HomeMy WebLinkAboutContract 63150-NA1Network Access Agreement Page 1 of 4
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, organized under the laws of the State of Texas and BIR JV, LLP d/b/a
Baylor Scott & White Institute for Rehabilitation Outpatient Therapy with its principal location at 411 N.
Washington Ave., Dallas, Tx 75246, ("Vendor").
1. The Network. The City owns and operates a computing environment and network
(collectively the "Network"). Vendor provide athletic
training & rehabilitation services. In order to provide the necessary support, Vendor needs access to various
City systems as it pertains to the services agreed upon and the aforementioned City Secretary Contract.
2. Grant of Limited Access. Vendor is hereby granted a limited right of access to the City's
Network for the sole purpose of providing athletic training & rehabilitation services. 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 .
Services are being provided in accordance with City Secretary Contract No. 63150.
Services are being provided in accordance with City of Fort Worth PeopleSoft Contract No.
______.
Services are being provided in accordance with the Agreement to which this Access Agreement is
attached.
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
Vendor pursuant to this Agreement shall be grounds for the City immediately to deny Vendor access to the
Network Access Agreement Page 2 of 4
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,
7. Information Security. 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
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
Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in
Network Access Agreement Page 3 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 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 Majeure. 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 Authority. 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 Page 4 of 4
[Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED
AND AGREED:]
City:
By: ___________________________
Name: Dianna Giordano
Title: Assistant City Manager
Date: ___________________________
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended:
By: ___________________________
Name: Kevin Gunn
Title: Director, IT Solutions
Approved as to Form and Legality:
By: ___________________________
Name: Candace Pagliara
Title: Sr. Assistant City Attorney
Contract Authorization:
M&C: 25-0158
Approval Date: 2/25/2025
Form 1295: 2024-1252382
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: ___________________________
Name: Cynthia Tyree
Title:
City Secretary:
By: ___________________________
Name: Jannette Goodall
Title: City Secretary
9/22/25, 1:38 PM
CITY COUNCIL AGENDA
Create New From This M8�C
DATE: 2/25/2025 REFERENCE
N O..
M&C Review
**M&C 25- LOG NAME:
0158
14BAYLORTRAINERS
F�RT�'�ORTI�
-�~-
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of an Agreement with BIR JV, LLP d/b/a Baylor Scott & White
Institute for Rehabilitation - Outpatient Therapy in an Annual Amount of $400,000.00 for
the Initial One-Year Term and Authorize Four One-Year Renewal Options
RECOMMENDATION:
It is recommended that the City Council authorize execution of an agreement with BIR JV, LLP d/b/a
Baylor Scott & White Institute for Rehabilitation - Outpatient Therapy in an annual amount of
$400,000.00 for the initial one-year term and authorize four one-year renewal options.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to seek authorization from the City
Council to execute an agreement with BIR JV, LLP d/b/a Baylor Scott & White Institute for
Rehabilitation - Outpatient Therapy (Baylor). Baylor provides athletic trainers for the City in order to
support the City's safety program by providing training, stretching and exercise programs to City
employees to assist with the prevention of injury. In addition, Baylor will perform job analysis as
needed to assist employees in adjusting their movement to minimize risk of injury. This contract will
be for athletic training services.
A Request for Proposal was not required for this contract as the Workers' Compensation Division
requested and received a Chapter 252 Exemption from the Legal Department under the professional
service exemption.
Funding is budgeted in the General Operating & Maintenance category within the Risk Financing
Fund for Fiscal Year 2025 and will be budgeted in the same category for Fiscal Year 2026.
DVIN-BE: This project was approved for a waiver per the Chapter 252 exemption, for professional
service by the Legal Department. Therefore, the business equity goal requirement is not appilcable.
Agreement Terms: Upon City Council approval, the Agreement will begin on February 1, 2025 and
end on January 31, 2026.
Renewal Options: The City has the option to renew the Agreement for an additional four (4) one-year
renewal options.
Administrative Change Orders: An administrative change order or increase may be made by the City
Manager or his designee 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.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation funds are available
in the current operating budget, as previously appropriated, and upon adoption of the Fiscal Year
2026 Budget by the City Council, funds will be available in the Fiscal Year 2026 Operating Budget, as
appropriated, in the Risk Financing Fund. Prior to an expenditure being incurred, the Human
Resources Department has the responsibility to validate the availability of funds.
apps.cfwnet.org/council_packet/mc_review.asp?ID=33023&councildate=2/25/2025 1 /2
9/22/25, 1:38 PM
TO
M&C Review
Fund Department Account Project Program 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_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Jesica L. McEachern (5804)
Dianna Giordano (7783)
14BAYLORTRAINERS funds availability_.pdf (CFW Internal)
14BAYLORTRAINERS Updated FID.xlsx (CFW Internal)
25-TBD12192024 (PS Athletic Trainers)Waiver-NS.pdf (CFW Internal)
Baylor 1295.pdf (CFW Internal)
apps.cfwnet.org/council_packet/mc_review.asp?ID=33023&councildate=2/25/2025 2/2