and computer programming or other written or oral information . Confidential Information may be in any form whatsoever, including without limitation writings, recordings, electronic or oral data, computer programs, logic diagrams, component specifications, drawings or other media. Only that information disclosed by a Party and clearly designated in writing as Confidential Information prior to its disclosure shall be deemed to be Confidential Information.

Verbal information that is intended to be treated as Confidential Information shall be described in writing and identified as Confidential Information.

15.4. Contractor acknowledges that City is a public agency subject to the requirements of the California Public Records Act Cal. Gov. Code section 6250 et seq. City acknowledges that Contractor may submit information to City that Contractor considers confidential, proprietary , or trade secret information pursuant the Uniform Trade Secrets Act (Cal. Civ. Code section 3426 et seq.), or otherwise protected from disclosure pursuant to exemptions to the California Public Records Act ( Government Code sections 6254 and 6255) . Contractor acknowledges that City may submit to Contractor information that City considers confidential or proprietary or protected from disclosure pursuant to exemptions to the California Public Records Act (Government Code sections 6254 and 6255) . Upon request or demand of any third person or entity not a party to this Agreement ("Requestor'') for production, inspection and/or copying of information designated by a Disclosing Party as Confidential Information, the Receiving Party as soon as practical but within three (3) days of receipt of the request, shall notify the Disclosing Party that such request has been made by telephone call, letter sent via facsimile and/or by US Mail to the address and facsimile number listed at the end of the Agreement. The Disclosing Party shall be solely responsible for taking whatever legal steps are necessary to protect information deemed by it to be Confidential Information and to prevent release of information to the Requestor by the Receiving Party. If the Disclosing Party takes no such action, after receiving the foregoing notice from the Receiving Party, the Receiving Party shall be permitted to comply with the Requestor' s demand and is not required to defend against it.

15.5. The Receiving Party may cooperate with the Disclosing Party in any efforts to prevent release of the Confidential Information; however , the Receiving Party shall not be required to expend any monies in excess of the cost of notifying the Disclosing Party by telephone , facsimile and/or mail of the pendency of a demand for the Confidential Information. So long as the Receiving Party complies with the provisions of notification set forth in this Agreement , the Receiving Party shall not be liable for, and Call Agreement/ELB US Inc.

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Customer and City hereby release each other from, any liability for any damages arising from any requirement under the law that the Receiving Party release Confidential Information to a Requestor, and such release includes the officers , commissioners, employees, agents, council members, and directors, as those terms may apply to each Party hereto, without limitation.

15.6. The Receiving Party may, at its sole expense, institute, or intervene in any proceeding, in order to protect the Confidential Information from disclosure , and if the Disclosing Party requests and agrees in writing to indemnify the Receiving Party from any expense or liability for expenses, the Receiving Party may cooperate actively in any such action or proceeding; provided, however, that the Receiving Party shall have no duty to the Disclosing Party to actively cooperate, notwithstanding an offer by the Receiving Party to provide a complete indemnity.

16. CORRECTION OF WORK
The performance of Services by Contractor shall not relieve Contractor from any obligation to correct any incomplete, inaccurate or defective work at no further cost to City.

17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:

City of Santa Clara
1500 Warburton Avenue
Santa Clara, California 95050,
or by facsimile at ( 408) 241-34 79
and to Contractor addressed as follows:

ELB US Inc.
415 Boulder Court, Suite 100
Pleasanton, California 94566
or by facsimile at (925) 475-5096

18. CHANGES
City may, from time to time, request changes in the "Scope of Services" to be performed pursuant to a Call issued under this Agreement. Such changes, including any increase or decrease in the amount of Contractor's compensation, which are mutually agreed upon by and between City and Contractor, shall be incorporated in written amendments to the Call, or included in a subsequent Call.

19. CONTRACT FOR ADMINISTRATIVE SERVICES
To the extent that this Agreement is a contract authorizing Calls to be made for Administrative Services, the City Council entered into such Agreement upon the Call A1:,>reement/ELB US Inc.

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recommendation of the City Manager pursuant to Section 1108 of City's Charter. The policy decision with respect to the Services to be provided under this Agreement was made exclusively by the City Council.

20. SUB-CONTRACTING AND ASSIGNMENT
Except as specifically provided in this Agreement , the City intends that the work described in each Call must be performed by the Contractor and not by a subcontractor or agent of the Contractor. Contractor shall not assign any interest in this Agreement, or any Call issued pursuant to this Agreement, and shall not transfer any interest in same (whether by assignment or novation) without prior written approval of City. Inclusion of a subcontractor in a proposal attached to a Call, once signed by the City, constitutes written approval.

However, claims for money due to or to become due to Contractor from City under this Agreement may be assigned to a bank, trust company or other financial institution, or to a trustee in bankruptcy, provided that written notice of any such assignment or transfer shall be first furnished to City. In case of the death of one or more members of Contractor's firm, the surviving member or members shall complete the Services covered by this Agreement or any incomplete Call. Any such assignment shall not relieve Contractor from any ofits obligations or liability under the terms of this Agreement.

21. OTHER AGREEMENTS
This Agreement shall not prevent either Party from entering into similar agreements with others .

22. TOTALITY OF AGREEMENT
This Agreement embodies the entire Agreement between City and Contractor and all the terms and conditions agreed upon by the Parties to this Agreement. No other understanding, agreements, conversations , oral or otherwise, with any officer, agent , or employee of the City prior to the execution of this Agreement , regarding the subject matter of this Agreement shall affect or modify any of the forms or obligations contained in any documents comprising this Agreement. Any such verbal agreement shall be considered as unofficial information and in no way binding on either Party to this Agreement.

23. SERVICE WARRANTY
Contractor warrants that Services provided hereunder shall conform with the generally accepted professional practices and standards appropriate to the nature of the Services rendered, that the personnel furnishing said Services shall be qualified to perform the Services assigned to them and that the recommendations, guidance and performance of such personnel shall meet the standard of care normally practiced by engineers or contractors performing the same or similar Services. Contractor shall be required to correct, at no expense to City, all deficiencies in the performance of the contract service that results from Contractor's failure to observe and adhere to the above warranty and which are detected within one (1) year from Call Agreement/ELD U S Inc.

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the date of completion of the Services. Work performed under this warranty shall also be warranted for a one ( 1) year period from the date of completion of such work. Contractor shall be required to reimburse City for all rnisexpenditure offunds resulting from Contractor's deficient performance of its Services .

24. DISPUTE RESOLUTION
Any documented dispute between the Parties which arises during the performance of this Agreement and which the Parties cannot then resolve, shall be subject to the following administrative remedy prior to any litigation occurring between the Parties.

24.1. Internal Resolution. Both Parties shall attempt to resolve any controversy claim, problem or dispute arising out of, or related to, this Agreement through good faith consultation in the ordinary course of business . In the event that any problem or dispute is not resolved, by the project managers of each Party, either Party may upon written notice to the other request that the matter be referred to senior management officials within each respective organization with express authority to resolve the problem or issue. Such representatives shall meet or confer at least once in good faith, to negotiate a mutually acceptable resolution within ten (l 0) business days of such written notice. If the parties cannot reach a mutually agreeable resolution, then the dispute or issue shall be submitted to mediation within thirty (30) calendar days of the written request of one Party after the service of that request on the other Party .

24.2. Notice. A Party with claims arising under this Agreement shall, within thirty (30) days of knowledge of said claim, begin the process of exhausting all administrative remedies, as well as any other administrative remedies required by law. If the final decision or outcome of any administrative proceeding is unacceptable to a Party, then within thirty (30) days of the date of that final decision, the dissatisfied Party shall give written notice (certified mail-return receipt requested) to the other Party of the issues it deems outstanding that must be submitted to mediation (Request for Mediation).

24.3. Mediation. Any controversies between City and Contractor regarding the construction or application of this Agreement, and claims arising out of this Agreement or its breach, except those for which the appropriate remedy should be injunctive relief shall be mediated within sixty (60) days of the date on the written Request for Mediation, or the soonest date thereafter that the mediator is available.

24.4. Mediator. Within twenty (20) days or less of the written Request for Mediation, the Parties shall agree on one mediator. If they cannot agree on one mediator within such twenty-day period each Party shall list the names of three (3) potential mediators affiliated with the Judicial Arbitration and Mediation Service ("JAMS") and shall supply them to the Party demanding the mediation. The Party demanding the mediation shall merge the names of all the potential mediators into a single list, not indicating which Party submitted the name. On that same date as all names are received by the demanding Party, the Parties shall jointly sign a letter directed to the Call Agreement/ELB US Inc.

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San Jose office ofJAMS, requesting that JAMS appoint a mediator from the enclosed list. If a Party refuses or fails to submit three (3) names within the three day period to the Party preparing the letter, then the letter shall be sent on the fifth day without input from the Party failing to submit names. The mediation meeting shall not exceed one day (eight (8) hours) . The Parties may agree to extend the time allowed for mediation under this Agreement.

24.5. Costs. The costs of mediation shall be borne by the Parties equally.

24.6. Discovery. If, during any dispute between the Parties , a demand is made by Contractor for documents under the Public Records Act, the City shall have reciprocal rights to demand documents from Contractor.

24.7. Condition Precedent to Filing Suit. Except as provided in Article 23.3, mediation under this section is a condition precedent to a Party filing an action in any court, unless that Party has made demand for mediation and the other Party has failed or refused to engage in mediation . 1n the event of litigation arising out of any dispute related to this Agreement, the Parties shall each pay their respective attorneys fees, expert witness costs and cost of suit, regardless of the outcome of the litigation .

24.8. Work Through Disputes. If the City and the Contractor are unable to reach agreement on disputed work, the Contractor shall nevertheless proceed with the disputed work, and Payment therefore shall be as subsequently determined pursuant to this Article.

25. CAPTIONS
The captions of the various paragraphs of this Agreement are for convenience or record only, and shall not be considered or referred to in resolving questions or interpretations .

26. APPLICABLE LAW
Any dispute regarding this Agreement , including without limitation, its validity, interpretation, performance, enforcement and damages shall be determined in accordance with the laws of the State of California without regard to California's choice of law principles .

27. NO THIRD PARTY BENEFICIARY
This Agreement shall not be constrned to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

28. NO PLEDGING OF CITY'S CREDIT
Under no circumstances shall Contractor have the authority or power to pledge the credit of the City of Santa Clara, or to incur any obligation in the name of the City without City's prior written agreement or confirmation. Contractor shall save and hold harmless the City, its City Call Agre ement/ELB US Inc.

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Council, its officers, employees, boards and commissions for expenses arising out of any unauthorized pledges of City' s credit by Contractor or its subcontractors under this Agreement. Contractor agrees to obtain City's approval of all expenditures in connection with any materials to be purchased, projects to be performed, advertising to be placed, work to be "outsourced" or other items or Services which will or might be charged to the City . Such approval , if verbal, shall be confirmed by the City in a written letter sent via facsimile and U.S. mail to Contractor in accordance with the terms of this Agreement.

29. USE OF CITY NAME OR LOGO
Contractor shall not use City of Santa Clara's or Silicon Valley Power's name, insignia , trademark, logo or distribute exploitative publicity pertaining to the Services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of City .

30. MONITORING AND EVALUATION OF SERVICES
City may monitor the Services performed under this Agreement to determine whether Contractor's operation conforms to City policy and to the terms of this Agreement. City may also monitor the Services to be performed to determine whether financial operations are conducted in accordance with applicable City, county, state and federal requirements. If, in the course of monitoring and evaluation, City believes it has discovered any practice , actions, procedure or policy of Contractor which deviates from the terms of this Agreement , City may notify Contractor in writing and Contractor agrees to respond in writing to City within seven (7) calendar days regarding such action , procedure or policy . However , if any action of Contractor constitutes a breach of this Agreement , City may notify contractor in writing that the Agreement has been terminated pursuant to the provisions set forth in this Agreement.

31. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, color, creed, national origin , gender, sexual orientation, age, disability, religion, ethnic background, or marital status, in violation of state or federal law .

32. SEVERABILITY CLAUSE
In case any one or more of the provisions contained herein shall, for any reason, be held invalid , illegal or unenforceable in any respect, it shall not affect the validity of the other provisions , which shall remain in full force and effect.

33. WAIVER
Waiver by a Party of any one or more of the conditions of performance under this Agreement shall not be construed as a subsequent waiver(s) of that condition or of any other condition of performance under this Agreement . No delay in exercising, partial exercise, or complete failure to exercise any right, power, or privilege under this Agreement shall operate as a Call Agreernent/ELB US Inc .

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waiver.

34. CONFLICT OF INTEREST
Contractor certifies that to the best of its knowledge, no City employee or officer of any public agency has any pecuniary interest in the business of Contractor and that no person associated with Contractor has any interest that would conflict in any manner or degree with the pe1formance of this Agreement. Contractor represents that it presently has no interest and shall not acquire any interest, direct or indirect, which could conflict in any manner or degree with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code Section 87100 and following, and certifies that it does not know of any facts which constitute a violation of said provisions. Contractor will advise City if a conflict arises.

35. CONSTRUCTION AND INTERPRETATION OF AGREEMENT
This Agreement, and each of its provisions, terms and conditions, has been reached as a result of negotiations between the Parties . Accordingly, each of the Parties expressly acknowledges and agrees that this Agreement shall not be deemed to have been authored by, prepared by, or drafted by, any particular party, and that the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or in the resolution of disputes .

36. COMPLIANCE WITH ETHICAL STANDARDS
As a condition precedent to entering into this Agreement , Contractor shall:

36.1. Read Exhibit A, entitled "ETHICAL STANDARDS FOR CONTRACTORS

SEEKING TO ENTER INTO AN AGREEMENT WITH THE CITY OF SANTA CLARA, CALIFORNIA" incorporated by this reference; and,

36.2. Execute the affidavit included in Exhibit B, entitled "AFFIDAVIT OF COMPLIANCE WITH ETHJCAL ST AND ARDS " incorporated by this reference.

37. AFFORDABLE CARE ACT OBLIGATIONS
To the extent Agency is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act ("Act") and/or any other similar federal or state law, Agency warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties , fines, adverse rulings, or tax payments associated with Agency ' s responsibilities under the Act.

Call Agreemenl/ELB US Inc.

Rev. 02/0 l /l 5
Pagel5ofl6
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument; and, the Parties agree that signatures on this Agreement , including those transmitted by facsimile, shall be sufficient to bind the Parties.

The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. The Effective Date is the date that the final signatory executes the Agreement . It is the intent of the Parties that this Agreement shall become operative on the Effective Date.

APPROVED AB TO FORM:

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
~~ fft-BRIANDO~
Interim City Attorney
ATTEST:

City Manager
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax : (408) 241-6771
''CITY"
ELB USINC.
a Delaware corporation
Dated ~ By: ~
~ecuting the Agreement on behalf of
Contractor)
Name: Damian Bolton
Title: President
Local Address: 415 Boulder Court, Suite 100
Pleasanton, California 94566
Email Address : [email protected]
Telephone: ( 925) 400-6175
Fax: ( 925 ) 475-5096
"CONTRACTOR"
Call Agreement/ELB US Inc.

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Page 16 ends

CALL AGREEMENT BY AND BETWEEN

THE CITY OF SANTA CLARA, CALIFORNIA
AND
ELB US Inc.

EXHIBIT A

ETHICAL STANDARDS FOR CONTRACTORS

SEEKING TO ENTER INTO AN AGREEMENT WITH

THE CITY OF SANTA CLARA, CALIFORNIA
Termination of Agreement for Certain Acts
A. City may, at its sole discretion , terminate this Agreement in the event any one or more of the following occurs :

1. If a Contractor 1 does any of the following:
a. Is convicted
2 of operating a business in violation of any Federal , State or local law or regulation;
b. Is convicted of a crime punishable as a felony involving dishonesty3; c. Ts convicted of an offense involving dishonesty or is convicted of fraud or a criminal offense in connection with: (1) obtaining; (2) attempting to obtain; or, (3) performing a public contract or sub-contract;
d. Is convicted of any offense which indicates a lack of business integrity or business honesty which seriously and directly affects the present responsibility of a City Contractor or sub-contractor; and/or,
e. Made (or makes) any false statement(s) or representation(s) with respect to this Agreement .

2. If fraudulent, criminal or other seriously improper conduct of any officer, director, For purposes of this Agreement, the word "Contractor" (whether a person or a legal entity) means any of the following: an owner or co-owner of a sole proprietorship; a person who controls or who has the power to control a business entity; a general partner of a partnership; a principal in a joint venture; or a primary corporate stockholder li.c., a person who o,.vns more than ten percent ( 10%) of the outstanding stock of a corporation] and who is active in the day to day operations of that c01poration.
2 For pUiposes of this Agreement, the words "convicted" or "conviction" mean a j udgmenl or conviction ofa criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea ofnolo contendere within the past five (5) years. 3 As used herein, "dishonesty" includes, but is not limited to, embezzlement, theft, forge1y, b1ibe1y, falsification or destruction of records, making false statements, failure to pay tax obligations, receiving stolen property, collusion or conspu-acy.

Call Agreernent/ELB US Inc.

Rev. 02/01/15

EXHIBIT A

Page 1 ends

I '
shareholder, partner, employee or other individual associated with the Contractor can be imputed to the Contractor when the conduct occurred in connection with the individual's performance of duties for or on behalf of the Contractor, with the Contractor's knowledge, approval or acquiescence, the Contractor's acceptance of the benefits derived from the conduct shall be evidence of such knowledge, approval or acquiescence.

B. City may also terminate this Agreement in the event any one or more of the following occurs:

1. If City determines that Contractor no longer has the financial capability4 or business experience 5 to perform the terms of, or operate under, this Agreement ; or

2. If City determines that the Contractor fails to submit information , or submits false information, which is required to perform or be awarded a contract with city, including , but not limited to, Contractor 's failure to maintain a required State issued license, failure to obtain a City business license (if applicable) or failure to provide and maintain bonds and/or insurance policies required under this Agreement.

C. In the event a prospective Contractor ( or bidder) is ruled ineligible ( debarred) to participate in a contract award process or a contract is terminated pursuant to these provisions, Contractor may appeal City's action to the City Council by filing a written request with the City Clerk within ten (10) days of the notice given by City to have the matter heard. The matter will be heard within thirty (30) days of the filing of the appeal request with the City Clerk. The Contractor will have the burden of proof on the appeal. The Contractor shall have the opportunity to present evidence, both oral and documentary, and argument. 4 Contractor becomes insolvent, transfers assets in fraud of creditors, makes an assib'llment for the benefit of creditors, files a petition under any section or chapter of the federal Bankrnptcy Code [11 U.S.C.], as amended, or under any similar law or statute of the United Slates or any state thereof~ is adjudged bankrupt or insolvent in proceedings under such laws, or a receiver or trustee is appointed for all or substantially all of the assets of Contractor. 5 Loss of personnel deemed essential by the City for the successful performance of the ob ligations of the Contractor to the City.

Call Agreement/ELB US Inc.

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Page 2 ends

EXHll:3IT A
I I

CALL AGREEMENT BY AND BETWEEN

THE CITY OF SANTA CLARA, CALIFORNIA
AND
ELB US Inc.

EXHIBITB

AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS
[CITY OF SANTA CLARA]
I, j) C\M \ A ,J 5d ~or,J , being first duly sworn, depose and say that I am the P'2.-tc>- 1 ~ (title or capacity) of fct_.B ~ .S: I OC · and I hereby state that I have read and understand the language, entitled "ETHICAL STANDARDS FOR CONTRACTORS SEEKING TO ENTER INTO AN AGREEMENT WllH THE CITY OF SANTA CLARA, CALIFORNIA" (herein "Ethical Standards") set forth in Exhibit A. I have authority to make these representations onmy own behalf or on behalf of the legal entity identified herein. I have examined appropriate business records and I have made inquiry of those individuals potentially included within the definition of"Contractor" contained in the Ethical Standards.

Based on my review of the appropriate documents and the necessary inquiry responses, I hereby state that neither the business entity nor any individual( s) belonging to a category identified in footnote ff I of Exhibit A [i.e., owner or co-owner of a sole proprietorship, general partner, person who controls or has power to control a business entity, etc.] has been convicted of any one or more of the crimes identified in Exhibit A within the past five (5) years. The above assertions are true and correct and are made under penalty of perjury under the laws of the State of California.

ELB U.S. Inc
By:
a Delaware corporation
~~~ --- ~--=,,,___,____ css(osjr·1
Name: Damian Bolton
Title President -~=~~------

NOTARY'S ACKNOWLEDGMENT TO BE ATTACHED
Please execut e the affidavit and attach u notary public 's acknowledgment of execution of the affidavit by the signatory. If the affidavitis on behalf of a corporation, partnership, or other legal enti ty, the entity's complete legal name and the title oflhe person signing on behalfof the legal entity shall appear above. Written evidence of the authority of the person executing this affidavit on behalf of a corporation , partnersh ip, joint ventnre , or any other legal entity, other than a sole propriet orship, shall be attached.

Call Agreement/ELB US Inc.

Rev. 02/01/1 S

EXHIBIT B

Page 1 ends

CALIFORNIA CERTIFICATE OF ACKNOWLEDGMENT
/(.l,ICl 'IJl.lOCrl.!ili /AUHlh'rl f OCiUIHIA(J HOl'II.EOLl.llr lT/,UHO\'.UD GMUIIACDKIWU:OO MtN'lAC•"cr,, tIDr,l,I.FHl"I.U NOM lllCiMIN'lACJNO~MfH IAWf O',l,'UOCJ.wfl ACm o t1t WGliUlflA C~NCWllillli l l.!NJ ... ~OWW)(.lilH TACIWCIWIU:G'-lf~IJ,(Uii0WtlO(iMl"M~fflOWL!llC.1Altm.l~t,'llWllOOMfHTACJIHOWL1.D1;i,,,[m1.CU1C:W,,it~utrf!AC~O'l\UDC.I.IIHJAC~NOWL!DI;l.i.ll«,. ~ ~------------- - ---------------~ I
• A notar y public or other office r completing this certificate verifi es only the identity of g j the individua l who signed the document to which this certificate is attached , and not I • the truthfu lness, accuracy, or validit y of that document. ~ I ~-----'-------'-'------~------ --- ------' I
State of California !
County of [\ "'-"11 rl,"'- I
M"'J :)~, Joi 1r fLI\· l 1 +r 0 fh ~ bl !
On I I\) befor\me, •ti l•• thmh»:~::,~";""";'",2", V /t, , personally appeared Dlv\l\·,Gl.1\ b o\ OV\, ---- - ------ -- f I ~-------- - - --- - ---- ---------------- - i " I

I ----- - ----------------- ---- - - ----- - --- --- ---- I I who proved to me on the basis of satisfactory evidence to be the person(s ) whose name(s) is/are subscribed to i • the within instrument and acknowledged to me that he/she/they executed the same in his/her/their ~ I authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity I ~ upon behalf of which the person(s) acted, executed the instrument. ~ I ~
i I I certify under PENALTY OF PERJURY under the laws of the , i State of California that the foregoing paragraph is true and correct. 0 ~MICHAELHOOO~r---r !
.~ b l. ; COMM. #2084955 :z ~
8 -~,~.:". WITNESS miuhan< and offiNia ~seal. Noiaz:i~s; c~~~\~mia ~ !"•~8,~. , My Comm. Expirfls Oct:5, 2018 ~ -~
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Although the informat ion in th is sectio n is not required by law, it could prevent fraudulent removal and reattachment ·of this acknowledgmentto an unauthorized document and may prove useful to persons relying on th e attached document.

Description of Attached Document
The preceding Certificate of Ac!fowledgment is attached to a document t~ ed/fo ! the p u rpos~ of ~ \ \ f\:vee•""-eA- ~ 1 "'"' l beh--r ro.r.,, '~Q l f\-:4 ')R ~,:;~ <I, t \O\J'6'\, \ C'f-\, C\'\o\. E:-L'\2_:, V) ·,/\(/. conta ining \ 5 pages, and dated 5·~,y-~A. S / ~ /I "'t- The signer(s) capacity or authority is/a re as:

D lndividual(s)
D Attorney-in-Fact
D Corporate Officer(s) - - -------------,---,--,---------- Title(s)
D Guardian/Conservator
D Partner - Limited/General
D Trustee(s)
D Other: ---- - - --- ----------- - ---
represe nting: _ _ __________ _________ _ _
Nam els) of Person(s) or Entlt ylle s) Signer Is Representing Method of Srgner Identification
Notarial event is detailed In notary journal an:

Page# )QC\ Entry# l
Notary contact: _____ _ ___ _ _
Other
D Add itional Slgner( s) D Slgner(s)Thumbpr int(s)
□ - ---- ----------
© Copyright 2007-201 S Notary Rotary, Inc. PO Box 41400, Des Mo"ines, IA 50311-0507. All R"ights Reserved. Item Number l 01772. Please contact you r Author ized Reseller to purchase cop ies of th is fo rm.

CALL AGREEMENT BY AND BETWEEN

THE CITY OF SANTA CLARA, CALIFORNIA
AND
ELBUSinc.

EXRIBITC

INSURANCE REQUIREMENTS
Without limiting the Contractor's indemnification of the City, and prior to commencing any of the Services required under this Agreement , the Contractor shall provide and maintain in full force and effect, at its sole cost and expense , the following insurance policies with at least the indicated coverages , provisions and endorsements :

A COJ\.1:MERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000 ,000 Products /Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the coverage shall be left to the discretion of Contractor ; however , any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otheiwise follow form .

3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a "pay on behalf ' basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another ; and
c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provide s coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1 ,000 ,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned , non-owned and hired autos.

Call Agreement/ELD US Inc.

Rev. 02/01/15

EXHJBIT C
Page I of 4
I I
In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances, hazardous or regulated wastes and/or hazardous or regulated materials, Contractor and/or its subcontractors involved in such activities shall provide coverage with a limit of two million dollars ($2,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.

C. WORKERS' COMPENSATION

1. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one mil1ion dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers' Compensation Act(s) , Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents .

D. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements , or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor's work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85 or the combination of CG 20 10 03 97 and CG 20 3 7 10 01, or its equivalent.

2. Primary and non-contributing . Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the Indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance Indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor's insurance.

3. Cancellation .
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of Call Agreement/!:,] ,R US Inc.

Rev. 02/01 /15

EXHIBITC

Page 2 of 4 ends

City Council and Authorities ConcurrentAugust 30, 2022

City Council and Authorities Concurrent
August 30, 2022