HomeMy WebLinkAboutContract 34079`�` � �� `� ""ETA�Y��
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LIMITED ACCESS AGREEMENT
This LIMITED ACCESS AGREEMENT ("Agreemenf') 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 ALLIANCE TECHNOLOGY ("Contractor"), a Texas corporation.
The following statements are true and correct and form the basis of this Agreement:
WHEREAS:
A. The City ovvns and operates a file server computer system and network (collectively the
"Network").
B. The Contractor wishes to access the City's network to provide consulting services of the
Information Technology Service Manager (ITSM) software from a remote location. ihe
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 "A" 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 of access to the City's Network for the sole
purpose of providing consulting/custom implementation services for the City's ITSM software.
The City will provide Contractor with a password and access number or numbers as necessary.
2. NETWORK RESTRICTION�.
2.1. Contractor may not share any passwords or access number or numbers provided
by the City except with Contractor's officers, agents, servants or employees who work
directly with this project.
2.2. Contractor may not access the Network for any purpose other than analyzing
Contractor's own Data.
2.3. 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.
2.4. 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 or in equity.
2.5. The City may terminate this Agreement at any time and for any reas�on.- =� �-- -�--
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3. 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,
lTS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, SHALL NOT BE L/ABLE 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 TH1S AGREEMENT BY CONTRACTOR, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES, OR FOR ANY REASONABLE SECURITY MEASURES
TAKEN BY THE CITY.
lN ADDITION, CONTRACTOR SHALL BE UABLE 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 NEGL/GENT 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 INDEMN/FY, DEFEND AND HOLD HARMLESS THE C/TY, 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. 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.
[Signature pages follow)
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IN WITNESS WHEREqF, th parties hereto have executed this Agreement on this
��i day of < <i�"� �C�� , �.��—�—
CITY OF FORT WORTH:
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B�/. � i ��(:. =-1-.� �.� �l � l� ( % L�.��i;.l��� (_,.(,,L.L ���G..
Assistant City anager ;
ATTEST:
ALLIANCE TECHNOLO
By:
Aut ignature
Printed Name: Kevin Engel
Title: Partner
ATTEST:
By: ���>�� C� �
By: z ic.,
City Secretary Robert Pierce
APPROVED AS TO FORM AND LEGALITY:
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Assistant City�Attorney
M & C: none required
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EXHIBIT "A"
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
Securitv 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 Partv Connection Aqreement
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.
Establishinq 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
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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.
Modifvinq or Chanqinq Connectivitv 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 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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