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PROFESSIONAL SERVIC�S AGR��MENT
(Infof•mation Techrtology)
This PROFESSIONAL SERVICES AGR�EMENT ("Agreement"} is made and entered into
by and between the CITY OF FORT WORT73 (the "City" or "Client"), a home-rule municipal
co►poratio�i situated in portions of Tarrant, Denton, Johnson and Wise Counties, Texas, acting by and
through its duly authorized Assistant City Manager, and NASI3WEST, LLC ("Cotrtractor"), a Ohio
Limited Liability Corporatiov, and acting by and through Kat D. West its duly authorized Vice
President. City and Contractor are eacli individually referced to l�erein as a"party" and collectively
referred to as the "parties." The term "Conh•actor" shall include the Contractor, its officers, agents,
employees, representatives, contractors or subcontractors. The tern� "City" shall include its officers,
employees, agents, and representatives.
CONTRACT DOCLl1V�NTS:
The Contract documents shall include the following:
1. This Agreement for Professional Se�vices
2. E��ibit A— Statement Of Work Plus Any Amendments To The Statement Of Work
3. E��ibit B— Network Access Agreement
All Exhibits attached hereto are incorporated herein and made a pai�t of tliis Ageeinent for all purposes.
In the eveirt of any conflict between the documents, the terms and conditions of this Professional
Seivices Agreement shall conh�ol.
The term "Cont►•actor" shall include the Coutractor, and its officers, agents, employees, representatives,
servants, contractors or subcontractors.
The tei7n "City" shall include its o�cers, einployees, agents, and representatives.
1. Scope of Services.
Contractor hereby agrees, with good faith and due diligence, to provide the City with professional
seivices for database analysis and configuration. Specifically, Contractor will perform all duties outlined
and described in the Statement Of Work, which is attached hereto as Exhibit "A" and incorporated herein
for all purposes, and further referred to herein as the "Services." Conh•actor sha(I perform the Services in
accordance with standards in the industry for the same or similar services. I�i addition, Contract shall
perform the Services in ac�ordance with all applicable federal, state, and local laws, rules, and regulations.
If there is any conflict between this Agreement atid Exhibit A, the terms and conditions of this Agreement
shall control.
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2. Term.
This Agreement shall commence upon March 13, 2017 (`Bffective Date") and shall expire no
later than October 31, 2017 ("Expiration Date"), unless terminated earlier in accordance with the
provisions of this Agreement or otherwise extended by the parties. This Agreement may be renewed one
time for a period up to one year at the City's option, each a"Renewal Term." The CiTy shall provide
Contractor with written notice of its intent to renew at least thirty (30) days prior to the end of each term.
3. Compensation.
The City shall pay Contractor an amount not to exceed $89,505.00 in accordance with the
provisions of this Agreement. Contractor shall not perform any additional services for the City not
specified by this Agreement unless the City requests and approves in writing the additional costs for
such services. The City shall not be liable for any additional expenses of Contractor not specified by
this Agreement unless the City first approves such expenses in writing. City agrees to pay all invoices of
Contractor within thirty (30) days of receipt of such invoice. Contractor may charge interest on late
payments not to exceed one percent (1 %).
4. Termination.
4.1. Convenience. Either the City or Contractor may terminate this Agreement at any time and for any
reason by providing the other party with 30 days written notice of termination.
4.2 Breach. If either party commits a material breach of this Agreement, the non-breaching Party
must give written notice to the breaching party that describes the breach in r•easonable detail. The
bi•eaching party must cure the breach ten (10) calendar days after receipt of notice from the non-
breaching party, or other time frame as agreed to by the parties. If the breaching party fails to cure the
breach within the stated period of time, the non-breaching party may, in its sole discretion, and without
prejudice to any other right under this Agreement, law, or equity, immediately terminate this Agreement
by giving written notice to the breaching party.
43 Fiscal Fundin� Out. In the event no funds or insufficient funds are appropriated by the City in
any fiscal period for any payments due hereunder, the City will notify Contractor of such occurrence and
this Agreement shall terminate on the last day of the fiscal period for which appropriations were received
without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments
herein agreed upon for which funds have been appropriated.
4.4 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to
the Expiration Date, the City shall pay Contractor for services actually rendered up to the effective date
of termination and Contractor shall continue to provide the City with services requested by the City and
in accordance with this Agreement up to the effective date of termination. Upon termination of this
Agreement for any reason, Contractor shall provide the City with copies of all completed or partially
completed documents prepared under this Agreement. In the event Contractor has received access to
City information or data as a requirement to perform services hereunder, Contractor shall return a,l City
provided data to the City in a machine readable format or other format deemed acceptable to the City,
5. Disclosure of Conflicts and Confidential Information.
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5.1 Disclosure of Conflicts. Contractor hereby warrants to the City that Contractor has made full
disclosure in writing of any existing or potential conflicts of interest related to Contractor's services
under this Agreemetlt. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Contractor hereby agrees immediately to make full disclosure to the City in writing.
5.2 Cqnfidential Tnform�tion, The Gity acknowl�dges that �qntractor may use products, materials,
or methodologies proprietary to Contractor. The City agrees that Contractor's provision of services
under this Agreement shall not be grounds for the City to have or obtain any rights in such proprietary
products, materials, or methodologies unless the parties have execiated a separate written agreement
with respect thereto. Contractoi•, for itself and its o�cers, agents and employees, agrees that it shall
treat all information provided to it by the City ("City Information") as confidential and shall not
disclose any such information to a third party without the prior written approval of the City.
5.3 Unauthorized Access. Cotitractor shall store and maintain City Information in a secure manner
and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information
in any way. Contractor shall notify the City immediately if the security ar integrity of any City
information has been compromised or is believed to have been compromised, in which event,
Contracto�� shall, in good faitl�, use all commercially reasonable efforts to cooperate with the City in
identifying what information has been accessed by unauthorized means and shall fiilly cooperate with
the City ta protect such information from further unauthorized disclosure.
6. �ht to Audit.
Contractor agrees that the City shall, until the expiration of three (3) years after final payment
under this Agreement, ha�e access to and the right to examine at reasonable times any directly pertinent
books, do�uments, pa�ers and r�cords of the Contractor invotving transactions reiating to this
Agreement at no additional cost to the City. Contractor agrees that the City shall have access during
normal working houis to all necessaiy Contractor facilities and shall be provided adequate and
appropriate work space in order to conduct audits in compliance with the prflvisions of this section,
The City shall give Contractor not less than 10 days written notice of any intended audits.
Contractor further agrees to include in all its subcontractor agreements l�ereunder a provision to
the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final
payment of the subcontract, have access to and the right to examine at reasonable times any directly
pertinsnt books, documents, papers and records of such subcontractor involving transactions related to
the subcontract, and further that City shall have access during normal working hours to all
subcontractor facilities and shall be provided adequate and appropriate work space in order to conduct
audits in compliance with the provisions of this paragraph. City shali give subcontractor not less than
10 days written notice of any intended audits.
7. Indepeudeut Contractor.
It is expressly understood and agreed that Contractor shall operate as an independent contractor
as to all rights and privileges granted herein, and not as agent, representative or employee of the City.
Subject to and in accordance with tl�e conditions and provisions of this Agreement, Contractor shall
have the exclusive right to control the details of its operations and activities and be solely responsible
for the acts and omissions of its officers, agents, servants, employees, contractors and subcontractors.
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Contractor acknowledges that the doctrine of respondeat superior� shall not apply as between the City,
its officers, agents, servants and etnployees, and Contractor, its officers, agents, employees, servants,
contractors and subcontractors. Contractor further agrees that nothing herein shall be construed as the
creation of a partnership or joint enterprise between City and Contractor. . It is further understood that
the City shall in no way be considered a Co-employer or a Joint employer of Contractor or any officers,
agents, servants, employees or subcontractors of Contractor. Neither Contractor, nor any o�cers,
agents, servants, employees or subcontractors of Contractor shall be entitled to any employment
benefits from the City. Contractor shall be responsible and liable for any and all payment and reporting
of taxes on 6ehalf af itself, and any of its officers, agents, servants, employees or subconh•actors.
8. LIABILITY AND INDENINIFICr�TIQN.
A. LIABII.ITY - COI+TTRACTOIa SHAI.L BE LI�BLE AND RESPONSIBLE FOR ANY AND
ALI. PI20PEi2TY LOSS, PROPERT�' l3A�G� AIiTD/OR PER50NAL INJIIRY, II�tCLUDING
DL` A l Il� 1 o t11\ I Kl`L L�LL i L` dl�,7ol��y oi` ALV i �ir 1.+11H.i�1',l. 1 L' l�y Vf" � 111L` R at �`'�L
OR ASSER�'ED, TO T�IE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR
OMISSIOI�t(S), MALFEASANCE OR INTEI�ITIONAL 1VIISCONDUCT OF CONTRACTOR, ITS
OFFICERS, AGENTS, SERVANTS OR EIVIPLOYEES.
B. INDEMNIFICATI()N � CONTRr�CTOIt HEREBY COVENANTS A1�TD AGREES TO
INDEMNIFY, HOLD HARMLESS r�ND DEFEND T�€E CITY, ITS OFFICERS, AGENTS,
SERVANTS AND ENIPLOYEES, FRONI AliTl? AGAINST ANY AND AI.L CLAIlVIS OR
LAWSUTTS OF ANY KIND OR CHARACTER, VVHETI�ER REAL OR ASSERTED, FOR
EITHER PROPERTY DAMAGE OR LOSS (INCLITI�ING ALLEGED DAMAGE OR �OSS TO
CONTRAC'�OR'S BUSINESS, AND ANY RESULTING LO�T P�B.OFITS) PERSONAL
II�JURY, INCLITDIIVG DEATH, TO ANY ANi) ALL PER�ONS, AND IDAMAGES FOR
CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN
CONNECTION V�'ITH THI5 AGREEMERTT, TO THE EXT�NT CAUSED BY TAE ACTS OR
OMIS5IONS OF CONTRAC�'OR, ITS OFFICERS, AGENTS, SIJ�CCINTRACTORS,
�ERVfiNTS OR EMPLOYEES.
C. INTELLECTUAL PROPERTX Il�t�RIlVGEMENT —(i) The Contractor warrants that all
Deliverables, or any gart thereof, furnished hereunder, including but not limited to: programs,
documentation, software, analyses, applications, methods, ways, and proces�es (in this Section 8C
each individually referred to as a"Deliverable" and collectively as the "Deliverables,") do not
infringe upon or violate any patent, copyrights, trademarks, service marks, �rade secrets, or any
intellectual �ra��rty rights ar other thircl party proPrietary rights, in the perfarmance of services
under this Agreement.
(ii) Contractor shall be liable and responsible for any and all claims made against the City for
infriugement of any patent, copyright, trademark, service mark, trade secret, or other intellectual
property rights by the use of or supplying of any Deliverable(s) in the course of performance or
completion of, or in any way connected with providing the services, or the City's continued use of
the Deliverable(s) hereunder.
(iii) Contractor agrecs to indemnify, defend, settle, or pay, at its own cost and expense, including
the payment of attorney's fees, any elaim or action against the City for infriagement of any patent,
copyright, trade mark, service mark, trade secret, or other intellectual property rigLt arising from
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City's use of the Deliverable(s), or any p�art thereof, in accord�nce with this Agreement, it being
understood tha# this agreement to indernnify, defend, settle or pay shall not apply if the City
modi�ies or misu�es the I)eIiverable(s). So l�ng as Contractor bear� the cost and expense of
payment for claims or actions against the City pnrsuant to this section 8, Contractor shall have the
right to conduct the defense of any such claim or action and all negotiations for its settlement or
comprornise and to seitle or compromise any such elaim; however, CiLy shail have the right to fuliy
participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's
inte�est, and City agrees to cooperate with Contractar in doing so. In the event City, for whatever
reason, assumes the responsibility for payment of costs and expenses for any claim or action
brought against the City for infringement arising under this Agreement, the City shall have the
sole right to conduct the defense of any such claim or action and all negotiations for its settlemeut
or compromise and to settle or compromise any �uch claim; however, Contractor shall fally
parNcipate and cooperate with the City in defense of such claim or action. City agrees to give
Contractor timely written notice of any such claim or action, with copies of all papers City may
receive relating thereto. Notwithstanding the foregoin�, the City's assumption of payment af costs
or expenses shall not eliminate Contractor's duty to indemnify the City under this Agreement. If
the Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or
restr�ined or, if as a result of a settlement or compromise, sach use is materially adversely
restricted, Contractor shall, at its own expense and as City's sole remedy, either: (a) procure fo�
City the right to continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make
them/it non-infringing, provided that such modification does not materially adversely affect
City's anthorized use of the Deliverable(s}; or (c) replace the Deliverable(s} with equally suitable,
compatible, and functionally eqeeivalent non-infringing Deliverable(s) at no additionai charge to
City; or (d) if none of the foregoing atternatives is reasonably available to Contractor, terminate
this Agreement, and refund all amounts paid to Contractor by the City, subsequent to which
termination City may seek any and all remedies �vailable to City under law�. CONTRt�CTQR'S
OBLIGATIONS HEREi1NDER SHALL BE SECURED B� THE REQUISTTE INSIJRANCE
COVERAGE AND AMOUNTS SET FORTH IN SECTIOI�I 10 OF THIS AGREEMENT.
9. Assignment and Subeontractin�.
Contractor shall not assign or subcontract any of its duties, obligations or rights under this
Agreement without the prior written consent of the City. If the City grants consent to an assignment, the
assignee shall execute a written agreement with the City and the Contractor under which the assignee
agrees to be bound by the duties and obligations of Contractor under this Agreement. The Contractor
and Assignee shall be jointly liable for all obligations under this Agreement prior to the assignment. If
the City grants consent to a subcontract, the subcontractor shall execute a written agreement with the
Contractor referencing this Agreement under which the subcontractor shall agree to be bound by the
duties and obligations of the Contractor under this Agreement as such duties and obligations may apply.
The Contractor shall provide the City with a fully executed copy of any such subcontract.
1 1� Yil7\l[�1 �
10.1 The Contractor shall carry the following insurance coverage with a company that is licensed to do
business in Texas or otherwise approved by the City:
1. Commercial General Liability with a combined limit of not less than $1,000,000 per occurrence.
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2. Professional Liability (Errors & Omissions) in the amount of $1,000,000 per claim and
$1,000,000 aggregate limit.
3. Statutoiy Workers' Compensation and Employers' Liability Insurance requirements pei• the
amount required by statute.
4. Any other insurance as required by City.
10.2 General Insurance Requirements:
1. All applicable policies shall name the City as an additional insured the�•eon, as its interests may
appear. The term City shall include its employees, af�cers, officials, agents, and volunteers in
respect to the contracted services.
2. The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in
favor of the City of Fort Worth.
3. A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be
provided to the City. Ten (10) days' notice shall be acceptable in the event of non-payment of
premium. Notice shall be senY �o the Risk Manager, City of Fort Worth, 1000 Throckmorton,
Fort Worth, Texas 76102, with copies to the City Attorney at the same address.
4. The insurers for all policies must be licensed anc!/or approved to do business in the State of
Texas. All insurers must l�ave a minimum rating of A- VII in the current A.M. Best Key Rating
Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk
Management. If the rating is below that required, written approval of Risk Management is
required.
5. Any failure on the part of the City to request required insurance documentation shall not
constitute a waiver of the insurance requirement.
6. Certificates of Insurance evidencing that the Contractor has obtained all required insurance shall
be delivered to and approved by the City's Risk Management Division promptly after executiou
of this Agreement.
11. Compliance wifh Laws, Ordinances, Rules and Re�ula�ions.
Contractor agrees to comply with all applicable federal, state and locat laws, ordinances, rules
and regulations. If the City notifies Contractor of any violation of such laws, ordinances, rules or
regulations, Contractor shall immediately desist from and correct the violation.
12. I�ton-Discrimination Covenant.
Contractor, for itself, its personal representatives, assigns, subcontractors and successors in
interest, as part of the consideration herein, agrees that in the performance of Contractor's duties and
obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group
of individuals on any basis prohibited by law. If any claim arises from an alleged violation of this non-
disci•imination covenant by Contractor, its personal representatives, assigns, subcontractors or successors
in interest, Contractor agrees to assume such liability and to indemnify and defend the City and hold the
City harmless from such claim.
13. Notices.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, emptoyees, servants or
representatives, (2} delivered by facsimile with electronic confirmation of the transmission, or (3)
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received by the other party by United States Mail, registered, return receipt requested, addressed as
follows:
TO THE CITY:
City of Fort Worth
Attn: Theresa Ewing
200 Texas Street
Fort Worth TX 76102
Facsimile: (R17) 392-7461
TO CONTRACTOR:
Nashwest LLC
Attn: Kat D. West
154 E. Aurora Rd #350
Sagamore Hills, Oh 44067
Facsimile: 330-468-2477
14. Solicitation of Employees.
With Copy to the City Attorney
at same address
Neither the City nor Contractor shall, during the term of this Agreement and additionally for a
period of one year after its termination, solicit for employment or employ, whether as employee or
independent contractor, any person who is or has been employed by the other during tl�e term of this
Agreement, without the prior written consent of the person's employer. This provision shall not apply to
an employee who responds to a general solicitation or advertisement of employment by either party.
15. Governmental Powers.
It is understood and agreed that by execution of this Agreement, the City does not waive or
surrender any of its governmental powers.
16. l�o Waiver.
The failure of the City or Contractor to insist upon the performance of any term or provision of
this Agreement or to exercise any right grairted herein shall not constitute a waiver of the City's or
Contractor's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. Governing Law and Venue.
This Agreement shall be construed in accordance with the laws of the State of Texas. If any
action, whether real or asserted, at law or in equity, is brought on the basis of this Agreement, venue for
such action shall lie in state courts located in Tarrant County, Texas or the United States District Court
for the Northern District of Texas, Fort Worth Division.
18. Severability.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity,
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legality and enforceability of the reinaining provisions shall not in any way be affected or impaired.
19. Force Niajeure.
The City and Contractor shall exercise their best efforts to meet their respective duties and
obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in
performance due to force majeure or other causes beyond their reasonable control (force majeure),
including, but not limited to, compliance with any government law, ordinance or i•egulation, acts of God,
acts of the public enemy, fres, strikes, lockouts, natural disasters, wars, riots, material or labor
restrictions by any governmental authority, transportation probletns and/or any other similar causes.
20. FIeadin�s lotot Controllin�.
Headings and titles used in this Agreement are for reference purposes only and shall not be
deemed a part of this Agreement.
21. Review of Counsel.
The parties acknowledge that each pat�ty and its counsel ha�e reviewed this Agreement and that
the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting
party shall not be employed in the interpretation of this Agreement or exhibits hereto.
22. Amendments.
No amendment of this Agreement shall be binding upon a party hereto unless such amendment is
set forth in a written instrument, and duly executed by an authorized representative of each party.
23. �ntirety of Agreement.
This Agreement, including any e�ibits attached hereto and any documents incorporated herein
by reference, contains the entire understanding and agreement between the City and Co�rtractor, their
assigns and successors in interest, as to the matters contained herein. Any priar or contemporaneous
oral or written agreement is hereby declared null and vaid ta the extent in conflict with any provision of
this Agreement.
24. Counterparts.
This Agreement may be executed in one or more counterparts and each counterpart shall, for all
purposes, be deemed an original, but all such counterparts shall together constitute one and the same
instrument. An executed Agreement, modification, amendment, or separate signature page shall
constitute a duplicate if it is transmitted through electronic means, such as fax or e-mail, and reflects the
signing of the document by any party. Duplicates are valid and binding even if an original paper
document bearing each party's ori�inal signature is not delivered.
25. Warranty of Services.
Contractor warrants that its services will be of a professional quality and conform to generally
prevailing industry standards. City must give written notice of any breach of this warranty within thirty
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(30) days from the date that the services are completed. In such event, at Coutractor's option, Contractor
shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms
with the warranty, or (b) refund the fees paid by the City to Contractor for the nonconforming services.
26. l�etwork Access.
26.1 Citv Network Access. If Contractor, and/or any of its employees, officers, agents,
servants or subcontractors (for puiposes of this section "Contractor Personnel"), requires access to the
City's computer network in order to provide the services herein, Contractor shall execute and comply
with the Network Access Agreement which is attached hereto as Exhibit `B" and ii�corporated herein for
all purposes.
26.2 Federal Law Enforcement Database Access. If Contractor, or any Contractor Personnel,
requires access to any federal law enforcement data6ase or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System ("FIRS"),
I�rterstate Identifica�ion Index System ("III System"), National Crime Informatio�i Center ("NCIC") or
National Fingerprint File ("NFF"), or Texas Law Enforcement Telecommunications Systems ("TLETS"),
that is governed by and/or defined in Title 28, Code of Federat Regulations Part 20 ("CFR Part 2Q"), for
the purpose of providing services for the administration of criminal justice as defined therein on behalf of
the City or the Fort Worth Police Department, under this Agreement, Contractor sha(1 comply with the
Criminal Justice Information Services Security Policy and CFR Part 20, as amended, and shall separately
execute the Federal Bureau of Investigation Criininal Justice Information Services Security Addendum.
No changes, modifications, alterations, or amendments shall be made to the Security Addendum. The
document must be executed as is, and as approved by the Texas Deparhnent of Public Safety and the
United States Attorney General.
27. Immi�ration Nationality Act.
The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which
includes provisions addressing employment eligibility, employment verification, and nondiscritnination.
Contractor shall verify the identity and employment eligibility of all employees who perform work under
this Agreement. Contractor shall complete the Employment Eligibility Veriiication Form (I-9), maintain
photocopies of all supporting employment eligibility and identity documentation for all employees, and
upon request, provide City with copies of all I-9 forms and supporting eligibility documentation for each
employee who performs work under this Agreement. Contractor shall establish appropriate procedures
and controls so that no services will be performed by any employee who is not legally eligible to perform
such services. Contractor shall provide City with a certification letter that it has complied with the
verification requirements required by this Agreement. Contractor shall indemnify City from any penalties
or liabilities due to violations of this provision. City shall have the right to immediately terminate this
Agreement for violations of this provision by Contractor.
28. Informal Dispute Resolution.
Except in the event of tetmination pursuant to Section 4.2, if either City or Contractor has a claim,
dispute, or other matter in question for breach of duty, obligations, seivices rendered or any warranty that
arises under this Agreement, the parties shall first attempt to resolve the matter through this dispute
resolution process. The disputing party shall notify the other party in writing as soon as practicable after
discovering the claim, dispute, or breach. The notice shall state the nature of the dispute and list the party's
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specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall
commence the resolution process and make a good faith effort, either through email, mail, phone
conference, in person meetings, or other reasonable means to resolve any claim, dispute, breach or other
matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve
the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may
submit the matter to non-binding mediation in Tarrant County, Texas, upon written consent of authorized
representatives of both parties in accordance with the Industry Arbitration Rules of the American
Arbitration Association or other applicable rules governing mediation then in effect. The mediator shall be
agreed to by the parties. Eacli party shall be 1ia61e for its own expenses, including attor►iey's fees;
however, the parties shall share equally in the costs of the mediation. If the parties cam�ot resolve the
dispute through mediation, then either party shall have the right to exercise any and all remedies available
under law regarding the dispute. Notwithstandiug the fact that the parties may be attempting to resolve a
dispute in accordance with this informal dispute resolution process, the parties agree to continue without
delay all of their respective duties and obligations under this Agreement not affected by the dispute.
Either party may, before or during the exercise of the informal dispute resolution process set forth herein,
apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where
such relief is necessary to proteet its interests. This section sha11 not be conshued io limit the right to or
be a pre-requieste for the parties to file a lawsuit against each other in connection with this Agreement in
a court of compentent jurisdiction.
29. Reportin� Requirements.
For purposes of this section, the words below shall have the following meaning:
Child shall mean a person under the age of 18 years of age.
Child pornography means an image of a child engaging in sexual conduct or sexual performance as
defined by Section 43.25 of the Texas Penal Code.
Computer means an electronic, magnetic, optical, electrochemical, or other high-speed data processing
device that performs logical, arithmetic, or memory functions by the manipulations of electronic or
magnetic impulses and includes all input, output, processing, storage, or communication facilities that are
connected or related to the device.
Corriputer technician means an individual who, in the course and scope of employment or business,
installs, repairs, or otherwise services a computer for a fee. This shall include installation of software,
hardware, and maintenance services.
If Contractor meets the definition of Computer Technician as defined herein, and while providing
services pursuant to this Agreement, views an image on a computer that is or appears to be child
pornography, Contractor shall immediately report the discavery of the image to the City and to a local or
state law enforcement agency or the Cyber Tip Line at the National Center for Missing and Exploited
Children. The report lnust include the name and address of the owner or person claiming a right to
possession of the computer, if known, and as permitted by la��v. Failure by Contractor to make the report
required herein may result in criminal and/or civil penalties.
30. Third Partv Beneficiaries.
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The provisions and conditions of this Agreement are solely for the benfit of the City and
Contractor, and their lawfi�l successors or assigns, and are not intended to create any rights, contractual
or otherwise, to any other perios or entity.
31. �i�nature Authoritv.
The person signing this agreement hereby warrants that he/she has the legal authority to execute
this agreement on behalf of the respective party, and that such binding authority has been granted by
proper order, resolution, ordinauce or other authorization of the entity. Each party is fiilly entitled to rely
on these war�•anties and representations in entering into this Agreement or any amendment hereto.
32. Survival of Provisions.
The parties' duties and obligations pursuant to Section 4.4 (Duties and Obligations), 5
(Disclosure of Conflicts and Confidential Information), Section 6(Right to Audit}, and Section 8
(Liability and Indemnification) shall survive termination of this Agreement.
Executed in multiples this the day of , 20_
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I�li.� M �11�
CITY OF ORT WORTH:
C��,
By:
Valerie R. Washingtoii
Assistant City Manager
Date: 3� � ( ��
Contract Compliance Manager:
By sigiung, I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
pe • ance and reporting requirements.
Name f Em loyee
�S� � f1�l�c.h. cC� r-�-� ���%'�f �����
Title ����� ; ''� �
f � �� �`�f�
i . t � ,�
ATT�S �.: -
�� i i t,�'` 4 l � n:
Mary Kays�r � � � _ •::,�{'s �.���''�
, � '�r r
City Secretaiy, ��,�, '��.,�--°�
APPROVED AS TO FORM AND LEGALTTY:
By: `� �� ���' �-
Ricahrd A. McCracken � �I �'7
Assistant City Attoruey
CONTRACT AUTHORIZATION:
M&C: N ��
Date Approved:
Form 1295 Certification No.: ���'
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I:[�'���
NASW�ST, LLC:
By: �� � ��.�
Kat D. West
Vice President
Date: � � �
ATTEST:
, � ��-�
_ ������
By:
aa o
Name � a-� V`� C.. � �� !�� ��'-�
Title
OFFICIAL RECORD
CITY SECRETARY
�'% V�ORTH, TX
Rev. 2/2017
City Secretary Contract No.
� (1: ,
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. � � � ,� �
i; � � �
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[12-21-16]
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Table of Contents
1. Overview ..............................................................................................................................16
2. Initial Requirements .............................................................................................................18
3. Esfimated Capacity Requirements .......................................................................................19
4. Impact Assessment ..............................................................................................................19
High-Level IT Solutions Division involvements :...................................................................19
High-Level Municipal Court involvements : ..........................................................................19
Other Systems/Services Impact :.........................................................................................19
Assumpiions: ......................................................................................................................19
Risks: N/A .........................................................................................................................19
5. Issues ...................................................................................................................................19
5.1 Customer Issues : ..........................................................................................................19
5.2 IT Solutions Issues : .......................................................................................................19
5.3 Legacy System Issues : ................................................................................................. 20
5.4 Resource Issues :........................................................................................................... 20
5.5 Escalation procedure :.................................................................................................... 20
6. Effort and Cost Estimate ...................................................................................................... 21
7. Department Contact List ...................................................................................................... 22
8. Approval ............................................................................................................................... 23
9. Revision History ................................................................................................................... 23
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The Court is currently implementing a new case management system. As a result, the
three dedicated internai technical resources have to commit 100% of their time on the
project. Nevertheless, there are needs related to the current case management system
that require attention. The Professional Services under this contract includes staff
augmentation related to the current case management system, Courtview and the
implementation of the Court's new case management system, eCourt. The firsfi
objective is to begin and finish critical analysis of identified issues with Couriview. This
task will include review, identification of resolution and configuration related to these
issuss during the interim and while the new case management system is being
implemented. The identified issues, if resolved, will allow staff fio gain efficiencies in the
near term. Among the identified issues include negative balances, distribution errors,
ability to receipt money when no balance is due and identify updates to not carry over to
case level. This will also include the review and deployment of new releases to
Courtview.
Additionally, as the Court moves to the new case management system there is a need
to complete data clean-up prior to conversion, reconcile cases in e�ernal collections
and develop critical interfaces. These are all tasks that will require support from ap
professiona! services vendor who understands both Courtview and court processes.
1.1 Scope:
a) The project will provide complex database administrator suppart related to the interna!
assessment of CourtView daia to identify and correct/cleanup problems regarding:
■ Unprocessed Tickfers
■ Unresulted Events
■ Delinquent time payment plans
• Cases outside of workflow
■ Cases with invalid data
This assessment inctude manual cleanup to be completed by the project team. For large volume
corrections, support may be needed and included in fhe scope of this contract. Speciiically, any issues
with case volume /ess than 500 will be handled by the internal team.
b) i"he project will provide complex database administrator support needed to perform an
reconciliation of cases in collections:
■ Total number of cases currently acfive in colfections
■ Reconciliation of balances owed, paid, and due on cases in collection status
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c) The project will perform the required review, resolutions and configuration of issues regarding:
1 Financia) Distribution Negative balances
-Related to the collection fee issue which has already been identified and
confirmed by CJS. When moving coilection costs to Accounts Receivable, the
total cost is place in AR not just the amount due. This allows for
overpayments to the collection fee account which can lead to negative
balances and the ability to receipt payment when no amount is due.
Distribution errors
-There's the issue of a payment not paying off the oldest TPP case
-Distributing funds among all cases
-Payments will get split up on every cost for every case on the TPP
-Distributions errors occur on parking cases in which no jurisdiction is
assigned at ticket entry. In certain circumstances, distribution errors occur
with system hang ups or network issues. Most of them can be corrected, but
there are a few which require intervention from the vendor.
2 Ability to receipt money when no balance is due
3 Identity Updates to not carry over to case level
-When updated defendant information at the case level, the identity
information is update but not vice versa
4 1V cases are processed via the tickler
-they set to an PTI event. However, a lot of the charges associated with
the JV cases fall under the non-traffic/PNI category. It would be great if upon
setting, the system could associate the charge on the 1V case type to then
select the correct routing event. Currently, to set JV cases from the
SETPRO/RESETB tickers on the correct PNI or PTI event, the clerk is required
to review all cases to be processed and deselect any/all JV cases. Once tickler
queue has been processed, further review is completed on the JV cases and
set at case level via AUTO if the case needs to be set on a PNI event
5 Screen print of Charge Index
-How the charge screen prints out of CV. Stacey has to draw lines to
separate the columns so defendants don't get confused between case
number and citation #. Also charge verses status runs together.
d) The project will perform the required review, summary and deployment of outstanding Courtview
releases including:
■ Release 2.65
■ Release 2.66
■ Release 2.67
■ Re/ease 2.68
■ Release 2.69
■ Release 2.70
■ Release 2.79
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e) The project will perform the required analysis of Courlview data to support conversion to eCourt
regarding:
■ Database mapping
■ Comparison of caseload in CourtView converted to eCourt
� Reconciliation of converted financial transactions
■ Reconciliation of converted account disfributions
■ Reconciliafion of converted open items
fl The project will pe►form the required analysis and research to support the development of current
and new interface layouts and requirements for eCourt regarding:
■ External Collections Interface
■ OCA Report
■ Scofflaw
■ Omnibase
g) The project will ensure effective business procedures, testing, issues management and change control
procedures are in place for the processing of current and future CourtView financial data.
Out of Scope:
a) CJS Support Calls
1.2 Objectives:
In order to ensure the accurate reporting of CourtView financials, the following activities will be
performed.
1.3 Customer Requested Dates:
The project is to begin work immediately. The estimated completion date 10-31-2017
1.4 Customer Point of Contact:
Dakisha R. Wesley, Assistant Municipal Court Services Director
Initial Requirements
Perform the tasks as mentioned in the above rnentioned scope staterrtent.
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-� .�. '-• _ .
:�
Impacf Assessment
High-Level IT Sohrtions Division involvements:
IT Solutions will provide DBA support.
High-Level Municipal Court involvements:
It will be necessary to involve Municipal Court staff across multiple divisions and areas far business
process analysis activities. Municipal Court must be willing to commit staff to train the appropriate court
staff on improved business process procedures and audit control procedures.
Municipal Court will also provide a systems analysis and project coordinator at 30% — 50% utilization to
the project.
Other Systems/Services Impact:
None.
Assumptions:
Resources
■ Resources will be available as needed to perform scheduled/assigned duties.
Data Analysis
� The core team will be able to quickly review the high volume of QA reports.
■ Various QA summary reports will adequately facilitate the data analysis activities.
■ The designated review team will have the required level of knowledge to effectively review and
analyze the Court�Iiew data.
Resolution Planning
■ The team will provide a yuick iurnaround in resolving the identified problems
■ Minimal CourtView system changes will be required.
Cleanup
Risks: N/A
Issues
The data issues identified may be resolved via batch processing (database scripts).
Manual con•ections will be minimal.
Customer Issues:
None.
IT 5olutions Issues:
None.
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Legacy Sy�tem Issues:
None.
R�source Issues:
None
Escalation procedure:
Weekly reviews of the issues/problem log will be reviewed. If the project is in jeopardy an escalation process will
be performed.
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Effort and Cost Estimate
In order to expedite the completion of the CourtView Reconciliation activity, vendor support is to begin
inunediately, without delay.
Tune Estijnates
COST ITEM
Staff Augmentation
Discount Percentage (10°/a)
Expense Estimates
Travel Flight
Hotel
Car Rental
Gas
Auport Parlcing
Mileage to Airport
Per diem
TOT HOURS
663
TOTAL COST
Estimated Total Labor Cost
Estimated Total Expenses
$99,450.00
`��.�''�;;�•�.00
Total �stimated Project Cost and
Not to Gxceed Figure of Contract
$89,505.00
$89,505.00
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i-•. - • . �
Role' epartment ontact Information
Dakisha R. Wesley roject Manager/Assistant Director unicipal Court 817.392.6'737
Rosie Martinez Court Systems Coordinator unicipal Court 817.392.6735
Suzy Atchison Court Systems Administrator unicipal Court 817.392.8783
lint Spruill Court Programmer Analyst unicipal Court 817.392.2467
eon Fingers BA T Solutions 817.392.2619
heresa Ewing irector/Executive Sponsor unicipal Court 817392.7461
ark Deboer IT Manager, Application Services T Solutions 817392.8598
William F. Rumuly Cler�k of Court unicipal Court 817392.6736
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Approval
(Adjust this list as necessary.)
Project Manager or Business Planner
Project Sponsor
City Secretary Contract No.
Date
Date
Note: SOW is used to capture what the customer request is and how it impacts IT Solutions resources. Approval of
this SOW and the Charter document are a commitment by the Advisory Board to this project. Once commitments
are defined and agreed upon, project research will begin. Alternate solutions will be sought and a project team will
be identified.
The following table describes the document's modification history for hacking piuposes. Only significant changes
are shown. The version number is incremented by whole numbers following major changes.
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�:IIC ��.3
. . � ; , : ir�Xy�e����►�r�`��
1. The lotetwork. The City owns and operates a computing environment and network (collectively
the "lYetwork"). Contractor wishes to access the City's network in order to provide data analysis, clean
up and data conversion for the City of Fort Worth Municipal Court. In order to provide the necessary
support, Contractor needs access to Internet, email and VPN. For server access: AS3806, AS3815
(CourtView application and database) and CHNETDMOI(netDMS).
2. Grant of Limited Access. Contractor is hereby granted a limited right of access to the City's
Network for the sole purpose of providing data analysis, clean up and data conversion for the City of Fort
Worth Municipal Court . Such access is granted subject to the terms and conditions forth in this
Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic
Communications Resource Use Policy), of which such applicable provisions are hereby incorporated by
reference and made a part of this Agreement for all purposes herein and are available upon request.
3. Network Credentials. The City will provide Contractor with Network Credentials consisting of
user IDs and passwords unique to each individual requiring Network access on behalf of the Contractor.
Access rights will automatically expire one (1) year from the date of this Agreement. If this access is
being granted for purposes of completing services for the City pursuant to a separate contract, then this
Agreement will expire at the completion of the contracted services, or upon termination of the
contracted services, whichever occurs first. This Agreement will be associated with the Services
designated below.
❑ Services are being provided in accordance with City Secretary Contract No. Contract No..
❑ Services are being provided in accordance with City of Fort Worth Purchase Order No. PO No.
� Services are being provided in accordance with the Agreement to which this Access Agreement
is attached.
❑ No services are being provided pursuant to this Agreement.
4. Renewal. At the end of the �rst year and each year thereafter, this Agreement may be renewed
annually if the following conditions are met:
4.1 Contracted services have not been completed.
4.2 Contracted services have not been terminated.
4.3 Within the thirty (30) days prior to the scheduled annual expiration of this Agreement,
the Contractor has provided the City with a current list of its officers, agents, servants,
employees or representatives requiring Network credentials.
Notwithstanding the scheduled contract expiration or the status of completion of services, Contractor
shall provide the City with a current list of officers, agents, servants, employees or representatives that
require Network credentials on an annual basis. Failure to adhere to this requirement may result in
denial of access to the Network and/or termination of this Agreement.
5. Network Restrictions. Contractor officers, agents, servants, employees or representatives may
not share the City-assigned user IDs and passwords. Contractor acknowledges, agrees and hereby gives
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its authorization to the City to monitor Contractor's use of the City's Network in order to ensure
Contractor's compliance with this Agreement. A breach by Contractor, its officers, agents, servants,
employees or representatives, of this Agreement and any other written instructions or guidelines that the
City provides to Contractor pursuant to this Agreement shall be grounds for the City immediately to deny
Contractor access to the Netwark and Contractor's Data, terminate the Agreement, and pursue any other
remedies that the City may have under this Agreement or at law or in equity.
5.1 Notice to Contractor Personnel — For purposes of this section, Contractor Personnel shall
include all officers, agents, servants, employees, or representatives of Contractor. Contractor shall be
responsible for specifically notifying all Contractor Personnel who will provide seivices to the City under
this agreement of the following City requirements and restrictions regarding access to the City's
Network:
(a) Contractor Personnel shall protect City-issued passwords and shall not allow any third
party to utilize their password and/or user ID to gain access to the City's Network
(b) Contractor Personnel shall not engage in prohibited or inappropriate use of Electronic
Communications Resources as described in the City's Adminish•ative Regulation D7
(c) Any document created by Contractor Personnel in accordance with this Agreement is
considered the property of the City and is subject to applicable state regulations
regarding public information
(d) Contractor Personnel shall not copy or duplicate electronic information for use on any
non-City computer except as necessary to provide services pursuant to this Agreement
(e) All network activity may be monitored for any reason deemed necessary by the City
( fl A Network user ID may be deactivated when the responsibilities of the Contractor
Personnel no longer require Network access
6. Termination. In addition to the other rights of termination set forth herein, the City may
terminate this Agreement at any time and for any reason with or without notice, and without penalty to
the City. Upon tetmination of this Agreement, Contractor agrees to remove entirely any client or
communications sofiware provided by the City from all computing equipment used and owned by the
Contractor, its officers, agents, servants, employees and/or representatives to access the City's Network.
7. Information Security. Contractor agrees to make every reasonable effort in accordance with
accepted security practices to protect the Network credentials and access methods provided by the City
from unauthorized disclosure and use. Contractor agrees to notify the City immediately upon discovery
of a breach or threat of breach which could compromise the integrity of the City's Network, including but
not limited to, theft of Contractor-owned equipment that contains City-provided access software,
termination or resignation of officers, agents, servants, employees or representatives with access to City-
provided Network credentials, and unauthorized use or sharing of Network credentials.
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ACCEPTED AND AGRE�D:
CITY OF FORT WORTH:
:
Valerie R. Washington
Assistant Cit�,Manager
Date:
APPROVED AS TO FORM
AND LEGALITY:
By:
Richard A. McCracken � �
Assistant City Attorney
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City Seci•etary Contract No.
NASWEST, LLC:
BY� -
Kat D. West
Vice President
Date:
ATTEST:
:
Maty Kayser
City Secretary
Rev. 2/2017