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HomeMy WebLinkAboutContract 59683-NA1CSC No. 59683-NAl lei ON MA1119];7;I:TK41MIMM";730luIweb 11 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, organized under the laws of the State of Texas and Sigma Surveillance, Inc. DBA STS360, a Texas corporation, with its principal location at 4040 State Highway 121, Suite 100, Carrollton, TX 75010, ("Vendor"). 1. The Network. The City owns and operates a computing environment and network (collectively the "Network"). Vendor wishes to access the City's network in order to setup/configure physical access controllers for CFW badge access, intrusion system, and security monitoring cameras. In order to provide the necessary support, Vendor needs access to email, internet, HEAT system, VPN. 2. Grant of Limited Access. Vendor is hereby granted a limited right of access to the City's Network for the sole purpose of setting up/configuring physical access controllers for CFW badge access, intrusion system, and security monitoring cameras. Such access is granted subject to the terms and conditions forth in this Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic Communications Resource Use Policy), of which such applicable provisions are hereby incorporated by reference and made a part of this Agreement for all purposes 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 requiring Network access on behalf of the Vendor. If this access is being granted for purposes of completing services for the City pursuant to a separate contract, then, this Agreement will expire at the completion of the contracted services, or upon termination of the contracted services, whichever occurs first. Otherwise, access rights will automatically expire one (1) year from the date of this Agreement ("Expiration Date"). ® Services are being provided in accordance with City Secretary Contract No. 59683. ("Contract") ❑ Services are being provided in accordance with City of Fort Worth PeopleSoft Contract No. . ("PSK #") ❑ Services are being provided in accordance with the Agreement to which this Access Agreement is attached. ("Contract") ❑ Services are being provided without a City Secretary Contract at no cost to the City ❑ No services are being provided pursuant to this Agreement 4. Renewal. This Agreement shall renew in accordance with the term of the Contract or PSK #. If there is no Contract or PSK #, this Agreement 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 completion 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 share 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 Agreement. A breach by Vendor, its officers, agents, servants, employees or representatives, of this Agreement and any other written instructions or guidelines that the City provides to OFFICIAL RECORD Network Access Agreement (Rev. 8/28/19) CITY SECRETARY Page 1 of 4 FT. WORTH, TX Vendor pursuant to this Agreement shall be grounds for the City immediately to deny Vendor access to the 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 may terminate this Agreement at any time and for any reason with or without notice, and without penalty to the City. Upon termination of this Agreement, Vendor agrees to remove entirely any client or communications software provided by the City from 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 practices to protect the Network credentials and access methods provided by the City from unauthorized disclosure 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, termination or resignation of officers, agents, servants, employees or representatives with access to City -provided Network credentials, and unauthorized use or sharing of Network credentials. 8. LIABILITY AND INDEMNIFICATION. VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ALL DAMAGES THAT THE CITY MAY INCUR DIRECTLY ON ACCOUNT OF ANY BREACH OF THIS AGREEMENT BY VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, SHALL NOT BE LIABLE FOR ANY DAMAGES THAT VENDORMAY INCUR AS A RESULT OF THE CITY'S RESTRICTIONS TO OR DENIAL OF ACCESS TO VENDOR'S DATA ON ACCOUNT OF ANY BREACH OF THIS AGREEMENT BY VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES, OR FOR ANY REASONABLE SECURITY MEASURES TAKEN BY THE CITY. IN ADDITION, VENDORSHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, AND ALL CLAIMS, DEMANDS 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, DEFEND AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND/OR EMPLOYEES FROM AND AGAINST ANY CLAIM, LAWSUIT, DEMAND OR OTHER ACTION TO THE EXTENT THAT THE SAME ARISES FROM THE NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 9. Confidential Information. Vendor, for itself and its officers, agents, employees, and representatives, agrees that it shall treat all information provided to it by the City as confidential and shall not disclose any such information to a third 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 users 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. Right to Audit. Vendor agrees that the City shall, during the initial term, any renewal terms, and until the expiration of three (3) years after termination or expiration of this contract, 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 the Vendor involving transactions relating to this Agreement. Vendor agrees that the City shall have access during normal working hours to all necessary Network Access Agreement (Rev. 8/28/19) Page 2 of 4 Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in 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 hereunder a provision to the effect that the subcontractor agrees that the City shall, during the initial term, 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 transactions related to the subcontract, and further that City shall have access during normal working hours 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. Agreement 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 Vendor's access to and use of the City's Network. 12. Amendments. The terms of this Agreement shall not be waived, altered, modified, supplemented, or amended in any manner except by written instrument signed by an authorized representative of both the City and Vendor. 13. Assignment. Vendor may not assign or in any way transfer any of its interest in this Agreement. Any attempted assignment or transfer of all or any part hereof shall be null and void. 14. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 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, but not limited to, compliance with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or any other similar causes. 16. Governing 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 courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 17. Signature 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 execute this Agreement on behalf of the respective party, 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: By: Dianna Giordano (Jun 17, 2025 08:29 CDT) Name: Dianna Giordano Title: Assistant City Manager Date: 06/17/2025 Sigma Surveillance, Inc. DBA STS360 By: 4 .I Name. v Title: Date: �6 0 Z s CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: By: Name: Kevin Gunn Title: Director, IT Solutions Approved as to Form and Legality: 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: Sarah Trotter (Jun 13, 2025 11:22 CDT) Name: Sallie Trotter Title: Deputy Director, IT Solutions By: M. Kevin Anders, II (Jun 16, 2025 09:41 CDT) City Secretary: ogaan➢ A of F o> o°a Name: M. Kevin Anders, II A *-add a',.o oP d Title: Assistant City Attorney QpQn nE4Ag6gd By: Contract Authorization: Name: Jannette Goodall M&C: 23-0524 Title: City Secretary Approval Date: 6/27/2023 Form 1295:2023-1027402 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Network Access Agreement (Rev. 8/28/19) Page 4 of 4 M&C Review Page 1 of 3 A CITY COUNCIL AGEND Create New From This M&C Official site of the City of Fort Worth, Texas FORTWORTH REFERENCE **M&C 23- 04AUTHORIZE COOPERATIVE DATE: 6/27/2023 NO.: 0524 LOG NAME: PURCHASE AGREEMENT SIGMA SURVEILLANCE CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: (ALL) Authorize Execution of a Cooperative Purchasing Agreement with Sigma Surveillance, Inc. dba STS360, in the Annual Amount of $2,039,000.00 Using a Cooperative Agreement with Renewal Options for the Information Technology Solutions Department RECOMMENDATION: It is recommended that the City Council authorize a Cooperative Purchase Agreement with Sigma Surveillance, Inc. dba STS360 in the amount of $2,039,000.00 annually using Texas Department of Information Resources contract DIR-CPO-4770 with three options to renew for the Information Technology Solutions Department. DISCUSSION: On August 6, 2019, City Council authorized Mayor and Council Communication (M&C) 19-0007 for new and replacement physical security equipment, software and support, for a first -year cost of $3,502,042.00. The current City Secretary Contract (CSC) No. 52756 with Sigma Surveillance, Inc. dba STS360 (STS360) expires September 10, 2023. This M&C is to request authorization to execute a new Cooperative Purchase Agreement with STS360 using cooperative agreement Texas Department of Information Resources DIR-CPO-4770, in the amount of $2,039,000.00, through October 29, 2023, with three (3) options to renew. The first renewal term amount will be $2,039,000.00. The second and third renewal term amounts will be $1,356,000.00 each year. Upon City Council approval and Agreement execution by the Assistant City Manager, the new Agreement will replace CSC 52756. Approximately $683,000.00 in authorization is needed for necessary improvements for the occupancy of Future City Hall and these are one-time costs. The remaining authorization is needed to provide new and replacement surveillance, access, intrusion, hardware, software, technology, maintenance and support services citywide, for City -owned and leased facilities. Funding will be provided through a Property Management Grants Capital Project, Information Technology Solutions Department (ITS) Capital projects, ITS Fiscal Year 2024 operating budget, and various other sources depending on City department needs. COOPERATIVE PURCHASE: State law provides that a local government purchasing an item under a cooperative purchase agreement satisfies State laws requiring that the local government seek competitive bids for purchase of the item. Cooperative contracts have been competitively bid to increase and simplify the purchasing power of local government entities across the State of Texas. SUCCESSOR CONTRACTS: In the event the DIR agreement is not renewed, staff would cease purchasing at the end of the last purchase agreement coinciding with a valid DIR agreement. If the City Council were to not appropriate funds for a future year, staff would stop making purchases when the last appropriation expires, regardless of whether the then -current purchase agreement has expired. http://apps.cfwnet.org/council_packet/mc review.asp?ID=31152&councildate=6/27/2023 6/27/2023 M&C Review Page 2 of 3 The City will initially use the DIR contract to make purchases authorized by this M&C. The Cooperative Contract is set to expire October 29, 2023. If DIR-CPO-4770 is extended, this M&C authorizes the City to purchase similar equipment and services under the extended contract. If DIR- CPO-4770 is not extended but DIR executes a new cooperative contract with STS360 and with substantially similar terms, this M&C authorizes the City to purchase the equipment and services under the new DIR contract. If this occurs, in no event will the City continue to purchase goods and services under the new agreement for more than three (3) years without seeking Council approval. BUSINESS EQUITY: A goal is not assigned when purchasing from an approved purchasing cooperative or public entity. ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been appropriated. AGREEMENT TERM: Upon City Council's approval, the initial term of the agreement will become effective once executed by the Assistant City Manager and will expire on October 29, 2023, in accordance with the DIR contract. The Agreement may be renewed through October 29, 2024. DIR- CPO-4770 may be extended through October 29, 2026, and if the DIR is so extended, the Agreement may be renewed in accordance with its terms through October 29, 2026. RENEWAL OPTIONS: This agreement may be renewed for up to three (3) one-year renewal terms, in accordance with the underlying DIR, at the City's option. This action does not require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that funds are available in the current capital budget, as previously appropriated, in the Grants Cap Projects Federal Fund for the City Hall Move 100 Energy Way project and in the ITS Capital Fund for the Technology Infrastructure -IT programmable project and upon adoption of the Fiscal Year 2024 Budget by the City Council, funds will be available in the Fiscal Year 2024 operating budget, as appropriated, in the Info Technology Systems Fund, to support the approval of the above recommendation and execution of the agreement. Prior to an expenditure being incurred, the Information Technology Solutions Department has the responsibility to validate the availability of funds. TO Fund Department Account Project Program Activity Budget Reference # Amount ID ID I Year (Chartfield 2) FROM Fund Department Account Project ID ID Submitted for Citv Manager's Office bv: Oriainatina Department Head: Additional Information Contact: ATTACHMENTS Program Activity Budget Reference # Year (Chartfield 2) Valerie Washington (6192) Kevin Gunn (2015) Sallie Trotter (8442) Amount http://apps.cfwnet.org/council_packet/mc review.asp?ID=31152&councildate=6/27/2023 6/27/2023 M&C Review Page 3 of 3 04AUTHORIZE COOPERATIVE PURCHASE AGREEMENT SIGMA SURVEILLANCE funds availabilitv.gdf (CFW Internal) 04AUTHORIZE COOPERATIVE PURCHASE AGREEMENT SIGMA SURVEILLANCE Updated FID.XLSX (CFW Internal) Siqma Form 1295 2019-513581.r)df (CFW Internal) http://apps.cfwnet.org/council_packet/mc review.asp?ID=31152&councildate=6/27/2023 6/27/2023