HomeMy WebLinkAboutContract 35512 C'ON fhAC;T NO. 65510-
PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by
and between the CITY OF FORT WORTH (the "City'), a home rule municipal corporation situated in
portions of Tarrant, Denton and Wise Counties, Texas, acting by and through Karen L. Montgomery, its
duly authorized Assistant City Manager, and CORNERSTONE SYSTEMS, INC. ("Consultant") a Texas
corporation and acting by and through Dave Chittum, its duly authorized Vice President.
WHEREAS, on or about May 20, 2004, the City and Consultant entered into an agreement for
purchase, implementation, programming and support services for the City's Mainframe Computer
Systems pursuant to City Secretary Contract ("CSC") No. 30075; and
WHEREAS, the parties desire to enter into an agreement for Tech Backup services to provide
backup technical support to staff members responsible for maintaining the Mainframe Environment
operating system. Support will be provided during emergencies, vacations, staff education or projects.
NOW THEREFORE, for the good and valuable consideration as stated herein, the parties hereby
agree as follows:
1. SCOPE OF SERVICES.
Consultant hereby agrees to provide the City with professional consulting services for the
purpose of performing technical support to staff members responsible for maintaining the City's
Mainframe Environment operating system as outlined in the Statement of Work, which is attached
hereto as Exhibit "A," and incorporated for all purposes incident to this Agreement. The City agrees to
give Consultant limited access to the City's network to carry out services under this Agreement pursuant
to the Limited Access Agreement set forth in Exhibit "B," attached hereto and incorporated for all
purposes herein.
2. TERM.
This Agreement shall commence upon the date that both the City and Consultant have executed
this Agreement ("Effective Date") and shall continue in full force and effect until terminated in accordance
with the provisions of this Agreement or when the City provides Consultant with written notice that
Consultant has fulfilled its obligations under this Agreement and that Consultant's services are no longer
required.
3. COMPENSATION.
The City shall pay Consultant in accordance with the pricing schedule set forth in Exhibit "A" of
this Agreement. Consultant shall not perform any additional services for the City not specified by this
Agreement. Any additional services shall be requested and such associated costs shall be approved in
writing by the City. The City shall not be liable for any additional expenses of Consultant not specified by
this Agreement unless the City first approves such expenses in writing.
4. TERMINATION.
4.1. Written Notice.
The City or Consultant may terminate this Agreement at any time and for any reason by
providing the other party with 30 days written notice of termination.
4.2 Non-appropriation of Funds.
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In the event no funds or insufficient funds are appropriated by the City in any fiscal period
for any payments due hereunder, City will notify Consultant 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 shall be been appropriated.
4.3 Duties and Obligations of the Parties.
In the event that this Agreement is terminated prior to the Expiration Date, the City shall
pay Consultant for services actually rendered as of the effective date of termination and
Consultant 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.
5. DISCLOSURE OF CONFLICTS/ CONFIDENTIAL INFORMATION.
Consultant hereby warrants to the City that Consultant has made full disclosure in writing of any existing
or potential conflicts of interest related to Consultant's services and proposed services with respect to
the Scope of Services. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Consultant hereby agrees immediately to make full disclosure to the City in writing.
Consultant, for itself and its officers, agents and employees, further 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. Consultant 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. Consultant shall notify the City immediately if the security or integrity of any
City information has been compromised or is believed to have been compromised.
6. RIGHT TO AUDIT.
Consultant agrees that the City shall, until the expiration of three (3) years after final payment
under this contract, have access to and the right to examine at reasonable times any directly pertinent
books, documents, papers and records of the consultant involving transactions relating to this Contract
at no additional cost to the City. Consultant agrees that the City shall have access during normal
working hours to all necessary Consultant 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
Consultant reasonable advance notice of intended audits.
Consultant 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 at no additional cost to the City, 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.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Consultant 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, Consultant
shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its officers, agents, servants, employees, contractors and
subcontractors. Consultant acknowledges that the doctrine of respondeat superior shall not apply as
between the City, its officers, agents, servants and employees, and Consultant, its officers, agents,
employees, servants, contractors and subcontractors. Consultant further agrees that nothing herein
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shall be construed as the creation of a partnership or joint enterprise between City and Consultant.
8. LIABILITY AND INDEMNIFICATION.
CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY
LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANYAND 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 CONSULTANT, ITS OFFICERS,AGENTS, SERVANTS OR EMPLOYEES.
CONSULTANT COVENANTS AND AGREES TO, AND DOES HEREBY, INDEMNIFY, HOLD
HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES,
FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR EITHER PROPERTY DAMAGE
OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS AND ANY
RESULTING LOST PROFITS) ANDIOR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND
ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT
OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES.
9. ASSIGNMENT AND SUBCONTRACTING.
Consultant 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 such consent, the assignee or
subcontractor shall execute a written agreement with the City under which the assignee or subcontractor
agrees to be bound by the duties and obligations of Consultant under this Agreement.
10. INSURANCE.
Consultant shall provide the City with certificate(s) of insurance documenting policies of the
following minimum coverage limits that are to be in effect prior to commencement of any work pursuant
to this Agreement:
10.1 Coverage and Limits
a) Commercial General Liability
$1,000,000 Each Occurrence
$1,000,000 Aggregate
b)Automobile Liability
$1,000,000 Each accident on a combined single limit basis or
$250,000 Property damage
$500,000 Bodily injury per person per occurrence
Coverage shall be on any vehicle used by the Consultant, its employees, agents,
representatives in the course of the providing services under this Agreement.
"Any vehicle" shall be any vehicle owned, hired and non-owned
c)Worker's Compensation
Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease- per each employee
$500,000 Disease- policy limit
d) Technology Liability(E&O)
$1,000,000 Each Claim Limit
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$1,000,000 Aggregate Limit
Technology coverage may be provided through an endorsement to the
Commercial General Liability(CGL) policy, or a separate policy specific to
Technology E&O. Either is acceptable if coverage meets all other requirements.
Coverage shall be claims-made, and maintained for the duration of the
contractual agreement and for two (2)years following completion of services
provided. An annual certificate of insurance shall be submitted to the City to
evidence coverage.
This coverage may be written as follows:
Workers' Compensation and Employers' Liability coverage with limits consistent with
statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 — 1.01 et
seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000
each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per
disease per employee
10.2 Certificates.
Certificates of Insurance evidencing that the Consultant has obtained all required
insurance shall be delivered to the City prior to Consultant proceeding with any work
pursuant to this Agreement. All policies shall be endorsed to name the City as an
additional insured thereon, as its interests may appear. The term City shall include its
employees, officers, officials, agent, and volunteers in respect to the contracted services.
Any failure on the part of the City to request required insurance documentation shall not
constitute a waiver of the insurance requirement. 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. Such terms shall be
endorsed onto Consultant's insurance policies. Notice shall be sent to the Risk Manager,
City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102, with copies to the City
Attorney at the same address.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS.
Consultant agrees to comply with all applicable federal, state and local laws, ordinances, rules
and regulations. If the City notifies Consultant of any violation of such laws, ordinances, rules or
regulations, Consultant shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Consultant, for itself, its personal representatives, assigns, subcontractors and successors in
interest, as part of the consideration herein, agrees that in the performance of Consultant'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 Consultant, its personal representatives, assigns, subcontractors or
successors in interest, Consultant agrees to assume such liability and to indemnify and defend the City
and hold the City harmless from such claim.
13. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or
representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3)
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received by the other party by United States Mail, registered, return receipt requested, addressed as
follows:
To THE CITY: To CONSULTANT:
City of Fort Worth/IT Solutions Cornerstone Systems, Inc.
1000 Throckmorton 420 Exchange
Fort Worth TX 76102-6311 Irvine, CA 92602
Facsimile: (817)392-8654 Facsimile: 714-368-8198
14. SOLICITATION OF EMPLOYEES.
Neither the City nor Consultant shall, during the term of this agreement and additionally 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.
15. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, the City does not waive or
surrender any of its governmental powers.
16. NO WAIVER.
The failure of the City or Consultant 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
Consultant's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. CHOICE OF LAW.
This Agreement shall be construed in accordance with the internal laws of the State of Texas. If
any action, whether real or asserted, at law or in equity, is brought on the basis of this Agreement, venue
for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court
for the Northern District of Texas, Fort Worth Division.
18. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity,
legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
The City and Consultant 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 a force majeure event or other causes beyond their reasonable control 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.
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20. 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.
20. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised 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.
21. ENTIRETY OF AGREEMENT.
This Agreement, including the schedule of exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement between the City
and Consultant, 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.
WITNES WHEREOF, the parties hereto have executed this Agreement in multiples this ay of
200`(
CITY OF FORT WORTH: CORNERSTONE SYSTEMS, INC.
By: By: F""l�
Karen L. Montgomery �/ (name) M1chcrp 1 F, 411(*an
Assistant City Manager/CFO / (title) C.p.O
ATTEST:
ATTEST:
By:
By:
City Secretary
APPROVED AS TO FORM AND LEGALITY:
By.
Assistaint City Attorney
CONTRACT AUTHORIZATION:
M&C: t4^ ,R
Date Approved:
E XHIM A' "A"
FORT WORTH
�t
d echLlackupTM Services Offering
t
S atement of Work
Prepared by: Cornerstone Systems,inc.
February 12, 2007
(revised February 21,2007)
j (revised May 21, 2007)
Diane David
Account Executive
303-660-8543
ddavid@csihome.com
Cornerstone
Systems, Inc.
p
FORT WORTH
TechBackupT"
TABLE OF CONTENTS
TECHBACKUPTM OVERVIEW.....................................................................................................................................2
1. STATEMENT OF WORK.....................................................................................................................................3
1.1. GOAL............................................................................................................................................................3
1.2. TASK............................................................................................................................................................3
1.3. SCOPE OF WORK...........................................................................................................................................3
1.4. OUT OF SCOPE WORK....................................................................................................................................4
1.5. ASSUMPTIONS/CONSIDERATIONS.....................................................................................................................4
1.6. SUCCESS FACTORS.......................................................................................................................................5
2. SCHEDULE AND MILESTONES.........................................................................................................................5
3. DELIVERABLES..................................................................................................................................................5
ACCEPTANCECRITERIA............................................................................................................................................6
4. ESTIMATED HOURS AND DURATION..............................................................................................................6
5. STAFFING AND ROLES......................................................................................................................................6
5.1. CORNERSTONE SYSTEMS, INC.: ......................................................................................................................6
5.2. CITY OF FT.WORTH:.......................................................................................................................... ...........6
6. PRICING...............................................................................................................................................................7
6.1. SERVICES.....................................................................................................................................................7
6.2. EXPENSES....................................................................................................................................................7
7. CHANGE CONTROL PROCESS.........................................................................................................................7
APPENDIXA.................................................................................................................................................................8
CORNERSTONE PROJECT CHANGE CONTROL PROCEDURE............................................................................8
8. STATEMENT OF WORK EXPIRATION.............................................................................................................10
9. STATEMENT OF WORK ACCEPTANCE..........................................................................................................11
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TechBackupTM Overview
This TechBackupT" being proposed to City of Ft. Worth can be described in terms of an "insurance policy" that
provides backup technical support to staff members responsible for maintaining the availability of the client's current
Mainframe Environment operating system environment. Support will be provided during emergencies, vacations,
staff education or projects.
Developing and maintaining a systems profile is key for communicating information to your staff and any Cornerstone
technician called up to provide support about your system and any changes made by a Cornerstone Systems
technical staff member. Initially,your primary TechBackupTM technician will get acquainted with your key employees
and become familiar with your system by logging on. Whenever support is provided, the technician assigned will
document the tasks performed in the systems profile, which can then be reviewed by a Cornerstone Systems
technician called upon to provide support. This allows quick and effective systems support in case of an
emergency.
The TechBackupTM provides access to the entire Cornerstone Systems support staff and the Cornerstone Systems
7x24 Hotline. A primary TechBackupTM technician is assigned as your normal interface.A backup technician is also
assigned. These individuals will be selected based on the primary skills you believe will be most useful. You have
access to the assigned TechBackupTM technician and assigned backup through the 24x7 Cornerstone Systems
Hotline.
As part of the monthly fee your TechBackupTM technician will be available for sixteen hours each month. With your
approval, additional hours can be spent upfront to document the environment, especially if documentation is not
currently available. Our staff can perform a site survey and develop an up-to-date systems profile, which will be
stored as an online file accessible by your staff as well as any Cornerstone technician assigned and will be
continually updated. Configuration diagrams can also be developed. Such documentation enables our staff to
become more familiar with your environment and as a result,more readily available to meet your support needs.
Also included with the TechBackupT"are the following value added services.
— A Cornerstone Account Manager is assigned to oversee the TechBackupT1d. This individual provides
direction for and control of Cornerstone Systems, Inc. personnel assigned and establishes a framework for
account communications,reporting related to procedural and contractual activities.
— Cornerstone provides access to a web-based Document Library from the Internet. All administration
information,status reports, change control and activity logs, and task documentation will be centrally stored
and accessible to the entire engagement team and key stakeholders.
Based on the requirements of City of Ft. Worth, the following benefits can be obtained through the TechBackupTM
offering:
0 Focus on quick problem resolution
0 A safety net of resources during planned and unplanned absences
0 Flexibility in having multiple resources on hand to implement projects and provide skills transfer
0 Deployment of resources to address a variety of areas simultaneously
0 Ability to provide quick deployment of resources to address a variety of areas simultaneously
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TechBackupT"
STATEMENT OF WORK
TechBackupT"
1. Statement of Work
1.1. Goal
City of Ft. Worth has a requirement for ongoing Mainframe Environment systems support. With the
TechBackupT" services engagement, Cornerstone Systems, Inc. personnel will spend up to ten (10)
hours per month providing a combination of onsite and remote Mainframe Environment systems support.
This type of services engagement allows our staff to develop and maintain an understanding of the
environment, so that when our backup services are required we respond with a working knowledge of your
system and operations environment. This approach also saves valuable time during a system outage or
emergency situation.
1.2. Task
The primary tasks of this Statement of Work are to:
1) Perform backup technical support for staff emergencies,vacation or education
2) Backup all Mainframe Environment systems support staff
3) Provide 24x7 backup support
1.3. Scope of Work
Cornerstone Svstems, Inc. Responsibilities:
1) Perform initial TechBackupT'account setup:
a. Setup a client QuickPlace
b. Validate access, including remote,to all Mainframe Environment systems and subsystems in scope
c. Establish frequency of status reports
d. Establish frequency of client meetings
e. Generate a Cornerstone contact list
f. Provide client with copy of Hotline procedures
g. Review client company standards, policies and procedures, i.e., Problem reporting, Change
Management,software installation and maintenance, etc.
h. Review Mainframe Environment system configuration documentation
2) Provide ongoing Mainframe Environment systems support via the TechBackupT':
a. Provide backup technical support for the Mainframe Environment systems support staff for
emergencies,vacation or education
b. Provide skills transfer to employed systems personnel upon request
c. Assist with planning, installation, customization and support of all Mainframe Environment systems
and support software
d. Research and provide recommendations on system software requirements
e. Apply Mainframe Environment operating system maintenance, and licensed IBM and third party
software maintenance upon request
f. Provide 24x7 on-call support via the Hotline
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City of Ft.Worth Responsibilities:
1) Provide system configuration and operations, applications, database information via existing
documentation,access to systems,or interviews with City of Ft.Worth resources
2) Provide information for application,database, operations, network,and storage support requirements
1.4. Out of Scope Work
1) Provide support for other enterprise IT environments unrelated to the Mainframe Environment
2) Provide hardware installation services
1.5. Assumptions/Considerations
1) The monthly Mainframe Environment support requirements are an estimated ten (10) hour effort;
estimates may be readjusted when all facts are available.
2) Services will be performed over a twelve month period.
3) Services will be provided from remote locations where possible and onsite where necessary.
4) Cornerstone Systems, Inc. Services personnel will perform the services as described in this Statement
of Work assuming that:
a. Unique user ids for all systems and subsystems in scope are provided for each Cornerstone
employee requiring access and the user ids have the proper authorization to enable the execution
of their assigned tasks.
b. Knowledge of the procedures for the existing IS practices are provided.
c. An IS contact list is provided.
d. Access to manuals and/or documentation relative to the services to be provided is made available.
5) Cornerstone Systems, Inc. Services personnel will perform the services from remote locations
assuming that dial-up or telnet access to all systems and the procedures are made available to each
Cornerstone employee requiring remote access.
6) If it is determined that onsite support is required, Cornerstone Systems, Inc. Services personnel will
perform the identified services onsite assuming that:
a. A separate onsite work area that includes a desk, terminal, active telephone, and Internet access
will be made available for each Cornerstone employee designated to work onsite.
b. Building access, including badges,security codes and off-hours access is made available for each
Cornerstone employee designated to work onsite.
c. Facilities for meeting and onsite activities are provided.
7) City of Ft. Worth will provide third party software and/or hardware vendor contact and customer
information as necessary.
8) City of Ft. Worth will authorize Cornerstone Systems Inc. personnel to contact software vendors for
information or to report problems,assuming that there is a requirement to do so.
9) Cornerstone Systems, Inc. will provide services as requested, with the limitation that these skills must
either currently exist in the company skill set or be readily obtainable by Cornerstone Systems, Inc. If a
resource assigned does not have the skill for a particular services request, Cornerstone Systems, Inc.
will make every effort to provide a resource with the appropriate skill set to fulfill the requested tasks.
10) City of Ft. Worth will designate a person to act as a Management Interface or Liaison between
Cornerstone Systems, Inc. and City of Ft. Worth. The direction of the Mainframe Environment support
to be provided under the TechBackupT"'will come from the City of Ft.Worth Management Interface.
11) All requests for support and tasks performed must be authorized by the City of Ft. Worth Management
Interface.
12) The TechBackupTM may result in modifications to the estimated schedule or other terms of this
statement of work. Changes to this Statement of Work will be processed in accordance with the
procedures described in Appendix A,"Cornerstone Project Change Control Procedure."
13) 24x7 Hotline Support is included. The Cornerstone Systems Hotline provides a single point of contact
for the Client when in need of Cornerstone's services or assistance. With the Hotline, the Client makes
only one phone call in order to access any services that Cornerstone offers, or contact anyone in the
company. It is available 24 hours a day, 7 days a week, including holidays and weekends. In addition,
the Hotline tracks and reports on how quickly or effectively customer support requests are being
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addressed, therefore, providing the Client with the assurance that acceptable service levels are being
met. More information about our Hotline Support is available on the Cornerstone website at the
Cornerstone Hotline Page.
1.6. Success Factors
1) City of Ft. Worth will ensure that resources are available to provide the Cornerstone Systems, Inc.
technical resources with the required information and access to enable them to perform the tasks
assigned by the Management Interface or to respond to 24x7 on-call support requests made via the
Hotline.
2) For the duration of this engagement, City of Ft. Worth ensures all modifications made to the Mainframe
Environment by anyone other than the Cornerstone Systems technical staff, such as City of Ft. Worth
personnel or hired consultants, are documented and the information is made available to the
Cornerstone Systems technical staff.
3) City of Ft.Worth will provide information for the existing Change Management and Problem procedures
and for the duration of the project, Cornerstone Systems, Inc. technical staff and all other consultants
hired by City of Ft.Worth will abide by these procedures.
2. Schedule and Milestones
1) Cornerstone Systems, Inc. and City of Ft. Worth will obtain all signature approvals and complete
contractual services agreements before the start of services.
3. Deliverables
The project deliverables for this engagement shall include,but not be limited to,the following components:
Proiect Deliverables:
1) Completion of all tasks requested by City of Ft.Worth
2) Knowledge transfer and training, if required,to current staff for all system changes made
3) 7x24 Hotline support for the current Mainframe Environment
4) Recommendations and assistance in determining future Mainframe Environment needs
Technical Documentation Deliverables:
1) Documentation for all tasks performed
Account Management Deliverables:
1) QuickPlace
2) Cornerstone contact list
3) Meeting Schedule
4) Status reports
All documentation will be posted on the City of Ft. Worth QuickPlace. Documentation is prepared using software
such as MS Word, MS Excel, MS Project, and Visio. When necessary, files are converted to PDF file format
using Adobe Acrobat.
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Acceptance Criteria
The City of Ft.Worth will accept all Cornerstone Systems, Inc.deliverables based on meeting the specific criteria
to be agreed to by City of Ft.Worth and Cornerstone Systems, Inc.
4. Estimated Hours and Duration
Ten(10)hours each month over a period of twelve month period. High level breakdown is as follows:
High Level Task Estimated Hours
Backup Mainframe Environment Support 10 hours per month
24x7 Hotline Support Included
Account Management Included
TOTAL 120 hrs per twelve months
5. Staffing and Roles
5.1. Cornerstone Systems,Inc.:
1) Account Manager
A Cornerstone Account Manager is assigned to oversee the TechBackupTM. This individual provides
direction for and control of Cornerstone Systems, Inc. personnel assigned and establishes a framework
for account communications, reporting related to procedural and contractual activities.
2) Systems Support Team
A team of Mainframe Environment Systems Support Specialists with the required skills is assigned to
ensure that the Mainframe Environment support requirements are met. This team consists of the
following resources:
Primary Consultant — Mainframe Environment Systems Support Specialist responsible
for primary backup support and problem resolution
Backup Consultant- Mainframe Environment Systems Support Specialist responsible for
backup for the Primary Consultant
3) Hotline Support
Hotline Support, which is available 24/7, provides a single point of contact for all calls made by City of
Ft.Worth.
5.2. City of Ft.Worth:
1) Management Interface
The Management Interface is responsible for acting as a liaison between Cornerstone Systems, Inc.
and City of Ft.Worth, providing direction for the project and signing off on the TechBackupT"by signing
the appropriate documentation.
2) Systems Support Specialists
The Systems Support Specialists are responsible for providing access to and information for the
Mainframe Environment systems to be supported.
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TechBackupT"
6. Pricing
6.1. Services
The scope of work defined is based on ten (10) hours per month for a monthly fee of$1,650.00 (USD).
Any unused hours may be carried over for a period no greater than three months.
All services over-and-above the ten (10) hours per month must be pre-authorized by City of Ft. Worth. The
additional hours will be billed at the rate of$165.00(USD) per hour.
6.2. Expenses
Services will be performed primarily via remote support. Local resources may also perform services onsite.
Travel expenses incurred by a local resource are not billable.
If determined by both Parties that onsite support by a remote resource is required, there must first be a
mutual agreement between City of Ft. Worth and Cornerstone Systems, Inc. on the scope of work,
timeframes and estimated associated travel and living costs before any arrangements can be made.
Expenses associated with this type of onsite support are billable at cost to City of Ft. Worth and would
include the following:
✓ Airfare
✓ Auto Rental
✓ Lodging
✓ Meals(the per diem must be agreed to by City of Ft.Worth and Cornerstone)
✓ Telephone(for lodging dialup/internet, phone support/conference calls and fax expenses)
✓ Ground Transportation(for mileage,gas,taxis,tolls, parking fees)
Mileage costs are based on the current IRS rate.
Cornerstone Systems. Inc.will adhere to all City of Ft. Worth travel and living expense guidelines if
provided to Cornerstone Systems.Inc. prior to the start of this engagement.
7. Change Control Process
Changes to the SOW shall be managed pursuant to the Cornerstone Change Control Procedure. See
Appendix A. Any change in scope (e.g., a modification or an expansion to the functional requirements) to an
existing Statement of Work requires a new Work Order.
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APPENDIX A
CORNERSTONE PROJECT CHANGE CONTROL PROCEDURE
1. The Cornerstone Project Manager briefs all project participants on the Scope and Deliverables of the
engagement at project start.
2. If a project participant or stakeholder determines that changes to the scope of work or deliverables are necessary
for successful completion, he or she notifies the Cornerstone Project Manager or the Client Management
Interface.
3. The Cornerstone Project Manager and the Client Management Interface will first discuss the situation to
determine if the change request should proceed.
a. If the answer is no, the Cornerstone Project Manager and the Client Management Interface will advise the
requester. The disapproved request will be reported at the weekly Project Status meeting and recorded in
the minutes.
b. If the answer is yes, the Cornerstone Project Manager will document the change using the Project Change
Control Form included in this document. Both the Client Management Interface and the Cornerstone Project
Manager will then approve the request.
4. The Client Management Interface will submit the Project Change Control request to the designated Client
authorizer(s)who are responsible for cost,schedule,or service quality.
5. Concurrently,the Cornerstone Project Manager will submit the Project Change Control request to the designated
Cornerstone authorizer(s)and the Cornerstone Account Executive.
6. The Cornerstone Project Manager ensures that all authorized signatures are obtained from the designated Client
authorizers, the Cornerstone designated authorizers, and the Cornerstone Account Executive before action is
taken.
7. The Cornerstone Project Manager reports the approved request at the weekly Project Status meeting, records it
in the minutes,and posts all authorized change requests in the Client QuickPlace, if one has been setup.
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Project Change Control Request
Client Name: Name of the Company
Project Title: Name of the Project
Cornerstone Project ID: Cornerstone Billing ID
Cornerstone Project Manager: Name of the assigned Cornerstone Project Manager
Client Management Interface: Name of the assigned Management Interface
Change Request Number: Change Request Number is mmddyyhhmm
Description(background):
The change request is described here. It should clearly state what the change is, how it changes the scope,why it is
needed for the successful implementation,who is expected to perform the change,and when it should occur.
IMPACT ASSESSMENT
Impact on Service or Quality:
Any impacts to the end-user or business are described here. For example,does the change implementation require
the shutting down of a production resource (network, application, machine, etc)? Or, does the change affect
established Service Level Agreements?
Impact on Schedule:
Any impacts to the project schedule are described here. For example,will the change cause pre-determined project
milestones to be adjusted? If so, how?
Will a revised Plan have to be created? Check here: ❑
Impact on Cost:
Any impacts to the contractual costs are described here. For example,will the change require additional Cornerstone
resources and or Cornerstone hours? Or,does the change require the purchase of additional hardware or software?
If so,cost out the change to Client.
Immediate Action Required:
Any special communications, authorizations or notifications are described here. For example, must the change be
processed by a Change Review Board,and or does it require an emergency change,and or does it require customer
notification? Does it require a management or executive review and authorization because of the cost impact?
AUTHORIZATION
Requested by: Project Participant or Stakeholder Date Requested:
Reviewed by: Cornerstone Senior Technician Date Reviewed:
Approved by: Cornerstone Project Manager Date Approved:
Approved by: Client Management Interface Date Approved:
Authorized by: Client Authorizer Date Authorized:
Authorized by:Cornerstone Authorizer Date Authorized:
Authorized by: Cornerstone Account Executive Date Authorized:
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8. Statement of Work Expiration
This Statement of Work dated May 21,2007 shall remain in effect until June 20,2007.
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9. Statement of Work Acceptance
Signature constitutes acceptance of this Statement of Work in accordance with the terms and conditions of the
Cornerstone Systems, Inc. Service Agreement.
TechBackup Pricing:
Services:
$1,650.00/month for 10 hours
$165.00/hour for additional hours
Expenses:
- T&L billable only if onsite support required of a remote resource
YOU MAY FAX SIGNED PAGE TO:
ATTENTION: Mary Ann Arboit
FAX NUMBER: 714-368-8198
Agreed to: Agreed to:
Cornerstone Systems, Inc. City of Ft.Worth
Name: Michaai F. NIC�lsn Name: Karen L. Montgomery
Title: /l Title:
C•F. 0 Assistant City Manager/CFO
Date: l� �' �,� Date:
Authorized Authorized
Signature: 6 ld01v7 Signature:
Address: 420 Exchange,Suite 150 Address: 1000 Throckmorton Stree
Irvine,CA 92602-1309 Fort Worth,Texas 76102
Ci A
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4ASS19SNT;C1TY1
ATTO- RNRY
February 12,2007 Page 11
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EXHIBIT "B"
LIMITED ACCESS AGREEMENT
This LIMITED ACCESS AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized under the
laws of the State of Texas and situated in portions of Tarrant, Denton and Wise Counties, Texas, and
CORNERSTONE SYSTEMS, INC. ("Consultant") a Texas corporation.
The following statements are true and correct and form the basis of this Agreement:
A. The City owns and operates a file server computer system and network (collectively the
"Network").
B. Contractor has requested access to the City's Network in order to provide backup technical
support to the mainframe environment operating system. The City is willing to grant Contractor
access to the Network, subject to the terms and conditions set forth in this Agreement, and in the
City's standard outside connections policy, ("Extranet Standard") attached as Exhibit "B-1" and
hereby incorporated by reference and made a part of this Agreement for all purposes herein.
NOW, THEREFORE, the City and Contractor hereby agree as follows:
1. GRANT OF LIMITED ACCESS.
Contractor is hereby granted a limited right to access the City's Network for the sole purpose of
providing technical support to staff members responsible for maintaining the Mainframe Environment
operating System environment. Support will be provided during emergencies, vacations, staff education
or projects. Because Contractor can enter the City's Network only through the City's computer security
systems, the City will provide Contractor with a password and access number or numbers.
2. NETWORK RESTRICTIONS.
2.1. Contractor may not share the password or access number or numbers provided by the
City except with Contractor's officers, agents, servants or employees as may reasonably be
required.
2. 2. Contractor acknowledges, agrees and hereby gives its authorization that the City may
monitor Contractor's use of the City's Network in order to ensure Contractor's compliance with this
Agreement.
2. 3. A breach by Contractor, its officers, agents, servants or employees, 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 Contractor's Data in addition to any other remedies that the City may have under this
Agreement or at law.
2. 4. The City may terminate this Agreement at any time and for any reason.
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3. LIABILITY AND INDEMNIFICATION.
CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND 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.
4. AGREEMENT CUMULATIVE.
This Agreement is cumulative of and in addition to any written contracts, agreements,
understandings or acknowledgments with the City signed by Contractor.
5. ENTIRE AGREEMENT.
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. 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. Any prior or contemporaneous oral or
written agreement is hereby declared null and void to the extent in conflict with any provisions of this
Agreement. The signature below of an authorized representative acknowledges that the Contractor has
read this Agreement and agrees to be bound by terms and conditions set forth herein.
CITY OF FORT WORTH: CORNERSTONE SYSTEMS INC.:
By: By: kL —� -
Karen L. Montgomery Authorized Signature
9l
Assistant City Manager/CFO 1019 Printed Name: MichGEl F. Hideo
Title: C.F.b
EXHIBIT B-1
ASSISTANT CITY ATT, RNFY
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EXTRANET STANDARD
Overview
The purpose of this standard is to establish the requirements under which third party organizations may
connect to the City of Fort Worth networks for the purpose of transacting City business. The standards
listed are specific activities required by Section 2.2 of the City of Fort Worth Information Security Policy.
Scope
Connections between third parties that require access to non-public City of Fort Worth resources fall
under this standard, regardless of whether a telecommunications circuit (such as frame relay or ISDN) or
Virtual Privacy Network (VPN) technology is used for the connection. Connectivity to third parties such as
the Internet Service Providers (ISPs)that provide Internet access for the City of Fort Worth or to the Public
Switched Telephone Network do not fall under this standard.
Standard
Security Review
All new extranet connectivity will go through a security review with the Information Security department (IT
Solutions). The reviews are to ensure that all access matches the business requirements in a best
possible way, and that the principle of least access is followed.
Third Party Connection Agreement
All new connection requests between third parties and the City of Fort Worth require that the third party
and the City of Fort Worth representatives agree to and sign a third party agreement. This agreement
must be signed by the Director of the sponsoring organization as well as a representative from the third
party who is legally empowered to sign on behalf of the third party. The signed document is to be kept on
file with IT Solutions. All documents pertaining to connections into the City of Fort Worth labs are to be
kept on file with IT Solutions.
Business Case
All production extranet connections must be accompanied by a valid business justification, in writing, that
is approved by a project manager in IT Solutions. Lab connections must be approved by IT Solutions.
Typically this function is handled as part of a third party agreement.
The sponsoring organization must designate a person to be the Point of Contact (POC) for the Extranet
connection. The POC acts on behalf of the sponsoring organization, and is responsible for those portions
of this policy and the third party agreement that pertain to it. In the event that the POC changes, IT
Solutions must be informed promptly.
Establishing Connectivity
Sponsoring organizations within the City of Fort Worth that wish to establish connectivity to a third party
are to file a new site request with IT Solutions to address security issues inherent in the project. If the
proposed connection is to terminate within a lab at the City of Fort Worth, the sponsoring organization
must engage IT Solutions. The sponsoring organization must provide full and complete information as to
the nature of the proposed access to the extranet group and IT Solutions, as requested.
All connectivity established must be based on the least-access principle, in accordance with the approved
business requirements and the security review. In no case will the City of Fort Worth rely upon the third
party to protect the City of Fort Worth's network or resources.
Modifying or Changing Connectivity and Access
All changes in access must be accompanied by a valid business justification, and are subject to security
review. Changes are to be implemented via corporate change management process. The sponsoring
organization is responsible for notifying IT Solutions when there is a material change in their originally
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provided information so that security and connectivity evolve accordingly.
Terminatinq Access
When access is no longer required, the sponsoring organization within the City of Fort Worth must notify
IT Solutions, which will then terminate the access. This may mean a modification of existing permissions
up to terminating the circuit, as appropriate. IT Solutions must conduct an audit of their respective
connections on an annual basis to ensure that all existing connections are still needed, and that the
access provided meets the needs of the connection. Connections that are found to be deprecated, and/or
are no longer being used to conduct the City of Fort Worth business, will be terminated immediately.
Should a security incident or a finding that a circuit has been deprecated and is no longer being used to
conduct the City of Fort Worth business necessitate a modification of existing permissions, or termination
of connectivity, IT Solutions will notify the POC or the sponsoring organization of the change prior to taking
any action.
Definitions
Circuit For the purposes of this policy, circuit refers to the method of network
access, whether it's through traditional ISDN, Frame Relay etc. or via
VPN encryption technologies.
Sponsoring Organization The City of Fort Worth organization that requested that the third party
have access to the City of Fort Worth network.
Third Party A business that is not a formal or subsidiary part of the City of Fort Worth.
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