HomeMy WebLinkAboutContract 36924-NA2C�Yy►[.�C�:�' � � '
NETWORK ACCESS AGREEMENT
This Network Access Agreement ("Agreement") is made and entered into by and between the City
of Fort Worth ("City"), a home rule municipal corporation with its principal location at 100 Fort Worth
Trail, Fort Worth, Texas 76102, oi•ganized under the laws of the State of Texas and North Texas
Inspection Services LLC, a Texas limited liability company with its Urincipal location at 8220 Clifford
Stceet, White Settlement, Texas 76108, ("Vendoc").
1. The Nerivork. The City owns and operates a computing environment and network
(collectively the "Networlc"). Vendor wishes to access the City's network in order to provide Third Party
Plan Review and Inspection Services. In order to provide the necessa�y support, Vendor needs access to
Accela Automation Permitting system over the intranet.
2. Grant of Limited Access. Vendor is hereUy granted a limited right of access to the City's
Network for the sole purpose of providing Third Party Plan Review and Inspection Services. Such access
is granted subject to the terms and conditions forth in this Agreement and applicable provisions ofthe City's
Administcative Regulation D-7 (Electconic Communications Resource Use Policy), of which such
applicable pcovisions are hereby incorporated by reference and made a pact of this Agreement for all
p�u�poses herein and are available upon request.
3. Network Credentials. The City will provide Vendor with Network Credentials consisting
of user IDs and passwords unique to each individual i-equiring Network access on behalf of the Vendor. If
this access is being gcanted for pu�poses of completing services for the City pursuant to a sepai•ate contract,
then, this Agreement will expire at the completion of the contracted services, or upon termination of the
contracted seivices, whichever occ�u�s first. Otherwise, access rights will automatically expire one (1) year
from the date of this Agreement ("Expiration Date").
� Services ai�e being pcovided in accordance with City Secretary Contcact No. 36924 ("ContracY')
❑ Services are being provided in accordance with City of Fo►-t Worth PeopleSoft Contcact No.
. ("PSK #")
❑ Services are being provided in accordance with the Agreement to which this Access Agreement is
attached. ("Contract")
❑ Sei•vices are being �rovided without a City Secretary Contract at no cost to the City
❑ No services are being provided pursuant to this Agreement
4. Renew�l. This Agreement sllall renew in accordance with the term of the Contcact or PSK
#. If there is no Contract or PSK #, this Agceement may be renewed annually by City, in its sole discretion,
at the end of the Expiration Date and each renewal term thereafter.
Notwithstanding the scheduled contract expiration or the status of com�letion of services, Vendor
shall provide the City with a current list of officers, agents, servants, employees or representatives that
require Network credentials on an annual basis. Failure to adhere to this requirement may result in denial
of access to the Network and/or termination of this Agreement.
5. Network Restrictions. Vendor officers, agents, servants, employees or representatives
may not sl�are the City-assigned user IDs and passwords. Vendor acknowledges, agrees and hereby gives
its authorization to the City to monitor Vendor's use of the City's Network in order to ensure Vendor's
compliance with this Agceement. A breach by Vendor, its officers, agents, se�vants, employees or
representatives, of this Agreement and any other written instructions or guidelines that the City provides to
Vendor pursuant to this Agreement shall be gcounds for the City immediately to deny Vendor access to the
Network Access Agreement (Rev. 8/28/19) Page 1 of 4
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Network and Vendor's Data, terminate the Agreement, and pursue any other remedies that the City may
have under this Agreement or at law or in equity.
6. Termination. In addition to the other rights of termination set forth herein, the City �nay
terminate this Agreement at any time and for any reason with or without notice, and without penalty to the
City. Upon termination ofthis Agreement, Vendor agrees to remove entirely any client or communications
softwace provided by the City fi�om all computing equipment used and owned by the Vendor, its officers,
agents, servants, employees and/or representatives to access the City's Network.
7. Information Securitv. Vendor agrees to make every reasonable effort in accordance with
accepted security pcactices to protect the Network credentials and access methods provided by the City
from unauthorized disclos�n�e and use. Vendor agrees to notify the City immediately upon discovery of a
breach or threat of breach which could compromise the integrity of the City's Network, including but not
limited to, theft of Vendor-owned equipment that contains City-provided access software, tecmination or
resignation of officers, agents, servants, employees or re�resentatives with access to City-provided Network
credentials, and unauthocized use or sharing of Network ccedentials.
8. LIABILITY AND INDEMNIFICATION. V�NDOR SHALL BE LIABLE AND
RESPONSIBLE FOR ALL DAMAGES THAT TH� CITY MAY INCUR DIRECTLY ON
ACCOUNT OF ANY BREACH OF THIS AGR�EMENT BY V�NDOR, ITS OFFICERS, AGENTS,
S�RVANTS OR EMPLOY�ES. THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND
EMPLOYEES, SHALL NOT BE LIABL� FOR ANY DAMAGES THAT V�NDORMAY INCUR
AS A RESULT OF THE CITY'S R�STRICTIONS TO OR DENIAL OF ACCESS TO VENDOR'S
DATA ON ACCOUNT OF ANY BREACH OF THIS AGREEM�NT BY VENDOR, ITS
OFFIC�RS, AGENTS, SERVANTS OR �MPLOYEES, OR FOR ANY REASONABLE
SECURITY M�ASURES TAKEN BY THE CITY. IN ADDITION, V�NDORSHALL BE LIABLE
AND R�SPONSIBLE FOR ANY AND ALL PROP�RTY LOSS, PROPERTY DAMAGE AND/OR
PERSONAL INJURY, INCLUDING DEATH, AND ALL CLAIMS, D�MANDS AND
JUDGMENTS THEREFOR, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR
OMISSION(S) OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS,
SERVANTS AND/OR EMPLOYEES. VENDOR, AT VENDOR 'S OWN COST OR EXPENSE,
HEREBY AGREES TO INDEMNIFY, D�FEND AND HOLD HARMLESS TH� CITY, ITS
OFFIC�RS, AGENTS, SERVANTS AND/OR EMPLOY�ES FROM AND AGAINST ANY
CLAIM, LAWSUIT, DEMAND OR OTH�R ACTION TO THE EXTENT THAT THE SAME
ARI5�S FROM TH� N�GLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL
MISCONDUCT OF V�NDOR, ITS OFFIC�RS, AGENTS, SERVANTS OR EMPLOYEES.
9. Confidential Information. Vendor, foc itself and its officers, agents, employees, and
repcesentatives, agcees that it shall treat all information provided to it by the City as confidential and shall
not disclose any such information to a thicd party without the prior written approval of the City. Vendor
further agrees that it shall store and maintain City Information in a secure manner and shall not allow
unauthorized useis to access, modify, delete or otherwise corrupt City Information in any way. Vendor shall
notify the City immediately if the security or integrity of any City information has been compromised or is
believed to have been compromised.
10. Ri�ht to Audit. Vendor agrees that the City shall, during the initial term, any renewal
terms, and until the expiration of three (3) yeacs after termination oc expiration of this contract, have
access to and the right to examine at ceasonable times any dicectly pertinent Uooks, data, documents,
papers and records, both hard copy and electconic, of the Vendor involving transactions celating to this
Agreement. Vendor agrees that the City shall have access during normal working hours to all necessary
Vendor facilities and shall be �rovided adequate and appropriate work space in order to conduct audits in
Network Access Agreement (Rev. 8/28/19) Page 2 of 4
compliance with the provisions of this section. The City shall give Vendor reasonable advance notice of
intended audits. Vendor further agrees to include in all its subcontractor agreements herew�der a provision
to the effect that the subcontractoc agrees that the City shall, ducing the initial te►•m, any renewal terms,
and until expiration of three (3) years after termination or expiration of the subcontract, have access to
and the right to examine at reasonable times any directly pertinent books, data, documents, papers and
records, both hard copy and electronic, of such subcontractor involving tcansactions related to the
subcontc�act, and further tllat City shall have access during normal working ho�u�s to all subcontractor
facilities and shall be provided adequate and appropriate work space in order to conduct audits in
compliance with the provisions of this paragraph. City shall give subcontractor reasonable notice of
intended audits.
11. A�reement Cumulative. This Agreement is cumulative of and in addition to any written
contracts, agreements, understandings or acknowledgments with the City signed by Vendor. This
Agreement and any other documents incorporated herein by reference constitute the entire understanding
and Agreement between the City and Vendor as to the matters contained herein regarding Vendoc's access
to and use ofthe City's Network.
12. Amendments. The terms of this Agreement shall not be waived, altered, modified,
supplemented, or amended in any manner eYcept by written instrument signed by an autllorized
representative of both the City and Vendor.
13. Assi�nment. Vendor may not assign or in any way transfer any of its interest in this
Agceement. Any attempted assignment or transfer of all or any part hereof shall be null and void.
14. Severabilitv. If any provision of this Agreement is held to be invalid, illegal or
�menforceable, the validity, legality and enforceability of the remaining provisions shall not iil any way be
affected or iinpaired.
15. Force Maieure. Each party shall exercise its best efforts to meet its respective duties and
obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in
performance due to force majeure or other causes beyond their reasonable control (force majeure),
including, Uut not limited to, compliance with any government law, ordinance or regulation, acts of God,
acts of the public enemy, tires, stcikes, lockouts, natucal disasters, wars, riots, material or labor restrictions
by any govecnmental authority, transportation problems and/or any other similar causes.
16. Governin� Law / Venue. This Agreement shall be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought on the basis of
this Agreement, venue for such action shall lie in state cow�ts located in Tacrant County, Texas or the United
States District Court for the Northern District of TeYas, Fort Worth Division.
17. Si�nature Authoritv. By affixing a signature below, the person signing this Agreement
hereby warrants that he/she has the legal authority to bind the respective party to the terms and conditions
in this agreement and to e�ecute this Agreement on behalf of the respective pat-ty, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. The
other party is fully entitled to rely on this warranty and representation in entering into this Agreement.
[Signature Page Follows]
Network Access Agreement (Rev. 8/28/19) Page 3 of 4
[Executed effective as of the date signed by the Assistant City Manager below.]/ [ACCEPTED
AND AGREED:]
City: North Texas Inspection Services LLC
By: Name: Mark McDaniel ��� .. ��Title: Office Manager Title: Deputy City Manager
Date: 02/18/2025 Date: 2-11-25
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended:
By:
Name: Kevin Gunn
Title: Director, IT Solutions
Approved as to Form and Legality:
B y: Name:
Title:
7116'wm-A;u/4u,, de/ M. Kevin Anders, II (Feb 18, 202511:15 CST)
M. Kevin Anders, II Assistant City Attorney
Contract Authorization:
M&C: NIA
Network Access Agreement (Rev. 8/28/19)
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 repo1ting requirements.
By: Name: Cynthia Tyree
Title: Assistant Director-IT Finance
City Secretary:
By:
Name: Jannette Goodall
Title: City Secretary
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