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HomeMy WebLinkAboutContract 41998 i CITY SECRETARY 1 c1 q N IIORK ACCESS AGREEMENT CONMCT NO' This NETWORK ACCESS AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal corporation with its principal location at 1000 Throckmorton Street, Fort Worth,Texas 76102, organized under the laws of the State of Texas and situated in portions 1 Tarrant, Denton and Wise Counties, Texas, and with itE, principal location at 1. The Network. The City awns ar1d operates a computing environment and network (collectively the "Network"). Contractor wishes to access the City's neWork in order to provide Alarm Permits Lookup. In order to provide the necessary support, Contractor needs access to Alarm Permits Lookup. 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 Alarm Permits Lookup. Such access is granted subject to the terms and conditions forth in this Agri3errrerit 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. NO—work 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. H Servkms are being provided in a;cordanoe with City of Fort Worth Purchase Order No. ❑ Services are being provided in r:iccordance with the Agreement to which this Access Agreement is attached. ® No services are being provided roursuant to this Agreement. 4. ft"wall. At the end of the first year and each year thereafter, this Agreement may be renewed annuaW if the following conditions are met 4.1 Contracted services have not been completed. 4.2 Contracted services hav-a 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 fist of offir*rs, agents, servants, empioyees or representatives that require Network credentials on an annual bask;, Failure to adhere to this requirement may result in denial of access to the Network and/or termination of this Agreement. S. 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 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 Network and Cantractofs Data, terminate the Agreement, and pursue any other remedies that ft City may have under this Agreement or at law or in equity. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX L - i 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 termination of this Agreement, Contractor agrees to remove entirely any client or communications software 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. 8. LIABILITY AND INDEMNIFICATION. CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ALL DAMAGES THAT THE CITY MAY INCUR DIRECTLY ON ACCOUNT OF ANY BREACH OF THIS AGREEMENT BY CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, SHALL NOT BE LIABLE FOR ANY DAMAGES THAT CONTRACTOR MAY INCUR AS A RESULT OF THE CITY'S RESTRICTIONS TO OR DENIAL OF ACCESS TO CONTRACTOR'S DATA ON ACCOUNT OF ANY BREACH OF THIS AGREEMENT BY CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES, OR FOR ANY REASONABLE SECURITY MEASURES TAKEN BY THE CITY. IN ADDITION, CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, AND ALL CLAIMS, DEMANDS AND JUDGMENTS THEREFOR, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS AND/OR EMPLOYEES. CONTRACTOR, AT CONTRACTOR'S OWN COST OR EXPENSE, HEREBY AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND/OR EMPLOYEES FROM AND AGAINST ANY CLAIM, LAWSUIT, DEMAND OR OTHER ACTION TO THE EXTENT THAT THE SAME ARISES FROM THE NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 9. Confidential Information. Contractor, for itself and its officers, agents, employees, and representatives, agrees that it shall treat all information provided to it by the City as confidential and shall not disclose any such information 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 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 or integrity of any City information has been compromised or is believed to have been compromised. 10. Right to Audit. Contractor agrees that the City shall, during the initial term, any renewal terms, and until the expiration of three (3) years after termination or expiration of this contract, have access to and the right to examine at reasonable times any directly pertinent books, data, documents, papers and records, both hard copy and electronic. of the Contractor involving transactions relating to this Agreement. Contractor agrees that the City shall have access during normal working hours to all necessary Contractor 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 Contractor reasonable advance notice of intended audits. Contractor further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, during the initial term, any renewal terms, and until expiration of three (3) years after termination or expiration of the subcontract. have access to and the right to examine at reasonable times any directly pertinent books, data, documents, papers and records, both hard copy and electronic, 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 reasonable notice of intended audits Vendor Nevvwrk Access Agreement Rev. 12'21'2010 r , 11. Agreement Cumulative. This Agreement is cumulative of and in addition to any written contracts, agreements, understandings or acknowledgments with the City signed by Contractor. This Agreement and any other documents incorporated herein by reference constitute the entire understanding and Agreement between the City and Contractor as to the matters contained herein regarding Contractor's access to and use of the City's Network. 12. Amendments. The terms of this Agreement shall not be waived, altered, modified, supplemented, or amended in any manner except by written instrument signed by an authorized representative of both the City and Contractor. 13. Assignment. Contractor may not assign or in any way transfer any of its interest in this Agreement. Any attempted assignment or transfer of all or any part hereof shall be null and void. 14. 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. 15. Force Maieure. Each party shall exercise its best efforts to meet its 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 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. 16. Governing Law /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. 17. Signature Authority. By affixing a signature below, the person signing this Agreement hereby warrants that he/she has the legal authority to bind the respective party to the terms and conditions in this agreement and to execute this agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement. ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRA OR E• �w� By: By: ACM Name me: Assistant City Man Title: Date: 7 /¢/ pate: ATTEST: } Y Marty Hendrix 't City Secretary Nne.F i �� � TteM APP ED 1S TO FOR ND L ALIT, t By: ; Assistant ity Attorney M & C_ none required _ OFFICIAL RECORD Vendor Network Access Agreement CITY SECRETARY FT. WORTH, TX ev. 12'21/2010 BUSINESS ORGANIZATIONS INQUIRY - VIEW ENTITY Page 1 of 1 TEXAS SECRETARY of STATE UCC I Business Organizations I Trademarks I Notary I Account I Help/Fees I Briefcase Lo out BUSINESS ORGANIZATIONS INQUIRY -VIEW ENTITY Filing Number: 801167308 Entity Type: Domestic Limited Liability Company (LLC) Original Date of Filing: September 8, 2009 Entity Status: In existence Formation Date: N/A Tax ID: 32040240387 FEIN: Duration: Perpetual Name: CURTIS KINDRED ISS LLC Address: 508 HARWOOD ROAD SUITE M BEDFORD, TX 76021 USA REGISTERED ASSOCIATED AGENT FILING HISTORY NAMES MANAGEMENT ASSUMED NAMES ENTITIES Name Assumed Name Date of Filing Expiration Date Inactive Date Status Counties American Defense Systems June 21,2010 June 22,2020 Active All Counties Order Return to Search Instructions: * To place an order for additional information about a filing press the 'Order' button. https:Hdirect.sos.state.tx.us/core inauiry/corn inouirv-entity I/, , /1l1, , 00008698943 Filing Number: 801167308 7x2010 TEXAS FRANCHISE TAX PUBLIC INFORMATION REPORT MIT Ver.1.0 05-102 To be filed by Corporations,Limited Liability Companies(LLCS)and Flnanclai Institutions ° rn (9-09129) This report MUST be signed and filed to satisfy franchise tax requirements N ■Tcode 13196 ° ■Taxpayer number ■Report year You have certain rights under chapter 552 and sse,Government code, ° cc to review,request,and correct Information we have on file about you. W 32040240387 2 010 Corvact us at(512)4534600,or(11(x7)252-1381,tog free nationwide. Taxpayer name CURTIS R KINDRED ISS LLC Mailing address Secretary of State file number or 508 HARWOOD ROAD SUITE M Comptroller file number CBEDFORD STX I ZIP 60241 I Plus 4 I 601167308 Check box 11 there ere currently no changes from previous year,If no IMarmaUon Is displayed,complete the applicable Infonnatlon In Sections A,B and C. PrincIpaloffice 508 HARWOOD RD SUITE M BEDFORD TX 76021 Principal place of business 508 HARWOOD RD SUITE M BEDFORD TX 76021 Officer,director and member information is reported as of the date a Public Information Report Is completed.The Information is updated annually as part of the franchise tax Please clan belOwl report.There is no requirement or procedure for supplementing the Information as officers,directors,or members change throughout the year. 3204024036710 SECTION A. Name,title and mailing address of each officer,director or member. Name Title Director m m d d y y P YES Term CURTIS KINDRED MEMBER expiration MallingAddress 506 HARWOOD RD SUITE M City BEDFORD State TX I ZIP Code 76021 Name Title Director m m d d y y n YES Term expiration Mailing Address City State I ZIP Code Name Title Director m m d d y y a YES Term expiration Malting Address City State I ZIP Code SECTION B. Enter the information required for each corporation or LLC,if any,In which this entity owns an Interest of ten percent(10%)or more. Name of owned(subsidiary)corporation or limited liability company I State of formation I Texas SOS file number,If any I Percentage of Ownership Name of owned(subsidiary)corporation or limited liability company I State of formation I Texas SOS fie number,tl any I Percentage of ownership SECTION C. Enter the Information required for each corporation or LLC,if any,that owns an Interest of ten percent(10%)or more in this entity or limited liability company. Name of owned(parent)corporation or limited liability company I State of formation I Texas SOS fie number,If any I Percentage of Ownership Registered agent and registered office currently on file.(See Instructions If you need to make changes) U Cheat box K you need forms to change Agent:COR P SERVICE CO the registered agent or registered office Information. Offlce:211 E 7TH STREET SUITE 620 City AUSTIN IStateTX JZIPCode 78701 The above Information Is mqukad by Section 171.209 of the Tax Code for each corporation or Limited Nobility company that files a Texas Franchise Tax Report.Use adc Nionel sheets for Sections A,8,and C.If nsussery.The Inron,atlon wIN be available for public:InspecUon. I declare that the Information In this document and arty attachments Is true and correct to the best of my knowledge and belief,as of the dale below,and that a copy cf thle report has been mew to each odfron nergpd In this report vrho is an offLw,dl r or amber and who Is not currently employed by this,or a related,corporation or limited Mb *y company. sign Title Date Area code and hone number here / I r✓nfC7z Z-/8'- - oa 8y57 to:r.�tteiurnuiZa7lEaaelirrm. Kill - •g J I I I I I VE/DE I o I PIR IND I I IIII III III II II III III I II III III III I IIII III II II 1045 BUSINESS ORGANIZATIONS INQUIRY - VIEW ENTITY Page 1 of 1 TEXAS SECRETARY of STATE UCC I Business Organizations I Trademarks I Notary I Account I Help/Fees I Briefcase Logout BUSINESS ORGANIZATIONS INQUIRY-VIEW ENTITY Filing Number: 801167308 Entity Type: Domestic Limited Liability Company (LLC) Original Date of Filing: September 8, 2009 Entity Status: In existence Formation Date: N/A Tax ID: 32040240387 FEIN: Duration: Perpetual Name: CURTIS KINDRED ISS LLC Address: 508 HARWOOD ROAD SUITE M BEDFORD, TX 76021 USA REGISTERED ASSOCIATED AGENT FILING HISTORY NAMES MANAGEMENT ASSUMED NAMES ENTITIES Last Update Name Title Address April 21,2011 CURTIS KINDRED MEMBER 508 HARWOOD RD SUITE M BEDFORD,TX 76021 USA Order Return to Search Instructions: * To place an order for additional information about a filing press the 'Order' button. https://direct.sos.state.tx.us/corp inquiry/core inquiry-entity.asp?spate=rn2mt&:Spaiaefro... 7/11/2011