HomeMy WebLinkAboutContract 45275 OT S1000,
PROFESSIONAL SERVICES AGREEMENT CWRACT MO. 7,,q
This PROFESSIONAL SERVICES AGREEMENT "Agreement" is made and entered into by
and' between the CITY OF FORT WORTH the "City"), a home rule municipal corporation, situated in
portions of Tarrant, Benton and' Wise Counties, Texas, acting b and through Susan alanis, its duly
authorized assistant city Manager, and the International Information, Systems Security certification
con orti� � Inc. Ise , the "Consultant" or "Contractor"), a Florida corporation, and acting by and
through David shearer, its duly authorized chief Operating Officer, each individually referred to as a
arty" and collectively referred to as the " artles..."
cONTRAcT'DOcuMENT's:
The Contract documents sell include the following.-
1. This Agreement for Professional services
2. Exhibit a—statement of Work plus any amendments to the statement of Work.
3. Exhibit Payment Schedule
4. Exhibit c Network access agreement
5. Exh'iblit D—signature Verification Form
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In
the event of any conflict between the documents, the terms and conditions of this Professional services
Agreement shell control.
1. SCOPE OF SERVICES.
Consultant hereby agrees to provide the City with professional consulting services for the
purpose of providing education and certification the city's relevant IT and software management staff..
Attached hereto and incorporated for all purposes incident to this agreement is Exhibit "A," Statement
of Work, more specifically describling the services to be provided hereunder.
2.,
This agreement shall commence upon the date that both the City and consultant have executed
this Agreement "Effective Date") and shall continue in full force and effect for 1 year "Initial Term"),,
unless terminated' earlier in accordance with the provisions of this agreement. Following the Initial Term,
thin Agreement shall be renewable at the option of the city for additional terms of one year each (each a
"Renewal Term"). The city,shelf provide Consultant with written notice of its intent to renew at least thirty
3 days prior to the end of each term.
3. COMPENSATION.
SAT'ION.
The Comity shell pay Consultant an amount not to exceed $76,320.00 in accordance with the
provisions of this agreement and the Payment schedule attached as Exhibit "13," which is incorporated
for all purposes herein. Consultant shall not perform any additional services for the City not specified by
this Agreement unless the City requests and approves in writing the additional costs for such services..
The city shall not be l'iabl'e for any add'iti'onal expenses of Consultant not specified by this agreement
unless the city first approves such expenses in writing.
4. TERMINATION.
1 Convenience.
IT Professional serum s a reement Revised June 2002
ISC2
CITY SECRETARY
F I C
TO
U�011111wffigwwwo
RECEI VED
w w
w v
w 0 1w v • or w
q
40
v v aw w I W w w w w
r do
MAY
AA AA w AP ir W,
0 "HOO Mg
&
No
IN
L w A a I M YA,
A I v�ml
1► 0
Jill
go
Workers' Compensation and Em�ployer's' Liability coverage with limits consistent" with statutory
benefits outlined in the Texas workers"Compensation Act(Art. 8308—1.01 et seq. Tex. Rev. Civ.
Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence,
$5,00,0010 bodily injury disease policy limit and $1100,0100 per disease per employee
(d) Technology Liability(E&O)
$1,000,0010 Each Claim Limit
$1,000,000 Aggregate Limit
Coverage shall include, but not be limited to the following:
(i) Failure to prevent unauthorized access
(ii) Unauthorized disclosure of information
(iii) Implantation of malicious code or computer virus
(iv) Fraud, Dishonest or Intentional Acts with final adjudication language
'Technology coverage may be provided through an endorsement to the Commercial General
Liability (CGL) policy, or a separate policy specific to Technology E&O. Either is acceptable if
coverage meets all other requirements. Any deductible will be the s,olle responsibility of the Prime
Vendor and may snot exceed $50,000 without the written approval of the City. Coverage shall be
claims-made,, with a retroactive or prior acts date that is on or before the effective date of this
1
Contract. Coverage shall be maintained'f 0
r the duration of the contractual agreement and for two
(2) years following completion of services provided. An annual certificate of insurance shall be
submitted to the City to evidence coverage.
10.2 General Reguiremeats
(a) The commercial general liability and automobile liability policies shall name the City as an
additional insured thereon, as its interests may appear. The term City shall include its employees,
officers, officials, agents, and volunteers in respect to the contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in
favor of the C,ity of Fort Worth.
(c) A minimum of Thirty (30) days notice of cancellation or reduction in limits of coverage shall be
provided to the City. Ten (10) days notice shall be acceptable in the event of non-payment of
premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Thro!ckmorton, Fort
Worth, Texas 76102, with copies to the City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do business in the State of
Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating
Guide, or have reasonably equivalent financial strength and solvency to, the, satisfaction of Risk
I is
Management. If the rating is below that required, written approval', of Risk Management i
required.
(e) Any failure on the part of the City to request required insurance documentation shall not constitute
a waiver of the insurance requirement.
M Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall
be delivered to the City prior to Consultant proceeding with any work pursuant to this Agreement.
IT Professional Services Agreement Revised June 2012
(ISC)2
5
00
this Agreement or to exercise any right granted herein shall not constitute a waiver of' the City"s or
Consultant's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
17. GOVERNING LAW/VENUE.
This Agreement shall be construed in accordance with the laws of the State of Texas. If any
I
action, whether real or asserted, at law or in equity, is brought pursuant to 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.
18. SEVERABIlLIITY.
If any provision of this Agreement is held to be invalid, illlegal or unenforceable, the validity,
llegallity and enforceability of the remaining provisions,shall not in any way be affected or impaired.
191. FORCE MAJEURE.
'The City and Consultant shall exercise their best efforts to meet their 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, includingi,, 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,.,
20. H EADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only, shall not be deemed
a part of this Agreement, and are not intended to diie,fin!e or limit the scope of any provision of this
Agreement.
21. REVIEW OFCOUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this
i
Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved
against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto.
22'. AMENDMENTS.
No amendment of this Agreement shall be binding upon a party hereto unless such amendment is
set forth in a written instrument,which is executed by an authorized representative of each party.
23. ENTIRETY OF AGREEMENT.
This Agreement, including the schedule of exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement between the City
and Coinis,ultant, their assigns and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared n�ulll and void to the extent in conflict with
any provision of this Agreement.
24. COUNTERPARTS.
This Agreement may be, executed in one or more counterparts and each counterpart shall, for all
purposes, be deemed an originally but all such counterparts shall together constitute one and the same
IT Professional Services Agreernent Revised June 2012
(ISC)2
7
dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance
with this informal dlispute resolution process, the parties agree to continue wiithoIut delay all of their
respective duties and obiligatiions, undI er this Agreement not, affected by the dispute. Either party may,
before or during the exercise of the informal dispute resolution process set forth herein, apply to a court
having Jurisdiction for a temporary restraining order or preliminary injunction where such relief is
necessary to protect its interests.
30. SIGNATURE AUTHORITY.
The person signing this agreement hereby warrants that he/she has the legal authority to execute
this agreement on behalf of the respective party,, and/ that hat such binding authority I has been granted by
proper order, resolution, ordinance or other authorization of the entity. This Agreement, and any
ame,ndment(s) hereto, may be executed by any authorized representative of Consultant whose namilel, title
and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as
Exhibit "D" and incorporated herein by reference;. Each party is fully entitled to rely on these warranties,
and representations in entering into this Agreement or any amendment hereto.
I t ESS HERE F, the parties hereto have executed this Agreement in multiples this IIIIny of
-7 Vol 7-20
ACCEPTED,AND AGREED:
CITY OF FORT WORTH:
NAME OF CONSULTANT:
veoe, "'N
By:
ft-V
S Is:an lanis 'oozo
Assistant City Manager By: I
ow,
Name: 0 Sh ea r�r,1' 1110000
Date: Title: eeo i�, dyy"e e-ir"•
F 01, A
AT'TE
IT:
By:
J
;k
nrit, N X d 1*,,,,,
rift
ry a r§ 00 k
•
APPROVED AS TO FORM AND LEGALITY:
B
Maleshia"I Farmer
Senior Assistant City Attorney
CONTRACT AUTHORIZATION:
02(
M&C: 06�5 4
Date Approved:- FOFFICUAL
C
REOR
IT Professional Services Agreement C Ty 51 Revised June ,y 2
I
(SC)2 CITYSECRETARY
9 T I X
ig W
FT WORTHI TX
an average score of over 95% They must deliver course material in a professional manner, and
comfortably face any challenges or problems that may arise during a course. An Official (IS,C)2 Instructor
has impeccable ethics and credentials and is continuously striving to improve in their knowledge,
i
effectiveness in the classroom and ability to, deliver the broad range of material in a clear and
understandable manner.
2
Less than one of every six candidates invited: to participate in the Official (ISC) Instructor Certification
Program will actually meet the standards required by(ISC)2 and become an Official(ISC)2 Instructor.,
We bellieve so strongly in, our educational programs, that we will extend to City of Fort Worth our
2
Educational warranty. The (ISC) certification warrantee entitles City of Fort Worth exam candidates that
are educated by us, who fails an exam, an opportunity to attend another seminar at no additional cost.
Education Information
This proposal is for 2 CISSP training sessions to take place consecutively or non-consecutively before,the
and of April 2014, with a,target data of January 2014 through Aprill 2014. Each CISSP training session will
run Mondlay thru Friday 8aim until 5p m. All instructor costs including travel and other expenses are
covered by (ISC)2. Upon receiving and getting approval of the purchase order, ([SC)2 will release the
official study material to give the students as much time as plosisibile to study and prepare before taking the
CISSP training class. It is our understanding that payment will be made within 310 days of the time that the
class is completed. (ISC)2 will release the CISSP exam vouchers upon receipt of payment for the exam
vouchers.
CISSP Review Seminar-$11,620($1,075 Discount)X 30 Students: $4,81,600
CIS,SP Study Kit-$325 X 30 Students: $9,750
CISSP Exam -$599 X 30 Students.- $17,970
The Study Kit contains.
-3,Units of our stud[SCope Self Assessments.
-60 Days eLearning gackagg.
The ([SC)2 Official Guide to the CISSPO CB K@) textbolok.,
100 Retired Exam Questions.
Conclusion
We look forward to providing City of Fort Worth with all of the benefits of education and certification
support (IS }2 offers. As the sole contact for anyone pursuing certification through this arra�p ement,
City of Fort Worth can expect the most professional and c,ou�rt�eolus assistance and support(I SC), affords
its own imembership of 90,000 credential holders. If you have any questions or additional requirements
regarding this proposal, please feel free to contact me directly.
Best Regards,
Guy Wiltse
Certification Consultant
703-637-4416 gyvi
�l t s ea-)is_
IT Professional,Services Agreement Revived June 2012
(ISC)2
12
EXHIBIT C'
NETWORK ACCESS AGREEMENT
1. The Ne ork.The City owns and operates a computing environment and network(collectively the
"'Network"). Contractor wishes to access the City's network in, order to provide training sessions to take,
place consecutively or non-consecutively before the end of April 2014,, with a target date of January 2014
through April 2014. In order to provide the necessary support,, Contractor needs access to the Internet
and email.
2. Grant of Limited Access. Contractor is hereby granted a limited night of access to the City's
Network for the sole purpose of providing training sessions. 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 Contractor with Network Credentials consisting of
user IDs andl passwords unique to each individlual requiring ring Network access on behalf of'the Contractor.
Access rights will automatically expire one (1) year from the date of this Agreement. 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. This Agreement will be associated with the Services desiginated below.
El Services are being provided in accordance with, City Secretary Contract No. 0
El Services are being provided in accordance with: City of Fort Worth Purchase Order No.
Services are being provided in accordance with the Agreement to which this Access Agreement
is attached.
No services are being provided pursuant to this Agreement.
4. Renewal'..At the end of the first year and each year thereafter, this Agreement may be renewed
annually if the following conditions are met:
4.1 contracted services have not been completed
4.2 Contracted services have not been terminated.
4-3 Within the thirty,(30) days prior to the scheduled,annual expiration,of this Agreement, the
Contractor has provided the City with a current list of its officers, agents, servants, employees or
representatives requiring Network credentials.
Notwithstanding the scheduled contract expiration or the status of completion of services, Contractor
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 iin denial
of access to the Network and/or termination of this Agreement.
5. Network Re,strilicti ►ns. Contractor officers, agents, servants,, employees or representatives, may
not share the City assigned user IDs and passwords. Contractor acknowledges, agrees and hereby gives
its authorization to the city to monitor Contractor 11 s use of the City's Network in order to ensure
Contractor's compliance with this Agreement. A breach by Contractor, its officers, agents, servants,
employees or re,presentative s, of this Agreement and any other written instructions or guidelines that the
City provides to, Contractor pursuant to this Agreement shall be grounds for the City immediately to deny
Contractor access to the Network and Contractor"s Data, terminate the Agreement, and pursue any other
remedies,that the City may have under this Agreement or at law or in equity.
IT Professional Services Agreement Revised June 2012
(ISIC)2
14
EXHIBIT D
VERIFICATION OF SIGNATURE
I :- 31,1 !Park Mme Blvd.Sulft 400,01owwater,FL 33 ES
& to be provkJed: . mg
Emoatim of this ffign4diwe V " o � hereby certifies that the following
and/or po"t" the authority to legally bind the ComMW and to execute any agreement
amendment or dume order on beW of Company. cI binding authority has bew granted by proW
r,, resolutlom ordinance or other authedzetion of CompaW The City Is filly enWed to rely on the
waffanty and represenWw set fbM In ft Form In a dng W any agreement or amendment
ConVany.CAwnpanyvAill ty.submit updated Form I 1 d ays I are any dvvQm The to: the signatory City Is entitled to, a Company.
current x ed Form untl It s a
revised F executed
1. Nam David Shearer
Pi CNI A
Signature
2. Name«
Position-0
Signature
3. Name:
Position:
r
Signature
Na
000/
q
igneture of
Other"7 le:
Cate-
IT Pr ess C Swvices A.9teenient Revised Jwe 2012
(ISO
'r iii ho
-M&C Review Page I of 2
Official site of the Clity of Fort,Worth,Texas
APR
F NT ORTH
A
L IT O E NDA
COUNCIL ACTION: Approved on 9/24/2013
REFERENCE 04CYBER SECURITY
DATE: 9/24/2013 NO.0- **C-264,54 LOG NAME: TRAINING FOR NON.
SECURITY IT STAFF
CODE: C TYPE: CONSENT PUBLIC N01
HEARING:
SUBJECT: Authorize Execution of a Professional Services Agreement with International Information
Systems,Security Certification Consortium, Inc., in the Amount of'$7'6,320.00 for Cyber
Security Training for Non-Security Information Technology Staff in Multiple City
Departments (ALL. COUNCIL DISTRICTS)
RECOMMENDATION':
It is recommended that the City Council authorize the execution, of a Professional Services
Agreement with International Information Systems Security Certification Consortium, Inc., in the
amount of$76,320.00 for cyber security training for non-security information technology personnel in
multiple City departments to be funded through a grant from the U.S. Department of Homeland
Security.
,DISCUSSION,
The City of Fort Worth (City) is continually exposed, to, potential cyber security threats to its
information technology assets. A more complete defense requires, continuous,effort from, non-,
security Information 'Technology (IT)l personnel as they perform their day-to-day support and project
work.
The proposed training courses will provide ITpersonnel with training similar milar to that taken by cyber
security staff and wi'll include the opportunity to attain certification as a Certified Information Systems
Security Professional (CIISSP). Through: this training, IT staff will gain the knowledge necessary to
help build the IT systems in closer compliance to accepted security practice and identify potential or
real threats much, earlier in the cycle.
Staff recommends acceptance of the proposal -from, International Information Systems Security
Certification Consortiulm, Inc., to conduct two on-site courses. This proposal in the amount of
$76,320.00 was among three bids received and represents the highest value to the City. This firm is
the sponsor of the CI'SSPI certification. However, the course does not focus on successful
certification examinations, but on the increase of-the student's security awareness and
Knowledge. The firm also makes availabile on-line material as preparation, for the actual five-day
courses.
The City has received funding approlval' from the U.S. Department of Homeland, Security's Urban Area
Security Initiative Grant Program for the training.
E Office .A waiver of'the goal for MBE/SBE, subcontracting requirements area requested by IT
Solutions,and approved by the M Office, in accordance with the BDE ordinance,1 because the
purchase of goods or services is from sources where, subcontracting or supplier opportunities are
negligible.
ADMINISTRATIVE, AMENDMENT-An Administrative amendment or increase may be made by the
City Manager for the Professional' Services Agreement in the amount,up to $19,1080.,00 and does not
require specific City Council approval as long as sufficient funds have been appropriated.
http,/`/apps.cfwnet.org/councll_packet/'mc—review.asp'?ID=1 891 I&councildate=9/24/20,13 9/30/2013
%,M&C Review Page 2 of 2
AGREEMENT TERM - Upon City Council's approval, this Agreement shall begin upon execution and
ex ire upon completion of all services, but no later than December 31, 2013.
FISCAL INFORIVIATIONICERTIFICATION:
The Financial Management Services Director certifies that funds are avai�lable in the current operating
budget, as appropiria�te , of the Grants Fund.
TO Fund/Account/Cen�teirs, FROM Fund/Account/Cen�ters
GR76 539120 004442607080 $761320.00
Submi'tted! fir City Mana-mer's Offic Susian Alanis (818,0)
Origl`natiing Department Head: Peter Anderson (87'811),
Add"Itionall Information Contact: Steve Streiffert(2221)
Alan Girton (8484)
ATTACHMENTS
http-HapPs.cfwnet.org/councII 9ID=1891 1&counc*ldate-9/24/2013 91/30/2013
0 _packet/mc—revi'ew.asp. I