HomeMy WebLinkAboutContract 58538 CSC No.58538
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement("Agreement")is entered into by and between Critical Start
Inc. ("Vendor")and the City of Fort Worth, ("City'), a Texas home rule municipality.
The Cooperative Purchase Agreement includes tl-le foll-owing dourncx1ts which Shall be construed in the
order of precedence in which they are listed:
1. This Cooperative Purchase Agreement;
2. Exhibit A—Seller's Quote, Scope of Services or Purchase Order;
3. Exhibit B—DIR-CPO-4851 Cooperative Agency Contract;and
4. Exhibit C—Conflict of Interest Questionnaire.
5. Exhibit D-DIR-CPO-4851 Appendix C Pricing Index
Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of
this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in
Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all
exhibits thereto.
City shall pay Vendor in accordance with the fee schedule in Exhibits A and D,and in accordance
with the provisions of this Agreement. Total payment made under this Agreement for the first year by
City shall not exceed the amount of one hundred seventy three thousand six hundred and seven, 95/100
dollars ($173,607.95). Vendor shall not provide any additional items or services or bill for expenses
incurred for City not specified by this Agreement unless City requests and approves in writing the
additional costs for such services. City shall not be liable for any additional expenses of Vendor not
specified by this Agreement unless City first approves such expenses in writing.
The term of this Agreement shall be effective beginning on the date signed by the Assistant City
Manager below ("Effective Date") and ending on January 19, 2024. City shall be able to renew this
agreement for Three (3) one-year options by written agreement of the parties, or in the case of Vendor,
Vendor's acceptable assignee.
Vendor agrees that City 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,
including, but not limited to, all electronic records, of Vendor involving transactions relating to this
Agreement at no additional cost to City.Vendor agrees that City shall have access during normal working
hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in
order to conduct audits in compliance with the provisions of this section. City shall give Vendor
reasonable advance notice of intended audits.
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)
received by the other party by United States Mail, registered, return receipt requested, addressed as
follows: OFFICIAL RECORD
Cooperative Purchase CITY SECRETARY page 1 of 16
FT.WORTH,TX
To CITY: To Critical Start Inc.:
City of Fort Worth Critical Start Inc.
Attn: Valerie Washington, Assistant City ATTN: Legal Department
Manager 6100 Tennyson Pkwy., Suite 200
200 Texas Street Plano,TX 75024
Fort Worth,TX 76102-6314 Facsimile:N/A
Facsimile: (817) 392-8654
With copy to Fort Worth CityAttorney's Office
at same address
Data Breach. Vendor further agrees that it will monitor and test its data safeguards from
time to time,and further agrees to adjust its data safeguards from time to time in light of relevant
circumstances or the results of any relevant testing or monitoring.If Vendor suspects or becomes
aware of any unauthorized access to any financial or personal identifiable information("Personal
Data")by any unauthorized person or third party,or becomes aware of any other security breach
relating to Personal Data held or stored by Vendor under the Agreement or in connection with the
performance of any services performed under the Agreement or any Statement(s)of Work CIData
Breach"), Vendor shall immediately notify City in writing and shall fully cooperate with City at
Vendor's expense to prevent or stop such Data Breach. In the event of such Data Breach,Vendor
shall fully and immediately comply with applicable laws, and shall take the appropriate steps to
remedy such Data Breach. Vendor will defend, indemnify and hold City, its Affiliates, and their
respective officers,directors,employees and agents,harmless from and against any and all claims,
suits,causes of action,liability,loss,costs and damages,including reasonable attorney fees,arising
out of or relating to any third party claim arising from breach by Vendor of its obligations
contained in this Section, except to the extent resulting from the acts or omissions of City. All
Personal Data to which Vendor has access under the Agreement,as between Vendor and City,will
remain the property of City. City hereby consents to the use, processing and/or disclosure of
Personal Data only for the purposes described herein and to the extent such use or processing is
necessary for Vendor to carry out its duties and responsibilities under the Agreement, any
applicable Statement(s)of Work,or as required by law.Vendor will not transfer Personal Data to
third parties other than through its underlying network provider to perform its obligations under
the Agreement,unless authorized in writing by City.Vendor's obligation to defend,hold harmless
and indemnify City shall remain in full effect if the Data Breach is the result of the actions of a
third party. All Personal Data delivered to Vendor shall be stored in the United States or other
jurisdictions approved by City in writing and shall not be transferred to any other countries or
jurisdictions without the prior written consent of City.
Cooperative Purchase Page 2 of 16
The undersigned represents and warrants that he or she has the power and authority to execute this
Agreement and bind the respective Vendor.
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
W'. By signing I acknowledge that I am the person
By: ValeriBWaehington(Dec 5,202214:21CST) responsible for the monitoring and administration
Name: Valerie Washington of this contract,including ensuring all performance
Title: Assistant City Manager and reporting requirements.
Date: Dec 5, 2022
APPROVAL RECOMMENDED: By: -7G2ce(Dec 1,202212:00 CS-0
Name: Justin Grace
Title: Sr.IT Solutions Manager
By: APPROVED AS TO FORM AND LEGALITY:
Name: Kevin Gunn
Title: rr Solutions Director
pp�F F�Rr-o�d� By
ATTEST:
a�o
go o=o Name: Taylor Paris
p°N *mod Title: Assistant City Attorney
7q�l�l2tt2 cl C7000t�GICG c°Il��"ps4a'
b�644�' CONTRACT AUTHORIZATION:
L
By: Jannette S.Goodall(Dec 6,2022 08:35 CST) M&C• 22-0938
Name: Jannette Goodall Approved: 11/29/2022
Title: City Secretary Form 1295: 2022-952933
VENDOR: IncCritical Start In DocuSigned by:
QU A1, PAV 6tA,
By DAA79B55C8674AE..
Name: Al ese Pantal i on
Title: Legal operations Manager
11/16/2022
Date: OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
Cooperative Purchase Page 3 of 16
Exhibit A
Critical Start Quote
RI'TIALS'fr
F
Pi eaared p::- h¢oarL IAanagw. pltpaled BY: Payrnenl Tereus:
CRY of Fart worth CaOC;m Start Crll at Start Not Sb Uaya
Justm Croce Justin Sawn ?.m4 Jr.7Lp
IT33lutcml4PQBkl9.-ekrmm 9100Taanys Nwpk704 MI)Tmmr�nPkwyM20U Dalt
Dhazicm PLro,TX 75024 Flavin,TY,75024 NW022
i 5i5111h Avenue
Fart 1Vodh.TX 76102 E Muss.
P'(4Oa5909.7&B6 113:;499F520.i-9,2'11 74fim21M
(&1 77 397 2222 e_ €-r—LahO@ryb,-- — —rrfp.00rm
r,§ti n tram nty6er orreeeueiy.care
Eju35m.�aoefm xarthxzssgae
321aS,CO Ut VIDSMS400 dbys of Rxrrtm.prune 3 11NJM22 IW31= S75,fl0DaD Z47,69982 5179,60796
k1.01-ADO hared an ircrerneras of OATBof d;Wy
dataaigestiom,rn"kA i.luded,
s7erliwird hoehng
{}RJ�U�{n/� Si78.907.95
DI R-C PO-4 9 51
This gUox k-OLOLrEarl')a untingem Loon cardl approval mid shall be deemed aooepied brr-(I]CwAamer sigrrirglhe4DLrofnGon.ind6slifag ibame!encr
('Aooepled 4Lale.i3rf}.mud reVmring the signed copy to Cdnd Slav[;w(iij CLefmree Isump a vend purrhme ceder rrremmkiig this du7L-Ai3n for Gee arod'ucts
ar eevlres j'Pjrahme Order'k Corrplete Ouotetion lmms amdtardilims Urta s a sepermbe app&mCde
rslece�a ter ie egreemarl be'treerr the pariles a mis,.rm Managed Debs:tmi and Rvxp Sorted I'MM Semkoes'}or ProEessrrrol reams pufctm ed
by C fflo p=imii m tD 11tis Gwftfim srmll be gavenmm by ttre CriCcal Start Mm5a!r Serra llgre mi('WFA')it eRedi m orthe date of Utis 6roSaGm The
Critical Seer[MSA may be foLnd a[ Fimfessldrr.el Smvires mal be used xirhin ti elvr(12)mordhs#om G.As es p rcttiasa uder
dale PiyYnart Im i.Y-me as set ffanh above and me caki.&dcd rrorn the daft or CrY42d SLaA's iwoa:e.A Late paymen[PQraRY 4 1 5%per mmar wd he assessed m
Late pmynnettb Cmdit card payments will hove a 15;6 rm mience be added it ak and try anal law.rf it am ero6r6e Im is dbakyNed under N<1 law,eccep7eble
kerns cd pmyn+erL shaft br by dirk or ACH The pricing eel keth in wm Cam miGm nmy not nckrde safes ad vane lams, wk be ncirmed 0 applinbie,an the
iiri c IF dot d-mged far sales wd use ta>t.Ctisko is mesomm"e for saes aced Use km Lrpatng
Cr4Waiiha lrl Cf y of Fort WcAh
Justin Bacon
5.3ralr.re-NaTn Sigrrarulef Marne Inrimis
IVW2()22
Oa1e Dab
Cooperative Purchase Page 4 of 16
Exhibit B
Cooperative agreement
Cooperative agreement URL
DIR-CPO-4851 I Texas Deoartment of Information Resources
Contract Number
Contract Term Date: 01l19/24 OO
DI R—CPO—48 51 Contract Expiration Date: Qu19/27 o
Vendor Information
Critical Start, Inc. VENDOR.CONTACT: DIR CONTACT:
Tera Davis C? Thuvan Huynh Gr
Vendor ID: 1263824084140 Phone:(972(333-6305 Phone:+15124754620
HUB Type: Non HUB OO Fax:(214)919-4050
RM: DIR-CPO-TMP-55Q Vendor Website [�
Contract Status: Active
Contract Overview
Critica[Start,Inc.offers Cybersecurity Software Products and Services under the contract.Various brands are being
offered under the contract.There are no resetters on this contract.
Cooperative Purchase Page 5 of 16
DIR Contract Na. DIR-CP048:1
Criticsl Start,1=.-32 438,9=12
STATE OF TEXAS
DEP OLRTMENiT OF LN-FOKMATION RESOURCES
CONTRACT FOR PRODU CT AND SERVICES
Critical Start,Inc.
1 Introduction
1.1 Parties
This contract for CvbersecurityProducts and Sef vice s(this 'SCoatract'-)h.entered intc betveea
the State of Texas, acting by and through the Department of Information Re�ourceF,(hereinafter
'DUU:)with its principal place of bssines�at 300 Wp' ,t 151 Street, Suite 1300,Austin, Texas
78701,and Critical Start Inc.,a Delaware. Foreign For-Profit Corporattou(hereinafter
"Suc ce F.5fixl Respondent"),with its principal place of bmiaess at 6100 Tenny-�=Park-way Suite
200-Plano-Texas 75024-
1.2 Compliance with Procurement Lars
This Contract is the result of compliance with applicable procurement laLvz of the State of Texas-
DfR i.�,ued a solicitation ofl the Comptrohef of Public accounts'Electronic State Basines3
Daily.Requeat f6r Offir(RFC)DIR-CPO-TMP-550,cm 11,20 2020, for C},bersecur&v Proi}uen
and Senices(the"RFO„)-Upon execution of-a11 Contracts, a notice of award for DIR-CP0-}50
ib.all be pasted by DIR on the Electronic State Business Daily-
1.3 Order of Precedence
a) For tramactions under thh,Contract,the order of precedence;hall be as follow-s=
i this Contrac_.-
ii. Appendix A, S*amdaro Terms and Con&tions-.
iii. appendix B, Succes3ddl Respondent:3 Mitoricalty Underutilized Businesses
Subcontracting P13ri
iv. Appendix C. Pricing Index,
V. Exhfbit 1. RFO DIR-CP0-TW2-550, including all Addenda: and
xi. Exhibit 2, Succesaful Respondent's Response to RFO DIR-CPO-TNIP-550,
including all Addenda.
b) Each of the foregoing documents is hereby incorporated by. reference and together
constitute the entire agreement between DIR and Successful Respondeut governing
purchase transactions.
RFO -CPO-3'IP-5SG Psee 1 of
`..2-Q21)
Cooperative Purchase Page 6 of 16
DIR Contract Na. DIR-CPf}AH'I
Critical Start,Inc.-32038582SEZ
1.1 Definitions
Capitalized letm&used but not defined herein hake the meanings given to them in_appendix A,
Standard Terms and Conditions_
2 Term of Contract
The irjitial term of this Contract shall he up to two(2)!ears cointnencfr:g en the date of the laat
signature hereto (the -Initial Term"),with one(1)c ptianal two-year reneival and one(1)optional
one-year renew-al(each, a`:Renewai Term`)_Prior to expiration of the Initial Term and each
Renewal Term_this Contract will renew- automatically under the same tefma and conditions
unless either party provide s-.vritten notice to the other part:-at least 3ixt-v(60) days in adv.mce of
the renewal date 3tatinf that the part-}wishes to discuss ameadment or aoa-renewal.
3 Option to Extend
The Successfi sf Reaponderst agree s that DIR may require continued perfc- manc e, not including
termination assis#ance_ beVond the initial or any renei al Contract term_ of any. of the y-itl,in
described senices at the rates specified in the Coatract. This option may be exercised more than
once,but tbr-total emension of pedormanfie hereunder shall not exceed four(1)calendar months.
Such extension ofservices shall be subject to tlse require wits of the Contract,a-ith the sole and
limited exception th t the ofiginal date oflermination shall be extended pursuant to this
provision.D IR may exercise this option upon thirb, (ail)calendar day-,T-fi en notice to the
Su€ceasful Respondent.
4 Product and Sen7Ce Gfferirtgs
Products and ;serA ices a3-ailable under#his Contract are Yimited to the techno toan c aw,gvries
defined in Request for Offer DIR-CP0-TI4IP-554 for Cybersecarity Products and Ser 4 ices_At
DIR's pole disefetion. _Successful Respondent may incarpcfate changeb of make additionsto its
sen-ice offering,provided that any changes or additions must be within the scope of the RFQ_
5 Pricing
5.1 Pricing Index
Pricing to Customers sl5all be as set forth.in Appendix C.Pricing Index, and Shall incluAE the
DIR Administrati,-e Fee (as defined below).
5.2 Customer Discount
a) The minimum Cuatomef discount for all products and�.ezvices will be the percent#age off'
List Price (as defined below)or MSRP(as defined below), as applicable, as 3pecifted in
Appendix C,Pri€ine Index. Successful Rezpondent shall not establish a List Price or
RFD=-CPO-rr\1P-53C' Pas-2 2 of 8
IDIRnl�-0=2021}
Cooperative Purchase Page 7 of 16
DIR CGntrsct-a, DIR-CPO-4891
Critical
MSRP for a particular solicitation. For purposes of this Section: "List Price'is the price
for aProduct or service published iu SuccessfulResgondeiafs price catalog(of similar
document)before any discounts or price allovyances are applied_For purposes of this
Section, "NIS RP,°°or manufacturer's suggested retail price,is&E price list publid2ed by
the manufacturer or publisher of a product and available to and recognized by the trade.
b Customers purchasing products or aen ices under thfi C ontra:t may negotiate additional
discounts with Successful Respondent_ Successful Respondent and Customer shall
prGv-ide the details of such additional discounts to DIR upon reques#_
c) If products or senices available under tbss Contract are provided at a lower price to:(i)
an eligible Custumer who is�not purchasing thasa products or services under this
Contract, or 6i) to am-other cu$tomer under the same-terms and conditions provided for
the State far the same products and services under this rDairact,then the price of such
products and services under this Contract shall be adjuster-to that lower price_Thus
fequifetuent applies to products or services quoted by Successf it Respondent for a
quantity of one(1),but does=t apply to volume or special pricing purchases_ Successful
Respondent shall notify DIR within ten(10)Says of proyiding a 1ov.er price as described
in this Section, and this Contract shall be amended within ten(10) days to reflect such
lower price_
5.3 Changes to Prices
a) Subject to the requifemefxts of this section- Successful Re?,Vondent may change the price
of any pmdtict of service upon changes to the List Price or MSRP, as applicable_
Discount levels shall not be subject to such changes, and will remain consistent with the
discount le;els specified in this Contract.
b) Successful Respondent may rev-ise its pricing by publishing a revised pricing list,subject
to review and approval by DIR_ If DIR- in its sale discretion- fm&that the price of a
product or service has been increaser}unreasonabl _DM may request that Successful
Respondent reduce the prirhig for the product or sefvice to the level published before
suck revision-Upon such request, Successful Respondent shall either reduce the pricing
w.requested, of shall rEmov-e the product of befrice from the pricing list for this Contract.
Failure to do so trill comtitt:#e an act of default by Successful Respondent.
5.1 Shipping and Handling
Prices to CustGnters sLal1 include all shipping and handling fees. Shipments will be Free On
Board Cimtomer's Des ation_No additional flees may. be chased to Customers for standard
shippins and handling_If a Customer requests expedited or special deliver}-- Customer-Mll be
responsible for an}'additional charge s for expedited or special deli r en-.
RF0 L -CAL0-7r)0-]7G PaP 3 of 8
PIR rev 05.2021)
Cooperative Purchase Page 8 of 16
DIR Contract Na. DM-CPO-4891
Critical Start.Inc,-320385822K
b DIR Administrative Fee
a) Successful Re�poiadent siia.11 pay an admird�trati a fee to DIR based Dn the dollar value
of all sales to Custcmer�,pursuant to this Contract{the "DIR Administaatn--e Fee")_The
amount of the DIR Adm ni,;�tfative Fee,shall be seventy--fire hrndredtlis of a Percent
(0.75%) of all sales, net of retum�and credit.For Pxamgle,the administrative fee fix
�,a1eF,totaling S100_OQU shall be 5750.
b) All prices quoted io Customers Aall include the DIR Administrative Fee_DIR re3ert-es
the right to inef ease or decrease the DIR Administrative Fee dufing the term of t}ais
Contract,upon written notice to Successful Respondent witliout amending this Contract.
An;increase of decrease in the DIR_kdminist€ative Fee shall be incorporated in the pfite
to Customers-
7 Internet Access to Contract and Pricing Information
In addition to the requirements listed in Appendix A. Section;.?, Internet Access to Contract
and Pricing Iafvratation_ Successful Respondent shall include the fella iug a-ith its webpage:
a) -current price list or mechanism to obtain 3pecific contract p€icrn.-;
b) MSRP.'Iist pace or Da Customer pnee;
c) Discount per cematage(96) a TM- SRP or List Pfice:
d) Vklarrant} policies: and,
a) Retampolicie3_
8 Use of OrderFQlfiliers
8.1 Authorizatian to Use Order Fulfillers
Subject to the coflditxous in this Section S, DIR agrees to permit Succemfut Respondent to utilize
designated order fu1ffi1ers to provide products_ sen-ices, and support rescurces to Customers
under this Gontraet C-'0rdef Fulfiller.„)_
S.2 Designation,of Order Fulfillers
a) Successful Respondent may designate Order Fulfillers to act a; the distr biltOfS for
products and services a3-a±lableundef*his Contract_ In designating Order Fulfiller_
Successful Re�poudent mast be in compliance with the States Policy m Utilization of
Historically Underutilized Businesses_DIR and Successful Respondent- ill agree on the
number of Order Fulfillers that are Historically Underutilized Businesses as defamed by
the CPA_
b) In addition to the required Subcontracting Plat,Successful Respondent iball provide
DIR with the following Order Fulfiller i6ormation: Order Fuifillername.Order Fulfiller
RFD DM OZEMP-55C Pan d of 8
PIRr-k-O€2021)
Cooperative Purchase Page 9 of 16
DER Contract Via. DIR-CP048:1
Crititsl Start,I=.-32 038,9=12
business address-Of der Fuli"iller CPA Identification Numher. Order Fulfiller contact
person email address and phone number-
c) DIR reaerves the right to require Suc.cemful Respondent to rescindafiy Omer Fulfiller
participation or request that 5uccffmful Respondent came additional Order Fulfiller,
zhould DIR determine it is in the best interest of the State-
d} Successful Respondent-,Wl be fulty liable for its Order FWf llefs' perfofmance under
and compliance-frith the tefmg and conditions of than Contract. Successful Respondent
&WI enter into contracts with Order FulfLUers and use terms and conditions that are
consistent v:7th the term,and conditions of this Contract.
e) Successful Respo!tident may qualify Order Fulfiller-,and tkeir participation imdef the
C ontract provided that_ i)an_,criteria is uniforrah-applied to all potential Order Fulfillers
baF,ed upon SuccesifulRespondent's established,neutaalty applied criteria Li)the criteria
is not based on a particular pro curement. and iii)all Customers are supported under the
rfitefia-
f) Successful Reap ondmt Aball not prohibit any Order Fulfiller from participating in other
procurement Oppertunitiea Offered 6113ugll DEI -
8.3 Changes in Order Fulfiller
SuccP��ful Respondent may add or remo t-Order Fulfillers thfoughout the term of this Contract
upon x-:fitten authorization by DIR-Prior to adding or removing Order Fulfillevs, 5uccevsful
Rezpozidenf must make a good faith effort to revise its Subcontracting Plan in accordance with
the State:�,Polls}'an U-til izatiors of Himorically r nderutilired Businesses. Succe-;;sfa1 Respondent
;hall provide DIR with its updated Subcontracting Plait and the Order Fulfillers onfarmatict3
listed aboy-e-
8.4 Order Fulfiller Pricing to Customer
Order Fulfiller pricing to the Cwtonxer shall be m accordance with Section 5-
9 Notification
All notices under this Contract sliall be Sent to a party at the respective address indicated belmy.-
If sent to the State:
Hershel Bec1 of or Successor is Office
Chte€Pro cur ement 0ff-Scer
Department of Iuformation Re�,oufce�
300 W. 151`St, Suite 1300
Austin,Fexa 78701
Phone:(512)4-5-4 00
Email: hershel_becfaer dir.texas.gov
RFD DW-CPO-Yip-j:G Pap 5 of 8
MIR re%09.2021)
Cooperative Purchase Page 10 of 16
DIR Contract Na, DIR-CPO-4891
Critics)Start,fat,-32 038582211.
If sent to Successful Respondent:
Tura Day-is
Critical Start.Inc.
6140 Tennyson Parkwav Suite 200,Plano,TX 75434
Phone: 972-333-6305 -
Email_ Tera_daviz eriticalstart_com
10 WM-are License
14.1 5ofmare License Agreement
a) Customers acquiring Foflu;are ticense�,under this Contract shall hold,use: and operate
suck sof ivafe subject to compliance with the Sofh are License Agreemnat. Customer and
SuecessfA Reap�mdent may agree to additional terms and conditions that do aca dim it,ieIL
a term or condition in the Sof fare License Agreement, or in any manner lessen the
rights ar protections of CuFtomer or the responsibilities or liabilities of SuccesLfal
Re-portdent Successful Respondent-halt maketke Software License Agreement terms
and conditions av"able to all Customers at all times_
b) Ccmplianoe RE th the Sofhvare License Agreement iT,the responsibility of the Custo-mer_
DIR shall not be respo ible for affv Customer's compliance Tiqth the Sofhvare Li;.ease
AEree:neut.
11 Conflicting or Additional Terms
a) The lerm�and conditions ofthie,Contract shah supersede any. additiond r-on4icting or
additional terms in and-additional sert-ice agreements, Statement of work- and anv other
provision-,terms, conditions, and license agreementa_including those t%-hich may be
affixed to or accompany soft-are upon deli:-ery(sometrrtxe�.called Arink-ztYap or elick-
af rap agreements). and any linseed or avpplemeutal documeats,which ma_;be proposed,
is uecl, or ac c epted by Successful Re spondeiat and Customer in addition to tlu-Contract
(such additional at=reememn,.`Additional Agreetaems"), regardless of when such
Additional Agreements are proposed, iamed, or accepted by Customer.I-ahvithstanding
the foregoing: it is Cuatomef s responsibility to rei-ifw any Additional Agreements to
determine if Customer accepts such Additional Agreement. If Customer does not accept
sub:additional Agreement.Customer shall be fesponsible for uegotiattttg any ch=-es
thereto_
b) Any update or-amendment to-aa Additional Agreemnat shall only apply to Purchase
Orders for the associated product of ser%ice offering after the effective date of such
update of amendment;provided that,if Successful Resgcndeni has reagotided to a
Cu tomer:a solicitation or request for pricing, any subsequent update or amendment rD an
RF01JLf'_CPO-Trip-SSG PaP 6 of 8
PIR rev 00 2021)
Cooperative Purchase Page 11 of 16
DIR Contract Na. DIR-CP04891
Critie J Stan?1=.-32 438,9=21:
Additional Agreement may onto, apply to a resulting Purchase Order if Successful
Respondent directly informs such Customer of such update or amendment before the
Purchase Order is executed.
c) Successful Respondent shatl not require any additional Agreemenr that:i) diminishes the
rights, benefits,or pmtectiom�of Ouatomer, or that alters the definitions,measurements,
or method for detennining any authorized rights_benefits, of protections of Customer:of
u) imposes additional costa,burdens, of ohttigaticm!s upon Customer,of that alteni the
definitions_measurements. or method for determinins an•,-authorized costs. burden s.ar
obligations upon Customer. V
d) If Successful Respondent attempts to do any of the foregoing,the prohibsted do cumeuts
will be void and inapplicable to this Contract or the Purchase Order between Successful
Respondent and Customer,and Successful respondent tiy-ill nonet3ieless be obiigated to
perform such Pnrcha4e Order- -ithout regard to the prohibited document�r unless
Customer elects instead to terminate such Purchase Order- which in such case may be
identifie4i as a termination for cause agaimt.Successful Respondent.
12 Authorized Exceptions to Appendix A,Standard Tennis and Conditions
No exceptions have been agreed to by DIR and Successful Respondent
(Remainder of this page intentionally left blan]L)
RF0 UIR-CP0-7MP-35G pp n-of 8
Cooperative Purchase Page 12 of 16
DIR Contract N-a, DIR-CP048:1
Critical Start,fat,-32038SS2212
This Contract is executed to be of€ective as of the date of fast signature.
Critical Start,Inc.
Authorized BY: Signalur-e on Fite
Name:Tera Dacia
Tide:-Maua g Director
Date: 1/11.."2422
The Stare of Temas, actin=by and through the Depai-Fment of Iltfim-oration Resources
Authorized BY: Signature on File
-Name: Hershel Becker
Title: Chief Procurement Offi-cer
Date: iZ19J2022
Office cf General Counsel: Initial on File
iJ1V2022
Date:
RFO E)M-CPO-7rb P-j ict paw 3 of 8
{DIR re%09:2021
Cooperative Purchase Page 13 of 16
Exhibit C
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B.23,84th Leg., Regular Session. OFFICEUSEONLY
This questionnaire is beingfiled in accordance with Chapter 176,Local Government Code,by a vendor who Date Received
has a business relationship as defined by Section 176.001(1-a)with a local governmental entity and the
vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local governmental entity not later
than the 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1),Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code.An
offense under this section is a misdemeanor.
jJ Name of vendor who has a business relationship with local governmental entity.
2
Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated
completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which
you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information is being disclosed.
Name of Officer
4 Describe each employment or other business relationship with the local government officer,or a family member of the
officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer.
Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form
CIO as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income,from the vendor?
F] Yes E-] No
B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
F] Yes F-] No
5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director,or holds an
ownership interest of one percent or more.
6
ElCheck this box if the vendor has given the local government officer or afamily member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
7
Signature of vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1 1130/2 0 1 5
Cooperative Purchase Page 14 of 16
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
Acomplete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.legis.state.tx.us/
Does/LG/htm/LG.176.htm.For easy reference,below are some of the sections cited on this form.
Local Government Code§176.001(1-a):"Business relationship"means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal,state,or local governmental entity or an
agency of a federal,state,or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public;or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by,and reporting to,that agency.
Local Government Code§176.003(a)(2)(A)and(B):
(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a
family member of the officer that results in the officer or family member receiving taxable
income, other than investment income, that exceeds $2,500 during the 12-month period
preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed;
or
(ii) the local governmental entity is considering entering into a contract with the
vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than$100 in the 12-month period preceding the date the
officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed;or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code§176.006(a)and(a-1)
(a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship
with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local
governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity,or a family member of the
officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any
gift described by Section 176.003(a-1);or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator
not later than the seventh business day after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental
entity;or
(B) submits to the local governmental entity an application,response to a request for proposals
or bids, correspondence, or another writing related to a potential contract with the local
governmental entity;or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer,or a
family member of the officer,described by Subsection(a);
(B) that the vendor has given one or more gifts described by Subsection(a);or
(C) of a family relationship with a local government officer.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
Cooperative Purchase Page 15 of 16
Exhibit D
Critical Start, Inc.
Appendix C - Pricing Index
DIR-CPO-4851
Software Product Brand Discou nt
Armis 7%
Axis Security 10%
Beyond Trust 12 96
C ber-Ark 13OA
Devo-NOC 8%
Logihyth m 12%
Mimecast 5%
Palo Alta Networks-Hardware Platforms 26%
Palo Alto Networks- NSX 15%
Palo Alto Networks - Subscrip#ian Bundle 10%
Pala Alta Networks-P-100 software license 3%
Palo Alta Networks-Support 3%
Praafpoint - 12.5% .
Rapid 7 17%
SentinelOne 10
Signal Sciences 8%
Tenable- Software 20%
Tenable-iwlementatfan 1096
Tenable-Traininq 7%
Varanis 12%
Vectra 15%
Crit ica I START Services 15%
WiticalSTART
iticalSTART TeamARES 1596
Incident Response 15%
End
Cooperative Purchase Page 16 of 16
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORT W
Create New From This M&C
DATE: 11/29/2022 REFERENCE **M&C 22- LOG NAME: 04DEVO CYBERSECURITY
NO.: 0938 SOFTWARE
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of an Agreement with Critical Start, Inc. for Devo Cybersecurity
Software as a Service in an Amount Up to $173,607.95 for the First Year with Three
Annual Renewal Options using a Cooperative Agreement for the Information Technology
Solutions Department
RECOMMENDATION:
It is recommended that City Council authorize the execution of an agreement with Critical Start, Inc.
for Devo Cybersecurity Software as a service in an amount up to $173,607.95 for the first year with
three annual renewal options using Texas Department of Information Resources DIR-CPO-4851 for
the Information Technology Solutions Department.
DISCUSSION:
Cybersecurity software Devo was implemented in 2021 to replace failing software Splunk"Security
Information and Event Management" solution which was in place for many years prior. Devo performs
a critical security function by consolidating and analyzing the security logs generated on systems
across the environment and generates alerts on suspicious activity helping activate our incident and
threat response process. Devo stores 400 days of log event data that Information Technology
Solutions (ITS) Department is unable to store on-site or within existing systems due to space
constraints.
COOPERATIVE PURCHASE: State law provides that a local government purchasing an item under a
cooperative purchasing agreement satisfies State laws requiring that the local government seek
competitive bids for purchase of the item. Cooperative contracts have been competitively bid to
increase and simplify the purchasing power of local government entities across the State of Texas.
SUCCESSOR CONTRACTS: In the event the Texas Department of Information Resources (DIR)
agreement is not renewed, staff would cease purchasing at the end of the last purchase agreement
coinciding with a valid DIR agreement. If the City Council were to not appropriate funds for a future
year, staff would stop making purchases when the last appropriation expires, regardless of whether
the then-current purchase agreement has expired.
The City will initially use the DIR contract to make purchases authorized by this Mayor and Council
Communication (M&C). The Cooperative Contract is set to expire February 21, 2025. If DIR-CPO-
4851 is extended, this M&C authorizes the City to purchase similar equipment and supplies under the
extended contract. If DIR-CPO-4851 is not extended but DIR executes a new cooperative contract
with Critical Start, Inc. and with substantially similar terms, this M&C authorizes the City to purchase
the services under the new DIR contract. If this occurs, in no event will the City continue to purchase
services under the new agreement for more than three (3) years without seeking Council approval.
Funding is budgeted in Other Contractual Services of the Information Technology Solutions
Department's Info Technology Systems Fund, as appropriated.
BUSINESS EQUITY: A goal is not assigned when purchasing from an approved purchasing
cooperative or public entity.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30490&councildate=ll/29/2022 11/30/2022
M&C Review Page 2 of 2
AGREEMENT TERM: Upon City Council approval, the Agreement will become effective and expire
January 19, 2024 in accordance with the DIR contract. The agreement may be renewed on an annual
basis thereafter.
RENEWAL OPTIONS: This agreement may be renewed up to three one-year renewal terms at the
City's option. This action does not require specific City Council approval provided that the City Council
has appropriated sufficient funds to satisfy the City's obligations during the renewal terms.
ADMINISTRATIVE CHANGE ORDER-An administrative change order or increase may be made by
the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does
not require specific City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the recommendation, funds are available in the
current operating budget, as previously appropriated, in the Information Technology Systems Fund.
Prior to an expenditure being incurred, the Information Technology Solutions Department has the
responsibility to validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
Submitted for City Manager's Office by: Valerie Washington (6192)
Originating Department Head: Kevin Gunn (2015)
Additional Information Contact: Donlen Ruffin (2017)
ATTACHMENTS
04DEVO CYBERSECURITY SOFTWARE funds availability.ndf (CFW Internal)
Critical Start Form 1295 11-8-2022.pdf (CFW Internal)
FID Table Devo 11-7.xlsx (CFW Internal)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30490&councildate=ll/29/2022 11/30/2022