HomeMy WebLinkAboutContract 56110-NA1 CSC No.56110-NAl
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 organized under the laws of the State of Texas,
and Letty Williams ("Consultant").
1. The Network. The City owns and operates a computing environment and network
(collectively the "Network"). Consultant wishes to access the City's network in order to provide fair
employment investigations and mediations. In order to provide the necessary support, Consultant needs
access to investigation and Network systems to which Consultant requires access, Internet, Intranet, and
email.
2. Grant of Limited Access. Consultant is hereby granted a limited right of access to the
City's Network for the sole purpose of providing fair employment investigations and mediations. 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 Agreement for all
purposes herein and are available upon request.
3. Network Credentials. The City will provide Consultant with Network Credentials
consisting of user IDs and passwords unique to each individual requiring Network access on behalf of the
Consultant. 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. Otherwise, access rights will automatically
expire one (1)year from the date of this Agreement("Expiration Date").
M Services are being provided in accordance with City Secretary Contract No. 56110. ("Contract")
❑ Services are being provided in accordance with City of Fort Worth PeopleSoft Contract No.
. ("PSK#")
❑ Services are being provided in accordance with the Agreement to which this Access Agreement is
attached. ("Contract")
❑ Services are being provided without a City Secretary Contract at no cost to the City
❑ No services are being provided pursuant to this Agreement
4. Renewal. This Agreement shall renew in accordance with the term of the Contract or PSK
#. If there is no Contract or PSK#,this Agreement may be renewed annually by City,in its sole discretion,
at the end of the Expiration Date and each renewal term thereafter.
Notwithstanding the scheduled contract expiration or the status of completion of services,
Consultant 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. Consultant officers, agents, servants, employees or
representatives may not share the City-assigned user IDs and passwords. Consultant acknowledges, agrees
and hereby gives its authorization to the City to monitor Consultant's use of the City's Network in order to
ensure Consultant's compliance with this Agreement.A breach by Consultant,its officers,agents, servants,
employees or representatives, of this Agreement and any other written instructions or guidelines that the
City provides to Consultant pursuant to this Agreement shall be grounds for the City immediately to deny
OFFICIAL RECORD
Network Access Agreement(Rev. 8/28/19) CITY SECRETARY
FT. WORTH, TX
Consultant access to the Network and Consultant'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, Consultant agrees to remove entirely any client or
communications software provided by the City from all computing equipment used and owned by the
Consultant, its officers, agents, servants, employees and/or representatives to access the City's Network.
7. Information Security. Consultant 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.Consultant 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 Consultant-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. CONSULTANT SHALL BE LIABLE
AND RESPONSIBLE FOR ALL DAMAGES THAT THE CITY MAY INCUR DIRECTLY ON
ACCOUNT OF ANY BREACH OF THIS AGREEMENT BY CONSULTANT, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES. THE CITY, ITS OFFICERS, AGENTS, SERVANTS
AND EMPLOYEES, SHALL NOT BE LIABLE FOR ANY DAMAGES THAT
CONSULTANTMAY INCUR AS A RESULT OF THE CITY'S RESTRICTIONS TO OR DENIAL
OF ACCESS TO CONSULTANT 'S DATA ON ACCOUNT OF ANY BREACH OF THIS
AGREEMENT BY CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES,
OR FOR ANY REASONABLE SECURITY MEASURES TAKEN BY THE CITY. IN ADDITION,
CONSULTANTSHALL 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
CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS AND/OR EMPLOYEES.
CONSULTANT, AT CONSULTANT '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 CONSULTANT, ITS
OFFICERS,AGENTS, SERVANTS OR EMPLOYEES.
9. Confidential Information. Consultant, 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. Consultant
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. 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.
10. Right to Audit. Consultant 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 Consultant involving transactions relating to this
Agreement. Consultant agrees that the City shall have access during normal working hours to all
Network Access Agreement(Rev. 8/28/19) Page 2 of 4
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, 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.
11. Agreement Cumulative. This Agreement is cumulative of and in addition to any written
contracts, agreements, understandings or acknowledgments with the City signed by Consultant. This
Agreement and any other documents incorporated herein by reference constitute the entire understanding
and Agreement between the City and Consultant as to the matters contained herein regarding Consultant'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 Consultant.
13. Assignment. Consultant 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. Governine 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. By affixing a signature below, the person signing this Agreement
hereby warrants that he/she has the legal authority to bind the respective party to the terms and conditions
in this agreement and 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.
[Signature Page Follows]
Network Access Agreement(Rev. 8/28/19) Page 3 of 4
[Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED
AND AGREED:]
City: Consultant:
By:: Valerie Washington(Aug 16,202112:29 CDT) By: •7CDT)
Name: Valerie Washington Name: Lettywilliams
Title: Assistant City Manager 'Title: Independent Investigative Contractor
Date: Aug 16,2021 Date: Aug 6,2021
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended: Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
i� of this contract, including ensuring all
By: performance and reporting requirements.
Name: Kevin Gunn
Title: Director, IT Solutions
By: y4 yree(Aug6,202113:17CDT)
Approved as to Form and Legality: Name: Cynthia Tyree
Title: Sr. IT Solutions Manager
By: / City Secretary: OF°FonT��a�
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Name: Taylor Paris pro °
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Title: Assistant City Attorney �g o��l�
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By: da To
Contract Authorization: Name:Ron Gonzales N4 TBX Asap
M&C: n/a Title:Acting City Secretary
OFFICIAL RECORD
CITY SECRETARY
Network Access Agreement(Rev. 8/28/19) FT. WORTH, TX