HomeMy WebLinkAboutContract 61785FORT WORTH CSC No. 61785
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into with Carahsoft Inc. by and
through Network Consulting Services, Inc. ("Vendor") and the City of Fort Worth, ("City"), a Texas
home rule municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1.This Cooperative Purchase Agreement;
2.Exhibit A -Texas Department of Information Resources DIR-TSO-4288 Pricing Index;
3.Exhibit B -DIR-TSO-4288 Cooperative Agreement; and
4.Exhibit C-Conflict oflnterest Questionnaire.
Exhibits A, B, and C 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 pricing index in Exhibit A and the provisions of
this Agreement. Total payment made annually under this Agreement by City shall not exceed One
Hundred Thousand and 00/100 dollars ($100,000.00). Vendor shall not provide any additional items or
services or bill for expenses incurred for City not specified by Exhibit A and this Agreement unless City
requests and approves in writing the additional costs for such items, services, and/or expenses. 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 February 21, 2025, without the option to renew.
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. Vend or 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:
Cooperative Purchase Page 1 of9
To CITY:
To Network Consulting Services, Inc.:
City of Fort Worth Network Consulting Services, Inc.
Attn: Mark McDaniel, Deputy City Manager ATTN: Legal Department
200 Texas Street 585 West 500 South Suite 110
Fort Worth, TX 76102-6314 Bountiful, UT. 84010
Facsimile: (817) 392-8654 Facsimile: N/A
With copy to Fort Worth City Attorney's Office
at same address
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 modiiies 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, 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 claitn 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 available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
Data Breach. Vendor further agrees that it will monitor and test its data safeguards from
time to time, and to adjust its data safeguards from time to time in light of relevant circumstances
Cooperative Purchase Page 2 of 9
or the results of any relevant testing or monitoring. If Vendor suspects or becomes aware of any
unauthorized access to any �nancial 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.
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 veriiication from the company that it:
(1) does not boycott Israel; and (Z) 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 i�endor'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.
Prohibition on Bovcottin� Ener�v 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, § Z. 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.
Cooperative Purchase Page 3 of 9
Prohibition on Discrimination A�ainst 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 iirearm trade association. The terms "discriminate," "firearm entity" and "iirearm 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 2274 of the
Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies
that Contractor's sig-nature 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.
Cooperative Purchase Page 4 of 9
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:
By:
Name: Mark McDaniel
Title: Deputy City Manager
Date: Aug 2, 2024
APPROVAL RECOMMENDED:
By:
Name: Kevin Gunn
Title: IT Solutions Director
ATTEST:
By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
Network Consulting Services, Inc.
By: 8�8,,_�
Na�nBoa m Title: CEO
Date: July 26, 2024
Cooperative Purchase
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: Sudong Lee (Jul 21j, 202413:16 CDT)
Name: Sudong Lee
Title: Sr. IT Solutions Manager
APPROVED AS TO FORM AND LEGALITY:
By:
Name: Taylor Paris
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: NIA
Page 5 of9
Exhibit A
DIR-TSO-4288-Appendix-C-Pricing-Index-per-Amendment-10.pdf (widen.net)
Appenttix � P�icing Ir�dex �p�r Amendment 1��
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Cooperative Purchase Page 6 of 9
Exhibit B
DIR-TSO-4288-Appendix-A-Standard-Contract-Terms-and-Conditions-per-Amendment-7.pdf (widen.net)
HQme > Expiore DIR Contra�ts
Cenivart Number
D1R-TS�-4288
DIR-TSO-4288-Contract.pdf (widen.net)
Ccrntract 5tart �ate: OZ1Z1119 �
C�ntraet Term �ate: OZf21l25 Q
Contrac[ Expiration ❑aie: OZf21125 �
Vendor lnformatinn
CaraF�soft T��hnotogy
Carparation
Vendorld: 15221896937Q0
HU8 Type: Nan HUB Q
RFO: DiR-i5Q-TMP-416
YEN�dR CQNTACT:
��lik3el�3 L�Ir111�er= :a
F'�one: ('�" 71) 6�2-4�1U
Vendflr WeE�site r�'
diR COMTACT:
I E:��.I L�Y�I��cl�_c?-�c'�ifC2i I��
[�horae: 512-415-4903
Contrart 5tatus: Actire
Cooperative Purchase Page 7 of 9
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. OFFlCEUSEONLY
This questionnaire is being filed 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-aj 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 entiry 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.
1 Name of vendor who has a business relationship with local governmental entity.
Network Consulting Services, inc
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.
None or N/A
Name of Officer
4 Describe each employment or other business relationship with the local government officer, or a family member of the
officer, as desaribed 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
CIQ as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive t�able income,
other than investment income, from the vendor?
� Yes � No
B. Is the vendor receiving or likely to receive tarable 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?
� Yes � 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.
None or N/A
6
� Check 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 �?�'� ��� July 26, 2024
Signatu of vendor doing business with the governmental entiry Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11130/2015
Cooperative Purchase Page 8 of 9
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with I�cal g�vernmental entity
Acomplete copy of Chapter 176 of the Local Government Code may be found at http:/Iwww.statutes.legis.state.tx.us/
Docs/LGlhtmlLG.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 aconnection 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 disdosure statement with respect to a vendor if:
{2) thevendor:
(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 govern ment 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
govern mental 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 11130/2015
Cooperative Purchase Page 9 of 9
Date Number
6/14/24 61424 6
585 West 500 South, Suite 110 Bill To/Ship To:
City of Fortworth
801 295 7555 250 West Lancaster Ave 1510
www.ncsi.us Fort Worth, TX 76102
Terms: Net 30
Part Number Description Term Start Term End QTY Unit Price Net Price
IVN SUB Ivanti Neurons for GRC Concurrent Analyst
On Prem Subscription (ITSM) 3 Year
7/31/2024 7/30/2027 10 $3,342.00 $33,420.00
ENG ESM NCSi Prepaid Professional Services Hourly Rate
GRC Implementation
16 $250.00 $4,000.00
Quote is valid through 7/31/2024 Subtotal $37,420.00
Issue PO to Network Consulting Services, Inc and send to: orders@ncsi.us Tax (TBD)
Applicable sales tax will be added to final invoice Shipping $0.00
Total $37,420.00
Date:________________
By signing below. the parties agree that this quote is legally
binding, and that the individual signing is an authorized
representative of the party
Approval Signature________________________________________
Quotation
Boun ful, Utah 84010
Contact:Ashley Carpenter
acarpenter@ncsi.us
DIR Contract No. DIR TSO 4288
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