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HomeMy WebLinkAbout064153-NA1 - General - Contract - SP Plus LLC, Metropolis Capital Holdings, LLCCSC No. 64153-NA1 NETWORK ACCESS AGREEMENT This Network Access Agreement ("Agreement") is made and entered into by and between the City of Fort Worth ("City,") a TeXas home rule municipality, and SP Plus LLC, an authorized reseller of Metropolis Capital Holdings LLC ("Vendor,") a Texas corporation. 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 provide management and operation of certain City-owned parking facilities that require viewing and recording video from on- site cameras. In order to provide the necessary support, Contractor needs access to the Network including the ERP system, City's intranet and the Security Systems for the necessary parking facility locations. In order to provide the necessary support, Vendor needs access to various City systems as it pertains to the services agreed upon in the 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 management and operation of certain City-owned parking facilities that require viewing and recording video from on- site cameras as well as access to the ERP system for booking of daily revenue from the City's parking operation. 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. 64153. ("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 �FFICIAL RECORD Network Access Agreement (Rev. 8/28/19) CITY SECRETARY page 1 of 4 FT. WORTH, TX 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 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. Con�dential 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. �ht 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, Network Access Agreement (Rev. 8/28/19) Page 2 of 4 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 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. �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 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. Assi�nment. 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. Severabilitv. 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 tq 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. 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 courts located in Tarrant County, Texas or the United States District Court for the Northern District of TeXas, Fort Worth Division. 17. S�i 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 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: ����� $y: Dianna Giordano (Mar 9; 2026 1523:14 CDT) Name: Dianna Giordano Title: Assistant City Manager SP Plus, LLC ��r�f�ew � wGcite ew R. White (Mar 4, 2026 16�.28�.51 CSI� Y� Name: Andrew White Title: Vice President Date: 03/09/2026 Date: Mal' 4, 2026 CITY OF FORT WORTH 1NTERNAL 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: Cyn ia�Tyree (M 6, 2026 09:31:58 CST) Name: Cynthia Tyree Title: Asst. IT Solutions Director Can�lace �aqGiaYa By. Candace Pagllara (Mar 6, 2U�6 1210:39 CST) Name: Candace Pagliara Title: Sr. Assistant City Attorney Contract Authorization: M&C: 25-0921 Approval Date: 09/30/2025 Form 1295: N/A City Secretary: (� � .�� By: Name: Jannette Goodall Title: City Secretary a4F F�Rto�dO 0 000� ca'a° �90p pp*�* d �ann �ExA54.4� OFFICI�4L RECt7RD CITY SECRETARY FT. WORTH, TX Network Access Agreement (Rev. 8/28/19) Page 4 of 4 M&C' Re�iew P�ge ! af `� �� ..� .i.� ......�. i � , �� . ,��'•..����ih. I'=...�. �ITY ��uN�ILAGENaA Create New From This M8C REFER�NC� *�`M&C 25- OAT�: sr�orzoz� N�. ��2� LOG NAME: C017E: P TYPE: FtaRT�� i 13P C04P TiPS 23�5D5 �ARKI NG FACI LlTY MANRGEMENT TPW JJ Pl1BLIC CflNS�NT HEARING: N� SlJB.fEC�': (ALLj Authori�e Execution af a Purchase Agreement with 'SR P�us, LLC, ar� AuEhorized Reseller of Met�op�lis Capital Holdir�gs LLC or AfFiliates, iJsing a Cooperakive Contract ta Pra�ide Maintenanc�, Repair, and DAeratiar�s {MRti} 5ervices for an Annuai Rmaunt Up to $8fl0,040.00, for the lnitial Three Year Term with the flptian to Renew f�r Tv�o Additional ❑ne-Year Renewal Dptior�s in the 5ame Amo�tnt far the TransporEat�on 8� Pu�lic Warks Department I.�X�I�]�51�51��I�Is��[�]►� !t is recommended that the City C�uncil auth�rize execution of a purci�ase agreerr�er�t with SP P3us, LLG, an authar�zed r�s�ller of Metropolis Capital Holdings LLC ar a�€iliates, using Th� Interlocal Purchasing System �TIPS} cot�perati�e contract to prov€de rnair�tenance, repair, anri operations {MRQ} services for an annual amount up to $B�O,QDO.�Q, far the initial three-year term with the apt�on ta renew for'hrr❑ additional one-year terms in the sam� amaunt for the Trar�sportation & Public Works Departmen� ❑ISCklSSI�N: The purpase �f this Mayor and Council Gammuni�ation �M&C} is t❑ autharize an agreEment ta provide maintenance, repair, and operational services tfl assist in the upkeep of the garages �ocated ❑n Houston Street and Comsnerce Street. The agreemeni will provi�e duties that include, hut not limited to, parking rriair�tenance, Functianal �peration �f parl€ing �ssets, reven�e ca!leGtiQn, ar�d parking enfarcement. FUNDING' The raaximum annuaf amaunt �Ilawed under this agreerrtent will be $80D,aQQ.O�; �awe�er, ihe actual amaunt �sed will be based ❑n th� needs �f .he department and a�ailable �udgefs. Funding will b� budgeted in th� �ther Cantractual Services account within the Niunicipal Parft�ng �ur�d for F�scal Year 2�26, CD�PERATIVE PURCHASE: State !aw pravides that a#ocal government purchasing an item under a coo{�erative pur�hase agreement sat�s�ies any state law requiring that the I�cal govemrrtent seek campetitive h�ds for the purchas� �f the �tern. TIPS cantracts are� competitively bid ta increase artd sim�Eify the purchasing pvwer of gfl�ernm�nt entities across tf�e 5tate of Texas, TIPS Go�pera#ive Cantract No. �3�5fl5 was published an May 4, 2�23, and May 1'f, �023, and respanses were apened on Jurre �fi, 2�23. TIPS cQntracts Q€€er fixed di�counts. 5taff reviewed the prici�g ar�d det�rmined it to be fair and reasonable. AGR��M�N7 T�RM; The initial term o€ the agre�ment will �egir� upon execuiian and expire �n July 3'i, 2029, ta correspand with the term� of the cooperative contra�ct. RENEWAL aPTf�NS: In ac�ardar�ce witi� the terms af �IPS Cooperative C�ntraci No. �3G5a5, there are optio�s for two additi�nal ane-year terrr�s. 1"he spending aut�ority for the renewaf period, if exercised, will be in an amount up to $80�,fl�a.D{l. Ti�is actiar� does not requ�re specifi� City Council appro�ai, pravided tt�at the City Cauncil has appro�riated s�ffiGient funds to satisfy the City's o�l�gations during the renewal term. ADMINISTRA�'!VE GHANGE �RC3�,R: Ar� administrative change arder or irrcrease may be made �y http:llapps.cfi��net.orglcouiicil�acketlmc_review.asp?ID=33781&couricildate=913012025 i0{212025 M�c R��;�� P��� ? ot ? the City Manager up tQ the arriQunt aElawed t�y rele�ant iaw and �he Fort Worth City Code ar�d ciaes n�t require specific City Cauncil appraval as long as suffici�nt funds have be�n appropriat�d. SMALL BLISIN�SS DRDfNANCE: 1'his caaperati�e agreement req�est was sul�mitted t�efare 5eptember '1, 2025, preceding the €rnpiementation af the 5rnall Business 'Prograrr�. Therefare, a waiver is nQt required, ihis project will serve ALL C��NCIL �15TRIC7S. FISCAL IN��RMATIONJC�RiiFECATl�N: 7he Directvr af Finan�e cerfifies that upan appro�al of the abav� rec�mmendatian and adaptian af the Fisca! Year 2D26 Budget by the City Coun�il, funds will be available in the Fiscal Year 2Q26 operating budget. as a�prapriated, in ihe Municipal Parking Fund ta suppart ex�cutior� ❑f the purchase agreemen#. Priar to an expenditure being incurfed, the Transp�rt�ti�n & Publ�c Warks �epar#mer�t has the respor�si�iiity to vaiidate #he availabifity of funds. BQNII T� � Fund -0epartment ' Accnunt Project Program Acti�ity Budget � Reference # j Amount � � I� I[� � � , Year ;�Chartfield 2y I FRDM Fund Gepartment A�cnunt Praject � �o io Suf�m9tted f�r Ci#y Manaqer's DfFice by: Prngram ' Acti�ity Budget � Year Regina�c€ �env {8517} Reference # i Amount {Chartfield 2j Jesica M�Eachern �58D4] ariqinatinq Department Head: Reginalci Zen� {8517} �auren Prieur �fi�35} Additiona! Infvrmati�n Cvntact: 6randy Hazel {8�87} Juhy JacQb �8066} ATTACHM�NTS 13P Ca�P TIPS 234545 PARKIN� FACILITY MANAGEMENT TPW JJ fid tabl�.xlsx tcFv+1 Internal) 2�2� Farm 1�95 5P P�us.r�df {CFW lnternai} SAMs.pdf �CFW internalj S�S .li�q [C�W Internal} htt��:!'aJ3ps.ch��net.�rglct�u�lcil��c�:etlmc_re�ier��,asp`'ii7=3�781&coucicildate=913�1?4?� 141?I?C�25 F�RT��RTHo City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: SP Plus, LLC Subject of the Agreement: Network Access Agreement for SP Plus, LLC M&C Approved by the Council? * Yes ❑✓ No ❑ If �so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No ❑✓ 64153-NA1 If �so, provide the original contract number and the amendment number. Is the Contract "PermanenY'? *Yes ❑ No 0 If �unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No ❑✓ If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: February 1, 2026 Expiration Date: July 31, 2026 If different from the approval date. If applicable. Is a 1295 Form required? * Yes ❑✓ No ❑ *If �so, please ensure it is attached to the approving M&C or attached to the contract. Proj ect Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes ❑✓ No ❑ Contracts need to be routed for CSO processin� in the followin� order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.