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HomeMy WebLinkAboutContract 27439. r � � f , �r ` . � , �1 k LIMITED ACCESS AGREEIi�IE1�TT �IYY �E��tE'�'A�1� _ �.QNiRRCi � . _ . ;, This LIMITED ACCESS AGREE1VrENT ("Agreernent") is made and entered into b� and beiween the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized under the laws oF �he Staie of Te�as and �ituated in portions of Tat'rant and Dcnton Counties, Texas, and �ort Worth Convention and Visitor's Bureau (" Contractor"). The follawing statements are true and correct and form ihe basis of this Agreeme�t: A. The City owns and operates a�e server computer system and network (collectively the "Net�vork"}. B. Contractar contracts with the City of Fort Worth to baok conventions into the Conventian Center and Hotels. C. Con�racior �ee�s access to the City's Network in order view the calendar events so they can identify dates for potentzal new busincss. The City is willing ta grant Contractor access ta the Network, subject to the terms and canditions set £orth in this Agreemen�. NOW, THEREFORE, �he City and Contractor hereby agree as follaws: l. GRA.NT OF LIM�TEA ACCE�S. Contractor is hereby granted a limited right ta access the City's Network the sole purpase of viewing calendar events. Because Contractar can enter �ie City's Ne�work only through ihe City's computer security systems, the City will provide Contractor with a password and access number or n.umbers. 2. COMPENSATION TO CI'I`Y. In return for the City's provision to Contractar af limited access to the City's Network, Gontractor sl�all pay the City fees at the rates set forth in Exhibit 1, attached hereto and hereby made a part of this Agreeanent for all purposes. Contractor shall pay th� fees within thirty {30) days following receipt of an invoice for the same firom the City. The fee shail be payable to the City of Fort Worth, �T Solutions Depariment, Attn: IT Chief Financial Officez', 1000 Throckmarton Street, Fort Warth, TX 76102. The City sha1� ha�e the right to deny Contractar access to the Netwark and Con.tractor's Data ifthe City has not received payment for any invoice submitted ta Contractor within thirty {3�) days of receipt. The City shall b.ave ihe rights to revise the rates at any time upon thirty {30) da,ys written notice to contractor, � ���: ll�� �n�ti� ��:;�{ ��1�`�qy���°� V YD ��'CY�' 4i1V1►/ � 3a NETWO� RESTRICTIONS. 3.1e Contractor may not share the �assward or access number or numbers provided by the City except with Contractor's of�icers, agents, se�t`vants ar employees as may reasonably be required pursuant ta Contractor's Inspection Services. 3,2. Contractor may not access the Network for an� purpose other than analyzing Contractor's own Data. 3.3e Coniractor acknowl�dges, agrees and h�reby gives its authorizatian that the City may mc�nitor Contraetar's use of the City's Network int order to ensure Contractor's compli�nce with this Agreement. 3,4. A breach by Contractor, its officers, agents, �ervants or employees, of this Agreement and �.ny other written instructions or guidelines that the City pro�ides to Contractar pursuant to this Agreement shall be grounds for the City irnmediateiy to deny Contractor access to the Network and Contractor's Data in addition io any other remcdies that the Czty may have under this Agreement or at law. 3,5. The City may terminate this Agre�ment at any time a.ad far any reason. �. LIAB�L�TY AND INDEMNIFICATYON. CONT.RACTOR SH�1LL 13� LIABLE A�VD RESPONSI'B�E FOR ANY AND AT"I, DAMAGES THA�' T'I�E CITY MAY INGUR DIREG?'LY 4N ACCO UN�' Ol�' ANY BREACH OF THIS AGR�EEMENT' BY C0IVTRACTL7R, I7'S OFFICERS, AGEIVTS, SER�ANTS OR EMPi,OYEES THE CITY, IT,S OFF1'CERS, AGENTS, SERYANTS AND EM�'�OYEES, SH�1LL NOT BE LIAB�E FOR ANY DA�TAGES T'HAT C`4NTRACTOR .2VIAY INCUR AS A RE,SULT 4F THE Cl�'Y'S RESTRICT�ONS TO OR DENIAL OF ACC�,SS TO CONTRACTOR'S DATA ON ACCOUNT OF ANY BREACH OF Tlfl'S AGREE.MENT �Y COIVTRACTOR, ITS OFFICERS, AGEIVTS, SERYANT'S OR EMPLOYEES`, OR FOR ANY REA.S'OIVABLE .SECURITYMEASUR�ES TAKEN BY THE CITY. I1V ADDITION, C4NTRACTOR SHAiL BE LIABLE AND RESPONSIBLE FOR A1VY AND ALL PROPERTY LOSS, PROP�RTY DAMAGE A1VD/OR PERSONA� INJURY, �VCLUD�ING DEATH�; r1ND ALL CLAIMS, DEM�INDS A1VD JUDGMENT'S THEIREFOI� TQ THE EXTENT C.�USEb BY THE NEGLIGEN�" ACT'(S) OR 01�IISSIOIV�S) UR INTENTIONAL MISCONDUGT OF CONTRAC2'OR, IT,S OFFICE.RS, AGENTS, S�RY'AN7'S AND/OR EMPL4YEES. CONTRACTOR, AT CONTRACTOR'S OWN COST O.R EXPEN,SE, .��'REBY AGREES TD IN.DEMIVIFY, DEFEND AND �OLD HARMLESS THE CIT'Y, ITS OFFICL�'RS, AGENT,S, ,SERYANTS ,ANDlOR EMPL4YEE,S F'ROM AND AGAINST ANY CLAIM, LAYY,SUIT, DEMAND OR OTHE� AC?TON T� TH� EXTE�V'T THAT THE ,SAME ARISES FROM THE NEGLI'GE�Y?' ACT(S) �R OMISSIDN(,S) 4R .INTENTIOIYAL �I,SCONDrICT OF CONTIL�lCTO.R, ITS l�FFICERS, AGEN�'S, �SERVAIVTS OR EMPLOYEES. • 5. AGREEMENT CUMULATIVE. This Agreement is cumulative of and in additian to any written contracts, agreez�ents, understandings ar acknowledgments wi�h �he City sign�d by Cantractor as to CQntractor's authorization by the City to perform Inspectian Services. 6. ENTIItE AGREEMENT. The terms of this Agreement shali not be vvaiv�d, altered, modifzed, supplemented, or amended in any manner except by writt�n instrument signed by an authorized representative of both the Ci�y and Contractor. This Agt-eem�nt a.nd any other documents incorporated berei� by reference canstitute the entire understanding and agreement between the City and Contractor as to the mattErs contained herein regarding Coniractor's access to and use of the City°s Net�vark. Any prior or contemparaneaus oral or written agreement is hereby declared null and �void to the extent in conflict with any provisions of this Agreernen�. T`he signature belovv o� an authorized representative acknawledg�s that t�e Contracioz' has read this Agreement and agrees to be bound by terms a.nd conditions sat forth herein. IlV WITN�SS WAE$,EOF, the — — - � Lday of - - - - - / CITY OF �'�RT WORTH: CONTRACTOR: Fort �f rth•'Cnnv ntinn R Uicitnrc Rureau Name of Corat�act.or parties hereto have executed t�is Agreernent on this , �. - r I , B�; ( � �`7./ - � , Charies Boswell Assistant City Man�.ger By: iA - _ � Author� . Signature Pr�int.edName: Doualas Harm�__ Title: �3 �President CF(1 ATTES'C: ,' _ , �� � ��' �3y_� �.s� , , , C:ity Secretary ` .� , _ APPROVED AS TO FORM AND LEGAL�TY: ��^ B . �Sa Assis ant City Attorn M & C: nane reauired ATTEST: B : �'�`~� � . Y Linda de Jes�s, � Vice Pr sident - Finance � ������ ' ���� ���! ��� � �i ��, � Exhibit 1 Ra#es The rates set forth be�ow are the current prices for services provided. Natwork Dial-in �eivice $200.00 Per Month Network Dial-in Setup $SOO.aO Paid by FWCC Each rate is described below. Network Dial-�► Service Nefwork Dial-in Service p�ravides access to network functions froxn any location in North America. Dial in service requires the customer PC to ha�e a modern, Wzndows 95, 98 or Windows NT Workstation, and Diai- up Networking capability (a standard capability of thase operating systems). Unlimited use is included in this service. Netwark Dial-in Setup This service fee i� a one-tifne setup charge that includes setting up securiry and sign-on.s to �he systerns as well as � configuration of a customer su�plied PC for dial-in sarvice capability. Customer must supply ihe PC system unit for canfiguration by the City prior to dialing i.n�to the system. 4