HomeMy WebLinkAboutContract 41765 (2)CITY SECRETARY
CONTRACT NO. `} 11 s
Service Agreement
ACE Data Group is pleased to present this Service Agreement ("Agreement") in response to your request for computer
forensic investigation. The full execution of this Agreement will confirm that City of Fort Worth ("Client" or "City"), with its
principal location at 1000 Throckmorton Street, Fort Worth, Texas 76102, hereby retains ACE Data Group ("ACE") with
offices at 17778 Preston Road, Dallas, TX 75252, to perform a computer forensic project under the terms specified below.
The designated representative of City of Fort Worth, who shall authorize and direct ACE's work pursuant to this agreement, is
listed as the Primary Contact below. All such requests shall be made in writing to ACE via facsimile or e-mail to ACE's project
manager, Gene Zinovchuk pzinovchuk(acedatagroup.com or by conference that may be confirmed in writing after the
meeting or call.
Contact Information
Invoice
addressed
to:
Sean
Malone
Invoice
Address:
City
of
Fort
th
Worth
275
W
13
Street
Fort
Worth,
TX 76102
Invoice
Contact
Number:
E-mail
to
the
invoice
address
which
will
Sean.Malone@fortworthgov.org
be
sent:
Primary
Client
Contact
Name
Sean
Malone
Invoice
addressed
to:
Sean
Malone
Invoice
Address:
City
of
Fort
th
Worth
275
W
13
Street
Fort
Worth,
TX
76102
Invoice
Contact
Number:
E-mail
address
to
which
the
invoice
will
Sean.Malone@fortworthgov.org
be
sent:
Primary
Client
Contact
Name
Sean
Malone
12/28/2010
Service Agreement 1 of 6
Ace Data Group, LLC ® 17778 Preston Road + Dallas ® TX + 75252
P: 972 528.6580 + F: 972 528.6587 + www.acedatagroup.com
Executive Summary
We appreciate the confidence you have shown in ACE Data Group by allowing us to assist in this matter. We welcome the
opportunity to participate in the creation of a responsive and cost-effective strategy. ACE Data Group is uniquely positioned
to follow-through on an agreed -upon strategy with a wide range of capabilities including exclusive, in-house technologies,
and unparalleled expertise. ACE Data Group will employ, throughout all processes, known, court approved standards and
practices used for litigation support purposes.
The consultation and development of a plan specific to the case parameters will be the primary key to controlling costs. ACE
Data Group's experience, creativity, flexibility and responsiveness are all significant reasons that many of our projects derive
from previous clients.
Based on our discussions, we have prepared the following proposal to meet your objectives. During the initial planning, we
will discover additional facts about the electronic data at issue We caution that the prices quoted depend on the
assumptions that are stated throughout this document
Should the assumptions change, we take pride in our commitment to innovate for our clients and we will assist in providing
solutions based on the new assumptions and facts as they arise. In addition, we are flexible in our pacing and will strive to find
a pricing structure that is suitable for your new needs.
Every engagement has a unique combination of IT environments deadlines, formats languages and more. That is why we
take a flexible approach to each situation, and provide the right set of services and technologies for your needs.
12/28/2010
Service Agreement 2 of 6
Ace Data Group, LLC ♦ 17778 Preston Road • Dallas ♦ TX ♦ 75252
P: 972.528.6580 ♦ F: 972.528.6587 ♦ www.acedatagroup.com
Scope of Work
Introduction
The following scope of work is based on our understanding of your project requirements. The purpose of this section is to
define the proposed project's scope, including services to be performed, key project dates, system/data source information
and the processing options required.
ACE Data Group will perform the following services:
S cope
1) Create a forensic image of 2 drives
2) Restore deleted files
3) Provide a disk with deleted files
4) Project completed
S pecial Notes
P rojected timeline for completion is still unknown at this time due to variables.
Pricing
1
Hard •drive forensic image
2
$500;00
$1,000, 00
2
Restoration of delete files
3
$250. 00
$750.00'
3
Travel. time:
2
$125, 00
$250.00
4
Storage media
1
$100. 00
$100.00
5
$0.00.
6
$0.00
7
$0.00
8
$0.00
9
$0.00
10
$0.00
Sub
$2,.100.00
Tax
$173.25.
Total
$2,273.25
• Possible keyword search will be quoted based on number of keywords
12/28/2010
Service Agreement 3 of 6
Ace Data Group, LLC ♦ 17778 Preston Road ♦ Dallas ♦ TX ♦ 75252
P:972.528.6580 ♦ F: 972.528.6587 ♦ www.acedatagroup.com
TERMS
ACE Data Group and Client agree that all goods and services provided by ACE Data Group for this Agreement will be governed by the
following terms and conditions:
Client engages ACE Data Group to provide services as outlined in the scope of work set forth herein and the attached Exhibit "A," Litigation
Recovery Agreement..
Confidentiality.
Information contained in the Client's data/media (Client Information) will be used by ACE Data Group only for the purpose of fulfilling the
Agreement and will otherwise be held in confidence by ACE Data Group. Confidentiality obligations shall not apply to any information which
enters the public domain through no fault of ACE Data Group which was known to ACE Data Group prior to receipt from Client; which is
disclosed to ACE Data Group by a third party (other than employees or agents of either party) which in making such information available to
ACE Data Group is not in violation of any confidentiality obligation to the disclosing party; or which is independently developed by ACE Data
Group without recourse to the Client Information
Payment.
Client agrees to pay ACE Data Group in US dollars all sums authorized from time to time by Client, which will typically include charges for
ACE Data Group services, reasonable travel and expenses for on -site work, shipping and insurance on shipped items (both ways). Unless
otherwise agreed to in advance by ACE Data Group, all such sums are due and payable 30 days from date of invoice. Any amount due under
this Agreement that is not paid when due will bear a 1% per annum interest rate, or the maximum rate allowed by law. In addition to interest,
ACE Data Group reserves the right to suspend and/or terminate any ongoing project from Client should Client's account become past due.
ACE Data Group will provide written notice of the past due invoice and Client will be provided 10 days to cure past due amount. Client's
failure to cure within 10 days will forthwith result in immediate suspension or termination of service for the Client by ACE Data Group.
Term and Termination. This Agreement shall be effective upon the last date executed ("effective date") and shall terminate when all services
contemplated hereunder are complete, but no later than one year from the effective date. Upon termination, ACE Data Group shall return,
store or destroy all evidence, data and other information provided to ACE Data Group. Except for non-payment of invoices which is
addressed in the "Payment" paragraph (supra), either party may terminate this agreement upon 30 days written notice to the other party.
U pon such notice of termination, Client will be responsible for payment of services in progress up to the point of notice.
Acknowledgment of Existing Conditions.
Client acknowledges that the equipment/data/media may be damaged prior to ACE Data Group's receipt, and Client further acknowledges
that the efforts of ACE Data Group and/or its suppliers to complete the Agreement may result in the destruction of or further damage to the
equipment/data/media ACE Data Group for itself and its suppliers regrets that it will not assume responsibility for additional damage that may
occur to the Client's equipment/data/media during ACE Data Group efforts to complete the Agreement.
N O WARRANTIES; DISCLAIMER OF ALL WARRANTIES.
ACE DATA GROUP WARRANTS THAT THE SERVICES WILL BE PROVIDED IN ACCORDANCE WITH INDUSTRY STANDARDS ACE
DATA GROUP SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
P URPOSE ARISING FROM USAGE OF TRADE OR COURSE OF DEALING OR PERFORMANCE ACE DATA GROUP DOES NOT
WARRANT ANY PARTICULAR RESULT OR CONCLUSION, NOR THAT ITS ANALYSIS WILL RESULT IN, OR CONTRIBUTE TO, ANY
PARTICULAR DECISION IN A LEGAL PROCEEDING OR CONTROVERSY.
12/28/2010
Service Agreement 4 of 6
Ace Data Group, LLC ♦ 17778 Preston Road • Dallas ♦ TX ♦ 75252
P: 972.528.6580 ♦ F: 972.528.6587 ♦ www.acedatagroup.com
Limitation of Liability; Limitation of Damages.
Neither party shall be liable for incidental, consequential, or indirect damages arising from the Agreement, including loss of data, loss of
business profits, business interruption, or other pecuniary loss, even if that party or any authorized representative has been advised of the
possibility of such damages. Except for damages caused by ACE's gross negligence or intentional misconduct, or damages to property or
personal injury caused by ACE's actions or omissions, the total liability of ACE Data Group to Client under this engagement shall in no event
exceed the total sums paid by Client to ACE Data Group.
Force Majeure.
The City and ACE 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 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.
Taxes.
Client is a tax exempt entity and shall not be subject to taxes under this Agreement.
Mediation.
Any dispute, controversy or claim arising out of or relating to this Agreement, its construction, interpretation, breach, or performance may be
resolved by non -binding meidation in Tarrant County, Texas Either party may invoke this provision by giving written notice to the other of the
subject of the dispute. The mediation shall be conducted by a mediator selected by consensus of the parties, in accordance with the
mediation rules of the American Arbitration Association ('AAA"). As far as practicable, the mediator should be familiar with information
technology and litigation support services. The parties and the mediator shall conduct the mediation proceedings in accordance with the
commercial rules of the AAA, except where preempted by federal statute, rule or regulation. The costs of the mediation shall be shared
equally by the parties to this Agreement; however, each party shall pay its own fees, including attorney's fees. If the parties cannot resolve the
dispute through mediation, then either party shall have the right to exercise any and all remedies available under law regarding the dispute.
Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with this informal dispute resolution process,
the parties agree to continue without delay all of their respective duties and obligations under this Agreement not affected by the dispute.
Either party may, before or during the exercise of the informal dispute resolution process set forth herein, apply to a court having jurisdiction
for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests Except as otherwise permitted
by applicable law, no action with respect to the quality of any particular Services may be brought by or against either party more than four (4)
years after the termination or expiration of the Statement of Work pursuant to which such Services were performed.
Miscellaneous.
The parties agree that this Agreement shall be construed and the relations of the parties shall be determined in accordance with the laws of
the state of Texas. Venue for any action arising under this Agreement shall be in Tarrant County, Texas. If any provision of this agreement is
in violation of any applicable law, such provision shall to such extent be deemed null and void, and the remainder of the Agreement shall
remain in full force and effect. Any revision or modification of this Agreement shall be effective only if it refers to this Agreement, is in writing,
and is signed by an authorized representative of each party to this Agreement Facsimile signatures for this Agreement and any subsequent
exhibits are effective to bind the signing party and admissible in any court and/or for any lawful purpose. ACE agrees that the Client shall,
until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said
three years, 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 Agreement at no additional cost to the Client. It is expressly understood and agreed that ACE
shall operate as an independent contractor as to all rights and privileges and work performed under this agreement, and not as agent,
representative or employee of the Client. Subject to and in accordance with the conditions and provisions of this Agreement, ACE 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. Neither party may assign or otherwise transfer this Agreement or any rights or
obligations hereunder without the prior written consent of the other party, which such consent shall not be unreasonably withheld This
Agreement will bind and inure to the benefit of the parties and their respective successors and assigns. This Agreement, together with any
exhibits or other attachments, constitutes the entire agreement between the parties in relation to this subject matter.
12/28/2010
Service Agreement 5 of 6
Ace Data Group, LLC ♦ 17778 Preston Road ♦ Dallas ♦ TX ♦ 75252
P: 972.528.6580 ♦ F: 972.528.6587 ♦ www.acedatagroup.com
The person signing this Agreement hereby warrants that he/she has the legal authority 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.
Acceptance
I accept and agree with the scope of the described project and terms of this service agreement.
For: City of Fort Worth
Ka A L Montgomery.
Assistant City Manag b..
Printed Name
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12/28/2010
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Ace Data Group, LLC ♦ 17778 Preston Road ♦ Dallas ♦ TX ♦ 75252
OFFICIAL RECORD
CITY SECRETARY
FT, WORTH, TX
P: 972 528.6580 ♦ F: 972 528.6587 + www.acedatagroup.com
EXHIBIT "A"
ACE DATA GROUP AGREEMENT
Litigation Recovery
This agreement between ACE Data Group (hereinafter referred to as ACE), and:
City of Fort Worth
, hereinafter referred to as CLIENT.
Client's Name
1000 Throckmorton Street Fort Worth Texas 76102
Client's Address City State Zip code
(817) 392-2221 9817) 392-8654
Phone # Fax #
Steve.streiffert a fortworthgov.orq Steve Streiffert
•
Email Address Point of Contact
ACE AND CLIENT AGREE that the media in question could possibly be involved in either an investigation, litigation, or
similar proceedings in the future, where proper evidentiary standards are required.
I. LITIGATION RECOVERY PROVISIONS ACE agrees to acquire a forensic image (bit -by -bit image) of all media in
question. ACE services also include, but are not limited to, host mirroring and data collection, with complete
chain of custody controls and documentation. Should ACE discover any damage to any media that CLIENT
has provided for forensic services that would cause ACE to attempt data recovery, ACE will notify CLIENT
immediately and obtain approval prior to beginning data recovery processes.
II. LIMITATIONS OF LIABILITY. — Liability shall be governed by the provisions set forth in the Service Agreement.
III. CONFIDENTIALITY. ACE acknowledges that the information contained on the media is confidential, and ACE shall
not disclose any of such information to third parties except (i) pursuant to a court order or (ii) as required by
federal, state or local law.
IV. INITIAL PAYMENT AND FINAL PAYMENT. CLIENT agrees to pay ACE for all services provided to CLIENT and
invoiced as described below. ALL payments are due within thirty (30) days of receipt of the invoice from
ACE. ACE may, at its discretion, bill CLIENT periodically during the course of the work.
Professional rates are:
• Computer forensic engineer:
a. Business hours - $250 per hour
b. After hours/weekends - $350 per hour
c. Testimony - $350 per hour
d. Travel is 50% of applicable rate
• We have a flat fee per hard drive for imaging:
a. 0-250 Gigabytes - $400
b 250-500 Gigabytes - $500
c. 500-1000 Gigabytes - $600
d Greater then 1000 - $700
e. Storage media cost will be added to the final price.
• The $1500 retainer must be paid upon execution of this Agreement by Client and will be deducted
from the final bill.
• Payment for aII services pursuant to this Agreement shall not exceed $2,273.25, unless otherwise
agreed to by the parties.
OFFICIAL RECORD
C r''c'i.t T., -, -
ter efo > i'
--*
•
If CLIENT requests that the work be done on location, travel time to and from the location is billed plus all the travel
expenses. In the event the drive is non functional and needs `to go through data recovery procedures there will be an
additional cost for recovery. ACE will maintain forensic copies of the drive at our location until the court or CLIENT notifies
us to destroy the image. All jobs will be charged applicable taxes (unless CLIENT provides proof of tax-exempt status)
including, but not limited to, sales and use, rental, excise, gross receipts and occupational and/or privilege taxes. ALL
invoices must be paid prior to the release of any data to CLIENT unless prior arrangements have been made with ACE
Accepted by J .-►ti,�-r�c�i,�.�Z�
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CLIENT NAME;
for ACE Data Group , Title: b:redor For-e h t S ,
City of Fort Worth
Dated this day of 2011
Karen L. Montgomery City of Fort Worth
I, , am a duly authorized agent of (CLIENT)
with authority to make final decisions regarding the medium listed above.
By:
Name: Karen L. Montgomery
Title: Assistant City Manager
Date:
Approval commen ed:
By: c" 4510
Steve reiffhrt
Date
Assistant Director, IT Solutions
6/3 fit
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APPROVED £ TO FORM AND LEGALITY
Assisi - city Attorney
Marty H4ri*o
1 0 M&C REQUIRED
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FFICIAL RECORD
CITY SECRETARY
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