HomeMy WebLinkAboutContract 59414CSC No. 59414
ADDENDUM TO END USER LICENSE AGREEMENT
BETWEEN
THE CITY OF FORT WORTH
AND
INFRASTRUCTURE TECHNOLOGIES, LLC.
This Addendum to the End User License Agreement ("Addendum") is entered into by and
between Infrastructure Technologies, LLC. ("Vendor") and the City of Fort Worth ("City"),
collectively the "parties."
The Contract documents shall include the following:
1. This Addendum;
2. The ITpipes End User License Agreement;
3. Exhibit A — ITpipes Software Subscription & Professional Services Quote;
4. Exhibit B — Payment Schedule; and
5. Exhibit C — Signature Verification Form.
Notwithstanding any language to the contrary in the attached end user licensing agreement
([collectively referred to herein as] the "Agreement"), the parties stipulate by evidence of
execution of this Addendum below by a representative of each party duly authorized to bind the
parties hereto, that the parties hereby agree that the provisions in this Addendum below shall be
applicable to the Agreement as follows:
1. Term. The Agreement shall commence upon the date signed by the Assistant City
Manager below ("Effective Date") and shall expire no later than one (1) year after the Effective
Date ("Expiration Date"), unless terminated earlier in accordance with the provisions of this
Agreement or otherwise extended by the parties. This Agreement may be renewed for four (4) one-
year renewal periods at the City's option, each a "Renewal Term." The City shall provide Vendor
with written notice of its intent to renew at least thirty (30) days prior to the end of each term.
2. Termination.
a. Convenience. Either City or Vendor may terminate the Agreement at any
time and for any reason by providing the other party with 30 days written notice of
termination.
b. Breach. If either party commits a material breach of the Agreement, the non -
breaching Party must give written notice to the breaching party that describes the breach
in reasonable detail. The breaching party must cure the breach ten (10) calendar days after
receipt of notice from the non -breaching party, or other time frame as agreed to by the
parties. If the breaching party fails to cure the breach within the stated period of time, the
non -breaching party may, in its sole discretion, and without prejudice to any other right
under the Agreement, law, or equity, immediately terminate the Agreement by giving
written notice to the breaching party.
OFFICIAL RECORD
CITY SECRETARY
Addendum FT. WORTH, TX Page 1 of 18
C. Fiscal Funding Out. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify
Vendor of such occurrence and the Agreement shall terminate on the last day of the fiscal
period for which appropriations were received without penalty or expense to the City of
any kind whatsoever, except as to the portions of the payments herein agreed upon for
which funds have been appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date, City shall pay Vendor for services actually
rendered up to the effective date of termination and Vendor shall continue to provide City
with services requested by City and in accordance with the Agreement up to the effective
date of termination. Upon termination of the Agreement for any reason, Vendor shall
provide City with copies of all completed or partially completed documents prepared under
the Agreement. In the event Vendor has received access to City information or data as a
requirement to perform services hereunder, Vendor shall return all City provided data to
City in a machine readable format or other format deemed acceptable to City.
3. Attomevs' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties
or liquidated damages in any amount, City objects to these terms and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
4. Law and Venue. The Agreement and the rights and obligations of the parties hereto
shall be governed by, and construed in accordance with the laws of the United States and state of
Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement
shall be in a court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement
is required to be governed by any state law other than Texas or venue in Tarrant County, City
objects to such terms and any such terms are hereby deleted from the Agreement and shall have
no force or effect.
5. Linked Terms and Conditions. If the Agreement contains a website link to terms
and conditions, the linked terms and conditions located at that website link as of the effective date
of the Agreement shall be the linked terms and conditions referred to in the Agreement. To the
extent that the linked terms and conditions conflict with any provision of either this Addendum or
the Agreement, the provisions contained within this Addendum and the Agreement shall control.
If any changes are made to the linked terms and conditions after the date of the Agreement, such
changes are hereby deleted and void. Further, if Vendor cannot clearly and sufficiently
demonstrate the exact terms and conditions as of the effective date of the Agreement, all of the
linked terms and conditions are hereby deleted and void.
6. Insurance. The City is a governmental entity under the laws of the state of Texas
and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by
Governmental Units," is self -insured and therefore is not required to purchase insurance. To the
extent the Agreement requires City to purchase insurance, City objects to any such provision, the
parties agree that any such requirement shall be null and void and is hereby deleted from the
Addendum Page 2 of 18
Agreement and shall have no force or effect. City will provide a letter of self -insured status as
requested by Vendor.
7. Soverei2n Immunitv. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity; such provisions are hereby deleted and shall have no force or effect.
8. Limitation of Liabilitv and Indemnity. Vendor agrees the exclusions or limits of
liability, as may be stated elsewhere in the Agreement, shall not apply to the City's claim or loss
arising from any of the following: (a) Vendor's breach of its data security obligations; (b) Vendor's
misuse or misappropriation of the City's intellectual property rights, (c) Vendor's indemnity
obligations, or (d) any other obligations that cannot be excluded or limited by applicable law. To
the extent the Agreement, in any way, requires City to indemnify or hold Vendor or any third party
harmless from damages of any kind or character, City objects to these terms and any such terms
are hereby deleted from the Agreement and shall have no force or effect.
9. IP Indemnification. Vendor agrees to indemnify, defend, settle, or pay, at its
own cost and expense, including the payment of attorney's fees, any claim or action against
the City for infringement of any patent, copyright, trade mark, service mark, trade secret,
or other intellectual property right arising from City's use of the Deliverable(s), or any part
thereof, in accordance with the Agreement, it being understood that the agreement to
indemnify, defend, settle or pay shall not apply if City modifies or misuses the
Deliverable(s). So long as Vendor bears the cost and expense of payment for claims or actions
against the City pursuant to this section 8, Vendor shall have the right to conduct the defense
of any such claim or action and all negotiations for its settlement or compromise and to settle
or compromise any such claim; however, City shall have the right to fully participate in any
and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest,
and City agrees to cooperate with Vendor in doing so. In the event City, for whatever reason,
assumes the responsibility for payment of costs and expenses for any claim or action brought
against the City for infringement arising under the Agreement, the City shall have the sole
right to conduct the defense of any such claim or action and all negotiations for its settlement
or compromise and to settle or compromise any such claim; however, Vendor shall fully
participate and cooperate with the City in defense of such claim or action. City agrees to give
Vendor timely written notice of any such claim or action, with copies of all papers City may
receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of
costs or expenses shall not eliminate Vendor's duty to indemnify the City under the
Agreement. If the Deliverable(s), or any part thereof, is held to infringe and the use thereof
is enjoined or restrained or, if as a result of a settlement or compromise, such use is
materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy,
either: (a) procure for City the right to continue to use the Deliverable(s); or (b) modify the
Deliverable(s) to make them/it non -infringing, provided that such modification does not
materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the
Deliverable(s) with equally suitable, compatible, and functionally equivalent non -infringing
Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is
reasonably available to Vendor, terminate the Agreement, and refund all amounts paid to
Vendor by the City, subsequent to which termination City may seek any and all remedies
Addendum Page 3 of 18
available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
10. 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 ("Data 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.
11. No Mandatory Arbitration. To the extent the Agreement requires mandatory
arbitration to resolve conflicts, City objects to these terms and any such terms are hereby deleted
from the Agreement and shall have no force or effect.
12. Insurance. Vendor agrees that insurance coverage provided to City by Vendor is
sufficient for purposes of the Agreement only.
13. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is
understood and agreed that all obligations of City hereunder are subject to the availability of funds.
If such funds are not appropriated or become unavailable, City shall have the right to terminate the
Agreement except for those portions of funds which have been appropriated prior to termination.
14. Public Information. City is a government entity under the laws of the State of Texas
and all documents held or maintained by City are subject to disclosure under the Texas Public
Addendum Page 4 of 18
Information Act. To the extent the Agreement requires that City maintain records in violation of
the Act, City hereby objects to such provisions and such provisions are hereby deleted from the
Agreement and shall have no force or effect. In the event there is a request for information marked
Confidential or Proprietary, City shall promptly notify Vendor. It will be the responsibility of
Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are
sufficient will not be decided by City, but by the Office of the Attorney General of the State of
Texas or by a court of competent jurisdiction.
15. Addendum Controlling. If any provisions of the attached Agreement, conflict with
the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of City, the terms in this Addendum shall control.
16. Network Access.
a. Citv Network Access. If Vendor, and/or any of its employees, officers,
agents, servants or subcontractors (for purposes of this section "Vendor Personnel"),
requires access to the City's computer network in order to provide the services herein,
Vendor shall execute and comply with the Network Access Agreement which is attached
hereto as Exhibit "A" and incorporated herein for all purposes.
b. Federal Law Enforcement Database Access. If Vendor, or any Vendor
Personnel, requires access to any federal law enforcement database or any federal criminal
history record information system, including but not limited to Fingerprint Identification
Records System ("FIRS"), Interstate Identification Index System ("III System"), National
Crime Information Center ("NCIC") or National Fingerprint File ("NFF"), or Texas Law
Enforcement Telecommunications Systems ("TLETS"), that is governed by and/or defined
in Title 28, Code of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of
providing services for the administration of criminal justice as defined therein on behalf of
the City or the Fort Worth Police Department, under the Agreement, Vendor shall comply
with the Criminal Justice Information Services Security Policy and CFR Part 20, as
amended, and shall separately execute the Federal Bureau of Investigation Criminal Justice
Information Services Security Addendum. No changes, modifications, alterations, or
amendments shall be made to the Security Addendum. The document must be executed as
is, and as approved by the Texas Department of Public Safety and the United States
Attorney General.
17. Immigration Nationalitv Act. Vendor shall verify the identity and employment
eligibility of its employees who perform work under the Agreement, including completing the
Employment Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City
with copies of all I-9 forms and supporting eligibility documentation for each employee who
performs work under the Agreement. Vendor shall adhere to all Federal and State laws as well as
establish appropriate procedures and controls so that no services will be performed by any Vendor
employee who is not legally eligible to perform such services. VENDOR SHALL INDEMNIFY
CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR
LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S
EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice
Addendum Page 5 of 18
to Vendor, shall have the right to immediately terminate the Agreement for violations of this
provision by Vendor.
18. No Bovcott of Israel. If Vendor has fewer than 10 employees or the Agreement is
for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with
Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract with
a company for goods or services unless the contract contains a written verification from the
company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the
contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those
terms in Section 808.001 of the Texas Government Code. By signing this Addendum, Vendor
certifies that Vendor's signature provides written verification to City that Vendor: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the Agreement.
19. Riaht to Audit. Vendor agrees that City shall, until the expiration of three (3) years
after final payment under the Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Vendor involving transactions relating to the
Agreement. Vendor agrees that City shall have access during normal working hours to all
necessary Vendor facilities and shall be provided adequate and appropriate workspace in order to
conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable
advance notice of intended audits.
20. Prohibition on Bovcottin2 Ener2v Companies. Vendor acknowledges that in
accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg.,
R.S., S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that
has a value of $100,000 or more that is to be paid wholly or partly from public funds of the City
with a company with 10 or more full-time employees unless the contract contains a written
verification from the company that it: (1) does not boycott energy companies; and (2) will not
boycott energy companies during the term of the contract. The terms "boycott energy company"
and "company" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To the extent that Chapter
2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor
certifies that Contractor's signature provides written verification to the City that Contractor: (1)
does not boycott energy companies; and (2) will not boycott energy companies during the term of
this Agreement.
21. Prohibition on Discrimination Against Firearm and Ammunition Industries.
Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited
from entering into a contract for goods or services that has a value of $100,000 or more that is to
be paid wholly or partly from public funds of the City with a company with 10 or more full-time
employees unless the contract contains a written verification from the company that it: (1) does
not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and (2) will not discriminate during the term of the contract against a
firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm
trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter
Addendum Page 6 of 18
2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor
certifies that Contractor's signature provides written verification to the City that Contractor: (1)
does not have a practice, policy, guidance, or directive that discriminates against a firearm entity
or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
22. Insurance.
1.1. The Vendor shall carry the following insurance coverage with a company that is
licensed to do business in Texas or otherwise approved by the City:
1.1.1. Commercial General Liability:
1.1.1.1. Combined limit of not less than $2,000,000 per occurrence;
$4,000,000 aggregate; or
1.1.1.2. Combined limit of not less than $1,000,000 per occurrence;
$2,000,000 aggregate and Umbrella Coverage in the amount of $4,000,000.
Umbrella policy shall contain a follow -form provision and shall include coverage
for personal and advertising injury.
1.1.1.3. Defense costs shall be outside the limits of liability.
1.1.2. Statutory Workers' Compensation and Employers' Liability Insurance
requirements per the amount required by statute.
1.1.3. Technology Liability (Errors & Omissions)
1.1.3.1. Combined limit of not less than $2,000,000 per occurrence;
$4million aggregate or
1.1.3.2. Combined limit of not less than $1,000,000 per occurrence;
$2,000,000 aggregate and Umbrella Coverage in the amount of $4,000,000.
Umbrella policy shall contain a follow -form provision and shall include coverage
for personal and advertising injury. The umbrella policy shall cover amounts for
any claims not covered by the primary Technology Liability policy. Defense costs
shall be outside the limits of liability.
1.1.3.3. Coverage shall include, but not be limited to, the following:
1.1.3.3.1. Failure to prevent unauthorized access;
1.1.3.3.2. Unauthorized disclosure of information;
1.1.3.3.3. Implantation of malicious code or computer
virus;
1.1.3.3.4. Fraud, Dishonest or Intentional Acts with final
adjudication language;
Addendum Page 7 of 18
1.1.3.3.5. Intellectual Property Infringement coverage,
specifically including coverage for intellectual property infringement
claims and for indemnification and legal defense of any claims of
intellectual property infringement, including infringement of patent,
copyright, trade mark or trade secret, brought against the City for use of
Deliverables, Software or Services provided by Vendor under this
Agreement;
1.1.3.3.6. Technology coverage may be provided through
an endorsement to the Commercial General Liability (CGL) policy, a
separate policy specific to Technology E&O, or an umbrella policy that
picks up coverage after primary coverage is exhausted. Either is
acceptable if coverage meets all other requirements. Technology coverage
shall be written to indicate that legal costs and fees are considered outside
of the policy limits and shall not erode limits of liability. Any deductible
will be the sole responsibility of the Vendor and may not exceed $50,000
without the written approval of the City. Coverage shall be claims -made,
with a retroactive or prior acts date that is on or before the effective date
of this Agreement. Coverage shall be maintained for the duration of the
contractual agreement and for two (2) years following completion of
services provided. An annual certificate of insurance, or a full copy of the
policy if requested, shall be submitted to the City to evidence coverage;
and
1.1.3.3.7. Any other insurance as reasonably requested by
City.
1.2. General Insurance Requirements:
1.2.1. All applicable policies shall name the City as an additional insured
thereon, as its interests may appear. The term City shall include its employees, officers,
officials, agents, and volunteers in respect to the contracted services.
1.2.2. The workers' compensation policy shall include a Waiver of Subrogation
(Right of Recovery) in favor of the City of Fort Worth.
1.2.3. A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage shall be provided to the City. Ten (10) days' notice shall be acceptable
in the event of non-payment of premium. Notice shall be sent to the Risk Manager, City
of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102, with copies to the City
Attorney at the same address.
1.2.4. The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII in the
current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management. If the rating is below that required,
written approval of Risk Management is required.
1.2.5. Any failure on the part of the City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
Addendum Page 8 of 18
1.2.6. Certificates of Insurance evidencing that the Vendor has obtained all
required insurance shall be delivered to and approved by the City's Risk Management
Division prior to execution of this Agreement.
(signature page follows)
Addendum Page 9 of 18
[Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED
AND AGREED:]
City:
a a,. ��/�
By: Dana Burghd°H� 15, 20 '-40 CDT)
Name: Dana Burghdoff
Title: Assistant City Manager
Date: May 15, 2023
Vendor:
By: rlu �
Y
Name: Cori Cross
Title: CEO/Member, Infrastructure
Technologies, LLC.
Date: May 10, 2023
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended:
ChK,--fooher ffaider
By: Christopher Harder (May 15, 202306:56 CDT)
Name: Christopher Harder
Title: Director, Water Department
Approved as to Form and Legality:
By:
Name: Taylor Paris
Title: Assistant City Attorney
Contract Authorization:
M&C: 23-0338
Contract Compliance Manager:
By signing I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
By: Jeff Ryan (MQ 10, 405 16:06 CDT)
Name: Jeffery Ryan
Title: IT Manager, Water Department
4.p44UUn�Il
ppF City Secretary: PPapv'F8°°EORr°ao�sa
0�
p~° °mod0do=*o
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By:
Name: Jannette S. Goodall
Title: City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Addendum Page 10 of 18
End User License Agreement
Revised November 8, 2021
IMPORTANT - Read Carefully.
OD ,.
pipes
Unless superseded by a signed license agreement between you and Infrastructure Technologies,
LLC., dba ITpipes, ITpipes is willing to provide ITpipes Offering and Services to you only if you
accept all terms and conditions contained in this Agreement as the sole and final agreement of the
parties regarding your acquisition of ITpipes Offerings and Services. Please read the terms and
conditions carefully. You may not use ITpipes Offerings until you have agreed to the terms and
conditions of this Agreement. If you do not agree to the terms and conditions as stated, ITpipes must
be informed in writing within 30 days of receipt of the product, you may then request a refund for
pro -rated applicable fees paid.
This End User License Agreement ("Agreement") is between you ("Customer") and Infrastructure
Technologies, LLC. dba ITpipes, an Oregon Corporation with a place of business at 4921 Alexander
Blvd. NW, Suite B, Albuquerque, New Mexico, 87107.
Section A - General Aareement
1.0 General Grant of Rights and Restrictions
1.1 Grant of Rights. In consideration of Customer's payment of all applicable fees and in
accordance with this agreement, ITpipes:
A. Provide Offerings and Services as set forth in this agreement,
B. Grants to Customer a non-exclusive, non -transferable right and a license or subscription to
access and use ITpipes Offerings as set forth in the specifications and or applicable ordering
documents, and
C. Authorizes Customer to copy and make derivative works of the documentation for
Customer's own internal use in conjunction with Customer's authorized use of ITpipes
Offerings. Customer will include the following copyright attribution notice acknowledging the
proprietary rights of ITpipes and its' licensors in any derivative work:
a. "Portions of this document include intellectual property of ITpipes and are used under
license. Copyright [customer will insert the actual copyright date(s) from the source
materials.] ITpipes and its licensors. All rights reserved."
The grants of right in this section:
1. continue for the duration of the subscription or applicable term or perpetually if no term is
applicable or identified in the ordering documents, and
2. are subject to additional rights and restrictions in this agreement.
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End User License Agreement
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1.2 Consultant or Contractor Access. Customer may authorize its consultants or contractors to:
1. host ITpipes Offerings for Customer's benefit, and
2. use ITpipes Offerings exclusively for Customer's benefit. Customer will be solely responsible
for its consultants and contractors compliance with this agreement and will ensure that each
consultant or contractor discontinue the use of ITpipes Offerings upon completion of work for
Customer. Access to our use of ITpipes Offerings by consultants or contractors that is not
exclusively for Customer's benefit is prohibited
1.3 Reservation of Rights. All ITpipes Offerings are the copyrighted works of ITpipes or its license
source; all rights not specifically granted in this agreement are reserved.
1.4 Customer Content. ITpipes does not acquire any rights in Customer content under this
agreement other than as needed to provide ITpipes Offerings and Services to Customer.
2.0 DEFINITIONS
• "Anonymous Users" means all who have public access (i.e. without having to provide a
Named User Credential) to any part of Customer Content or Customer's Value -Added
Applications.
• "API" means application programming interface.
• "App Login Credentials" means a system -generated application login and associated
password, provided when registering a Value -Added application with Online Services, which
is then embedded in a value-added application, which then allows the value-added
application to access and use Online Services.
• "Cloud Services" means Online Services and/or ITpipes managed Cloud Services.
• "Concurrent Use License" means a license to use Software on computer(s) on a network,
provided that the number of simultaneous users may not exceed the number of licenses
acquired.
• "Named User(s)" is Customer's employee, agent, consultant, or contractor to whom
Customer has assigned a unique, secure login credential (identity) enabling access to a
Product that requires such identity in order to access identity -managed capabilities within a
Product for Customer's exclusive benefit. For educational use, Named Users may include
registered students.
• "Named User Credential(s)" means the right for a single Named User to use a specific ITpipes
Offering(s) .
• "Online Services" means any commercially available, internet based application that ITpipes
provides.
• "Online Services Subscription" means a limited -term subscription conveying the right for one
or more Named Users to access ITpipes Offering(s).
• "Ordering Document" means a sales quote, renewal quote, purchase order, proposal or other
document identifying Products or Services that Customer orders.
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End User License Agreement
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• "Server License" means a license to install and use Software on a server computer. Server
Licenses may be subject to a limited number of server cores or distributed deployment based
on the Ordering Documents.
• "Service Level Agreement" means a limited -term subscription agreement that ITpipes
provides that entitles Customer to technical support and web -based learning resources.
• "Sharing Tools" means capabilities included with Customer's authorized use of ITpipes
Offering(s) that allow Customer to make Customer content and Value -Added applications
available to third parties or Anonymous Users.
• "Single Use License" means a license for a single authorized end user to install and use
Software on a single computer. No other end user may use Software under the same license
at the same time for any other purpose.
• "Software Subscription" means a limited -term subscription conveying the right for one or
more Named Users to access and use Online Services.
• "Value Added Application" means an application developed by Customer for use in
conjunction with the authorized use of any software, data, or Online Services.
2.2. License and Subscription Types. ITpipes provide software products under one or more of the
license or subscription types identified in the definitions above the ordering documents identify
which license or subscription type of place to the ordered products.
2.3 Terms of Use. A Customer may:
1 - install access or store software and data on electronic storage devices
2 - to make archival copies or routine computer backups
3 - install and use a newer version of software concurrently with a version to be replaced during a
reasonable transition. Not to exceed six months, provided that the deployment of either version does
not exceed Customer's license quantity; thereafter Customer will not use more software in the
aggregate and Customer's total license quantity.
4- Move software in the license configuration to a replacement computer.
Customer may customize software using any scripting language, APIs, or object code libraries but
only to the extent that such customization is described in the documentation.
2.4 Online Services Terms of Use.
a. Online Service Descriptions. See the Online Cloud Services Agreement at
httr)s://www.itr)ir)es.com/securitv/ for more detail. Use of Online Services is subject to the
Cloud Services agreement.
b. Modifications of Online Services. ITpipes may change Online Services and associated APIs
at any time, subject to 30 days notice of material changes and 90 days notice for deprecation;
if any modification discontinuation or deprecation of Online Services causes a material
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adverse impact to Customer's operations ITpipes may, at its discretion attempt to repair,
correct, or provide a workaround for Online Services. If a viable solution is not commercially
reasonable for Customer, Customer may cancel the subscription to Online Services when
applicable and upon request, ITpipes will issue a prorated refund.
c. Sharing Customer Content. Sharing Customer content using sharing tools enable third
parties to use, store, cache, copy, reproduce, redistribute and re -transmit Customer content
through Online Services. ITpipes is not responsible for any loss, deletion, modification, or
disclosure of Customer content resulting from use or misuse of sharing tools. Customer use
of sharing tools is at Customer's sole risk.
2.5 Named User Licenses. Except as expressly set forth in this agreement the following terms apply
to Software and Online Services for which Customer acquires named user licenses.
A. Named users.
a. Named user login credentials are for designated users only and may not be shared
with other individuals.
b. Customer may reassign a named user license to another user if the former user no
longer requires access to the software or Online Services.
c. Customer may not add third parties as named users other than third parties included
within the definition of named users.
B. Anonymous Users. Anonymous users may only access software or Online Services through
value added applications that provide access to services or content that has been published
for shared access through the use of sharing tools.
2.6 Value Added Applications.
1. Customer is responsible for the development operation and technical support of Customer
content and value added applications.
2. Customer may not provide a third -party, other than third parties included within the definition
of named users, with access to software or Online Services other than through Customer's
Value Added Applications.
2.7 Limited -Use Programs.
Trial, Evaluation, and Beta Programs. Products acquired under a trial, evaluation, or beta program
are licensed for evaluation and testing purposes only and not for commercial use. Any such use is at
Customer's own risk and the products do not qualify for maintenance. If Customer does not convert
to a purchased license or subscription prior to the expiration of the trial, evaluation or beta license,
Customer may lose any Customer content and configurations made during the license term. If
Customer does not wish to purchase a license or subscription, Customer should export Customer
content before the license expires.
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Educational Programs. Customer agrees to use Products provided under an educational program
solely for educational purposes during the educational use Term. Customer shall not use Products
for any Administrative Use or commercial use unless Customer has acquired a Commercial Use
License. "Commercial Use" means activities that are not directly related to instruction or education,
such as asset inspection, inspection management, inspection planning, inspection prioritizing, and
related analytics and/or scheduling. Customer shall not use Products for revenue -generating or
for -profit purposes.
Service Level Agreement
ITpipes will provide service and support for software and online service in accordance with the
ITpipes Service Level Agreement. See the Service Level Agreement at httr)s:Hitr)ir)es.com/securitv/
for more detail.
Services
ITpipes may provide managed Cloud Services, Training, or Professional Services under an applicable
Ordering Document. Unless Customer has signed and has a fully executed agreement with ITpipes
establishing terms and conditions for such services, ITpipes performance is subject to the Services
terms and conditions incorporated by reference and found within ITpipes Service Level Agreement.
Section B: General Terms and Conditions
13.1 General Use Restrictions.
The following general terms and conditions apply to all ITpipes Offerings and Services that ITpipes
may offer to its Customers.
Except as expressly permitted in this Agreement, Customer will not:
A. Sell, rent, lease, sublicense, distribute, lend, time-share, or assign ITpipes Services or
Offerings;
B. Distribute or provide direct access to Services or ITpipes Offerings to third parties, in whole or
in part.
C. Distribute authorization codes to third parties;
D. Reverse engineer, decompile, or disassemble any Product or Deliverable delivered in
compiled form;
E. Make any attempt to circumvent the technological measure(s) that control access to or use of
ITpipes Offerings;
F. Remove or obscure any ITpipes or its licensor's patent, copyright, trademark, proprietary
rights notices, or legends contained in or affixed to any ITpipes Offerings, output, online, or
hard copy data or documentation; or
G. Publish or in any other way communicate the results of benchmark tests run on Beta
Products without the prior written permission of ITpipes.
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These restrictions will not apply to the extent that they conflict with applicable law or regulation.
B. 2 Term & Termination.
Customer may terminate this Agreement or any ITpipes license or subscription at any time upon
written notice to ITpipes. Termination without cause does not entitle Customer to receive any refund
of fees paid. Upon any termination of this Agreement for breach, ITpipes will stop providing Services
and Offerings.
If ITpipes terminates this Agreement following Customer's breach, then ITpipes may also, at its
election, terminate Customer's licenses or subscriptions to ITpipes Offerings.
Upon any termination or expiration of a license or subscription, Customer will:
A. Stop accessing and using the terminated or expired ITpipes Offerings;
B. Stop using and uninstall, remove, and destroy all copies of the terminated or expired ITpipes
Offerings in Customer's possession or control.
ITpipes may stop performing Services immediately upon written notice to Customer if a bankruptcy
or insolvency proceeding is commenced by or against Customer until the trustee cures any existing
defaults and provides adequate assurance of future performance under this Agreement. This
Agreement terminates upon the insolvency, liquidation, or dissolution of either party.
B. 3 Limited Warranties and Disclaimers.
1. Except as disclaimed below, ITpipes warrants to Customer that
a. Products and Training will substantially comply with the applicable Specifications
b. Services will substantially conform to the proposal and professional and technical
standards of the industry.
c. The warranty period for ITpipes Offerings under a perpetual license and for Services
runs for 90 days from the date of delivery or from the date of acceptance if this
Agreement provides an acceptance period. The warranty period for ITpipes Offerings
offered under a subscription basis runs for the duration of the subscription term.
2. Special Disclaimer. Online services provided at no charge and Beta Products are delivered
"as is" and without warranty of any kind.
3. Except for the express limited warranties set forth in this agreement, ITpipes disclaims all
other warranties or conditions of any kind, whether express or implied, including, but not
limited to, warranties or conditions of merchantability, fitness for a particular purpose, and
non -infringement of intellectual property rights. ITpipes is not responsible for any
non -conformity with specifications or loss deletion modification or disclosure of Customer
content caused by Customer's modification of any ITpipes offering other than as specified in
the documentation. ITpipes' does not warrant that ITpipes Offerings, or ITpipes Customer
operation of the same, will be uninterrupted, error free, fault tolerant, or fail safe or that all
non -conformities can or will be corrected. ITpipes Offerings are not designed, manufactured,
or intended for use in environments or applications that may lead to death, personal injury, or
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physical property or environmental damage. Any such uses will be at Customer's own risk
and cost.
B.4 Disclaimers.
• Internet Disclaimer. Neither party will be liable for damages under any theory of law related
to the performance or discontinuation of operation of the Internet or to regulation of the
Internet that might restrict or prohibit the operation of Cloud Services.
B.5 Exclusive Remedv.
Customer's exclusive remedy and ITpipes entire liability for breach of the limited warranties in the
section will be to:
1. Provide a workaround for the applicable ITpipes Offering or Service.
2. At ITpipes election, terminate Customer's right to use and refund the fees paid for ITpipes
Offerings or Services that do not meet ITpipes limited warranties.
B.6 Limitation of Liabilitv.
Disclaimer of liability. Neither Customer, ITpipes, nor any ITpipes distributor will be liable for any
indirect, special, incidental, or consequential damages; lost profits; lost sales; loss of Goodwill; cost
of replacement or substitute goods or services; or damages exceeding the applicable license fees, or
current subscription fees, or services fees paid or ITpipes for the ITpipes Offerings or Services giving
rise to the cause of action.
The limitations and exclusions of liability in the preceding paragraph do not apply to Customer's
infringement, misuse, or misappropriation of ITpipes and intellectual property rights, either parties
indemnification obligations, gross negligence, willful misconduct, or any applicable law or regulation.
The foregoing disclaimers limitations and excuses exclusions may be invalid in some jurisdictions
and apply only to the extent permitted by applicable law regulation and Customer's jurisdiction.
Customer may have additional rights that may not be waived or disclaimed. ITpipes does not seek to
limit Customer's warranty or remedies to any extent not permitted by law.
B.6.1 Indemnification.
ITpipes will defend, hold all indemnities harmless from, and indemnify any loss arising out of an
infringement claim
If ITpipes determines that an infringement claim is valid ITpipes may, at its expense, either:
1. Obtain rights for Customer to continue using the ITpipes Offerings or Services or
2. Modify the ITpipes Offerings or Services while maintaining substantially similar functionality.
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If neither alternative is commercially reasonable, ITpipes may terminate Customer's right to use the
ITpipes Offerings or Services and will refund license fees that Customer paid for the infringing
ITpipes Offerings or Services for the unused portion of fees paid for term licenses.
ITpipes has no obligation to defend an infringement claim or to indemnify customer to the extent the
infringement claim arises out of:
1. the combination or integration of ITpipes Offerings or Services with a product, process,
system, or element, that ITpipes has not supplied or specified in the specifications;
2. alteration of ITpipes Offerings or Services by anyone other than ITpipes; or
3. compliance with customer specifications or for use of ITpipes Offerings or Services after
ITpipes either provides a modified version to avoid infringement or terminates customer right
to use the ITpipes Offerings or Services.
B.7 Cloud Services.
B.7.1 Prohibited Uses. Customer shall not provide Customer Content or otherwise access or use
Cloud Services in a manner that:
1. Creates or transmits spam, spoofing, or phishing email or offensive or defamatory material
2. Stores or transmits any Malicious Code;
3. Violates any law or regulation;
4. Inferences or misappropriates the rights of any third party;
B.7.2. Service Interruption. System failures or other events beyond ITpipes reasonable control may
interrupt Customer's access to Cloud Services. ITpipes may not be able to provide advance notice of
such interruptions. See the Online Cloud Services Agreement at https:Hitpipes.com/security/ for
more detail.
B.7.3 Malicious Code. ITpipes will use commercially reasonable efforts to ensure that ITpipes
Offerings will not transmit any Malicious Code to Customer. ITpipes is not responsible for Malicious
Code that Customer introduces to ITpipes Offerings or that is introduced through customer content.
B.7.4 Personal Data. ITpipes does not collect personal data and recommends that customers do
not use ITpipes to collect personal data.
B.7.5 Notice to ITpipes. Customer will promptly notify ITpipes if Customer becomes aware of any
unauthorized use of Customer's subscription or any other breach of security regarding Cloud
Services.
Section C - General Provisions
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CA Payment. Customer will pay each correct invoice no later than 30 days after receipt and will
remit payment via ACH, wire transfer, or credit card as stated on the invoice.
C.2 Feedback. ITpipes may freely use any feedback, suggestions, quotes, or requests for Product
Improvement or comments on Product that Customer provides to ITpipes.
C.3 Severability. If any provision of this Agreement is held to be unenforceable for any reason, such
provision will be reformed only to the extent necessary to make the intent of the language
enforceable and all other provisions of this Agreement will remain in effect.
C.4 Successor and Assigns. Customer will not assign, sublicense, or transfer Customer's rights or
delegate Customer's obligations under this Agreement with ITpipes express consent, and any
attempt to do so without consent will be void. This Agreement will be binding on the respective
successors and assigns of the parties to this Agreement. Notwithstanding, a contractor under
contract to the government to deliver Products may assign this Agreement and Products acquired for
delivery to its government customer upon written notice to ITpipes and express consent from
ITpipes, provided the government customer assents to the terms of this Agreement.
C.5 Dispute Resolution. In case of dispute, the parties will use arbitration as the dispute resolution
process. Parties will submit to binding arbitration to resolve any dispute arising out of or relating to
this Agreement that cannot be settled through negotiation. The Commercial Arbitration Rules of the
American Arbitration Association will govern the arbitration proceedings. The parties will select a
single arbitrator in accordance with the applicable arbitration rules. Either party will, at the request of
the other, make available documents or witnesses relevant to the major aspects of the dispute.
C.6 Notice. Customer may send notices required under this Agreement to ITpipes at the following
address:
ITpipes, LLC.
Attn: CEO and/or CFO
4921 Alexander Blvd. NW, Suite B
Albuquerque, NM 87107
Phone: 505-355-0109
Email: bookkeeping@itpipes.com
- The End -
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Page 9 of 10
EXHIBIT A
ITPIPES
SUBSCRIPTION & PROFESSIONAL SERVICES QUOTE
Addendum — Exhibit A Page 16 of 18
pipesTM Infrastructure Technologies, LLC.
Ph: +1.505.341.0109
Email: bookkeeping@itpipes.com
Bill To
City of Fort Worth SEWER, TX
Mark Shell
1000 Throckmorton St.
Fort Worth, TX 76102
Ship To
City of Fort Worth SEWER, TX
Mark Shell
1000 Throckmorton St.
Fort Worth TX 76102
Quote/Estimate
Quote 223342
Date Apr 10, 2023
Valid Till Jun 1, 2023
Preparer Charles Prather
Terms Due upon license activation.
This quote is for the initial setup and 1st year subscription for up to 16 ITpipes mobile licenses, Nassco's Pacp New
Certification for 20 people, date and time to be determined, and increasing the amount of Cloud hosting/storage to 11 TB
total. Also for Converting the Fort Worth Water CCTV trucks and Master database to a PACP format. Group 1 items are for the
Fort Worth Water (sanitary sewer) and Group 2 items is for Fort Worth Stormwater Management. See the data conversion
proposal for more details.
Term and Conditions will be determined in the contract.
20230410 revision -extension of quote expiration date-cp
PRODUCT DETAILS QTY Price Amount
ITpipes Mobile Initial Setup with mapping for group 1. Field inspection 15 $ 4,750.00 $ 71,250.00
application for data collection, including one asset and inspection type with
sync setup if applicable. This does require an ongoing annual subscription.
#: mobilesetup-m
ITpipes Mobile Subscription for group 1. 15 $ 1,375.00 $ 20,625.00
Displayed price is after discount.
Retail cost is $2750 per unit.
#: mobilesub
ITpipes Mobile Subscription for group 2. This subscription covers one asset 1 $ 1,375.00 $ 1,375.00
type. Displayed price is after discount.
Retail cost is $2750 per unit.
#: mobilesub
ITpipes Sync Setup for group 1. This does require an ongoing annual 1 $ 2,500.00 $ 2,500.00
subscription.
#: syncsetup
PACP Training & Certification Class for group 1. This is a price per person, 20 $ 1,000.00 $ 20,000.00
Two 2 day session, maximum of 10 in each session.
#: ps-nasscocert
Data conversion from the SPICAP standard to the PACP standard for group 20 $ 1,500.00 $ 30,000.00
1. This does not include data scrubbing (cleaning) or fixing existing data. Not
to exceed this amount. Actual time will be billed.
#: s-consult8
ITpipes Web View Inspection Subscription for group 1, unlimited users. 1 $ 2,500.00 $ 2,500.00
#: webviewsub
1
PRODUCT DETAILS QTY Price Amount
ITpipes Web Subscription for group 1, per user. 10 $ 1,500.00 $ 15,000.00
#: webusersub
ITpipes Web Subscription for group 2, per user. 3 $ 1,500.00 $ 4,500.00
#: webusersub
ITpipes Cloud Subscription for group 1. This provides fully hosted data 1 $ 48,000.00 $ 48,000.00
storage, of up to 11 tbs. This is billed upon activation, this does require an
ongoing annual subscription.
#: cloud-10tb
ITpipes Cloud Subscription for group 2. This provides fully hosted data 1 $ 3,000.00 $ 3,000.00
storage of up to 1 tb. This is billed upon activation and this does require an
ongoing annual subscription.
#: cloudltb
Group 1 Service Level Agreement (SLA) for ITpipes Platform 1 $ 4,000.00 $ 4,000.00
DATE: Annual Service agreement for up to 15 Mobile units.
#: sla-a
Group 2 Service Level Agreement for ITpipes Platform . Annual Service 1 $ 1,500.00 $ 1,500.00
agreement for up to 1 Mobile unit.
#: sla-a
Consultation for Services for group 2: billed hourly. ITpipesTier 1 & 2 1 $ 12,000.00 $ 12,000.00
technicians at $150/hr. Project manager/Tier3 technicians at $280/hr.
#: consultonlinepsc
All software licensing costs are due and payable upon Grand Total $ 236,250.00
receipt of the license activation key(s). Payment is
accepted via credit card and wire transfer and special
arrangement for check deposit.
Jeff Ryan 777p��M �o, )16:06CDT) May 10, 2023
Name: .......................................................Signature:................................................................Date......................
Term & Conditions: Shipping costs may be invoiced separately. Orders ship 10-14 days after payment is rec'd. Notification of backorders will occur as ITpipes is
informed, however, we cannot be liable for these situations. A limited 10 day warranty, covering parts/labor on depot basis applies. We disclaim any and all warranties,
express or implied, but not limited to any implied warranties or with regard to any licensed products. A restocking fee is applied if product is returned. Prices are subject
to change. All sales are direct to end -users or through an authorized reseller and from that reseller direct to end -user for warranties to be valid. All invoices not paid on
time accrue interest at 1.25% per month, 15% per year. Checks returned unpaid shall result in an additional charge of $50 each and ITpipes reserves its right to collect
damages and penalties as to NM law. If legal action is necessary to collect amount due, ITpipes shall be entitled to attorney's fees. Licenses are non -transferable.
IN
EXHIBIT B
PAYMENT SCHEDULE
Payment Terms are Net 30.
Addendum Exhibit B Page 17 of 18
EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
Addendum Exhibit C Page 18 of 18
VERIFICATION OF SIGNATURE AUTHORITY
Infrastructure Technologies, LLC.
10412 Menaul Blvd, Albuquerque, NM 87112
Pipeline inspection software and services.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind the Consultant and to execute any agreement, amendment
or change order on behalf of Consultant. Such binding authority has been granted by proper order,
resolution, ordinance or other authorization of Company. The City is fully entitled to rely on the warranty
and representation set forth in this Form in entering into any agreement or amendment with Consultant.
Consultant will submit an updated Form within ten (10) business days if there are any changes to the
signatory authority. The City is entitled to rely on any current executed Form until it receives a revised
Form that has been properly executed by the Consultant.
Name: Cori Criss
Position: CEO/Member
S 4gnree�
2. Name: Al Rossmeisl
Position: CFO/Member
Signature
Name:
Position:
Signature
Name: 4.
Signature of President / CEO
Other Title:
Date: 02/15/2023
5/8/23, 1:47 PM M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 4/25/2023 REFERENCE NO.: **M&C 23-0338 LOG NAME
CODE: G TYPE:
CONSENT PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
FORT WORTH
601TPIPES, LLC.
NO
SUBJECT: (ALL) Authorize a Sole Source Agreement with Infrastructure Technologies, LLC for
Software, Licensing, Maintenance and Support, Training, and Professional Services
Utilized by the Water Utility and Transportation and Public Works for an Annual Amount of
$236,250.00
RECOMMENDATION:
It is recommended that the City Council authorize a Sole Source Agreement with Infrastructure
Technologies, LLC for software, licensing, maintenance and support, training, and professional
services utilized by the Water Utility's Field Operations group and the Transportation and Public Works
Department for sanitary sewer system inspections and storm drain system inspections respectively, for
an annual amount of $236,250.00.
DISCUSSION:
The Field Operations for the Water Utility has utilized Infrastructure Technologies, LLC solutions for
sanitary sewer inspection since 2007. The Transportation and Public Works Department has utilized
these same solutions for stormwater inspection since 2017. If approved, the new agreement will
provide the Water Utility and Transportation and Public Works with upgraded software/SaaS
capabilities and storage, maintenance and support, new licensing for updated systems, and training
and professional services including recoding existing work to current industry standards in support of
the inspection and maintenance of the City's sanitary sewer and stormwater systems respectively. In
addition, this will combine both the Water Utility and Transportation and Public Works contracts into a
single agreement. It will empower the Water Utility and Transportation and Public Works with
increased capacity and flexibility to inspect and maintain the city's 3400+ miles of sanitary sewer lines
and 1000+ miles of storm drain lines serving 275,000+ customers.
ADMINISTRATIVE CHANGE ORDER
An administrative change order or increase may be made by the City Manager in the amount up to the
maximum allowed under state law and the City Code and does not require specific City Council
approval as long as sufficient funds have been appropriated.
AGREEMENT TERM
This Agreement will commence on May 28, 2023 and end on May 27, 2024.
RENEWAL OPTIONS
This Agreement will have four one-year renewal options.
DVIN
A waiver of the goal for Business Equity subcontracting requirements was requested, and approved
by the DVIN, in accordance with the applicable Ordinance, because the waiver request is based on
the sole source information provided.
FISCAL INFORMATION/CERTIFICATION:
FISCAL INFORMATION/CERTIFICATION:
apps. cfwnet.org/counci I_packet/mc_review.asp? I D=30965&cou nciIdate=4/25/2023 1 /2
5/8/23, 1:47 PM M&C Review
The Director of Finance certifies that funds are available in the current operating budgets, as
previously appropriated, in the participating departments' Operating Funds to support the approval of
the above recommendation and execution of the purchase agreement. Prior to any expenditure being
incurred, the participating departments have the responsibility to validate the availability of funds.
TO
I Fund ' Department Account I Project Program I 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_ Dana Burghdoff (8018)
Originating Department Head: Chris Harder (5020)
Additional Information Contact: Jeffery Ryan (8359)
ATTACHMENTS
APPROVED ITpipes-Request for Waiver of Business Equitv Goal.pdf (CFW Internal)
Fort Worth ProposalQuote rv2 236250.pdf (CFW Internal)
ITpipes-Exemption Form Final.pdf (CFW Internal)
ITpipes Conflict of Interest Questionnaire (1).pdf (CFW Internal)
ITpipes Form 1295 Certificate 101006347 (3).pdf (CFW Internal)
601TPipes FID Table.xlsx (CFW Internal)
apps. cfwnet.org/counci I_packet/mc_review.asp? I D=30965&cou nciIdate=4/25/2023 2/2
FoRTWORTH.
Routing and Transmittal Slip
DOCUMENT TITLE
M&C: 23-0338 CPN:
TO:
Rick Lisenbee - Approver
Cori Cross — Signer
Jeff Ryan —Signer
Jan Hale — Approver
Chris Harder — Signer
Taylor Paris — Signer
Dana Burghdoff — Signer
Ron Gonzales— Approver
Jannette Goodall — Signer
Allison Tidwell — Form Filler
Charmaine Baylor - Accepter
Needs to be notarized:
Water Department
ITpipes Addendum to End User License Agreement
CSO:
INITIALS
N
❑ YES x NO
Action Required:
❑ As Requested
❑ For Your Information
x Signature/Routing and/or Recording
❑ Comment
❑ File
FOR CMO USE ONLY: Routing to CSO x YES ❑ NO
DOC #:
DATE OUT
EXPLANATION
Software subscriptions for ITpipes CCTV online services are used by the Water Utility and Transportation and
Public Works Department for inspection, condition scoring, organization, and storage of maintenance videos for the
city's sanitary sewer and storm water main lines. CCTV video is utilized by the Utility and Transportation and
Public works to ensure main lines are properly maintained and/or replaced. The Utility requires the vendor to
recode current maintenance scores from a custom coding structure to the industry standard coding structure, PACP.
Further services include software/SaaS system training, PACP coding training and certification, and consulting
services.
The not -to -exceeds amount of the contract is $236,250.00
The Agreement shall commence upon the date signed by the Assistant City Manager below ("Effective Date") and
shall expire no later than one (1) year after the Effective Date ("Expiration Date"), with four renewal options.
Please sign or approve these items. If you have any questions or concerns, feel free to call or email me.
Thank you,
Jeff Ryan
IT Manager, Water IT
Fort Worth Water Department
Phone: (817) 392-8539
Mobile: (682) 263-5253
Email.jeffery.ryan@fortworthtexas.gov