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HomeMy WebLinkAbout053832-A1R1 - General - Contract - CentralSquare Technologies, LLCCity Secretary Contract No.�W f" FIRST AMENDMENT AND RENEWAL OF CITY SECRETARY CONTRACT NUMBER 53832 A VENDOR SERVICES AGREEMENT BETWEEN THE CITY OF FORT WORTH AND CENTRALSQUARE TECHNOLOGIES, LLC This First Amendment and Renewal of Fort Worth City Secretary Contract Number 53832 ("First Amendment ad Renewal") is made and entered into by and between the City of Fort Worth ("City"), a Texas home -rule municipal corporation, and CentralSquare Technologies, LLC, a Delaware limited liability company ("Vendor"). WHEREAS, on April 23, 2020, City and Vendor entered into a vendor services agreement for Vendor to provide City with management and maintenance of a false alarm management program, City Secretary Contract Number 53832 ("Agreement"); and WHEREAS, the Agreement was for an initial term of three years, with three one-year renewal options; and WHEREAS, City and Vendor executed the first renewal of the Agreement effective April 23, 2023 to April 22, 2024; and WHEREAS, City and Vendor have continued to operate pursuant to the terms of the Agreement, since April 22, 2024 without executing a formal renewal document; and WHEREAS, City and Vendor desire to formally document their continued operation pursuant to the second and third renewal terms and to amend the agreement for an additional extension; and WHEREAS, City and Vendor desire to amend the Agreement to provide for the transfer of City's data to third parties; NOW THEREFORE, City and Vendor, acting herein by the through their duly authorized representatives, agree to amend and renew the Agreement as follows: OFFICIAL RECORD CITY SECRETARY I . FT. WORTH, TX Section 2 of the Agreement is amended in its entirety to be and read as follows: 2. Term. This Agreement shall commence on April 23, 2020 ("Effective Date") and shall expire on April 22, 2023 ("Expiration Date"). City and Vendor agree that the Agreement is renewed and extended from April 23, 2023 to April 22, 2024 ("First Renewal Term"). City and Vendor agree that the Agreement is renewed and extended from April 23, 2024 to April 22, 2025 ("Second Renewal Term"). City and Vendor agree that the Agreement is renewed and extended from April 23, 2025 to December 31,2026 ("Third Renewal Term"), unless terminated earlier in accordance with the provisions of this Agreement. The term of the Agreement may be extended upon execution of a written amendment or extension by City and Vendor. First Amendment and Renewal of City Secretary Contract No. 53832Page 1 of 3 2. Section 4.1 of the Agreement is amended in its entirety to be and read as follows: 4.1. Convenience. City may terminate this Agreement at any time and for any reason by providing Vendor with 14 days written notice of termination. 3. Section 39 of the Agreement is amended in its entirety to be and read as follows: 39. Survival of Provisions. The parties' duties and obligations pursuant to Section 4.4 (Duties and Obligations), 5 (Disclosure of Conflicts and Confidential Information), Section 6 (Right to Audit), Section 8 (Liability and Indemnification), and Appendix A, Section A.1.5 (Transfer of Data) shall survive the termination of this Agreement. 4. Exhibit A of the Agreement is hereby amended by adding A.1.5 to be and read as follows: A.1.5 Transfer of CITY's Data from CryWolf to CITY's Third Party If CITY requests in writing at any time prior to the expiration or earlier termination of this Agreement, VENDOR shall provide to CITY or CITY's assigned designee, within ten (10) business days of such request, the most recent version of CITY data maintained by VENDOR, delivered in SQL format consistent with VENDOR's standard server backup. Additionally, regardless of any prior requests, VENDOR shall, within sixty (60) days following the expiration or earlier termination of this Agreement, deliver to CITY or CITY's assigned designee the final and most recent version of CITY data maintained by VENDOR, provided that CITY has paid all fees then outstanding and any amounts payable after or as a result of such expiration or termination. 61 a. All other terms and conditions of the Agreement not expressly amended herein shall remain in full force and effect. b. Terms in the First Amendment and Renewal that are capitalized, but not defined, shall have the meanings ascribed to those terms in the Agreement. [Signature Page Follows] First Amendment and Renewal of City Secretary Contract No. 53832Page 2 of 3 Executed to be effective as of the date signed by the Assistant City Manager below. City of Fort Worth: 04mj &— By: Dianna Giordano (Aug 21, 2026 14:22:42 CDT) Name: Jesica McEachern Title: Assistant City Manager Date: 08/21 /2026 entralSquare Technologies, LLC Sf afv C&Wi'- Y• ^ •� C�sLla (A -9 U 20260010 43 EST) ame: Stephen Castle itle: Director, Renewals 08/14/2026 CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: By: Name: Jennifer Mollenshott Title: Deputy Development Services Director Approved as to Form and Legality: ontract Compliance Manager: y signing I acknowledge that I am the f ;sponsible for the monitoring Iministration of this contract, incl isuring all performance and repi y. ame: Tammy Lewis itle: Customer Service Manager City Secretary: By: ` M f� Name: Hye Won Kim By: Title: Assistant City Attorney Name Title: Contract Authorization: M&C N/A Form 1295 Certification No. N/A 00 opyn FORt�aAdP O ays s=a OQa* o 000*p ddanIl�45oq Jannette S. Goodall City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX First Amendment and Renewal of City Secretary Contract No. 53832Page 3 of 3 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: CentralSquare Technologies LLC Subject of the Agreement: First Amendment and renewal of CSO Contract # 53832 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 0 No ❑ 53832 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 0 If unsure, see backpage for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 0 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: 04/03/2025 If different from the approval date. Expiration Date: 12/31 /2026 If applicable. Is a 1295 Form required? * Yes ❑ No ED *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 0 No ❑ Contracts need to be routed for CSO processing in the followingorder: rder: 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. 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