HomeMy WebLinkAboutContract 42303-A1 CITY SECRFRXW,
AMENDMENT TO MASTER SERVICES AGREEMENT BETWEEN
TW TELECOM HOLDINGS INC. AND THE CITY OF FORT WORTH
This Amendment to Master Services Agreement ("Amendment") is entered into
by and between tw telecom holdings, Ilc, formerly known as tw telecom holdings
inc. ("TWTC") and The City of Fort Worth, a Texas governmental entity ("Customer")
(collectively "Parties" or, individually, a "Party," where appropriate). This Amendment
shall become effective upon full execution by the Parties ("Amendment Effective Date").
WHEREAS, TWTC and Customer entered into the Master Services Agreement
with an effective date of September 19, 2011, City Secretary Contract Number 42303
(the "Agreement"); and
WHEREAS, effective October 31, 2014, TWTC's corporate parent, tw telecom
inc., merged with and into Level 3 Communications, Inc., after which TWTC was
converted into a limited liability company named tw telecom holdings, Ilc, which is a
wholly-owned subsidiary within Level 3 Communications, Inc.'s corporate structure; and
WHEREAS, TWTC and Customer desire to amend the Agreement to extend the
Term of the Agreement, and modify certain other terms as more fully described, below.
THEREFORE, the Agreement is amended as follows:
1. Term. The Term of the Agreement is extended for a period of three (3) years
from the Amendment Effective Date. Thereafter, unless otherwise agreed upon by the
Parties in writing, the Term will automatically renew for subsequent month-to-month
terms until terminated by either Party with at least thirty (30) days' prior written notice.
2. Contracting Party. In recognition of the corporate acquisition described above,
tw telecom holdings, Ilc is substituted in place of tw telecom holdings inc. as the
contracting Party in the Agreement.
3. New Orders. The Parties agree that the following provisions will apply to new
Customer Orders or new Service Orders placed by Customer on or after the Amendment
Effective Date:
(a) Confidentiality. Notwithstanding any contrary provision in the Customer
Service Order, TWTC acknowledges that Customer is subject to the
requirements of the Texas Public Information Act, Chapter 552 of the Texas
Government Code, as amended ("TPIA"), and that certain information in the
possession of Customer is a public record subject to public release. TWTC
recognizes that Customer will comply with its legal obligations under the TPIA,
and authorizes Customer, in its sole discretion, to determine if public records,
including, but not limited to, records that include information provided to
Customer by TWTC, are subject to an exclusion to the Act's mandatory
disclosure provisions. TWTC authorizes Customer to release such records (or
portions thereof) as required by the TPIA if Customer determines that such
records, either in whole or in part, are not subject to an exclusion. In the event
that Customer concludes that public records that include information that is
subject to an exclusion under the TPIA and that is provided by TWTC must be
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released, Customer agrees to inform TWTC of that decision with enough time to
allow TWTC to seek an order of protection prior to the release of the records.
(b) Taxes. Notwithstanding anything to the contrary in the Customer or Service
Order, the Customer will not be charged a property tax surcharge for the
Services identified in the Customer or Service Order.
4. Miscellaneous. Except as amended herein, all other terms and conditions of the
Agreement remain in full force and effect. If there is a conflict between this Amendment
and the Agreement, the terms of this Amendment shall govern.
5. Counterparts. This Amendment may be executed in one or more counterparts,
all of which taken together shall constitute one instrument. Digital signatures and
electronically exchanged copies of signed documents shall be sufficient to bind the
Parties to this Amendment.
IN WITNESS HEREOF, the Parties have caused this Amendment to be
executed by their duly authorized representatives on the dates indicated below.
tw telecom holdings, Ilc ("TWTC") The City of Fort Worth, a Texas
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