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Home My WebLink AboutContract 42528 ri CITY SECRETARY CONTRACT NO. 13 N08LORK ACCE§&AG&UMENT This NETWORK ACCESS AGREEMENT ("Agreement is made a ' between the CITY of FORT � and entered into by and WORTH ["City"), a home rule municipal corporation with its . location at 1000 Th rton Street, Fort Worth, Texas 78102 printe"o Texas and situated in rtions of Tarrant � organized under the laws of the State of po , Denton and Wise Counties, Texas, and Jerry murrish with its principal location at 1310 Sao Drive, Duncanville, TX 75118, rc 1. The Network. The City owns and operates a computing environment the '•Network' . Contractor �• rorunent and network (collectively r wishes to access the City's network in order to vide FY2011 Comprehensive Annual Finanaal Report �° [preparation of the Contractor p° f GAFR)�- to order to provide then necessary support, needs access to the CKYs Outlook email and the C s Network.. PPo 2. Grant of UMit9d Ac Color is hereby granted a limited - - Network for the sole purpose of providing �� of t0 the City"s providing consulting services in preparing the FY2011 Comprehensive Annual Financial Report]. Such access is granted subject o the to - • • Agreement and - . . � terms and candrtions forth in this 9 applicable provisions of the City's Administrat,irve R u#anon D-7 - Communications Resource Use Policy),, 9 (Electronic may) of which such applicable provisions are hereby incorporated b reference and made a part of this Agreement for all purposes rein a qu y rpa�ses and are available upon request. 3. Network CredepUg1s. The City wiN provide Contractor with Network Credentials consisting f user lDs•and passwords unique to each individual- requiring etwork access g Access rights will automatically e � on behalf of the Contractor. ra Y �re one(1)year from the date of this Agreement- if this access is being granted for purposes of completing services for the C' s Agreement will a City pursuant to a separate contract, then this 9 expire at the completion of the contracted services, or upon termination of the services,whichever occurs first. This Agreement will be as contracted associated with the Services designated below. Services are being provided in accordance with O" Secrets ry Contract No. A'2. Services are � being provided in accordance with City of Fort worth Purchase Order No. Services are being provided in accordance with the A - is attached. Agreement to which this Access Agreement No services are being provided pursuant to this Agreement. 4. Renewal. At the end of the first year and each year#hereafter, this Agreement annually if the following conditions are met: 9 rent may be renewed 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 scheduW annual expiration of this A Contractor has the C' Willi a � greement,the - . City current list of its officers, agents, servants, employees or representatives requiring Network credentials. Notwithstanding the scheduled contract expiration or the status of completion o f . Ply services, Contractor shall provide the City with a current fist of officers, agents, servants, employees or• ativ Network credentials on an annual basis. Failure to cs that require to this requirement may result in denial of access to the Network and/or teffnktation of this 5. Network Re S. Contractor officers, agents, servants, employees or representatives may not snare the C 1-assigned u ser IDs and pa s. Contractor es, gees and h its authorization to the City to monitor Contractors � hereby gives es use of the City's Network in order to ensure Contractor's compliance with this Agreement. A breach by Contractor, its agents, servants, employees or representatives, of this Agreement and any other written instructions or guidelines City provides to Contractor pursuant to this Agreement 9 nee that the Ag snaN be grounds for the City i Contractor access to the Network and Contractors Data, terminate the t a numia remedies that the C• m � .t ny�rty ay have under this Agreement or at law or in /Yeq % � i —;;:,__ f a } ,'�' •t�" t�i�t►ten t r y r s' B. Term Inatlon. In addition to the other rights of termination set forth herein this Agreement at any time and for an reason w' : �COY may terminate Y with Or without nonce, and wittw penalty o the City. Upon termination Of this Agreement, Contractor a reel to r � � tY- software provided b the C' from 9 remove entirely any dent Or communications y City all computing equipment used and owned by the Contractor, its offers, agents, servants, employees and/or representatives to access the City's Network. . T• ! MylIgn S22 Contractor agrees to make every reasonable effort in epte�l security practices to protect Network Creden#ia accordance with is and access provided by the City from unauthorized diselosure and use. Contractor agrees to n the City mmediate a breach Or threat of breach which � � hr upon discovery of could Compromise the integrity of the City's Network, including but not limited for theft of Contr-actor equipment that contains City-provided access or resignation of offers ants sen► software, termination a9 ants, em&yees or representatives with access to City-provided Network Credentials, and unauthorized use or sharing Of Neer k Credentials. $. LIABILITY AND INDEMNIFICATION.CONTRACTOR SHALL BE LIABLE FOR ALL DAMAGES THAT THE CITY MAY INCUR DI AND RESPONSIBLE Y!hf ACCOUNT of ANY BREACH OF THIS AGREEMENT BY CONTRACTOR, ITS OFFICERS, AGENTSw SERVANTS THE CITY, ITS OFFICERS,AGE SERVANTS OR EMPLOYEES. NTS AND EMPLOYEES, SHALL NOT BE LIABLE FOR ANY DAMAGES THAT CONTRACTOR MAY INCUR AS A RESULT OF THE CITY' TO OR DENIAL of ACCESS TO CONTRACTOR'S DAT A ON ACCOUNT OF ANY S RESTRICTIONS OF THIS AGREEMENT BY CONTRACTOR, ITS OFFICERS,AGENTS, SERVANTS OR EMPLOYEES, ANY REASONABLE SECURITY MEASURES T OR FOR TAKEN BY THE CITY. IN ADOMOH, CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY L DAMAGE ANDIOR PERSgNAl. INJtfRY, INCLUDING �� PROPERTY JUDGMENTS �• AND ALL CLAIM3, DEMANDS AND R TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF CONTRA, ACT(S) SERVANTS AND/OR E IMPL OYEES. CONTRACTOR, ITS OFFICERS, AGENTS 0 . CONTRACTOR, AT CONTRACTOR'S OWN COST` OR EXPENSE, HEREBY AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS OFFICERS, AGENTS, SERVANTS ANDIOR EMPLOYEES THE CITY, ITS OYEES FROAi1 AND AGAINST ANY CLAIM, LAWSUIT, DEMAND OR OTHER ACTION TO THE EXTENT THAT THE SAME NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF ARISES FROM! THE CONTRACTOR, ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES. 9. !90nfidUtlal Information. Contractor, for itself and its officers en representatives, agrees that�shall treat all information � agents, employees, and not disclose an such inft�rmation provided€�v �t by the City as confidential and shaft Y to a third party without the prior written approval of the City. Contractor further agrees that it shall store and maintain City Information in a secure man unauthorized users to access, ��y, delete or otherwise manner and shall not allow corrupt City l nforrnatian in any way. Contractor shalt notify the City immediately if the security or integrity of any C' information h or is believed to have been compromised. Y as been compromised P 10. Right to Audit. Contractor agrees that the Ctty shall, during he initial term and until the expiration of three(3) years after termination � r any renewal terms, bon ar expiration of this contract, have access to and the right to examine at reasonable limes any directly pertinent books, data documents records, both hard copy and electronic, of the Contractor involving apers and Agreement_ Contractor agrees that the City shall have 9 transaCtrons relating try this necessary Contractor r � a e access during g nom�tal working hours to all rY ado facrld es and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the PI provisions of this section. The City shall give Contractor reasonable advance notice of Intended audits. Contractor further rem 9 subcontractor agreements hereunder a agrees to +nclude rrt all its provision to the effect that the subcontractor agrees that the City shall, during the initial term, an renewal terms and until e y , xpiration of three (3) years after termination or expiration of the subcontr have access to and the right to examine at reasonable n directly pertinent books, data, documents, papers and records, both h �s any subcontractor involving transactions related to � and copy and eic�c#nvrtrcr of such the subGOntract, and farther that City shall have access during normal working hours to all subcontractor facilities and shall be rovided adequate equate and Vendor Nciwork Acee•� Agreement CONTRACTOR Key I? 11 -101 r R ■ ' f t appropriate work space in order to conduct audits in compliance with the '°visI City shall give subcontractor reasonable notice of intended audits. ons this paragraph. 11. Agreement Cumula& . This Agreement is cumulative of an contracts, agreements, understandings or acknow d �n addition to any written A 9s lealgments with the City signed by Contractor. This Agreement and any other documents incorporated herein by reference constitute understanding and Agreement between the City and Contractor a st tuts the entire regarding Contractoes access fv and use of the City's N s to the matters contained herein ry Network. 12R Amendments. The terms of this Agreement shalt not be or amended �n an manner ex wired, altered, modified, supplemented, Y representative of both the City and �t by written instrument signed by an authorized r ContracW. 13. Assia men#. Contractor may not assign or in an way transfer Agreement.Any attempted assignment or transfer Y Y any of its interest �n this of all or any part hereof shatl be null and void. 14. Severabil' - if any provision of this Agreement is held to be invalid it validity, legality and enforceability of the remaining legal or unenforoeable, the unpaired Provisions shall not �n any way be affected or 15. Force Ma oure. Each party shad exercise its best efforts torn i obligations as set forth in this meet its respective duties and Performance Agreement, but shall not be held liable for any delay or omission in Pe ance due to force ma}eure or other causes beyond their reasonable control fo including, but not limited to, compliance with any government law, � r� mafeure}, 9 , ordinance or regulatiorf, acts of God, acts of the public enemy, tires, strikes, lockouts, natural disasters, wars, riots material restrictions by any governmental authority: transportation Problems n r ca or Tabor pro and/or any other similar causes. 18. GoWernin Law I Venue. This Agreement shall be construed in accordance State of Texas. If any action, whether real or asserted with the laws of the at law or�n equity, �s brought on the basis of this Agreement, venue for such action shall lie in state courts kxated in Tarrant States District Court for the Northern District of Texas F t County, Texas or the united Fort Worth Division. 17. S_ ignature Authority By affixing a signature below, the r$� n. - Person signing this Agreement hereby warrants that he/she has the legal authority to bind the respective party to the terms an agreement and to execute this d conditions�n this agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authori other party is fully entitled to rely on this warren and representation Zahn of the entity. The warranty �n entering into this Agreement. ACCEPTED AND AGREED: CZZWORT14-WORTH- CONT CTOR NAANE: By, � Assistant Gity an r Date- ► ate- ATT'E T, AY of,000 4y ndrix By 0 . Marty He p, 4 H City Secretary (M)G 0 v APPROVED RM LEGALlit 40 0 0 �00Q0CU00QO*4' AS . � Vendor \etwork 1c•c-t�s A areemenr ;��" CONTRACTOR OFFICIAL 1RECO � CJTV Ate i i s rf. � r i Assistant City Attomey M&C. none required Vcndcfr Network Vc(cs-; CONTRACTOR z� I -lo