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HomeMy WebLinkAboutContract 40823-A1 (2)AMENDMENT NO, 1 STATE OF TEXAS S CITY SECRETARY CONTRACT NO. (No M&C Needed) COUNTY OF TARRANT 8 WHEREAS, the City of Fort Worth (City) and Campbell Technology Corp., (Engineer) made and entered into City Secretary Contract No. 40823, (the Contract) which was executed administratively by the City Manager on the 25th day of August 2010, and WHEREAS, the Contract involves engineering services for the Following project: On -Call Railroad Safety Consultant Services. WHEREAS, it has become necessary to execute Amendment No. 1 to said Contract to include an increased scope of work and revised maximum fee; NOW THEREFORE, City and Engineer, acting herein by and through their duly authorized representatives, enter into the Following agreement which amends the Contract: 1. Article I of the Contract is amended to include the additional engineering services specified in a proposal letter dated May 19, 2011, a copy of which is attached hereto and incorporated herein. The cost to City for the additional design services to be performed by Engineer total $20,000. 2. Article II of the Contract is amended to provide for an increase in the maximum fee to be paid to Engineer for all work and services performed under the Contract, as amended, so that the total fee paid by the City for all work and services shall not exceed the sum of $45,000. City of Fort Worth, Texas Amendment to Engineering Agreement PMO Official Release Date: 10.01.2010 Page 1 of 2 p'�_)I ,I ,�y1, �. II�I�Ft THYX All other provisions of the Contract which are not expressly amended herein shall remain in full force and effect. ZO EXECUTED on this the * ay of Month Here* day of *Month re*; *Year Here*, in Fort Worth, Tarrant County, Texas. ATTEST: City Secretary APPROVAL RECOM[�NDED: Doug W}�rsig Director; Transportation and Public Works Campbell Technology Corporation ENGINEER By: Name: Kurt VP - 6100 Fort Assistant Anderson Campbell Technology Southwest Blvd, Ste Worth, TX 76109 APPROVED: /Grz.,....� �rh4halo 4 Assistant Corporation 500 TO FORM AND LEGALITY: ttorney City of Fort Worth, Texas Amendment to Engineering Agreement PMO Official Release Date: 6.18.2010 Page 2 of 2 City Manager OFFICIAL RECORD CIT1� SECRE.ARY J FT. WORTH, TX I CAM C TC OTECH OLL TECHNOLOGY CORPORATION May 19, 2011 Mr. Russ Wiles, PE ITS manager and Railroad Projects Manager Transportation and Public Works Department City of Fort Worth 5001 James Avenue Fort Worth, TX 76115 RE: Addendum Agreement to Provide On -call Railroad Safety Consultant Services Dear Mr. Wiles: CTC, Inc, will continue to provide the services described in the Scope of Services set forth in Attachment A. of Contract No. 40823. We propose to provide these services in an amount not to exceed $20,000. We appreciate the opportunity to provide consulting services for your city and look forward to working with your department. If you have any questions or need any additional information please contact me at 817-886-8215. Sincerely, Kurt Anderson Campbell Technology Corporation 6100 Southwest Blvd, Suite 500 Fort Worth, TX 76109 • Phone: (817) 886-8210 Fax: (817) 886-8225 CITY SECRETARY CONTRACT NO. $a3 � f N 1 NETWORK ACCESS AGREEMENT 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 of Tarrant, Denton and Wise Counties, Texas, and Campbell Technology Corp. with its principal location at 6100 Southwest Blvd, Suite 500, Fort Worth, 76109, ("Contractor"). 1. The Network. The City owns and operates a computing environment and network (collectively the "Network"). Contractor wishes to access the City's network in order to provide project management and assistance to TPW staff with engineering projects. In order to provide the necessary support, Contractor needs access to Internet, Intranet, email of the former employee Tim Oster, and TCMC03 (Traffic Services Share folders). 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 engineering services. Such access is granted subject to the terms and conditions forth in this Agreement 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 Agreementwfor all purposes herein and are available upon request. 3. Network 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. Services are being provided in accordance with City Secretary Contract No. 40823. 4. Renewal. At the end of the first year and each year thereafter, this Agreement may be renewed annually if the following conditions are met: 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 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 list of officers, agents, servants, employees or representatives that require Network credentials on an annual basis. Failure to adhere to this requirement may result in denial of access to the Network and/or termination of this Agreement. 5. 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 Contractor's Data, terminate the Agreement, and pursue any other remedies that the City may have under this Agreement or at law or in equity. 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 - Vendor Network Access Agreement R 0 i , ' Rev. 12f10>>00}p - s 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 Network Access Agreement 2 Campbell Technology Corp. Rev. 12Y10/2009 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. 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. ACCEPTED AND AGREED: By: Assistant City Manager Date: ATTEST: By: Marty Hendri City Secretary APPROVED AS TOYORM AN Assistant City Vendor Network Access Agreement Campbell Technology Corp. Campbell Technolo y Corp.: Nam if. / wet Aed,r7Xd/J Title: LIP ._m Date:�do ATTEST: Name: .zoo* tflfl n Title: Pew; wT- N!di!�� h :� Errs a boa FT. WORTH; TX 3 - - Rev. 12/10/2009