HomeMy WebLinkAboutContract 46123 CITY SECRET ,-
PROFESSIONAL SERVICES AGREEMENT
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, Denton and Wise Counties, Texas, acting by and through Susan Alanis,
its duly authorized Assistant City Manager, and NETWORK CABLING SERVICES, (the
"Consultant" or "Contractor"), a Texas corporation and acting by and through Mark Veltri, its duly
authorized COO, each individually referred to as a "party" and collectively referred to as the
"parties."
CONTRACT DOCUMENTS:
The Contract documents shall 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 B—Milestone Acceptance Form
4. Exhibit C—Network Access Agreement
5. Exhibit D—Signature Verification Form
6. Exhibit E—DIR Contract—DIR-SDD-1900
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 shall control.
The term "Consultant' or "Contractor" shall include the Consultant or Contractor, and its officers,
agents,employees,representatives,servants,contractors or subcontractors.
The term"City"shall include its officers,employees,agents,and representatives.
1. SCOPE OF SERVICES.
Consultant hereby agrees to provide the City with professional consulting services for the
purpose of private fiber/structured cabling services. Attached hereto and incorporated for all purposes
incident to this Agreement is Exhibit "A," Statement of Work, more specifically describing the
services to be provided hereunder.
MO 2. TERM.
CIV
rT1
This Agreement shall commence upon the date that both the City and Consultant have executed
M this Agreement ("Effective Date") and shall continue in full force and effect for one (1) year ("Initial
® Term"), unless terminated earlier in accordance with the provisions of this Agreement. Following the
e Initial Term, this Agreement may be renewed at the option of the City for two(2)additional terms of one
year each(each a"Renewal Term"). The City shall provide Consultant with written notice of its intent to
renew at least thirty(30)days prior to the end of each term.
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OFFICIAL RECORD
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3. COMPENSATION.
The City shall pay Consultant an amount not to exceed $200,000.00 in accordance with the
provisions of this Agreement. 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 liable for any additional expenses of Consultant not specified by
this Agreement unless the City first approves such expenses in writing.
4. TERMINATION.
4.1. Convenience.
The City or Consultant may terminate this Agreement at any time and for any reason by
providing the other party with 30 days' written notice of termination.
4.2 Non-appropriation of Funds.
In the event no funds or insufficient funds are appropriated by the City in any fiscal
period for any payments due hereunder, City will notify Consultant of such occurrence and this
Agreement shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to the City of any kind whatsoever,except as to the portions
of the payments herein agreed upon for which funds have been appropriated.
4.3 Breach.
Subject to Section 29 herein, either party may terminate this Agreement for breach of
duty,obligation or warranty upon exhaustion of all remedies set forth in Section 29.
4.4 Duties and Obligations of the Parties.
In the event that this Agreement is terminated prior to the Expiration Date, the City
shall pay Consultant for services actually rendered up to the effective date of termination and
Consultant shall continue to provide the City with services requested by the City and in
accordance with this Agreement up to the effective date of termination. Upon termination of
this Agreement for any reason, Consultant shall provide the City with copies of all completed
or partially completed documents prepared under this Agreement. In the event Consultant has
received access to City information or data as a requirement to perform services hereunder,
Consultant shall return all City provided data to the City in a machine readable format or other
format deemed acceptable to the City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Consultant hereby warrants to the City that Consultant has
made full disclosure in writing of any existing or potential conflicts of interest related to Consultant's
services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of
this Agreement,Consultant hereby agrees immediately to make full disclosure to the City in writing.
5.2 Confidential Information. Consultant, for itself and its officers, agents and employees,
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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.
5.3 Unauthorized Access. Consultant 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. Consultant shall notify the City immediately if the security or integrity of any
City information has been compromised or is believed to have been compromised, in which event,
Consultant shall, in good faith, use all commercially reasonable efforts to cooperate with the City in
identifying what information has been accessed by unauthorized means and shall fully cooperate with
the City to protect such information from further unauthorized disclosure.
6. RIGHT TO AUDIT.
Consultant agrees that the City shall, until the expiration of three (3) years after final payment
under this contract, or the final conclusion of any audit commenced during the said three years, have
access to and the right to examine at reasonable times any directly pertinent books, documents, papers
and records of the consultant involving transactions relating to this Contract at no additional cost to the
City. Consultant agrees that the City shall have access during normal working hours to all necessary
Consultant 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 Consultant reasonable
advance notice of intended audits.
Consultant further agrees to include in all its subcontractor agreements hereunder a provision to
the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final
payment of the subcontract, or the final conclusion of any audit commenced during the said three years
have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records 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.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Consultant shall operate as an independent contractor
as to all rights and privileges and work performed under this agreement,and not as agent,representative
or employee of the City. Subject to and in accordance with the conditions and provisions of this
Agreement, Consultant shall have the exclusive right to control the details of its operations and
activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, contractors and subcontractors. Consultant acknowledges that the doctrine of respondeat
superior shall not apply as between the City, its officers, agents, servants and employees, and
Consultant,its officers, agents,employees,servants, contractors and subcontractors. Consultant further
agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between
City and Consultant. It is further understood that the City shall in no way be considered a Co-employer
or a Joint employer of Consultant or any officers, agents, servants, employees or subcontractors of
Consultant. Neither Consultant, nor any officers, agents, servants, employees or subcontractors of
Consultant shall be entitled to any employment benefits from the City. Consultant shall be responsible
and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers,
agents,servants,employees or subcontractors.
8. LIABILITY AND INDEMNIFICATION.
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A. LIABILITY - CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL PROPERTY LOSS, PROPERTY DAMAGE ANDIOR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS,OF ANY HIND OR CHARACTER, WHETHER REAL
OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR
OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS
OFFICERS,AGENTS, SERVANTS OR EMPLOYEES.
B. INDEMNIFICATION - CONSULTANT HEREBY COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS,
SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR
LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
CONSULTANT'S BUSINESS AND ANY RESULTING LOST PROFITS)ANDIOR PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF CONSULTANT, ITS
OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
C. COPYRIGHT INFRINGEMENT - Consultant agrees to defend, settle, or pay, at its own cost
and expense, any claim or action against the City for infringement of any patent, copyright, trade
secret, or similar property right arising from City's use of the software and/or documentation in
accordance with this agreement. Consultant shall have the sole right to conduct the defense of any
such claim or action and all negotiations for its settlement or compromise and to settle or
compromise any such claim, and City agrees to cooperate with it in doing so. City agrees to give
Consultant timely written notice of any such claim or action, with copies of all papers City may
receive relating thereto. If the software and/or documentation or any part thereof is held to
infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or
compromise, such use is materially adversely restricted,Consultant shall,at its own expense and as
City's sole remedy, either: (a) procure for City the right to continue to use the software and/or
documentation; or (b) modify the software and/or documentation to make it non-infringing,
provided that such modification does not materially adversely affect City's authorized use of the
software and/or documentation; or (c) replace the software and/or documentation with equally
suitable, compatible, and functionally equivalent non-infringing software and/or documentation at
no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to
Consultant, terminate this agreement and refund to City the payments actually made to
Consultant under this agreement.
9. ASSIGNMENT AND SUBCONTRACTING.
Consultant shall not assign or subcontract any of its duties, obligations or rights under this
Agreement without the prior written consent of the City. If the City grants consent to an assignment, the
assignee shall execute a written agreement with the City and the Consultant under which the assignee
agrees to be bound by the duties and obligations of Consultant under this Agreement. The Consultant
and Assignee shall be jointly liable for all obligations of the Consultant under this Agreement prior to
the effective date of the assignment. If the City grants consent to a subcontract, the subcontractor shall
execute a written agreement with the Consultant referencing this Agreement under which the
subcontractor shall agree to be bound by the duties and obligations of the Consultant under this
Agreement as such duties and obligations may apply. The Consultant shall provide the City with a fully
executed copy of any such subcontract.
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10. INSURANCE.
Consultant shall provide the City with certificate(s) of insurance documenting policies of the
following minimum coverage limits that are to be in effect prior to commencement of any work pursuant
to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability
$1,000,000 Each Occurrence
$1,000,000 Aggregate
(b) Automobile Liability
$1,000,000 Each occurrence on a combined single limit basis
Coverage shall be on any vehicle used by the Consultant, its employees, agents, representatives
in the course of the providing services under this Agreement. "Any vehicle"shall be any vehicle
owned,hired and non-owned
(c) Worker's Compensation- Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease-per each employee
$500,000 Disease-policy limit
This coverage may be written as follows:
Workers' Compensation and Employers' 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, $500,000 bodily injury disease policy limit and $100,000 per disease per
employee
(d) $1,000,000 Professional Liability
$1,000,000 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
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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 sole responsibility of the
Prime Vendor and may not 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 Contract. Coverage shall be maintained for 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 Requirements
(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 City 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 Throckmorton,
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
Management. If the rating is below that required, written approval of Risk Management is
required.
(e) Any failure on the part of the City to request required insurance documentation shall not
constitute a waiver of the insurance requirement.
(f) 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.
11. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND REGULATIONS.
Consultant agrees that in the performance of its obligations hereunder, it will comply with all
applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces
in connection with this agreement will also comply with all applicable federal, state and local laws,
ordinances, rules and regulations. If the City notifies Consultant of any violation of such laws,
ordinances,rules or regulations,Consultant shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
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Consultant, for itself, its personal representatives, assigns, subcontractors and successors in
interest, as part of the consideration herein, agrees that in the performance of Consultant's duties and
obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group
of individuals on any basis prohibited by law. If any claim arises from an alleged violation of this non-
discrimination covenant by Consultant, its personal representatives, assigns, subcontractors or successors
in interest, Consultant agrees to assume such liability and to indemnify and defend the City and hold the
City harmless from such claim.
13. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or
representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3)
received by the other party by United States Mail, registered, return receipt requested, addressed as
follows:
City of Fort Worth Network Cabling Services,Inc.
Attn: Susan Alanis,Assistant City Manager Attn: Mark Veltri
1000 Throckmorton 12626 Fuqua St.
Fort Worth TX 76102-6311 Houston,TX 77034
Facsimile: (817) 392-8654 Facsimile: 281-484-1776
With Copy to the City Attorney
At same address
14. SOLICITATION OF EMPLOYEES.
Neither the City nor Consultant shall, during the term of this agreement and additionally for a
period of one year after its tennination, solicit for employment or employ, whether as employee or
independent contractor, any person who is or has been employed by the other during the tern of this
agreement, without the prior written consent of the person's employer. Notwithstanding the foregoing,
this provision shall not apply to an employee of either party who responds to a general solicitation of
advertisement of employment by either party.
15. GOVERNMENTAL POWERS/IMMUNITIES
It is understood and agreed that by execution of this Agreement, the City does not waive or
surrender any of its governmental powers or immunities.
16. NO WAIVER.
The failure of the City or Consultant to insist upon the performance of any term or provision of
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.
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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 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. 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.
19. 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, 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.
20. HEADINGS 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 define or limit the scope of any provision of this
Agreement.
21. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this
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
Consultant, their assigns and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null 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 original, but all such counterparts shall together constitute one and the same
instrument.
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25. WARRANTY OF SERVICES.
Consultant warrants that its services will be of a professional quality and conform to generally
prevailing industry standards. City must give written notice of any breach of this warranty within thirty
(30) days from the date that the services are completed. In such event, at Consultant's option, Consultant
shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms
with the warranty,or(b)refund the fees paid by the City to Consultant for the nonconforming services.
26. MILESTONE ACCEPTANCE.
Consultant shall verify the quality of each deliverable before submitting it to the City for review
and approval. The City will review all deliverables to determine their acceptability and signify
acceptance by execution of the Milestone Acceptance Form, which is attached hereto as Exhibit"B." If
the City rejects the submission, it will notify the Consultant in writing as soon as the determination is
made listing the specific reasons for rejection. The Consultant shall have ten (10) days to correct any
deficiencies and resubmit the corrected deliverable. Payment to the Consultant shall not be authorized
unless the City accepts the deliverable in writing in the form attached. The City's acceptance will not be
unreasonably withheld.
27. NETWORK ACCESS.
27.1 City Network Access. If Consultant, and/or any of its employees, officers, agents,
servants or subcontractors (for purposes of this section "Consultant Personnel"), requires access to the
City's computer network in order to provide the services herein, Consultant shall execute and comply
with the Network Access Agreement which is attached hereto as Exhibit "C" and incorporated herein
for all purposes.
27.2 Federal Law Enforcement Database Access. If Consultant, or any Consultant Personnel,
requires access to any federal law enforcement database or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System ("FIRS"),
Interstate Identification Index System ("III System"), National Crime Information Center ("NCIC") or
National Fingerprint File ("NFF"), that is governed by and/or defined in Title 28, Code of Federal
Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the administration of
criminal justice as defined therein on behalf of the City under this Agreement, Consultant shall comply
with the Criminal Justice Information Services Security Policy and CFR Part 20, and shall separately
execute the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum.
28. IMMIGRATION NATIONALITY ACT.
The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which
includes provisions addressing employment eligibility, employment verification, and nondiscrimination.
Consultant shall verify the identity and employment eligibility of all employees who perform work under
this Agreement. Consultant shall complete the Employment Eligibility Verification Form (1-9), maintain
photocopies of all supporting employment eligibility and identity documentation for all employees, and
upon request,provide City with copies of all 1-9 forms and supporting eligibility documentation for each
employee who performs work under this Agreement. Consultant shall establish appropriate procedures
and controls so that no services will be performed by any employee who is not legally eligible to perform
such services. Consultant shall provide City with a certification letter that it has complied with the
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verification requirements required by this Agreement. Consultant shall indemnify City from any penalties
or liabilities due to violations of this provision. City shall have the right to immediately terminate this
Agreement for violations of this provision by Consultant.
29. INFORMAL DISPUTE RESOLUTION.
Except in the event of termination pursuant to Section 4.2,if either City or Consultant has a claim,
dispute, or other matter in question for breach of duty, obligations, services rendered or any warranty that
arises under this Agreement, the parties shall first attempt to resolve the matter through this dispute
resolution process. The disputing party shall notify the other party in writing as soon as practicable after
discovering the claim,dispute,or breach. The notice shall state the nature of the dispute and list the party's
specific reasons for such dispute. Within ten (10)business days of receipt of the notice,both parties shall
commence the resolution process and make a good faith effort, either through email, mail, phone
conference, in person meetings, or other reasonable means to resolve any claim, dispute, breach or other
matter in question that may arise out of, or in connection with this Agreement. If the parties fail to resolve
the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the parties may
submit the matter to non-binding mediation in Tarrant County, Texas, upon written consent of authorized
representatives of both parties in accordance with the Industry Arbitration Rules of the American
Arbitration Association or other applicable rules governing mediation then in effect. The mediator shall be
agreed to by the parties. Each party shall be liable for its own expenses, including attorney's fees;
however, the parties shall share equally in the costs of the mediation. If the parties cannot resolve the
dispute through mediation, then either party shall have the right to exercise any and all remedies available
under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to resolve a
dispute in accordance with this informal dispute resolution process, the parties agree to continue without
delay all of their respective duties and obligations under 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. REPORTING REQUIREMENTS
For purposes of this section,the words below shall have the following meaning:
Child shall mean a person under the age of 18 years of age.
Child pornography means an image of a child engaging in sexual conduct or sexual performance as
defined by Section 43.25 of the Texas Penal Code.
Computer means an electronic, magnetic, optical, electrochemical, or other high-speed data processing
device that performs logical, arithmetic, or memory functions by the manipulations of electronic or
magnetic impulses and includes all input, output,processing,storage,or communication facilities that are
connected or related to the device.
Computer technician means an individual who, in the course and scope of employment or business,
installs, repairs, or otherwise services a computer for a fee. This shall include installation of software,
hardware, and maintenance services.
If Consultant meets the definition of Computer Technician as defined herein, and while providing
services pursuant to this Agreement, views an image on a computer that is or appears to be child
pornography, Consultant shall immediately report the discovery of the image to the City and to a local or
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state law enforcement agency or the Cyber Tip Line at the National Center for Missing and Exploited
Children. The report must include the name and address of the owner or person claiming a right to
possession of the computer, if known, and as permitted by law. Failure by Consultant to make the report
required herein may result in criminal and/or civil penalties.
31. 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 such binding authority has been granted by
proper order, resolution, ordinance or other authorization of the entity. This Agreement, and any
amendment(s) hereto,may be executed by any authorized representative of Consultant whose name, title
and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as
Exhibit"D" and incorporate herein by reference. Each party is fully entitled to rely on these warranties
and representations in entering into this Agreement or any amendment hereto.
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IN ITNES W E ,the parties hereto have executed this Agreement in multiples this 4e4—day
of ,
ACCEPTED AND AGREED:
CITY ORT WORTH: Network Cabling Services
By: �fl
Su an lanis /
Assistant City Manager By: �J
Name: T#rk V
Date: L9I Title: COO
o 00° 0- te: I0/ Z YP Ll
ATTES S®�
By: a $ EST:
Mary J. a r
City Sec ary ��°00000°.0°c° F
Stephanie Maxwell
APPROVED AS TO FORM AND Executive Assistant
LEGALITY:
Males is . Farmer
Senior Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: C-26941
Date Approved: _9/9/2014
(OFFO CdAL RECORD
U'rY SECRETARY
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EXHIBIT A
STATEMENT OF WORK
Installation Services
1. System Installation Services
A. Install fiber optic cable and/or structured cable.
B. Form,splice,trim and support all required fiber/structured cable splices and terminations.
C. Test and prove that all fiber/structure cable operate properly.
D. Install racks,cable ladders,and any other required support structures
E. Label all terminations with labels specifically designed to fit and properly adhere to LIUs.
F. Provide detailed documentation(red-lined City of Fort Worth provided detailed drawing) of
all splice locations and termination locations. Red-line drawing will be turned over to City
of Fort Worth at the completion of project along with test results.
G. Formulate and write any other information as necessary.
H. Shall provide all necessary tools,hardware,and test equipment needed to install,label,test,
and document the cabling system.
1. The installation of the voice and data communications system by the contractor will not be
considered complete until all cables and components described in the specifications are
installed,labeled,and tested,and until documentation is delivered according to the
specifications. Furthermore,the cabling system will not be considered to be complete until
there has been a successful inspection by the client without any corrections required by the
contractor.
2. Installer Personnel Certification
A. The vendor shall provide manufacturer certified installation personnel.
B. The vendor shall provide verification of vendor certifications from any/or all fiber optic
cabling systems manufacturers.
C. The vendor shall provide verification of manufacturer certifications from any/all low-voltage
Ethernet cabling systems and all other structured cabling systems manufacturers.
D. All certifications shall be kept up to date and copy submitted to City of Fort Worth for
contract file.
3. Testing and Acceptance
A. Pre-Installation Testing: For the purpose of this Professional Services Agreement,pre-
installation testing refers to the activities involved in testing the provided fiber to verify that
it will operate correctly before the actual installation of the cable.
B. Acceptance Testing: Refers to testing monitored by the City to verify the proper operation of
the City's fiber and/or cable systems as a consequence of installation, splicing and
termination activities. The installer must give City notification and access to both the
acceptance testing process and the data and to any analysis of the acceptance test results.
The installer must make the results of the acceptance test available in electronic form to the
City within five working days after completion of work. The vendor must retain copies of
those test results throughout the term of its agreement with the City of Fort Worth. The
installer must answer questions raised by the City and must correct any deficiencies
identified during the acceptance testing period. The fiber and or cable shall be fully tested
by the installer immediately after the installation period. The installer must notify the City in
writing,by phone or e-mail when installer is ready to being acceptance testing. Test results
shall meet or exceed standard published specifications. The installer completes and submits
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all labeling and documentation as required. If the acceptance tests reveal problems related to
performance,the installer must isolate and eliminate those problems.
C. Test equipment
1) Copper cable will be tested with appropriate test equipment depending on type of cable
run. The test equipment shall meet TIA/EIA standards. Results shall be provided in a
Word/Excel format for City records.
2) Fiber optic multimode will be tested with power meter. The test equipment shall meet
TIA/EIA standards power meter and light source. Results shall be provided in a
Word/Excel format for City records.
3) All fiber optic single mode fiber cable will be tested with an OTDR and/or standard
power meter and light source,as requested by the City of Fort Worth. The test
equipment shall meet TIA/EIA standards power and light source. Results shall be
provided in a Word/Excel format for City records.
4. Installation
A. Inspections: The installer's work shall be subject to scrutiny and approval by the City. If
notified that any installation has been found to be incomplete,unsafe,or otherwise
unsatisfactory(in the judgment of the City),the installer must,upon notice,immediately
correct those discrepancies or deficiencies at its own expense. The installer must adhere to
manufacturers' suggested installation procedures to ensure that any warranties are valid.
B. Standards and Practices: Where materials or workmanship are specified to conform to a
national standard,the installer must submit proof of conformance before acceptance. The
following lists acceptable compliances:
ANSI American National Standards Institute
CFR Code of Federal Regulations
EIA Electronic Industries Alliance
EPA Environmental Protection Agency
FCC Federal Communications Commission
IEC International Electronics Commission
IEEE Institute of Electrical and Electronic Engineers
IETF Internet Engineering Taskforce
ITU International Telecommunications Union
MEC Electromagnetic Compatibility
NEC National Electric Code
NTONC National Transparent Optical Network Consortium
TIA Telecommunications Industry Association
UL Underwriters Laboratory
VCCI Voluntary Control Council for Information
Technology Equipment
BICSI I Building Industry Consulting Service International
C. Cleanup: At no cost to the City,the installer must remove all debris and excess material
resulting from installation or maintenance. When work is completed,the installer must leave
the premises clean and in good order.
D. Access: The City will furnish reasonable access to the premises for the installation and/or
maintenance of equipment. All vendor employees and/or contractors will be subject to a
background and Driver License check before being given access to City facilities. Vendor
will submit all lists of employees that will have access to any and all City facilities at the
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request of the City during the term of the agreement.
E. Documentation: Documentation provided to the City shall be in both paper and electronic
format. Only one copy of the electronic version is required. The format of the electronic
version shall be appropriate to the type of document required. The City's preference is
Microsoft Word,Excel or Visio.
F. Vendor Emergency Response Time: Vendor shall respond to emergency call within 30
minutes of receipt and be onsite within 4 hours of receiving request for emergency repair 24
hours a day, 7 days a week. The definition of emergency response will be determined by the
City of Fort Worth,i.e.,the City of Fort Worth will make the determination of what will be
considered an emergency response request.
5. Wiring Labels and Wire Management
A. Labeling all wall jacks,cables,patch cables,and patch panel jacks is mandatory. The
method for applying labels will be left to the discretion of each vendor; sample will be
supplied for City of Fort Worth approval.
B. The labels themselves shall be according to the Jack ID.
C. Cable conduit entrance paths will be marked on the City provided floor plans and following
completion of the work this floor plan will be provided to the City of Fort Worth depicting
all locations and label IDs of each jack and path panel.
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EXHIBIT B
MILESTONE ACCEPTANCE FORM
Services Delivered:
Milestone/Deliverable Ref. #:
Milestone/Deliverable Name:
Unit Testing Completion Date:
Milestone/Deliverable Target Completion Date:
Milestone/Deliverable Actual Completion Date:
Approval Date:
Comments(if needed):
Approved by Consultant: Approved by City Department Director:
Signature: Signature:
Printed Name: Printed Name:
Title: Title:
Date: Date:
For Director Use Only
Contracted Payment Amount:
Adjustments,including
penalties:
Approved Payment Amount:
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EXHIBIT C
NETWORK ACCESS AGREEMENT
1. The Network. 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 professional
consulting services for the purpose of private fiber/structured cabling services. In order to provide the
necessary support,Contractor needs access to the internet,intranet and email.
2. Grant of Limited Access. Contractor is hereby granted a limited right of access to the City's
Network for the sole purpose of providing professional consulting services for private fiber/structured
cabling 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 Contractor with Network Credentials consisting of
user IDs and passwords unique to each individual requiring 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
designated below.
❑ Services are being provided in accordance with City Secretary Contract No.
❑ Services are being provided in accordance with City of Fort Worth Purchase Order No.
X 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 in
denial of access to the Network and/or termination of this Agreement.
5. Network Restrictions. 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'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 representatives, of this Agreement and any other written instructions or guidelines that the
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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.
5.1 Notice to Contractor Personnel—For purposes of this section,Contractor Personnel shall
include all officers, agents, servants, employees, or representatives of Contractor. Contractor shall be
responsible for specifically notifying all Contractor Personnel who will provide services to the City under
this agreement of the following City requirements and restrictions regarding access to the City's
Network:
(a) Contractor shall be responsible for any City-owned equipment assigned to Contractor
Personnel,and will immediately report the loss or theft of such equipment to the City
(b) Contractor, and/or Contractor Personnel, shall be prohibited from connecting personally-
owned computer equipment to the City's Network
(c) Contractor Personnel shall protect City-issued passwords and shall not allow any third
party to utilize their password and/or user ID to gain access to the City's Network
(d) Contractor Personnel shall not engage in prohibited or inappropriate use of Electronic
Communications Resources as described in the City's Administrative Regulation D7
(e) Any document created by Contractor Personnel in accordance with this Agreement is
considered the property of the City and is subject to applicable state regulations
regarding public information
(f) Contractor Personnel shall not copy or duplicate electronic information for use on any
non-City computer except as necessary to provide services pursuant to this Agreement
(g) All network activity may be monitored for any reason deemed necessary by the City
(h) A Network user ID may be deactivated when the responsibilities of the Contractor
Personnel no longer require Network access
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, Contractor agrees to remove entirely any client or
communications software provided by the City from all computing equipment used and owned by the
Contractor,its officers,agents, servants,employees and/or representatives to access the City's Network.
7. Information Security. Contractor 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. Contractor 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 Contractor-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.
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ACCEPTED AND AGREED:
CITY O RT WORTIJi NETWORK 4;ABLING SERVICES:
By: By: X171V
Susa A anis ��°FOP� Fie:
coo
eltri_
Assist am City an ger
Date: i i —A14 °° ' Zd Ir
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ATTEST: g
�$ o
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B 0\/v 1'k
°DOOOOOOO°
C ecret J � � e: Stephanie Maxwell
I ltle: Executive Assistant
APPROVED AS -Q FORM AND LEGALITY:
Assistant City A orney
M&C: none required
OFF0MA,L RECORD
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EXHIBIT D
VERIFICATION OF SIGNATURE AUTHORITY
Full Legal Name of Company: Network Cabling Services
Legal Address: 12626 Fuqua Street, Houston, TX 77034
Services to be provided: infrastructure cabling, including Voice/Data cabling, fiber optics, OSP
Audio/Visual systems and Security Systems.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind the Company and to execute any agreement,
amendment or change order on behalf of Company. Such binding authority has been granted by proper
order, resolution, ordinance or other authorization of Company. The City is fully entitled to rely on the
warranty and representation set forth in this Form in entering into any agreement or amendment with
Company. Company will submit an updated Form within ten(10)business days if there are any changes
to the signatory authority. The City is entitled to rely on any current executed Form until it receives a
revised Form that has been properly executed by the Company.
1. Name: Mark Veltri
Position: Chief Opera ing Officer
Signa e
2. Name: Robert Apgar
Position: irman
Signature
3. Name:
Position:
Signature
Name: on Veltri
Signature of President/CEO
Other Title:
Date: I VV( 4 \
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Irk
EXHIBIT E
DIR-SDD-1900
DIR Contract No. D1R•SDD•1900
Vendor Contract No.
STATE OF TEXAS
DEPARTMENT OF INFORMATION RESOURCES
CONTRACT FOR PRODUCTS AND RELATED SERVICES
Network Cabling Services,Inc.
1. Introduction
A. Parties
Tliis Contract for products and related services is entered into between the State of Texas,
acting by and through the Deparhnent of Inforniation Resources(hereinaler"DIR")with
its principal place of business at 300 West 151"Street, Suite 1300, Austin,Texas 78701,
and Network Cabling Services, hie (hereinafter "Vendor"), with its principal place of
business at 12626 Fuqua Street,Houston,Texas 77034,
11.Compliance with Procurement Laws
This Contract is the result of compliance with applicable procurement laws ofthe State of
Texas. DIR issued a solicitation on the Comptroller of Public Accounts' Electronic State
Business Daily, Request for Offer (RFO) DIR-SDD-TMP-178, on April 23, 2012, for
Cabling Services and Related Products. Upon execution of this Contract, a notice of
award for RFO DIR-SDD-TMP-178 shall be posted by DIR on the Electronic State
Business Daily.
C. Order ot'Precedence
This Contract; Appendix A, Standard Ternns and Conditions For Products Contracts;
Appendix I3, Vendor's Historically Underutilized Businesses Subcontracting Plan;
Appendix C. Pricing Index; Exhibit 1, Vendor's Response to RFO DIR-SDD-'I'IviP-178
including all addenda; and Exhibit 2, RFO DIR-SDD-TMP-178, including all addenda;
are incorporated by reference and constitute the entire agreement between DIR and
Vendor. In the event of a conflict between the doennlCnlS listed in this paragraph, the
controlling document shall be this Contract, then Appendix A then Appendix B,then
Appendix C, then Exhibit 1, and finally Exhibit 2. In the event and to the extent any
provisions contained in multiple documents address the same or substantially the same
sul iect matter but do not actually conflict,the more recent provisions shall be deemed to
have superseded earlier provisions.
2. Term of Contract
The terns of this Contract shall be one(1)year commencing on the last date of approval
by DIR and Vendor. Prior to expiration of the original term,DIR and Vendor may extend
the Contract, upon mutual agreement, for up to three (3) optional one-year terms.
Protracted contract negotiations may, in DIR's sole discretion, result in fewer optional
ternns.
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DIR Contract No. DIR-SDD-1900
Vendor Contract No.
3. Product and Ser-vice Offerings
A. Products
Products available under this Contract are limited to Cabling Products as specified in
Appendix C, Pricing Index. Vendor may incorporate changes to their product
offering;however,any changes must be within the scope of products awarded based
on the posting described in Section 1.13 above. Vendor may not add a manufacturer's
product line which was not included in the Vendor's response to the solicitation
described in Section 1.13 above.
It. Services
Services available under this Contract are limited to Cabling Services as specified in
Appendix C,Pricing Index.Vendor may incorporate changes to their service offering;
however. any changes must be within the scope of services awarded based on the
posting described in Section 1.13 above.
4. Pricing
A. Manufacturer's Suggested Retail Price(MSRP)
MSRP is defined as the product sales price suggested by the manufacturer or
publisher of a product.
B. Customer Discount
The minimum Customer discount for all products and services will be the percentage
off MSRP as specified in Appendix C,Pricing Index.
C. ('ustwner Price
1)The price to the Customer shall be calculated as follows:
Customer Price=MSRP—Customer Discount
2)Finn fixed pricing for labor and labor and material rates are stated in Appendix C
Pricing Index.
3) Customers purchasung products and services under this Contract may negotiate
more advantageous pricing or participate in special promotional offers. In such event,
a copy of such better offerings shall be firmislned to DIR upon request.
4) If pricing for products or services available under this Contract are provided at a
lower price to: (i) an eligible Customer who is not purchasing those products or
services under this Contract or(ii)any other entity or consortia authorized by'Texas
law to sell said products and services to eligible Customers, then the available
Customer Price in this Contract shall be adjusted to that lower price.This requirement
applies to products or services quoted by Vendor or its resellers for a quantity of one
(1)under like terms and conditions, and does not apply to volume or special pricing
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1)111 Contract No. DIR-SDD-1900
Vendor Contract No.
purchases.This Contract shall be amended within tell(10)business days to reflect the
lower price.
D. DIR Administrative Fee
The administrative fee specified in Section 5 below shall not be broken out as a
separate line item when pricing or invoice is provided to Customer.
F.. Shipping and Handling Fees
Time price to the Customer tinder this Contract shall include all shipping and handling
fees. Shipments will be Free On Board Customer's destination. No additional fees
shall be charged to the Customer for standard shipping and handling.If tile Customer
requests expedited delivery, Customer will be responsible for any charges for
expedited delivery.
F. Tax-Exempt
As per Section 151.309,Texas Tax Code,Customers under this Contract are exempt
from the assessment of State sales, use and excise taxes. Further, Customers under
this Contract arc exempt from Federal Excise Taxes,26 United States Code Sections
4253(i)and 6).
G. Travel Expense Reimbursement
Pricing for services provided under this Contract are exclusive of any travel expenses
that may be incurred in the performance of those services. Travel expense
reimbursement may include personal vehicle mileage or commercial coach
transportation, hotel accommodations, parking and meals; provided, however, the
amount of reimbursement by Customers shall not exceed the amounts authorized for
state employees as adopted by each Customer; and provided, further, that all
reimbumenment rates shall not exceed the maximum rates established for state
employees tinder the current State Travel Management Program
(brio://www.window.stale.tx.us/procuremciit!prop/stmp/). Travel time may not be
included as part of the anmounts payable by Customer for any services rendered tinder
this Contract. The DiR administrative lee specified in Section 5 below is not
applicable to travel expense reimbursement. Anticipated travel expenses must be pre-
approved in writing by Customer.
H. Change to Prices
Vendor may change the price of any product at any lime,based upon changes to time
MSRP,but discount levels shall remain consistent with the discount levels specified
in this Contract.Price decreases shall take effect automatically during the term of this
Contract and shall be passed onto the Customer inuuediately.
5. DIR Administrative Fee
A)The administrative fee to be paid by the Vendor to DIR based on the dollar value of
all sales to Customers pursuatmt to this Contract is one-half of one percent (.05%).
Payment will be calculated for all sales, net of returns and credits. For example, the
administrative fee for sales totaling$100,000 shall be$500.00.
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DIR Contract No. 11112SIM-1900
Vendor Contract No.
B)All prices quoted to Customers shall include the administrative fee. DIR reserves the
right to change this fee upwards or downwards during the teen of this Contract, upon
written notice to Vendor without further requirement for a formal contract amendment.
Any change in the administrative tee shall be incorporated in the price to the Customer.
6. Notification
All notices under this Contract shall be sent to a party at the respective address indicated
below.
If sent to the State.
Robin Abbott,Manager
Contracts and Vendor Management
Department of hrforllation Resources
300 W. 15a'St.,Suite 1300
Austin,Texas 78701
Phone: (512)936-2233
Facsimile:(512)475-4759
If sent to the Vendor:
Mark Veltri
Network Cabling Services,hue.
12626 Fuqua Street
Houston,Texas 77034
Phone:(281)484-1777
Facsimile:(281)484-1776
Email:mvcltri&mnetworkcablinpervices.coni
7. Software License and Service Agreements
A. Shrink/Click-wrap License Agreement
Regardless of any other provision or other license temns which cony be issued by
Vendor after the effective date of this Contract,and irrespective of whether any such
provisions have been proposed prior to or after the issuance of a Purchase Order for
products licensed under this Contract, or the fact that such other agreement may be
affixed to or accompany software upon delivery (shirk-wrap), the terms and
conditions set forth in this Contract shall supersede and goverl the license terms
between Customers and Vendor. It is the Customer's responsibility to read the
Shrink/Oick-wrap license Agreement and determine if the Customer accepts
the license terms as nmended by this Contract. If the Customer does not agree
with the license terms, Customer shall be responsible for negotiating with the
reseller to obtain additional changes in the Shrink/Click-wrap License
Agreement language from the sofi«•are publisher.
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DIR Contract No. DIR-SDD-1900
Vendor Contract No.
8. Intellectual Property Matters
A.Definitions
L"Work Product"means any mid all deliverables produced by Vendor for Customer
under a Statement of Work issued pursuatit to this Contract, including any and all
tangible or intangible items or things that have been or will be prepared, created,
developed, invented or conceived at any time following the effective date of the
Contract, including but not limited to any(i)works of authorship (such as manuals,
instructions, printed material, graphics, artwork, images, illustrations, photographs,
computer progrmns, computer software, scripts, object code, source code or other
programming code, IITMI, code, flow charts, notes, outlines, lists, compilations,
manuscripts, writings, pictorial materials, schematics, fornntrlae, processes,
algoritluns, data, nifonnation, multhiiedia files, text web pages or web sites, other
written or machine readable expression of such works fixed in any tangible media,
and all other copyrightable works), (ii)trademarks, service marks,trade dress,trade
names, logos, or other indicia of source or origin, (iii) ideas, designs, concepts,
personality rights,methods,processes,techniques,apparatuses, inventions, fomudas,
discoveries,or improvements,including any patents,trade secrets and know-how,(iv)
domain names, (v) any copies, and similar or derivative works to ally of the
foregoing, (vi)all documentation and materials related to any of the foregoing, (vii)
all other goods, services or deliverables to be provided to Customer under the
Contract or a Statement of Work, avid(viii)all hitellectual Property Rights in ally of
the foregoing, and which are or were created, prepared, developed, invented or
conceived for the use or benefit of Customer in connection with this Contract or a
Statement of Work, or with funds appropriated by or for Customer or Customer's
benefit: (a)by an}, Vendor personnel or Customer personnel, or (b)any Customer
personnel who then became personnel to Vendor or any of its affiliates or
subcontractors, where, although creation or reduction-to-practice is completed while
the person is affiliated with Vendor or its persomicl,any portion of same was created,
invented or conceived by such person while affiliated with Customer.
2. "Intellectual Property Rights" means the worldwide legal rights or interests
evidenced by or embodied in:(i)any idea,design,concept,personality right,method,
process, technique, apparatus, invention, discovery, or improvement, including any
patents, trade secrets, and know-how; (ii) any work of authorship, including any
copyrights,moral rights or neighboring rights;(iii)any trademark,service mark,trade
dress,trade name,or other indicia of source or origin;(iv)domain name registrations;
and(v)any other proprietary or similar rights. 'l1re Intellectual Property Rights of a
petty include all worldwide legal rights or interests that the party may have acquired
by assignment or license with the right to grant sublicenses.
3. "Statement of Work" means a document signed by Customer and Vendor
describing a specific set of activities and/or deliverables, which may nnclude Work
Product and Intellectual Property Rights, that Vendor is to provide Customer,issued
pursuant to tine Contract.
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D1R Contract No. MR-S 13-1900
Vendor Contract No.
4. "Third Party IP"means the Intellectual Property Rights of any third party not a
party to this Contract, and which is not directly or indirectly providing any goods or
services to Customer under this Contract.
5. "Vendor IP" shall mean all tangible or intangible items or things, including the
Intellectual Property Rights therein, created or developed by Vendor (a) prior to
providing any Services or Work Product to Customer and prior to receiving any
documents,materials,unfornation or finding from or on behalf of Customer relating
to the Services or Work Product,or(b)after the Effective Date of the Contract if such
tangible or intangible items or things were independently developed by Vendor
outside Vendor's provision of Services or Work Product for Customer hereunder and
were not created, prepared, developed, invented or conceived by any Customer
personnel who then became personnel to Vendor or any of its affiliates or
subcontractors, where, although creation or rcduction-to-practice is completed while
the person is affiliated with Vendor or its personnel,any portion of same was created,
invented or conceived by Stich person while affiliated with Customer.
B.Ownership.
As between Vendor and Customer, the Work Product and Intellectual Property Rights
therein are and shall be owned exclusively by Customer, and not Vendor. Vendor
specifically agrees that the Work Product shall be considered"works made for hire"and
that the Work Product shall, upon creation,be owned exclusively by Customer. To the
extent that the Work Product, under applicable law,may not be considered works made
for hire, Vendor hereby agrees that the Contract effectively transfers, grants, conveys,
assigns,and relinquishes exclusively to Customer all right,title and interest in and to all
ownership rights in the Work Product, and all Intellectual Property Rights in the Work-
Product, without the necessity of any further consideration, and Customer shall be
entitled to obtain and hold in its own name all Intellectual Property Rights in and to the
Work Product. Vendor acknowledges that Vendor and Customer do not intend Vendor to
be a joint author of the Work Product within the meaning of the Copyright Act of 1976.
Customer shall have access,during nornnal business hours(Monday thru Friday, 8AM to
5PM)and upon reasonable prior notice to Vendor,to all Vendor materials,premises and
computer files containing the Work Product. Vendor and Customer,as appropriate, will
cooperate with one another and execute Stich other documents as may be reasonably
appropriate to achieve the objectives herein. No license or other right is granted
hereunder to any'Third Party IP, except as may be incorporated in the Work Product by
Vendor.
C.I+urllrer Actions.
Vendor,upon request mid without further consideration,shall perform any acts that may
be deenned reasonably necessary or desirable by Customer to evidence more fully the
transfer of ownership and/or registration of all Intellectual Property Rights in all Work
Product to Customer to the fullest extent possible, including but not limited to the
execution, acknowledgement and delivery of such further documents in a form
determined by Customer. In the event Customer shall be unable to obtain Vendor's
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DIR Contract No. DIR-S D-1900
Vendor Contract No.
signature due to the dissolution of Vendor or Vendor's unreasonable failure to respond to
Customer's repeated requests for such signature on any document reasonably necessary
for any purpose set forth in the foregoing sentence,Vendor hereby irrevocably designates
and appoints Customer mid its duly authorized officers and agents as Vendor's agent and
Vendor's attorney-in-fact to act for and in Vendor's behalf and stead to execute and file
any such document and to do all other lawfully permitted acts to further any such purpose
with the sane force raid effect as if executed and delivered by Vendor,provided however
that no such grant of right to Customer is applicable if Vendor fails to execute any
document due to a good faith dispute by Vendor with respect to such document. It is
understood that such power is coupled with an interest mod is therefore irrevocable.
Customer shall have the full and sole power to prosecute such applications and to take all
other action concerning the Work Product, and Vendor shall cooperate, at Customer's
sole expense,in the preparation and prosecution of all such applications and in any legal
actions and proceedings concerning the Work Product.
D.«'giver of Morn Rights.
Vendor hereby irrevocably and forever waives, and agrees never to assert, any Moral
Rights in or to the Work Product which Vendor may now have or which may accrue to
Vendor's benefit under US. or foreign copyright or other laws and any and all other
residual rights and benefits which arise under any other applicable law now in force or
hereafter enacted. Vendor acknowledges the receipt of equitable compensation for its
assigmnent and waiver of such Moral Rights. The tern "Moral Rights"shall mean any
and all rights of paternity or integrity of the Work Product and the right to object to any
modification, translation or use of the Work Product, and any similar rights existing
under the judicial or statutory law of any country in the world or under any treaty,
regardless of whether or not such right is denominated or referred to as a moral right.
E.Confidentiality.
All documents, information and materials Forwarded to Vendor by Customer for use in
and preparation of the Work Product, shall be deemed the confidential irnfornnation of
Customer,and subject to the license granted by Customer to Vendor under sub-paragraph
H. Hereunder,Vendor shall not use,disclose, or pemut any person to use or obtain the
Work Product,or any portion thereof,in any manner without the prior written approval of
Customer.
F.Injunctive Relief.
The Contract is intended to protect Customer's proprietary rights pertaining to the Work
Product,and the Intellectual Property Rights therein,and any misuse of such rights would
cause substantial and irreparable hann to Customer's business. 'lltcreforc, Vendor
acknowledges and stipulates that a court of competent jurisdiction may inutlediately
enjoin any material breach of the intellectual property,use,and confidentiality provisions
of this Contract, upon a request by Customer, without requiring proof of irreparable
injury as same should be presunned.
Page 7 of 10
IT Professional Services Agreement Revised Septemberl,2013
Network Cabling Services,Inc.
27
DiR Contract No. D1R-SDI)-1900
Vendor Contract No.
G-Return of Materials Pertaining to Work Product.
Upon file request of Customer, but in any event upon tennination or expiration of this
Contract or a Staternent of Work,Vendor shall surrender to Customer all documents and
things pertaining to the Work Product, including but not limited to drafts, nlenloranda,
notes, records, drawings, manuals, computer software, reports, data, and all other
documents or materials (and copies of same) generated or developed by Vendor or
furnished by Customer to Vendor, including all materials embodying the Work Product,
any Custoruer confidential information, or Intellectual Property Rights in such Work
Product,regardless of whether complete or incomplete. This section is intended to apply
to all Work Product as well as to all documents and firings furnished to Vendor by
Customer or by anyone else that pertains to the Work-Product.
H.Vendor License to Use.
Customer hereby grants to Vendor a non-transferable, non-exclusive, royalty-free, fully
paid-up license to use any Work Product solely as necessary to provide the Services to
Customer. Except as provided in this Section, neither Vendor nor any Subcontractor
shall have the right to use the Work Product in connection with the provision of services
to its other customers without the prior written consent of Customer,which consent may
be withheld in Customer's sole discretion.
I.Third-Party Underlying and Derivative Works.
To the extent that any Vendor IP or Third Party IP are embodied or reflected in the Work
Product,or are necessary to provide the Services, Vendor hereby grants to the Customer,
or shall obtain from the applicable third party for Customer's benefit, the irrevocable,
perpetual, non-exclusive, worldwide, royalty-free right and license, for Customer's
internal business purposes only, to (i) use, execute, reproduce, display, perfornn,
distribute copies of, and prepare derivative works based upon such Vendor IP or Third
Party IP and arty derivative works thereof embodied in or delivered to Customer in
conjunction with the Work Product, and (ii) authorize others to do any or all of the
foregoing. Vendor agrees to notify Customer on delivery of the Work Product or
Services if such materials include any Third Party IP. Oil request, Vendor shall provide
Customer with documentation indicating a third party's written approval for Vendor to
use any'lbird Party IP that may be embodied or reflected in the Work Product.
J.Agreement with Subcontracts.
Vendor agrees that it shall have written agreennent(s) that are consistent with the
provisions hereof related to Work Product and Intellectual Property Rights with any
employees,agents,consultants,contractors or subcontractors providing Services or Work
Product pursuant to the Contract,prior to their providing such Services or Work Product,
and that it shall maintain such written agreements at all times during performance of this
Contract,which are sufficient to support all perfornance urd grants of rights by Vendor.
Copies of such agreements shall be provided to the Customer promptly upon request.
K.License to Customer.
Vendor grants to Customer, it perpetual, irrevocable, royalty free license, solely for the
Customer's internal business purposes, to use, copy, modify, display, perform (by any
Page 8 of 10
IT Professional Services Agreement Revised Septemberl,2013
Nehvork Cabling Services,Inc.
28
DIR Contract No, DIR-SDD•1900
Vendor Contract No.
means),transmit and prepare derivative works of any Vendor 11'embodied in or delivered
to Customer in conjunction with the Work Product. The foregoing license includes the
right to sublicense third parties,solely for the purpose of engaging such third parties to
assist or carryout Customer's internal business use of the Work Product. Except for the
preceding license,all rights in Vendor IP remain in Vendor.
L.Vendor Development Rights.
To the extent not inconsistent with Customer's rights in the Work Product or as set forth
herein, nothing in this Contract shall preclude Vendor from developing for itself, or for
others, materials which are competitive with those produced as a result of the Services
provided hereunder, provided that no Work Product is utilized, and no Intellectual
Property Rights of Customer therein are infringed by such competitive materials. To the
extent that Vendor wishes to use the Work Product, or acquire licensed rights in certain
Intellectual Property Rights of Customer therein in order to offer competitive goods or
services to third parties, Vendor and Customer agree to negotiate in good faith regarding
an appropriate license and royalty agreement to allow for such.
9. Authorized Exceptions to Appendix A,Standnid Terins and Conditions for Product
and Related Services Contracts.
No exceptions have been agreed to by DIR and Vendor.
('this space intentionally left blank)
Page 9 of 10
IT Professional Services Agreement Revised Septemberl,2013
Network Cabling Services,Inc.
29
DIR Contract No. 11III-SIM-1900
Vendor Contract No.
This Contract is executed to be effective as of the date of last sivlature.
Network Cabling Services,Inc.
Authorized By: /Signature on File/
Name: Mark Velt i
Title:_Chief Operating Officer
Date: 08/30/2012
The State of Texas,acting by and through the Deparhnent of Information Resources
Authorized By: /Signature on File/
Name:Carl Marsh
Title: Chief Oneratine Officer
Date: 09/13/2012
Office of General Counsel: /Signature on File/ 09/06/2012
Page 10 of 10
IT Professional Services Agreement Revised Septemberl,2013
Network Cabling Services,Inc.
30
AMENDMENT NUMBER 2
TO
CONTRACT NO.DIR-SDD-1900
BF7'V1T,EN
THE STATE OF TEXAS,DEPARTMENT OF INFORMATION RF.SOURCF.S
AND
NETWORK CABLING SERVICES,INC.
This Amendment Number 2 to Contract Number DIR-SDD-1900 ("Contract") is between the
Department of Information Resources("DIR")and Network Cabling Services,Inc. DIR and Vendor
agree to modify the terns and conditions of the Contract as follows:
1. Contract,Section 2.Terni of Contract,is hereby amended as follows:
DIR and Vendor hereby agree to extend the teen of lire Contract for one (1)year through
September 19,2015 or until terminated pursuant to the termination clauses contained in the
Contract. Prior to expiration of the term, DIR and Vendor may extend the Contract, upon
mutual agreement,for one(1)additional one-year renewal term.
2. Contract,Section 4.Pricing,is hemby restated in its entirety as follows:
4. Pricing
Pricing to the DIR Customer shall be as set forth in Appendix A,Section 8,Pricing,Purchase
Orders,Invoices and Payment,and as set foilh in Appendix C,Pricing Index,and shall include
the DIR Administrative Fee.
3. Contract,Section 4.Pricing A-H is deleted and is hereby restated in its entirety in Appendix
A,Standard Tenns and Conditions For Product and Related Services Contracts dated 05/02/14
as attached hereto.
4. Contract,Section 6.Notification is hereby restated in its entirely as follows:
6. Notiflcation
All notices under this Contract shall be sent to a party at time respective address indicated below.
If sent to the State:
Dann L.Collins,CTPM,CTCM
Manager,Contract and Vendor Management
Department of Information Resources
300 W. 15a'St.,Suite 1300
Austin,'Texas 78701
Phone: (512)936-2233
Facsimile(512)475-4759
Email: dana.collinsndir.texas.cov
If sent to the Vendor:
Amendment 2 to Contract HDIR-Sell-1900 Page 1
IT Professional Services Agreement Revised Septemberl,2013
Network Cabling Services,Inc.
31
Mark Veltri
Network Cabling Services,hie.
12026 Fuqua Street
Houston,Texas 77034
Phone:(281)484-1777
Facsimile:(281)484-1770
Entail:mveltriuimcs-tx.com
5. Contract, Section 7. Software License and Ser-Oce Agreements, is hereby amended by
adding B.Conflicting or Additional Terms as follows:
It. Conflicting or Additional'Perms
In the event that conflicting or additional terms in Vendor Software License Agreements,
Shrink/Click Wrap License Agreements, Service Agreements or linked or supplemental
documents amend or diminish the rights of DIR Customers or the Slate,such conflicting or
additional terns shall not take precedence over the terns of this Contract.
6. Contract,Section&intellectual Property Matters,A-1,is deleted and is hereby restated
in its entirety in Appendix A,Slandard'fernts and Conditions For Product and Related Services
Contracts dated 05/02/14 as attached hereto.
7. Appendix A,Standard Terms and Conditions for Product and Services Contracts dated
116108/12,is hereby replaced in its entirely with Appendix A,Standard'ferms and Conditions
for Product and Related Services Contracts dated 05102/14,as attached.
All other terms and conditions of the Contract not specifically modified herein shall remain in fill
force and effect. In the event of a conflict among provisions,the order of precedence shall be this
Amendment 2,then Amendment 1,and then the Contract.
(Remainder of page intentionally left blank)
rlmendimut 2 to Contract @D1R-SDD-1900 Pag,a 2
IT Professional Services Agreement Revised September],2013
Network Cabling Services,Inc.
32
IN WITNESS WHEREOF,the parties hereby execute this amendment to be effective as of the
date of the last signature,but in all events,no later than September 19,2014.
Nehvork Cabling Services,Inc.
Authorized By: Signature on file
Name: Robert M.Apgar
Title: Chairman
Date: 9/11/14
The State of"Texas,acting by and through the Department of Info>mation Resources
Authorized By: Signature on file
Name: Karen Robinson
Title: Executive Director
Date: 9125/14
General Counsel: D.R.Brown 9/19/14
Amendment 2 to Contract NDIR-SDD-1900 Page 3
IT Professional Services Agreement Revised September],2013
Network Cabling Services,Inc.
33
Appendix C Pricing Index
Network Cabling Services,Ino,DIR-SDD-1900
Cabling Services(per pull)-Labor Only Price Sheet
The pdo percab%p�A rep.mft Alaborto WW,11"V wah,ruw*vcable 0aooghmodWUfvMt va,t ermblaan9=fecmg,labftg,ad p,"dr 9 ml icatlonr pwtc,acLlaafloorplans.wW---ky
Infarmatlon.
$a4png. eryices(pFI¢a tpuli' .` r
dSs +iard%i,,. Md d h6db hkWft araaIM4 aid avlakdha °._` ,':•5!:., ;�, :y.,> .,."
Pt0 raft
a15)FM
5}gq Frd
Ii-9J PtlC
o.iored
161-700F.d *—VVI NIuWJ S-1 S115,00
ai5)FM
s}yd Fed
PI�FM
IMM Rd —001 575,00
0.150 FM M 515.W
15$.0 Rd MAN
apagga:" -"1eaW adlgeeledke tid7' and-... .`..,, ,.. ,, '`:.,,,:?, `..•., ,-. .,
0.10 P�
a1»FM 1 t
MOM 11 9}yp Feq
it aflln io 00
PI50FM
t5}700Fed
51-1w puu
0150FM 65. 80 .00
tsWo Pell 01 w0.1� 90.00 b/O 07
m}aw 75.00
e
0.1mraq o0
i5}OW FM S65001 $7500 $6503
O,tif 100 i1L
PISOFM 565MVI tbS.OP<
t5}xro Fed
PISOFM $115.00 1109.00 1
15}YA FM $1 MOM silam�
0.150rM
151-mo FFq SS'5 0D
0 IWFM
IS}}00 Faq
a1W.4 $55 5,00i $6500 S55001
1$i.XQ Fed
Ov
0.160FM �Ilwj 01W 65b,00
16}700 red $65.00 $75.00 $75,00 565.0 565.00
a1'A FM fO0d1U 5115.00 5115. $1 co 100,00
M}700 Rd t1D 60 51 0. 1 00 5110. 1
Ii-50 PJh
o-I50FM 550.00
$95,001 .,.'595.00 SEO.P7 550.00
IT Professional Services Agreement Revised Septeniberl,2013
Network Cabling Services,Inc.
34
Appendix C Pricing index
Network Cabling Services,Inc.DIR-SDD-1900
Cabling Services(per pull)-labor Only Price Sheet
The pico per cab$a pA repres"as tabortotndudefMnq watt,mm�kg caNt D-Vhmod"fumnvo,Wrm6H6ng,.1atting,tebdog,and pr*%dagwt*carion mpods,ac4r floor pons,wwwarranty
bvcanation.
Cati6ng SerHipes{prkc pei pp)Ii" „2aM4><,, -,<-meaet xmi!'=:.,,, , xmu�=;.;:: imro5-:
,3}340 Fad Mvol 5105." 5105.00 S95.W 695"
51 i0o
0.150F.0 565.00 580." 680.00 03.0 f95.W
1s}7"F.0 zfb.Wl tuUMI 690.06 6754 676.
15}700 Fed SOSAO 576" 7. SC5_tr3 56500
Ow NOPaa
"Wea .00 500 565,00 IBM
15}700 Fad
41S0F. 5205.00 $175.40 5175."
is}700 Fea 180.00
"R6,61 225.00 180." 190."
H.Sj PJk
a1wF.
$160.001 $195.L01 $195.00 S160.W 5160."
,s}7"Fed 1 10. $210.00 $176,07 1
st-,00 adt
0.157F. $15000 $180 of $180.00 $moo
15}7"Fad 1- Slaw 165.00
101200 Plat ,i.,., „>
0150Fed 5157.00 6180." $160.00 5150" 5150."1
70}7"Fed 6195," S HS.W $iW.W 60.40
0150Fed 5150100 S1s0,W 5180.00 6160." 5150.00
1sw"F.a Y1W.00 5195IX3 5185.00
$16003 De
e,ai®F.rumtaai0cetv.a.e�.n' : uct >. isW�efabiadba►Nvya ,pldyjorlaM n?ev?!!..', ..',
o-,0vxt
0-I50Fad 51moo 511a'ts 4116418 $97.92 $97.82
i6}70pFad I S110VOI $130.05 $130,05 5107.10 $107,10
5157 P,It
0.I5OFld 5$SLQO 593.OS $93.06 SILO 577.01
15}7"L<d 5. 4. 6.1 1
651"itAs
01 50r 1 00,.r €79.05 $79.05 56528 Sti5.28
15
1-3" 51b'00 0.53 580.53 514.49 57<.4fi
1MWPIft
.10F. $5100 $65M $65.03 $53.55 $53.55
16}3w Feel Y65.00 $76.50 Y76,50 Sfi2.73 $62.73
D+rr 2'10 Prae
0-I60F. 2003.75 ,76 S52.28 52.28
ts}700red 562.00 $75.231 $75.23 561,45 $51.46
IT Professional Services Agreement Revised September],2013
Network Cabling Services,Inc.
35
Appendix C Pricing Index
Network Cabling Services,Inc.DIR-SDD4900
Cabling Services(per pull)-labor and Materials Price Sheet
7rw coot Pa cam*ptdl r"IIntssa mannw lrldwro;cabl.,wwaeN bozos,odor adad mum,jukt,patch lmwor,UM150 blocks egUippsd wkh 699 bra01,616 W4or 110 bIO&A,wad FINKeach
mils,all dW ms os nsaded for proper hangbra zW rnddng as mgjIn.in adQllon rho ooa Par cable PUN slwldd topreson Will laborindwng Ikldng wogs,f rxWg 01MV d9PY911 modJa ftrrituro.
tonananra toWn9.labding,and P9o5Ang oalift"Im=Wao-bufit door are,uMwarravvy HOrmatI—Pddrglndudos Dllooas,kldWng someyaroos,roCasaatylo eonplaofM proJsa.
Cabl't, lke It?d eperi+u71!' ..� ,. '.`...z«F�w as i
.eas�a:waascu,.'rwet.laaaaeaura«taue
o-lo v
1 E/J1'00 1 Ftn
40W.Vq Mow]
61}0 Fift
15F300F.0 �-
}/-100
61}0 NH
}1J00 r•N
101-]Oa PUh
o-150 r•.f
f}ta00Fe•a 5230.00 $230.00 $230,04 SM.001 SPO00
PW r]00 Putt
0 1E9 f••1
15tJ00 F•N
410 PtA
a1'A Fuf
151awts. L.
$200.0 Moo
SIM
s2MR=�,OM 001
WP-
61A Ff•I
51J60 f•N
5/-/00 PUlt
0.150 Fffl
}F]DO FfK
0.Iw ter+
fEF]DOfeM 5260.00 $275.00 5275. S2b0.00 52610
Pwr 200 P.0
0 160 FM 5180.00 5195.0 $105. S180. 5121.0
15i4wr..
s ;; teWdni t Dart "tk
611 P1.38
r
0150 F•1
tEF]00 F•N
1t-Sp W
0.150 F1f1
151-1DOftK
SFit0 PU19
6150 F•11
5/J00 F•M
IDt-]00PUh
6150 Fftl
$31US! ION
t51a00FeN 5300.0 $14001 5320. 5301. 5300
0wr100
o-10a F••1
t5fao}F•N
Ice 7cuit Mdikq,tMms••N 4taHW Wowj*.W lwppimllaxuld tomi'A]aiwon
IT Professional Services Agreement Revised Septemberl,2013
Network Cabling Services,Inc.
36
Appendix C Pricing Index
Network Cabling Services,Inc.DIRSOD-1900
Cabling Services(per pull)•Labor and Materials Price Sheet
The coa pa cawr pua tepfseerse an maerWs lw"ng cable,Neuacal boxes,WW coded kleats.IKks,"O Pafd4 8601150 Dlakc egWPped wkh age W4Cketc akka 110 bbtks,war pass,P=h
cords,al arias"Muted to prgla hM9irlg wW mdung U ngilrad in adQaon the coa W emu PLM dWd fVreun as labor imludtng awing water,rtRW*g Bade Walgrf modda furrlture.
tonrAnsinn.wsfiru labdklg.and=v1djg oadfimion repMr.aabliit aoa plarc.arW warrasy kYOmvrion P,1dngkl dudes d1-9%kldudng eonveyancoc,meBGeaylO COmple[elM proper
a'iablln9Setvkea(pricparAifll)::�. :'.,
o-lttF«I
161a00Fta
0-150 Fat
16fa00F•d
61100 wN ,.u..
0 150 Ftel
54401M bAZD!�
61500 itk
0.150 Ft•1
16W00F•d S4 '01 5434.00 S430001 541500
o,.r wra
a1w F.N
f aw00 i•a
10 P�
0164 Fe•t
161J00 rRk
0 I FHI
iswoor,e
51-1060 F
R
01 160 •I
1tI400ft0 r
0160 Fael �MO-00 5420rOU MOW "W W1
161a00Fad 5560M $616.00 $475. 5660. $960.00
o.e'10 n,n
01�r•N �_CO .�,4�. $420, S
15W 00 W5 00
161505 Fad
eas`CWae`Tme.Nldae abbftti n ICAM O9TVO 4 N9A +1n tma4tasQ.keadaWNkltt.5 0 ngaAiau kpkafdt�tbPrsaon r3poR;;, ",
x150 FeRi
f61J0efaa 5340. 30.00 S490.001 5340.00
Od50 Fesl $236.1x $m6.00 $275.001 $235.. .236.00
161aooFRa S
o-lrorut $225.04 $24500 $265.001 5225.00 ?2x.00
1tlJOOfaa $316. 33. 50. 31 531
101-200Puft .,
CifA FeN $210.(4 S2'.00 5250. 5210. $21000
151500 i•e!
Owr oo wn
alto $21004 5234.00 5250. 5210.04 $21000
taraoofta
IT Professional Services Agreement Revised Septemberl,2013
Network Cabling Services,Inc.
37
Appendix C Pricing Index
Network Cabling Services,Inc.DIR-SDD-1900
Cabling Services
Cab lingSetvlceSSta'ndartlHourS,:- ione4..:,.", zone2 zans'- so1;.A. zon.s"
Cab ling TtehMCaleu on standard houd rate
Zone 1 District 16,21,and 21 $35.00
Zone 1 District 13,14,and 15 $42.50
Zoo 2-All $42450
Znw 3-Pal $42.50
Zone 4 CWrM 2 m d 16 $35.00
Zone 4 txelriel 1,3,0,9,10,19,eod 23 $42.50
Am 5 All $35.00
Cabling emsDeal n flitandard hourl Me $45.00 S45,00 545.00 $45.00 $45.00
Cable Removal Standard ho.dy rate $35.00 $35.00 $35.00 $35.00 $35.00
Fiber Technician standard rata $42.00 542.00 $42.00 $42.00 $42.00
OSP Services standard hours rate $42.00 $42.00 $42.00 $42.00 $42.00
conduit S ad houdv rate) $42,00 $42.00 $42.00 $42.00 $42.00
DAS and WAP Service standard hour) rate $40.00 $40.00 $40.00 $40.00 $40.00
P ea em�1t-Cable Services $45.00 $45.00 S45.00 $45.00 545,00
�Gatiln Seruiii�s�Mon�tafndae�Hotirs::' . ' "`
Cabling Technical S ore non-altndanl houd rte
Zane 1 District 16,21,and 21 552.50
Zone 1 District 13,14,and 15 $63.50
7o.2-Al $63,50
zarx a-All 3,50
Zone 4 EWNd 2 and 10 $5160
lone 4 Cranes 1,3,6,e.10,19.and 21 $63.50
7ona 5 wt $52.50
Cablina Ovelems Design S65.00 S65.001 S85.00 565.00 $65.00
Cable Removal $52.50 $52.50 $52.50 $52.50 $52.50
Fiber Technician $63.00 S63.00 563.00 $63.00 $63,00
OSP services $63.00 $63.00 $63.00 $63.00 $63.00
Conduit Services $63.00 $63.00 $63W $63.00 $63.00
DAS and WAP Service $00,00 $60.00 $60.00 $60.00 $60.00 F
roilct Ma enient-cabling Services $65.00 $65.00 $65.00 $65.00 $65.00
'Standard Hours:Monday through Friday,8:00 am to 5:00 pm
'*Non-Standard for nights,weekends,and holidays.
IT Professional Services Agreement Revised September],2013
Network Cabling Services,Inc.
38
Appendix C Pricing Index
Network Cabling Services,Inc.DIR-SDD-1900
Cabling Products
Da 411 Pr±aduc# SIR Customer Discount off
AMP 20.75%
Berk-Tek 28.75%
Commsco a-Uni rise 26.00%
Corning 12.25%
Cooper/13-Line 1.00%
CPI 15.75%
Leviton 22.25%
Ortronics 24.75%
Panduit 22.25%
S stimax 26.00°x6
Siemon 24.75%
Belden 21.00%
ADC 10.25°x6
General Cable 23.75%
Hoffman 26.00%
Mohawk 23.75%
Snake Tray 7.75%
Wiremold-Le rand 20.75°x6
Andrew 15.00%
MaxCell 1.00°x6
Tyco 20.00%
Sumitomo 10.00%
JAR 27.00%
IT Professional Services Agreement Revised Septemberl,2013
Network Cabling Services,Inc.
39
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
FORT ORTH
CITY COUNCIL JAR GENDA
COUNCIL ACTION: Approved on 91912014
REFERENCE ., 04PROFESSIONAL LOW
DATE: 9/9/2014 NO.: C-26941 LOG NAME: VOLTAGE CABLING SERVICES
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Professional Services Agreement with Network Cabling Services,
Inc., in the Amount of$200,000.00 Annually for Installation of Indoor/Outdoor Low Voltage
Cabling (Copper, Fiber and Associated Pathways) for the Information Technology
Solutions Department Using a Texas Department of Information Resources Contract (ALL
COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize a Professional Services Agreement with Network
Cabling Services, Inc., in the amount of$200,000.00 annually for the installation of indoor/outdoor
low voltage cabling (copper, fiber and associated pathways) for the Information Technology Solutions
Department using Texas Department of Information Resources Contract No. DIR-SDD-1900.
DISCUSSION:
The Information Technology Solutions (ITS) Department will use the Agreement to continue
outsourcing the installation of network wiring and fiber optic cabling for the City's network
infrastructure. The infrastructure connects individual devices such as computers and printers to
networks and provides the interconnection among City facilities. New facility construction projects as
well as continued cabling requests require the ITS Department to address the need for installation of
structured wiring and fiber optic cabling.
The ITS Department evaluated qualified fiber optic and cabling installers who have existing
Agreements with the Texas Department of Information Resources (DIR) to install, splice, terminate
and test fiber optic and structured cable at and between City facilities. The vendor recommended by
Staff is Network Cabling Services, through DIR Contract No. DIR-SDD-1900.
Staff anticipates spending up to $200,000.00 annually for this Agreement.
The DIR is authorized to offer Cooperative Purchasing Programs to state agencies, public institutions
of higher learning, public school districts and local governments. A local government that purchases
goods and services under the Interlocal Cooperation Act satisfies otherwise applicable competitive
bidding requirements.
M/WBE -A waiver of the goal for MBE/SBE subcontracting requirements was requested by the ITS
Department and approved by M/WBE office, in accordance with the BDE Ordinance, because the
purchase of goods or services is from source(s) where subcontractor or supplier opportunities are
negligible.
ADMINISTRATIVE AMENDMENT-An administrative change order or increase may be made by the
City Manager to this Agreement for an amount up to $50,000.00 and does not require specific City
Council approval as long as sufficient funds have been appropriated.
AGREEMENT TERM - Upon City Council's approval, the Agreement with Network Cabling Services,
Inc., will be effective upon execution and expire on September 19, 2016 to coincide with the DIR
http://apps.cfwnet.org/council_packet/me—review.asp?ID=l 9875&councildate=9/9/2014 10/30/2014
M&C Review Page 2 of 2
contract expiration.
RENEWAL OPTIONS -This Agreement may be renewed, in accordance with the terms of the DIR
contract DIR-SDD-1900. This action does not require specific City Council approval provided that the
City has appropriated sufficient funds to satisfy the City's obligation during the renewal terms.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
budget, as appropriated, and upon approval of the above recommendations and the adoption of the
Fiscal Year 2014-2015 budget by the City Council to include the above referenced item, funds will be
available in the Fiscal Year 2015 Operating Budget, as appropriated, of the Information Systems
Fund.
TO Fund/Account/Centers FROM Fund/Account/Centers
P168 539120 0046030 $200,000.00
Submitted for City Manager's Office by: Susan Alanis (8180)
Originating Department Head: Steve Streiffert (2221)
Additional Information Contact: Marilyn Marvin (6689)
ATTACHMENTS
http://apps.cfwnet.org/council_packet/mc review.asp?ID=19875&councildate=9/9/2014 10/30/2014