HomeMy WebLinkAboutContract 56424 CSC No.56424
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE
This Cooperative Purchase ("Coop Purchase") reflects the agreement between the City of
Fort Worth, ("City"), a Texas home rule municipal corporation and Future Com LTD, a Texas
Limited Partnership ("Vendor") to purchase hardware, appliances, software, support, and
consulting services under a cooperative agreement.
The Coop Purchase includes the following documents (collectively, Cooperative
Documents") which shall be construed in the order of precedence in which they are listed:
1. Exhibit A—Fort Worth Terms and Conditions ("Fort Worth Agreement");
2. Exhibit B —The Interlocal Purchasing System (TIPS) Contract No. 200105
("Cooperative Contract");
3. Exhibit C — TIPS Contract No. 200105 Pricing Schedule and Quote 00281184
("Quote").
4. Exhibit D—Conflict of Interest Questionnaire.
All the Schedules which are attached hereto and incorporated herein are made a part of this
Coop Purchase for all purposes. In the event of a conflict between the Fort Worth Agreement, the
Quote and/or the Cooperative Contract, then the Fort Worth Agreement shall control over both,
but only to the extent allowable under the Cooperative Contract.
The maximum amount to be paid to the Vendor for all services performed and goods
purchased hereunder shall not exceed Six Million,Nine hundred and Thirty-four Thousand Dollars
($6,934,000.00)per year.
The Coop Purchase shall become effective upon the signing of the Coop Purchase by an
Assistant City Manager of the City(the "Effective Date") and shall expire May 31, 2022 after the
Effective Date (the Expiration Date"), unless terminated earlier in accordance with the provisions
of the Agreement or otherwise extended by the parties. The Coop Purchase may be renewed for
up to one (1) one-year renewals at City's option, each a "Renewal Term." City shall provide
Vendor with written notice of its intent to renew at least thirty (30) days prior to the end of each
term.
The undersigned represents and warrants that he or she has the power and authority to
execute this Coop Purchase and the Cooperative Documents and bind the Vendor.
(signature page follows)
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 1 of 26
Executed effective as of the date signed by the Assistant City Manager below.
FORT WORTH:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including
By: ValerleWashington(Oct 4,202116:26CDT) ensuring all performance and reporting
Name: Valerie Washington requirements.
Title: Assistant City Manager
Date: Oct 4,2021
QI;G1r�
By: Bobby Lee(Oct 4,202110:30 CDT)
Approval Recommended: Name: Bobby Lee
Title: Sr. IT Solutions Manager
Approved as to Form and Legality:
By:
Name: Kevin Gunn
Title: IT Solutions Director —
ap*-,
Coal. n y:
Attest: ge Oi � Name: Taylor Paris
_ti %oP Title: Assistant City Attorney
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d� °° ,�d Contract Authorization:
`� da °°°°°°° a M&C: 21-0753 9/28/2021
By: a���nEXpS.oA'
Name: Ron Gonzales
Title: Acting City Secretary
VENDOR:
Future Com LTD.
N&/r wIZZI�Fwfoy
By: Mark Williamson(Oct 4,202109:55 CDT)
Name: Mark Williamson
Title: CFO
Date: Oct 4,2021 OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 2 of 26
Exhihit A
FORT WORTH,,
1. Termination.
1.1. Convenience. Either the City or Vendor may terminate this Agreement at any time
and for any reason by providing the other party with 30 days written notice of termination.
1.2. 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
reasonable detail. The breaching 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.
1.3. Fiscal Funding 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 Vendor 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.
1.4. Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date,the City shall pay Vendor for products and services actually
rendered and or provisioned up to the effective date of termination and Vendor 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, Vendor shall
provide the City with copies of all completed or partially completed documents prepared under this
Agreement. In the event Vendor has received access to City information or data as a requirement
to perform services hereunder, Vendor shall return all City provided data to the City in a machine
readable format or other format deemed acceptable to the City.
2. Disclosure of Conflicts and Confidential Information.
2.1. Disclosure of Conflicts.Vendor hereby warrants to the City that Vendor has made
full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to the City in writing.
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2.2. Confidential Information. The City acknowledges that Vendor may use products,
materials, or methodologies proprietary to Vendor. The City agrees that Vendor'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 executed a separate
written agreement with respect thereto. Vendor, for itself and its officers, 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, except suppliers,
manufacturers and distributors, without the prior written approval of the City.
2.3. Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act.In the event there is a request for information marked Confidential or Proprietary,
City shall promptly notify Seller. it will be the responsibility of Seller to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
2.4. Unauthorized Access.Vendor 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.Vendor shall notify the City immediately if the security or integrity of any
City information has been compromised or is believed to have been compromised,in which event,
Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with the City in
identifying what information has been accessed by unauthorized means and shall fully cooperate
with the City to protect such information from further unauthorized disclosure.
3. Right to Audit.
3.1. Vendor agrees that the City shall, until the expiration of three (3)years after final
payment under this Agreement, have access to and the right to examine at reasonable times any
directly pertinent books, documents, papers and records of the Vendor involving transactions
relating to this Agreement at no additional cost to the City. Vendor agrees that the City shall have
access during normal working hours to all necessary Vendor facilities and shall be provided
adequate and appropriate work space in order to conduct audits in compliance with the provisions
of this section. The City shall give Vendor not less than 10 days written notice of any intended
audits.
3.2. Vendor further agrees to include in all its subcontractor agreements hereunder 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 pertinent 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 shall give
subcontractor not less than 10 days written notice of any intended audits.
4. Independent Contractor. It is expressly understood and agreed that Vendor 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 the conditions and provisions of this Agreement,
Vendor 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
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subcontractors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between
the City, its officers,agents, servants and employees, and Vendor, its officers, agents, employees, servants,
contractors and subcontractors. Vendor further agrees that nothing herein shall be construed as the creation
of a partnership or joint enterprise between City and Vendor. It is fiu-ther understood that the City shall in
no way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants,
employees or subcontractors of Vendor. Neither Vendor, nor any officers, agents, servants, employees or
subcontractors of Vendor shall be entitled to any employment benefits from the City. Vendor shall be
responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its
officers, agents, servants, employees or subcontractors.
5. LIABILITY AND INDEMNIFICATION.
5.1. LIABILITY - VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR
ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER,WHETHER REAL OR ASSERTED,TO THE EXTENT CAUSED BY THE
NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL
MISCONDUCT OF VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
5.2. CITY AGREES THAT RESELLER SHALL HAVE NO LIABILITY TO
CITY FOR CONSEQUENTIAL,EXEMPLARY OR INCIDENTAL DAMAGES ARISING
OUT OF OR IN CONNECTION WITH THIS AGREEMENT INCLUDING ANY WORK
PRODUCT, EVEN IF RESELLER HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES WITH THE EXCEPTION OF DIRECT DAMAGES TO CITY
RESULTING FROM RESELLER'S WILLFUL MISCONDUCT OR GROSS
NEGLIGENCE. IN NO EVENT SHALL RESELLER BE LIABLE FOR ANY DAMAGES
ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE
SERVICES IN EXCESS OF THE AMOUNTS PAID BY CITY HEREUNDER.
5.3. INDEMNIFICATION-VENDOR HEREBY COVENANTS AND AGREES
TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL
CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, FOR EITHER PROPERTY DAMAGE OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, AND DAMAGES FOR CLAIMS
OF INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT,TO THE EXTENT CAUSED BY THE ACTS
OR OMISSIONS OF VENDOR, ITS OFFICERS, AGENTS, SUBCONTRACTORS,
SERVANTS OR EMPLOYEES.
5.4. INTELLECTUAL PROPERTY INFRINGEMENT.
5.4.1. The Vendor warrants that all Deliverables, except for third party
manufactures products and services resold to the City and governed by the
manufactures licenses,support,maintenance or services agreements between the City
and manufacturer, or any part thereof, furnished hereunder, including but not
limited to: programs, documentation, software, analyses, applications, methods,
ways, and processes (in this Section 8C each individually referred to as a
"Deliverable" and collectively as the "Deliverables,") do not infringe upon or violate
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any patent, copyrights, trademarks, service marks, trade secrets, or any intellectual
property rights or other third party proprietary rights,in the performance of services
under this Agreement.
5.4.2. Vendor shall be liable and responsible for any and all claims made
against the City for infringement, except for third party manufactures products and
services resold to the City and governed by the manufactures licenses, support,
maintenance or services agreements between the City and manufacturer, 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.
5.4.3. Vendor agrees to indemnify,defend,settle, or pay,at its own cost and
expense, including the payment of attorney's fees, any claim or action against the
City for infringement, except for third party manufactures products and services
resold to the City and governed by the manufactures licenses, support, maintenance
or services agreements between the City and manufacturer, of any patent,copyright,
trade mark, service mark, trade secret, or other intellectual property right arising
from City's use of the Deliverable(s), or any part thereof, in accordance with this
Agreement, it being understood that this agreement to indemnify, defend, settle or
pay shall not apply if the City modifies or misuses the Deliverable(s). So long as
Vendor bears the cost and expense of payment for claims or actions against the City
pursuant to this section S,Vendor shall have the right to conduct the defense of any
such claim or action and all negotiations for its settlement or compromise and to settle
or compromise any such claim; however,City shall have the right to fully participate
in any and all such settlement, negotiations, or lawsuit as necessary to protect the
City's interest, and City agrees to cooperate with Vendor 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 settlement or compromise and to settle
or compromise any such claim;however,Vendor shall fully participate and cooperate
with the City in defense of such claim or action. City agrees to give Vendor timely
written notice of any such claim or action,with copies of all papers City may receive
relating thereto.Notwithstanding the foregoing,the City's assumption of payment of
costs or expenses shall not eliminate Vendor'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 restrained or,if as a result of a settlement or compromise,such
use is materially adversely restricted, Vendor shall, at its own expense and as
City's sole remedy, either: (a) procure for 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 authorized use of the Deliverable(s); or (c) replace the Deliverable(s)
with equally suitable, compatible, and functionally equivalent non-infringing
Deliverable(s) at no additional charge to City; or (d) if none of the foregoing
alternatives is reasonably available to Vendor,terminate this Agreement,and refund
all amounts paid to Vendor by the City, subsequent to which termination City may
seek any and all remedies available to City under law. VENDOR'S OBLIGATIONS
HEREUNDER SHALL BE SECURED BY THE REQUISITE INSURANCE
COVERAGE AND AMOUNTS SET FORTH IN SECTION 10 OF THIS
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AGREEMENT.
6. Assignment and Subcontracting.
6.1. Vendor 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 Vendor under
which the assignee agrees to be bound by the duties and obligations of Vendor under this
Agreement.The Vendor 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 Vendor referencing this Agreement under which the subcontractor
shall agree to be bound by the duties and obligations of the Vendor under this Agreement as such
duties and obligations may apply. The Vendor shall provide the City with a fully executed copy of
any such subcontract.
6.2. MBE Goal—Intentionally Omitted
7. Insurance.
7.1. The Vendor shall carry the following insurance coverage with a company that is
licensed to do business in Texas or otherwise approved by the City:
7.1.1. Commercial General Liability:
7.1.1.1. Combined limit of not less than $1,000,000 per occurrence;
$2,000,000 aggregate; or
7.1.1.2. Combined limit of not less than $1,000,000 per occurrence;
$2,000,000 aggregate and Umbrella Coverage in the amount of $1,000,000.
Umbrella policy shall contain a follow-form provision and shall include coverage
for personal and advertising injury.
7.1.1.3. .
7.1.2. Automobile Liability Insurance covering any vehicle used in providing
services under this Agreement, including non-owned, or hired vehicles, with a combined
limit of not less than$1,000,000 per occurrence.
7.1.3. Professional Liability(Errors & Omissions) in the amount of$1,000,000
per claim and$1,000,000 aggregate limit.
7.1.4. Statutory Workers' Compensation and Employers' Liability Insurance
requirements per the amount required by statute.
7.1.5. Technology Liability(Errors &Omissions)
7.1.5.1. Combined limit of not less than $2,000,000 per occurrence;
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$2million aggregate or
7.1.5.2. Combined limit of not less than $1,000,000 per occurrence;
$2,000,000 aggregate and Umbrella Coverage in the amount of $1,000,000.
Umbrella policy shall contain a follow-form provision and shall include coverage
for personal and advertising injury. The umbrella policy shall cover amounts for
any claims not covered by the primary Technology Liability policy.
7.1.5.3. Coverage shall include,but not be limited to, the following:
7.1.5.3.1. Failure to prevent unauthorized access;
7.1.5.3.2. Unauthorized disclosure of information;
7.1.5.3.3. Implantation of malicious code or computer
virus;
7.1.5.3.4. Fraud, Dishonest or Intentional Acts with final
adjudication language;
7.1.5.3.5. Intellectual Property Infringement coverage,
specifically including coverage for intellectual property infringement
claims and for indemnification and legal defense of any claims of
intellectual property infringement, including infringement of patent,
copyright, trade mark or trade secret, brought against the City for use of
Deliverables, Software or Services provided by Vendor under this
Agreement;
7.1.5.3.6. Technology coverage may be provided through
an endorsement to the Commercial General Liability (CGL) policy, a
separate policy specific to Technology E&O, or an umbrella policy that
picks up coverage after primary coverage is exhausted. Either is
acceptable if coverage meets all other requirements. . Any deductible will
be the sole responsibility of the Vendor and may not exceed $50,000
without the written approval of the City. Coverage shall be claims-made,
with a retroactive or prior acts date that is on or before the effective date
of this Agreement. Coverage shall be maintained for the duration of the
contractual agreement and for two (2) years following completion of
services provided. An annual certificate of insurance, or a full copy of the
policy if requested, shall be submitted to the City to evidence coverage;
and
7.2. General Insurance Requirements:
7.2.1. All applicable policies shall name the City as an additional insured
thereon, as its interests may appear. The term City shall include its employees, officers,
officials, agents, and volunteers in respect to the contracted services.
7.2.2. The workers' compensation policy shall include a Waiver of Subrogation
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(Right of Recovery) in favor of the City of Fort Worth.
7.2.3. 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 sent to the Risk Manager, City
of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102.
7.2.4. The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have 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.
7.2.5. Any failure on the part of the City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
7.2.6. Certificates of Insurance evidencing that the Vendor has obtained all
required insurance shall be delivered to and approved by the City's Risk Management
Division prior to execution of this Agreement.
S. Compliance with Laws,Ordinances,Rules and Regulations. Vendor agrees to comply with
all applicable federal, state and local laws,ordinances,rules and regulations. If the City notifies Vendor of
any violation of such laws, ordinances, rules or regulations, Vendor shall immediately desist from and
correct the violation.
9. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
subcontractors and successors in interest,as part of the consideration herein,agrees that in the performance
of Vendor'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-discrimination covenant by Vendor, its personal representatives, assigns,
subcontractors or successors in interest,Vendor agrees to assume such liability and to indemnify and defend
the City and hold the City harmless from such claim.
10. 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,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or(3) received by the other party by United States Mail,registered,return receipt requested,
addressed as follows:
TO THE CITY: TO VENDOR:
City of Fort Worth Future Com LTD
Attn: Assistant City Manager Attn: Authorized Signatory
200 Texas Street 3600 William D. Tate Avenue
Fort Worth TX 76102 Ste.300
Grapevine, TX 76051
With Copy to the City Attorney Facsimile: (817) 510-1159
at same address
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it. Solicitation of Employees. Neither the City nor Vendor 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 the 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.
12. 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.
13. No Waiver. The failure of the City or Vendor to insist upon the performance of any term
or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of the
City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
14. 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 tie in state courts located in Tarrant County, Texas or the
United States District Court for the Northern District of Texas, Fort Worth Division.
15. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
16. Force Majeure. The City and Vendor 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
maj eure),including,but not limited to, compliance with any government law, ordinance or regulation,acts
of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor
restrictions by any governmental authority,transportation problems and/or any other similar causes.
17. Headings Not Controlling. Headings and titles used in this Agreement are for reference
purposes only and shall not be deemed a part of this Agreement.
is. Review of Counsel. The parties acknowledge that each party and its counsel have 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.
19. 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.
20. Entirety of Agreement. This Agreement, including any exhibits attached hereto and any
documents incorporated herein by reference, contains the entire understanding and agreement between the
City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with
any provision of this Agreement.
21. 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
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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 original signature is not delivered.
22. Warranty of Services. Vendor warrants that its services, except for third party
manufactures products and services resold to the City and governed by the manufactures licenses, support,
maintenance or services agreements between the City and manufacturer, 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(30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor 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 Vendor for the nonconforming
services.
23. Network Access.
23.1. City Network Access. If Vendor, and/or any of its employees, officers, agents,
servants or subcontractors(for purposes of this section"Vendor Personnel"),requires access to the
City's computer network in order to provide the services herein,Vendor shall execute and comply
a Network Access Agreement.
23.2. Federal Law Enforcement Database Access. If Vendor, or any Vendor Personnel,
requires access to any federal law enforcement database or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System
("FIRS"),Interstate Identification Index System("III System"),National Crime Information Center
("NCIC")iff National Fingerprint File ("NFF"), or Texas Law Enforcement Telecommunications
Systems ("TLETS"), that is governed by and/or defined in Title 28, Code of Federal Regulations
Part 20 ("CFR Part 20"), 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, Vendor shall comply with the Criminal Justice Information Services Security Policy
and CFR Part 20, as amended, and shall separately execute the Federal Bureau of Investigation
Criminal 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 Department of Public Safety and the United States Attorney General.
24. Immigration Nationality Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form(1-9). Upon request by City, Vendor shall provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures
and controls so that no services will be performed by any Vendor employee who is not legally eligible to
perform such set-vices. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate this
Agreement for violations of this provision by Vendor.
25. Informal Dispute Resolution. Except in the event of termination pursuant to Section 4.2, if
either City or Vendor has a claim, dispute, or other matter in question for breach of duty, obligations, services
rendered or any warranty that arises under this Agreement,the patties shall first attempt to resolve the matter
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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 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.Each party
shall be liable for its own expenses, including attorney's fees; however, the parties shall share equally in
the costs of the mediation. If the parties cannot resolve the dispute through mediation,then either party shall
have the right to exercise any and all remedies available under law regarding the dispute. Notwithstanding 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 protect its interests.
26. No Boycott of Israel. If Vendor has fewer than 10 employees or the Agreement is for less
than$100,000,this section does not apply. Vendor acknowledges that in accordance with Chapter 2270 of
the Texas Government Code, City is prohibited from entering into a contract with a company for goods or
services unless the contract contains a written verification from the company that it: (1) does not boycott
Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and
"company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government
Code. By signing this Addendum, Vendor certijies that Vendor's signature provides written verification to
City that Vendor: (1) does not hoycott Israel; and (2) will not boycott Israel during the term of the
Agreement.
27. Reporting Requirements.
27.1. For purposes of this section,the words below shall have the following meaning:
27.1.1. Child shall mean a person under the age of 18 years of age.
27.1.2. 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.
27.1.3. 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.
27.1.4. Computer 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.
27.2. Reporting Requirement. If Vendor meets the definition of Computer Technician
as defined herein, and while providing services pursuant to this Agreement, views an image on a
Cooperative Purchase Page 12 of 26
computer that is or appears to be child pornography,Vendor shall immediately report the discovery
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 must include the name and address
of the owner or person claiming a right to possession of the computer, if known, and as permitted
by law. Failure by Vendor to make the report required herein may result in criminal and/or civil
penalties.
28. Survival of Provisions. The parties' duties and obligations pursuant to sections related to
Duties and Obligations,Disclosure of Conflicts and Confidential information,Right to Audit,and Liability
and Indemnification shall survive termination of this Agreement.
Cooperative Purchase Page 13 of 26
Schedule B
https://www.tips-
usa.com/assets/Vendorspdf/200lO5 Technology Solutions Contract Future Com.ydf
Cooperative Purchase Page 14 of 26
Exhibit C
TIPS RFP 200105Technalosy Solutions,
Products and SaI
YOU MAY PROPOSE ON You mayproy€dean reW.—in all three
MULTIPLE PRICING OPTIONS (A6&0senfonsbll—
fronr;errmrrrcon;aatlPS11rAti nohow
to rasp—d syprWiately but DO NOT
MENTION ANY SPFORC PRO NG IN YOUR
f'n' ErZW'a'J W:TI TCS STAFF W14N
I-L t
nnr.e r-d— parry mm�htya
Secdon A-pill option
GOODS TEMPILATE PRICING
In section"A",Vendors may ictsert line items,if III choose to,in the top section under"EQUIPMENT/GO0OS"sit
vendors may choose to bypass the section Wand put otdy a riscount off catalog in section'$''below_ YOU N14Y
ADO ADDITIONAL LNES AS REQUIRED
Altemate methad for Section"A'-In Section"A",vendor maydloose norto list line items because of the number of
items avdiiaNe.As an alternative,the vendor may list lines of goods or marmfadmen with a mrnmum discount off
drat line of p.ds.An exam le,of each is prov'I beloyo.
Units d—Hpelon-("eh,
EQUIPMENT/GOODSbylhne Product• Decusition doyen,hour,dry,etc) MSRP %a—.. TIPS Prim
Product/Manufaduror
�=Prodvvt line 12'sASRa �.a C.ap L'_
Insert belwr this fins Daly
All Anon[,products end
m.....wv ilable from our
Amonls All roductrand nm irden once simmucer cech III-iaam
All Alert Logic produnr and
.nonce-.H.bia Irom our
Alert Le®c All prial—.antl mnlntenenm romperry cech IS am
All Apcon products end
.clior.nenm available from our
Rpwn All rvductrand mainteranw each LAW10rOAK
All AnI preductrand
mpiMenonnp avaaadle tom nor
Aruba All praductsand m otenanee moqum each 2A0%-Maim
Ail B croc.d.products and
a€rolummce available Irom our
Banawdo All raduntsand maintenanw wm a each 5.75% 17.501
All BeyomlTmp pwdad,and
main'r—ris evailahia from our
BeynndTma All predu lul crashr enema mmperry each tom-10Am6
MI Blue Cat produnr end
cmina nenm available from our
Blue Cl All o,&c.and malntenanw cosult, each IA0%-10,111
All Bro,pmdnctr and
mai— nce rvailable foam our
BHna All pradunsand lountenenm mmpeny ..oh 1A0%-I0.110M
All Bromde pradum end
eintenanm available Irom our
Brocade All oul—...d malnumo m mmprrry each 1 -10.0ai
All Carbon Block pradpds d
mlenanco AvailAAla ham our
carbon als k All prial—is r!mafman.nm mmpa each 1➢D%-to am
All heck Point prnducm entl
rme ne—available Irom our
oracle peird All reductr and rna'rntenanw each S.00fi 40.ODR
All G.va pred,A,and
store nencv-.ilebia from our
G.Cp Ail po.licift,lului p'nirrt¢nenm mmparry ¢aeh IA0%-LOAM
All Otyprvm Innovation.products
end malmarvnm oval€able from
GlyFreM lnnwatione All roduct.and—I.— ompany each 1.0[Bf900%
AllrC—datdke pruduns end
mt....w ayneably hum tlur
"wdSHike All raduesand melmenenm mmpa e.6 1.11m 15.11m
All Cyb.,Ak products and
maiMen available from our
LybeMk IAJI produot...dmrhatenrnm jounquanynm J.,ilth 1.11656-10.11m
All Digital Deiwre praduns and
mairdenanoa available'nun
our
DI 1Ital Ddmse All prvdunsand nelntanenm mmpa each SAD%
Cooperative Purchase Page 15 of 26
All Digital Guardian products and
eintenence available from our
Digital Guardian All product.and maintenance Company each 20.00%
All Exemplify products and
eintenence...liable from our
&lify All products and maintenance Company each 1.00%-10.00%
All&Ind.products and
eintenence available from our
Exinda All products and maintenance company each 1.00%-10.00%
All Extr,Hap products and
eintenence available from our
ExtraHop All products and maintenance company each 1.00-10.00%
All F5 products and maintenance
FS All products and maintenance veileble from our company each 5.00%-22.00%
All FireEye products and
eintenence.veileble from our
Firc Eye All product.and maintenance Company each 1.00%-10.00%
All Fidclik products and
eintenence available from our
Fidelis All products and maintenance company each 3.00%-15.25%
All Fireman products and
eintenence available from our
Fireman All products and maintenance company each 5.00%-30.00%
All Fluke product.and
eintenence available from our
Fluke All products and maintenance company each 1.00%-10.00%
All Forescout products and
maintenance available from our
Farescaut All products and maintenance company each 2%-27.50%
All Fortino products and
eintenence available from our
Fortinet All product.and maintenance Company each 5.00%-27.50%
All Gemalta/Safe Net products
and maintenance available from
Gcmalto/SafeNet All product.and maintenancecompany each 6.00%-20.00%
All Gigaman product,and
ma lnt enence available from our
Gigamon All products and maintenance company each 1.00%-10.00%
All HIRE products and
eintenence available from our
HPE All products and maintenance company each 1.00%-10.00%
All IBM products and
eintenence available from our
IBM All products and maintenance Company each 1.00%-10.00%
All Imperve products and
eintenence available from our
Imp.— All products and maintenance company each 2.00%-10AM
All Infoblox products and
eintenence available from our
Inf.blax All praduct...d maintenance Company each 3%-26.00%
All Ixia products and maintenance
W. All product.and maintenance available from a ur company each 5.00%-10.00%
All Juniper Networks product.
and maintenance available from
Juniper Ne[workz All praduct...d maintenance our company each 6.50%-38.00%
All K.spersky products and
eintenence available from our
Kaspersky All products and maintenance company each 23.00%
All Keeper products and
eintenence available from our
Keeper All products and maintenance company each 1.00%-10.00%
All Kn.=Products and
eintenence available from our
Know Be4 All products and maintenance ampenyeach 1.00%-10.00%
All LagRhythm products and
eintenence available from our
LogRhy[hm All product.and maintenance ompany ach T7.�5001%
%-10.00%
All McAfee products and
eintenence available from our
McAfee All product,and maintenance company each %-68.50%
All Mobilelron products and
eintenence available from our
Mobilelron All products a nd maintenance ompany each %-20.00%
All Palo Alto Network.products
and mein...nce.v.ileble from
Palo Alto Networks All products and maintenance company each -25.00%All PGP products and
eintenence available from our
PGP All products and maintenance ompany each %-10.00%
Cooperative Purchase Page 16 of 26
All Proofpoi nt products and
eintenance available from our
Proofpoi, All product...d maintenance Company each 5.00% 10.00%
All Pulse Secure products end
eintenance available from our
Pulse Secure All products and maintenance Company each 1.00%-10.00%
All Radw...product...d
maintenance available from our
Radware All products and maintenance company each 1.00%-10.00%
All Rapid7 products and
maintenance available from our
Rapid7 All products and maintenance company each 2.00%-10.00%
All Riverbed products and
maintenance available from our
Riverbed All products and maintenance company each 6.75%-35.50%
All RSA products and
eintenance available from our
RSA All product,and maintenance Company each 1.00%-10.00%
All Sc.leArc products and
eintenenee available from our
Sc.IeArc Al l pro duct,a nd me into non ce Company each 1.00%-10.00%
All SecureAuth products and
eintenance available from our
Secure4uth All products and maintenance ompany each 5.00%-12.00%
All Secure Works products end
eintenenee available from our
Securmorks All products and maintenance company each 1.00%-10.00%
All Silver Peak products and
eintenance available from our
Silver Peak All product,and maintenance company each 11.00%
All SkyBoa products and
maintenance available from our
SkyB.. All product,and maintenance Company- ach 1.00%-10.00%
All S.IarWinds products and
eintenance available from our
S.I.Mind, All product,and maintenance Company each 1.00%-7.00%
All Sophos products and
intananae available from our
Sophos All product,and maintenance ompany each fi.50%-30.00%
AI Symantec products and
maintenance available from our
Symantec All product,and maintenance Company each 5.00% 18.00%
All Trend Micro products and
eintenance available from our
Trend Micro All pr.duda and maintenance company each 15.00% 40.50%
All Trend Micro/Tipping Point
products and maintenance
Trend Micro Tipping Point Al l pro duct,a nd me into non ce vailable from ourcompany each 18.00%-24.50%
All Tripwire products and
e Inc enenee available from our
Tripwire All product.and maintenance Company each 3.00%-15.75%
AI I Trustwave products and
maintenance available from our
Trustwave All products and maintenance company each 1.00%-10.00%
AIITufin products end
eintenenee available from our
Tufin All products and maintenance company each 7.50%-19.50%
AI I Veracode products end
eintenance available from our
Veracode All product,and maintenance campsny ach 8.50%
All VMware products end
maintenance available from our
VMware All product,and maintenance company each 1.00%-10.00%
All Xirrus products and
eintenance available from our
Xirrus All product,and maintenance company each 15.00%-35.00%
All Zimperium products and
intananae available from our
Zimperium All products and maintenance company each 1.00%-10.00%
AI I Zscaler products and
eintenance available from our
Zscaler All products a nd maintenance ompany each 10.00%-27.00'A
**Insert are records es needed.
ENTER BELOW THE MINIMUM%
DISCOUNT OFF OF ALL GOODS IN
YOUR"CATALOG"AS DEFINED IN
THERFP. *REQUIREOFIELD
"prke
ption-Discount off
Cooperative Purchase Page 17 of 26
Please provide the minimum percentdisocunt
off you will offer to our membertfor Its
alogue,list,shelf,web or other published
prl cing that Is not listed above in Scru on"A"or
not currentlyayailable and may be added
during the life of the award.For example.10%
dismunt offered on any other produces sal d by
XYZ Company Fixed minimum discount
offered to TIPS or TIPS member for items
offered by vendor,but not itemized In this
proposal,Additional deeper discounts may be
negotiated by TIPS or TIPS member with
warded vendor at time of purchase €xample'Ifyou are a rechn`I`gy Company
depending on item and volume ofpurchase. and you sell tablets but do not l!st any
If no percentage is inserted to the all to the tablet,ar pricing anyaur p,uposof andda
right,TIPS essum es and records a zero nest list a discaun t afffor the catalog but
percentage discount off
"'Iagprldirg.if you want to add lbbleu,later into your cantrc,t
disagree or wi sh to enter a percentage greater term,you WILL NOT be sale to add tablets to
than zero,please note in the all to the right yourcantract
All products and maintenance
All other available catalog items All products and maintenance vaila ale from our company 1.00% 5.00%
In arder to add products to your prapasal Aker
you hove been awarded o contract you MUST
add a discount off for the mtalague section
obave.Ta see a mare tharaogh d u5nitlan of
"Camlag"refer to the RFP document
Section C-Pricing Opt on-Cost.pl us
markup method
CAUTION:Selecting the Markup method of
pricing may limit the availability of the
wntract because samejuri,cludians prohibit
syst plus pricing contracts.
NOTE:If you do not have list prices ore Percentage markup(end cost to member)
catalog as chi red in the RFP documen[you may be decreased due to volume or other
may prop ose pri'in g as a markup from yo ur facto rs b ut m ay not be i ncrea se all.
cast from your provider.Vendor must Percentage markup may be any percentage
document the cost to the member to prove vendor deems appropriate but it wi ll be Maximum Markup Percentage in
ampliant pricing. considered as part of the evaluation. cell to right:
PERCENTAGE MAXIMUM MARKUP of items,
goods,equipment(not services)not listed in
this RFP,but ca Tried for sale by vendor.
Markup is from actual hard cast sel ler has
paid forthe good.
Vendor may add additional
information as required or desired.
Cooperative Purchase Page 18 of 26
Tedtnelegy Selmlens,Pretluctzantl
Prepnsing—.d.l,. rt company name here
ALLSECTONS BELOWfffallurem tlP so mlayllmh th a aw andss opefbY TIPS,ntl IlmhNservlces YPUPca ellmMPLE
embers
t1-A-PdcIPg OMI -Lleedservlces
SE—CES TEMPWTE PRICING
dad..re
�I-dHo,x.bee<ddV,is�Pwa.hat Irn PP rk a.xaan P amt a m
neat l:me�mam�.r�P.la me,®seto.tle
avd ur da� E.eatl Enoeed t Mrm®Irsman cdI a belvn.
Brea services 111. $225,bb
FUTURE CUM DEUVERED SEITVEES Check Pont[F—,Com Celrvered Services $22s,bb
25 FF
22DO
red mrvCla3re 251l $22E.00
e,ea servlas Hoar $Pnonb
2"
erered serve laa $22s,bb
22s Fl
pCelmere adIervmes Hoar 111. $221,00
zz
e ,—
00
FUTURE CUM BELIVERED SEITVICESv,�mlon p 22 D,l,—d servmes Hoar $22sno
22s
$115.0
22s.00
2z
pelmere d servnecsec $2zs,00
/rropma amnpel--mm nelmere aservmes $225
id,n future mrn Delivere d Services ouav $221,00
odmerea S,,i¢s ouav $22sno
zs
remmcllEn m Hoar 20 0. $zzs
AO mono em nudv $22moo
Mlgratlnn en $225.0
In/Web SecuNry $22
n/Impleme ntatlpn $2200
Demo Ep�Ilpment llmplementatlnn Hoar 20 0. $22E.00
Email Seca ntY $221,00
oeelaopsecw¢v S11,11— $22s.00 IN
DNS Sem H,y $22E,tltl
n p0 n/lmpleme Harty-- $zzs
F-11 Aud,, nnuav 20 0. $22E.00
FUTURE CUM IT$EF— Firewall/IfFM lmplemen[alion $22sno
well/WN Implementptlpn $22s
wall/W $225 Fl
ware/Spftwere llperatles $22
HHarty $221,00
IDS/IPSlmplementatlon $22s
105/IPS $225
05/IP5 $22
P Add,e snMana emeni Desl n/Implemencatlon Harty $22E,00
FUTURECOMITSEINDES
Moblleocvlce man $zzs,bb
twprkArebrtectureem $22s IN
Network Cablln solution/Der n/Implementation curly 20 0. $22sno
twprk—/WAN Den n an d lmplementatlnn $115.0
Network Mana ement/Rep-, Harty $221,00
FUTURE CUM ITSEINDES twprk Performance Apltb Check $22s
twprk Security Affessment $zzs
e mrksecu 7y Splunpns $zzs oo
UTU.
FUTURE CUM IT$EF— Pro ect Manae-1. $22sno
UT ECOMITSEINDESatpry Cpmpllpnee Assessments $22s
mpllance Re medtltlpn $225 00
R ul
SecurlryArrhlseaure Harty 20 $22E.00
20
achy AwareneasTreln In sFl
$22s erver Mnuallmilpn Solution/Oesl n/Ilnplementatlpn nude $22E,00
Staff Au m $22 00
22
FUTUREscow e somnpNoerl Nlmpletlmenranon JLar $22sno
20 $2zIN
stmurc $zzs.00
VOIPOuI n/Implemencatlnn Hoar 20 0. $22E.00
2200
vDD securliry solution/Oesi n/lm Plementaaon $22
erablllry Asessmenrs $zzs 00
22
webIontent Fllean$plutlon/Oesi n/Implementation Hoar $22sno
work Oesl n/I mplementatlon $215IN
FUTURE ITIN-1. WlrelessIlF,Surveys Harty 20 0. $22E,00
FUTURE CUM MAHAGED SERWITS twprk Intl 5-11V Mana etl
Mana etl SPAM Intl Email Servlres ng based on scope
Securi(Aw__'T, In-Nhna etl Services n based on sm e
PeTOfem llM irgAlGEtll tF�spo�a�lon,meals, iem-cu omers releb,l1,d aaualWspee besFnm m�ceed 531o/d Oavng SCSOd tool
vet Ilee actual expenses,norm exceeds5nn/ea'Y O seoo/dam
Cooperative Purchase Page 19 of 26
aM od'verea by mannla�r -,IR— on:-n aaion/Deploymn ervlces anufae 'nee by me
"�°" gqw O1 a Apmn-InrtallaHDn/Dept Dvment Servirxs Definedbyme
e(a—ld nv merraasl--d Aruba-costa llatipn/Deplpvmenc Servces - inee by me
M odierea by m.cf oam commas)Rnviaea a j__s on/Depervmes - ioea by the
aM DdRered by Mano(artun rare a-ns a a arnufaR
a�Rs a1)Rm on rus-tide aeon/Deplpvmenc;ervlcn - ee by the
MaMaeWrerservien laRsol
e
d W lkrrbas)Rovided Dey tlT i cite Defln,d W the
BlueCat-Insrallaopn/Deplwment Servlces
maMacWrersrv—(a
—la nv me—)Roviaea D - Walla[Dn/DIPIOV - ea by the
EMW
and odivered by manulamr abaci Rom cae S. -nnallatlpn/DeplDvmnn ervlces anufac 'nee by the
—(—d IgslRm Carbon Black-I nAallatlpn/De ploym ent servlres Defined by the
MaMae Wrer Sery en(aRsold W Menbnsl Rovided orfinrd by the
Check Polnc-I nscallat on/Deploy tit Sery
and Manula—r abaci Rom tD-nnallatiDn/Dept Dymn ervltes anufac 'nea by the
DA—d by
and odivered by mann(a�r ae)Rm cMF— nnova It,s-n aalpn/Deploymn ervlces anufat '"`e by the
Stnike-Serun
and odvered by manulaM. �udm es)Rm ry 5ervicest anufact DefinedWMe 1,W%
'n(Rsola W meabasl--d L,---In nallaclpn/DeplV ent servftes inea by the
aM Ddi ered by Mane(d— anufaet
MLDi',red'by Manu(ar abae)Rom Dlgita uartl pymen ery lan-nnallatlpn/Depllces anufac 'nea by the
g( gs)Rm a E.eem plifV-I n siallai- Deplw -Servites Defined by the
a MaMae Wrer sery en(—d W Menbns)Rovided Defln rd by the
ldi—d by
Ednda-Insauatipn/DePlwment servlces
ag lRsold I---,)Rovild EMmHpp-Installation/Deplwmenl servlces [peflned Wthe
aa(Rs a')Roa' "Fs-Innauaclon/Deplovmencservlces - ineery`N`
"(Pe me)wm Ftde(Is-Insialla1-j Deployment Servlces Defined Wthe 3W'6
aMDdiveredbyma-(l dm gs)Rm -,-Innallaclon/Deployment servlces anNaa coed Wthe
and odi ered manu(aM.
—r abae)Rom coon-nnallatl,l/Deploymn ervlces anufac 'nea W the
by 300?6
(RS H5)Rom d Foresdi_dmuc-Innauanon/Deploymencservlces - ineery`"` c00%
a(a—.Id W menbas)Roviaea F in -n a.1-/DeploVm etit SeMces - inee by the
Ma Ma Wredrservirn lRsoldm menbasl Rovided D Im/Safenet Installation/Deploymen[Servlws inea by Me _
aM Delivered by Mano(d— m anufaR
e(RS nbas)Rom Glgam - on/DeploVm aby the
M. a(aR� es)R"' HPE-In rtallalloln/Deploy-1Seervnes Defined by the
MaMa[W'm 6ery to lRsoldW Menbasl Rovided - scallatlpn/DeP1pyme115ervltes oeflnrd by the
M odivered by mann'ar�totlm Men-bmsl Rovieetl Imperva-Installatpn/Deployment Services of- 7ed by the
and DA—d by Mano(artan anufaR
g1� gsl Rov' Infoblox-Installat en lon/D ep loym t servlces - 'tied by the
MaMae Wrer sery en(aRsold W Menbnsl Rovided Drflnrd by the
[anal pn/Deplwm
aM Dd'vered by Manu(amc n-bmel Rom Wiper- on/DeploVm s anufac 'nee by the
and odi ered by ti—(a—d gslRm a Kasperskyn l nttallatlon/Deployment5ervlres - inee by the 30p%
MaMae Wrer servien(Rsold W Menbnsl Rovided Defined by the
LpgRhythm-In Walla[Dn/Deploy ni5ery e
es(—la W W—)Roviaetl McAfee-Installatlon/Deplpymem 5ervnes u- mea by the
R Modiveree by is (at�tod W W—)Roviaea ou- inea by the
aM Dd'ered by Mano(act Mpbllelm- Walla[pn/DeploVm anufac 3'
"(� n,lnm Palo Alto-Inslallal Dn/Deplwmenl5ery '"`dWm`
MaMae Wrer Servcn(mold W Menbnsl Rovided Defined by the
PGP-Ins[allat on/Deploy tit Sery
Marvaa[W nlRsoldW menbnsl Rovided Prppfppin- sxallai on/Deplwm n�5ery peflned by the
and reln m as)R m tl Pulse seta�re�nlns<allallon/Deploymenl5ervlre5 - inea ty tne
odied bvmanula 3
a(Rs e,)w"' d Radwere--ht,on/Deployment Servttes - �ned b;nhe
and odiveredI m'a-(—nm es)Rm d Rapid)-I—llattpn/De pl.,—tit services - coed by the
the
and DA—d by Manu(a—r `rvHe)Rom verbetl- nallaton/Deploy arnoaac mea by
and odivered by manulamttunm Me gsl Rom tl RSA-Inrtallallon/Deplpvmenc Servl[es - Knee ryth`
aM nulae H51R m uih- Walla[pn/DeploVm anufac "eel by the
Dd'ered by Ma S00?6
ML 'ered by Manu(ac abae)Rom wDMs- Walla[Dn/Deplovme aeova[ lord by tnr
M.—lrea by Manu(a—r `rvH°)Rom SIIve --I nallat Dn/De plDym - mea by the
M.Ma—Servcn(Rsnld W Menbnsl Rovided rP n I ent sery �Defined by the
5kyBDx-Insxa11ac Dn/Deploy nt Servl
MaMatWrerSery to lRsoldW Menbasl Rovided 5 tAkt-/Deployment S-- Defln rd by the
Modiverea bym—( d as)Rm oPnoslntl�s Nation/Deplwment Services - ,tied by the
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Cooperative Purchase Page 20 of 26
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Cooperative Purchase Page 22 of 26
quote Name Palo Alto Pem4wh.,Fnal
Co-op.Contract.# TIPS 200106
FutureCom
Cybersecuriky Delivered.
Confidential Quotation for
Contact Name Bobby Lee Quote Number 00281184
Account Name City of Fart Worth Created Date 702021
Account Address 200 Texas St Prepared By Misty Muniga
Fbrt.Worth,TX Email mi*.muniga@fcftd.net
USA,7.6102
Expiration Date 10f29f2021
Phone (817)392 2310
Email bobby.lee@fortworthtexas.gov
Customer sales
Cust Part Number Line Rem Description List Price Discount Price Per Ext.Sales
4 PAN-PA-6260-AC PA-6250 with redundant AC power supplies $106,000.00 63.67 $48,760.00 $195,000.00
QSFP28 form factor,100Gb active.optical cable
2 PAN-QSFP28-AOC-10M with 2transceivers and 10m of cable permanertly $1,800.00 26.00 $1,350.00 $2,700.00
banded as an assembly
SFP+form factor,SR10Gb optical transceiver,
8 PANSFP-PLUSSR short reach 3o0m,OM3MMF,duplex LC;IEEE. $1,600.00 66.00 $676.00 $6,400.00
802.3ae 10GBASES Rcompliant
4 PAN-PAS200-RACK4 PA-6200 4 post rack mo unit kit. $1.50.00 25.00 $112.60 $450.00
2 PANLPAS250 TP�YR-HA2 Threat prevention subscription 3 year prepaid for $44,400.00 38.00 $27,628.00 $55,056.00
device in an HA pair,PA-6260
2 PAN-PA-6260-URL4SVR-HA2 PAN DB URLfiltering subscription 3 year prepaidfor $44 400.00 38.00 $27,628:00 $66,066.00
device in an HApair,PA-6260
4 PANS VC-PREMS250SYR Premium support 3jrearprepaid,PA-6260 $67,000.00 7.60 $62,726.00 $210,900.00
2 PAN-PAS220. PA-3220 with redundant AC power supplies $1 8,900.00 50.90 $9,279.00 $16;558.00
SFP+form factor,10Gb direct attach twin-ax
1 PANS FP-PLUS-CUSM passive cable.wdh2 transceiver ends and 5mof $600.00 60.00 $250.00 $250.00
cable permanently banded as an assembly,IEEE
802.3ae 10GBASE-CR compliant
SFP+form factor,SR10Cb optical transceiver,
4 PANSFP-PLUSSR short reach 300m,OM3MMF,duplex LC,IEEE $1,600.00 55.C10 $676.00 $2,700,00
802.3ae 10GBASES Rcompliant
2 PAN-PA2RU-RACK4 220,PAS250,and PA-32604 post rack mount $160.00 26.00 $112.60 $226.00
kit
Future Com is the national leader in security and netuwrk management solutions.Through forward thinking,vte are our customer's best
promder of products and services:We consistently exceed the expectations of our customers and our strategic partners.We are the
best in the industry..
Cooperative Purchase Page 23 of 26
quote Name Palo Alto Refresh.Rnal
Co-op Contract# TIPS 200106
Futu re Co m
Cybe-secufiky Delivered.
2 PAN-PA-3220 TP-3YR-HA2 Threat prevention subscription 3 year prepaid for $8,000.00 38.00 $4,960.00 $9,920.00
device in an HA pair,PA3220
2 PANSVC-PREM3220-YR Premium support 3jrearprepaid,PA-3220 $10,260.00 7.60 $9,490.60 $18,981.00
2 PAN-PA-850 PA-860 $9,980.00 62.49 $4,741.00 $9,482.00
2 PAN-PA350 TP3YR-HA2 Threat prevention subscription 3-year prepaid for $4,300.00 38.00 $2,666.00 $5,332.00
device in an HA pair,PA350
2 PANSVC-PREM3503YR Premium support 3-year prepaid,PA-850 $5,400.00 7.60 $4,996.00 $9,990.00
Payment Terms Net 30. Grand Total $600,00000
Future Com and Q uote Terms Information
Cash price,as a convenience to you,we accept select credit cards Purchase Order requirement:
subject to a convenience fee.All sales are made FOB 0rigin..
•.Terms subject to credit approval,$500 minimum amount.
Thank you for this opportunity to submit our quotation Past due amounts pcprue interest daily.
for your'review.We hope to be favored by your order. •Quantity,Part A,Product,P rice
Upon execution thereof,the order should be made out to Future 0 PO Number,PO Date,.Payment Terms
Com and emailed or faxed to the following: •Ship#o,Bill-to addresses;P hone#'s,Contacts
•Signature of authorized agent(if place for signature)
Fax 817-510-1159 0 Applicable Sales Taxffax Exempt ID#
Email:orders@fcftd.net •Minimum shipping is$35.00
•Restocking fee is.15%
Toll Free:888-710-5250
Purchaser acknowledges that the use of any manufacturers TIPS requires registration as a mem berto purchase off this contract..
hardware,software,support,maintenance and or services requires This can easilybe done at the followng location:
the acceptance and compliance vAh that manufactures license, httus:dvwwvtiususa.comhnembershiocondit ons.cfm
support,in aintenance and or services agreements associated with
thie products purchased.
.3600 W illiam D.Tate Ave.
Suite 300
Grapevine;TX 76061
UISA
Future Com is the national leader in security and network management solutions.Through forward thinking,we are our customer's best
provider of products and services.We consistently exceed the expectations of our customers and our strategic partners.We are the
pest in the industry..
Cooperative Purchase Page 24 of 26
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received
has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local governmental entity not later
than the 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An
offense under this section is a misdemeanor.
jJ Name of vendor who has a business relationship with local governmental entity.
Future Com, LTD
2
❑ Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated
completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which
you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information is being disclosed.
None
Name of Officer
4 Describe each employment or other business relationship with the local government officer, or a family member of the
officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer.
Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form
CIO as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income, from the vendor?
Yes F-1 No
B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
Yes F-1 No
5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director, or holds an
ownership interest of one percent or more.
6
ElCheck this box if the vendor has given the local government officer or a family member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
7
Mark Williamson Digitally signed by Mark Williamson
V V Date:2021.10.04 10:01:04-05'00' 10/04/2021
Signature of vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
Acomplete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/
Does/LG/htm/LG.176.htm.For easy reference,below are some of the sections cited on this form.
Local Government Code§176.001(1-a):"Business relationship"means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal,state,or local governmental entity or an
agency of a federal,state,or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public;or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by,and reporting to,that agency.
Local Government Code§176.003(a)(2)(A)and(13):
(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) thevendor:
(A) has an employment or other business relationship with the local government officer or a
family member of the officer that results in the officer or family member receiving taxable
income, other than investment income, that exceeds$2,500 during the 12-month period
preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed;.
or
(ii) the local governmental entity is considering entering into a contract with the
vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than$100 in the 12-month period preceding the date the
officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed;or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code§176.006(a)and(a-1)
(a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship
with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local
governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity,or a family member of the
officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any
gift described by Section 176.003(a-1);or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator
not later than the seventh business day after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental
entity;or
(B) submits to the local governmental entity an application,response to a request for proposals
or bids, correspondence, or another writing related to a potential contract with the local
governmental entity;or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer,or a
family member of the officer,described by Subsection(a);
(B) that the vendor has given one or more gifts described by Subsection(a);or
(C) of a family relationship with a local government officer.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1 113 0/2 0 1 5
Cooperative Purchase Page 26 of 26
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 09/28/21 MSC FILE NUMBER: M&C 21-0753
LOG NAME: 13PINFRASTRUCTURE MULTI-COOP ITS ADK
SUBJECT
(ALL)Authorize Non-Exclusive Purchase Agreements for Information Technology Infrastructure,with Netsync Network Solutions, Inc., Presidio
Networked Solutions Group, LLC, Future Com, LTD.,and World Wide Technology LLC using Multiple State of Texas Department of Information
Resources(DIR)and The Interlocal Purchasing System Cooperative Contracts(TIPS)with a Combined Annual Amount up to$6,934,000.00,and
Five One-Year Renewal Options with DIR in the Amount of$5,534,000.00 for the First Renewal,$5,184,000.00 for the Second Renewal,
$4,434,000.00 for the Remainder Renewals and Two One-Year Renewal Options for TIPS and Ratify Expenditures in the Amount of$70,200.00 for
the Information Technology Solutions Department(ITS)
RECOMMENDATION:
It is recommended to authorize non-exclusive purchase agreements for Information Technology Infrastructure with Netsync Network Solutions, Inc.,
Presidio Networked Solutions Group, LLC, Future Com, LTD., and World Wide Technology LLC using Multiple State of Texas Department of
Information Resources(DIR)and The Interlocal Purchasing System Cooperative Contracts(TIPS)with a combined annual amount up to
$6,934,000.00,and Five one-year renewal options with DIR in the amount of$5,534,000.00 for the first renewal,$5,184,000.00 for the second
renewal,$4,434,000.00 for the remainder renewals and two one-year renewal options for TIPS and ratify expenditures in the amount of
$70,200.00 for the Information Technology Solutions Department(ITS).
DISCUSSION:
The Information Technology Solutions Department(ITS)will use these agreements to purchase equipment and services from Netsync Network
Solutions, Inc., Presidio Networked Solutions Group, LLC, Future Com., LTD and World Wide Technology LLC.to support the City's information
technology infrastructure.This infrastructure includes equipment and software supporting the City's servers,data storage,virtual desktop
environment,and network and telephone systems.These agreements will be used to support the refreshes for the equipment that has reached
the end of life cycle as well as new projects for City departments using the following cooperative contracts:
Vendor Co-op Expiration RFO Published Responses Due
Date
DIR-TSO-
WWT 4135 5/2/2022 5/23/2016 6/23/2016
WWT, Presidio, DIR-TSO-
Netsync 4167 7/3/2023 12/20/2017 2/5/2018
WWT, Presidio, DIR-TSO-
Netsync 3763 1/10/2024 9/12/2016 10/13/2016
WWT, Presidio, DIR-TSO-
Netsync 4299 12/17/2023 3/20/2018 5/4/2018
DIR-TSO-
WWT, Future Com 4160 10/2/2024 1/12/2018 2/26/2018
DIR-TSO-
Presidio, Future Com 4288 2/21/2025 2/26/2018 4/9/2018
Future Com TIPS 200105 5/31/2023 1/9/2020 2/21/2020
On September 15, 2020, City Council approved M&C 20-0650 authorizing similar agreements for information technology infrastructure purchases.
Due to unanticipated projects related to COVID and a new City Hall additional spending authority is being requested.To avoid any confusion,
approval of this M&C will eliminate prior spending authority and contracts authorized under Mayor and Council Communication P-12248, 19-0123,
19-0270 and 20-0650.
In the previous years,the Information Technology Solutions Department spent approximately$1.7 million in authorized expenditures out of the
operating and capital fund.Approval of this M&C will allow a total of$6,934,000.00 in expenditures for the initial year,$5,534,000.00 for the first
renewal, $5,184,000.00 for the second renewal,$4,434,000.00 for the remainder renewals for projects such as safety and security, new building
projects, building upgrades, building renovations and building expansion projects. Staff anticipate additional needs with the purchase of a new City
Hall building and the technology upgrade project at the Fort Worth Convention Center.These agreements and spending authority will be made
available to Radio Services, Desktop, Hardware and Security divisions to purchase hardware and software for City departments as requested.
It is requested that City Council ratify expenditures in the amount of$70,200.00. In anticipation of a new M&C, ITS staff executed a contract with
Word Wide Technology LLC in the amount of$70,200.00.This expenditure was for professional services needed to upgrade our Unified
Communications platforms.The platform was overdue for security and performance updates and there was limited in house experience. The
quick turnaround was based on FY21 operational spend timelines.
ITS Department will ensure that each vendor is given equal opportunity to earn a minimum of 10%of the business. No specific contract amount is
guaranteed.
PRICE ANALYSIS-The Texas Department of Information Resources Contracts(DIR)and The Interlocal Purchasing System Cooperative
Contracts offer discounted pricing. Staff has reviewed the pricing and determined it to be fair and reasonable.
COOPERATIVE PURCHASE-State law provides that a local government purchasing an item under a cooperative purchasing agreement
satisfies any state law requiring that the local government seek competitive bids for the purchase of items. DIR and TIPS Contracts are
competitively bid to increase and simplify the purchasing power of government entities.
M/WBE- An MBE/SBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity.
ADMINISTRATIVE CHANGE ORDER:An administrative change order or increase may be made by the City Manager up to the amount allowed
by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been
appropriated.
SUCCESSOR LANGUAGE:The City will initially use these DIR Contracts to make purchases authorized by this M&C. The Cooperative
Contracts are set to expire on various dates. If the DIR contracts are extended,this M&C authorizes the City to purchase similar equipment and
supplies under the extended contract. If the DIR contracts are not extended, but DIR executes new cooperative contracts with substantially similar
terms,this M&C authorizes the City to purchase the same equipment and supplies under the new DIR contracts. If this occurs, in no event will the
City continue to purchase goods and services under the new DIR agreements past 2026 without seeking Council approval.
AGREEMENT TERM: Upon City Council's approval,these agreements will be executed and continue for a term of 12 months in accordance with
approval date of this request.The agreements will renew on an annual basis thereafter.The renewals do not require specific City Council approval
as long as sufficient funds have been appropriated.
RENEWAL TERMS-The Texas Department of Information Resources Contracts(DIR)Agreement may be renewed annually for five(5)one-year
terms for the same annual amount.The Interlocal Purchasing System Cooperative Contracts may be renewed for one-year for the same annual
amount.The renewals do not require specific City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current capital and operating budgets, as previously appropriated, in the ITS
Capital&Culture&Tourism Cap Projects Funds for the Technology Infrastructure-IT&Technology SCN FWCC projects and the General Fund to
support the approval of the above recommendation and exection of the purchase agreements. Prior to any expenditure being incurred,the
Information Technology Services Department has the responsibility to validate the availability of funds.
Submitted for City Manager's Office by: Jay Chapa 5804
Valerie Washington 6192
Originating Business Unit Head: Reginald Zeno 8517
Kevin Gunn 2015
Additional Information Contact: Cynthia Garcia 8525
Ashley Kadva 2047
Expedited