IGA; City and County of Broomfield; library automation services; Exp 12/31/2007AN INTERGOVERNMENTAL AGREEMENT BY AND BETWEEN THE CITY AND
COUNTY OF BROOMFIELD AND THE CITY OF BOULDER FOR INTEGRATED
LIBRARY AUTOMATION SERVICES
l. PARTIES THIS AGREEMENT, entered into this ~`~ day of
~2004 by and between the City of Boulder, a Colorado
home rule city, hereinafter referred to as "Boulder", and the
City and County of Broomfield, a Colorado municipal corporation
and county, hereinafter referred to as "Broomfield;"
collectively, the "Parties," or individually, a"Party."
2.RECITALS. WHEREAS, Boulder has entered into an agreement dated
July 15, 1999, with Innovative Interfaces, Inc., a California
corporation, for an automated, integrated library system which is
being used by Boulder; and WHEREAS, The Mamie Doud Eisenhower
Public Library in Broomfield wishes to use the Boulder Public
Library computer system for its library circulation data base,
bibliographic holdings data base, and public catalog access
activities; and WHEREAS, an agreement for shared use of the
Boulder Public Library computer system will advance
intergovernmental cooperation and provide mutual benefit and
financial savings for both municipalities through shared access
to library data bases;
3.TERMS AND CONDITIONS. In consideration of the terms,
conditions,
follows:
and covenants herein stated, the parties agree as
3.1. Broomfield shall be allowed to use the Boulder Public
Library computer system to build and maintain a data base for
library circulation and public access activities in accordance
with the terms of this Agreement.
3.2. The use of Boulder's Innovative 2nterfaces system
software, provided for herein, shall begin on January l, 2005
and shall continue throughout the period of the Agreement.
3.3. Broomfield shall maintain and update its data base by
entering its data into the Boulder Innovative Interfaces system.
All entries shall be made from the Broomfield location.
3.4. In order to use the Boulder Public Library computer
system, Broomfield shall purchase or lease, at its own expense,
all communications and peripheral equipment necessary to attach
itself to and operate the system. Should Broomfield desire to
add more terminals or other equipment than are currently in
place at the time of this Agreement, charges and terms for the
installation and use of such additional equipment shall be
negotiated between the parties. If agreement cannot be reached
concerning costs, Boulder shall be under no obligation to attach
any additional equipment to the computer system. All such
'equipment must be approved by the Boulder Public Library prior
to installation for the purpose of guaranteeing compatibility
with the Boulder Public Library computer system. Boulder will
provide assistance in locating compatible equipment, if so
requested. Broomfield, at its own expense, shall maintain a
telephone or other data line installed at the Boulder Public
Library. Broomfield shall be responsible for all communications
costs between its facilities and Boulder.
3.5. Broomfield agrees to pay Boulder a sum calculated on
the attached document, labeled `ATTACHMENT A' for the calendar
year 2005, for the permitted entry and manipulation of
bibliographic records, the unlimited use of circulation control
software and public access catalog software, the use of
Boulder's computer hardware, and support. For each of the
remaining years of this Agreement, the annual charge shall be
determined as a function of taking the total costs of all
participating Libraries and allocating the incremental costs
using the parameters described in `ATTACHMENT A'.
3.6. As new software modules become available from
Innovative Interfaces, and as major new applications are
developed which require a significant investment of resources in
hardware or software, Boulder will make these available to
Broomfield in a timely manner. Costs for these services shall be
subject to negotiation prior to implementation. If agreement
cannot be reached concerning costs, Boulder shall be under no
obligation to make these modules and applications available.
3.7. Both parties recognize that records and information
contained in the Boulder Public Library computer system are
subject to the privacy provisions of the Colorado Library Act,
Title 24, Article 90, Section 119, Colorado Revised Statutes,
1973, as amended. Both parties agree to maintain in effect such
rules and procedures as are necessary in order to comply with
those provisions.
3.8. During the term of this Agreement, Broomfield shall be
allowed to manipulate and allow public access to the
bibliographic data entered into the Innovative system.
3.9. By June lst of each year Boulder shall provide written
notice to Broomfield of the charges specified in this Agreement
in `ATTACHMENT A' which shall be in effect for the next
successive calendar year. Upon advance request, Broomfield may,
at a mutually convenient time or times, inspect those records of
Boulder which reflect the content of such charges.
3.10. On-site support. Broomfield shall seek on-site support
from Boulder Public Library technicians as stipulated in
`ATTACHMENT B'. These stipulations shall be in force from
January 1 through December 31 of each calendar year during this
agreement. Boulder agrees to provide Broomfield proposed
•changes in rates and conditions by July lat of each calendar year
for the ensuing calendar year commencing on January lst. Rates
will be set at an hourly basis, and Broomfield may stipulate
each calendar year the number of hours it requires. The current
rates shall be contained in `ATTACHMENT C', attached. The
minimum block of time shall be 8 hours. Boulder reserves the
right to substitute a qualified outside contractor for a Boulder
Public Library technician solely at their discretion.
3.11. All charges provided for herein shall be due and
payable within sixty days following receipt of a statement from
Boulder. If the charges due are not timely paid, Boulder, at its
option, may cease all services and privileges hereunder until
such charges are paid.
3.12. The obligations of Boulder herein are contingent upon
the continued availability of its computer hardware and
supporting Innovative Interfaces software. Should any equipment
within said system cease to operate properly, Boulder shall not
be required to allow Broomfield use of its system during the
period if its equipment is not in good working condition. Should
software modifications or a program fix be required of Boulder
by Innovative Interfaces, Boulder shall not be required to allow
Broomfield use of the system while it is down, however, if the
Boulder system is inoperable for more than a total of 20
calendar days in a year, Broomfield shall receive a prorated
credit for its use charges for each day in excess of 15 that the
system is down.
3.13. Both parties intend to create and maintain an ongoing
cooperative relationship using Boulder's current Innovative
Interfaces system or such computer system as Boulder may develop
or use in the future which, if feasible, will extend beyond the
expiration of this Agreement. Each party shall keep the other
fully informed, as promptly as possible, of any developments
which could affect the continuing cooperative relationship.
3.14. In no event shall Boulder be liable for any sums
expended by Broomfield in order to use the Boulder Public
Library's computer system.
3.15. By the use of Boulder's Innovative Interfaces system
hereunder, Broomfield shall not acquire any property interest
therein, except that Boulder agrees to return to Broomfield its
informational data base at the termination of the Agreement.
3.16. Broomfield shall maintain its terminals, modems, and
other equipment in good repair solely at its own expense.
3.17. Broomfield acknowledges that it has read the
confidentiality provisions of Sections 4.02 and 4.04 between
Innovative Interfaces Systems, Inc. and Boulder, attached hereto
as `ATTACHMENT D', and agrees to abide by such provisions.
4. ASSIGNMENT. This agreement shall not be assigned by the other
Party without the prior written consent of the non-assigning
Party.
S.NOTICES. All notices, demands, or other documents required or
desired to be given, made, or sent to either party under this
Agreement shall be made in writing, shall be deemed effective
upon receipt, and shall be personally delivered or mailed
postage prepaid, certified mail, return receipt requested as
follows:
To Boulder:
City of Boulder
Library Director
1000 Canyon Blvd.
Boulder, CO 80302
To Broomfield:
City & County of Broomfield
Director OF Library Services
3 Community Park Road
Broomfield, CO 80020
The addresses for notices may be changed by written notice given
to the other party as provided above.
6. EXHIBITS. All exhibits referred to in this Agreement are by
reference incorporated herein for all purposes.
7. DELAYS. Any delays in or failure
obligations under this Agreement shall be
or failure are a result of acts of God,
labor disputes, accidents, regulations
military authorities, shortages of labor
causes, similar or dissimilar, which are
such Party.
by any Party of its
excused if such delays
fires, floods, strikes,
or orders of civil or
or materials, or other
beyond the control of
8. PARAGRAPH CAPTIONS. The captions of the paragraphs are set
forth only for the convenience and reference of the Parties and
are not intended in any way to define, limit, or describe the
scope or intent of this Agreement.
9. ADDITIONAL DOCUMENTS OR ACTION. The Parties agree to execute
any additional documents or take any additional action that is
necessary to carry out this Agreement.
lO.INTEGRATION AND AMENDMENT. This Agreement represents the
entire agreement between the Parties and there are no oral or
collateral agreements or understandings. This Agreement may be
amended only by an instrument in writing signed by the Parties.
If any other provision of this Agreement is held invalid or
unenforceable, no other provision shall be affected by such
holding, and all of the remaining provisions of this Agreement
shall continue in full force and effect.
11. WAIVER OF BREACH. A waiver by any Party to this Agreement of
the breach of any term or provision of this Agreement shall not
operate or be construed as a waiver of any subsequent breach by
'either Party.
12. GOVERNING LAW. This Agreement shall be governed by the laws
of the State of Colorado.
13. BINDING EFFECT. This Agreement shall inure to the benefit of
and be binding upon the Parties and their respective legal
representatives, successors, heirs, and assigns, provided that
nothing in this paragraph shall be construed to permit the
assignment of this Agreement except as otherwise expressly
authorized herein.
14
EXECUTION IN COUNTERPARTS. This Agreement
in several counterparts,
original and all of which
instrument.
each of which shall be deemed an
shall constitute but one and the same
may be executed
15. FINANCIAL OBLIGATIONS OF BROOMFIELD AND BOULDER. All
financial obligations of Broomfield and Boulder under this
Agreement are subject to appropriation, budgeting, and
availability of funds to discharge such obligations. Nothing in
this Agreement shall be deemed to pledge Broomfield's or
Boulder's credit or faith, directly or indirectly, to the other
Party.
16. NO PRESUMPTION. The Parties to this Agreement and their
attorneys have had a full opportunity to review and participate
in the drafting of the final form of this Agreement.
Accordingly, this Agreement shall be construed without regard to
any presumption or other rule of construction against the Party
causing the agreement to be drafted.
17. SEVERABILITY. If any provision of this agreement as applied
to either Party or to any circumstance shall be adjudged by a
court to be void or unenforceable, the same shall in no way
affect any other provision of this Agreement, the application of
any such provision in any other circumstances or the validity,
or enforceability of the Agreement as a whole.
18. EXECUTION REQUIRED. This Agreement shall not be binding
upon any Party hereto unless and until the Parties have executed
this Agreement.
19. TERM. This Agreement shall become effective upon its
execution by Broomfield for a period ending December 31, 2007.
The Parties may renew this Agreement for one year terms
thereafter by a written notice of renewal signed and submitted
by either Party to the other Party prior to the expiration of
the one-year term.
20. TERMINATION. This Agreement may be terminated at any time by
either Party by giving 120 days written notice to the other
Party. Broomfield shall pay Boulder for work performed to the
'date of delivery of the termination notice.
21. MINOR CHANGES. The Parties executing this Agreement are
authorized to make nonsubstantive corrections to this Agreement
and attached exhibits, if any, as they consider necessary.
22. GOOD FAITH OF PARTIES. In the performance of this Agreement
or in considering any requested approval, acceptance, or
extension of time, the Parties agree that each will act in good
faith and will not act unreasonably, arbitrarily, capriciously,
or unreasonably withhold, condition, or delay any approval,
acceptance, or extension of time required or requested pursuant
to this Agreement.
23. SURVIVAL OF OBL
Agreement that are
survive termination
fully performed.
24. PARTIES NOT P
Agreement or any
the contrary, the
joint venturers,
debt or liability
IGATIONS. The obligations contained in this
not fully performed as of termination shall
and shall continue to bind the Parties until
ARTNERS. Notwithstanding any language in this
other agreement, representation, or warranty
to
Parties shall not be deemed to be partners or
and neither Party shall be responsible for any
of the other Party.
'IN WITNESS WHEREOF, the parties have duly executed this Agreement this ~~ day of
~~2004.
THE CITY OF Boulder
BY:
Frank Brun
City Manager
ATTEST:
BY ~ .~
Alisa D. Lewis - City Clerk
APPROVED AS TO FORM
~
ssistant City Attorney
THE CITY AND COUNTY OF BROOMFIELD,
a Colorado municipal corporation
and County
Mayor
One Descombes Drive
Broomfield, CO 80020
ATTEST:
City Clerk
APPROVED AS TO FORM:
City & County Attorney
ATTACHMENT "A"
Flatirons Library Consortium
2004 Cost Allocation for Innovative Interfaces and Related Expenses
Member Libraries:
Boulder Public Library
Louisville Public Library
Mamie Doud Eisenhower Public Library
Note # 1- The intent of billing at mid-year is to try and give the best estimate of the actual costs.
This becomes our best guess of costs incurred and to be incurred in the calendar year 2004.
Note # 2- W ith the merging of Bib records in progress in 2003-2004, it made no sense to continue
using that measure in calculating expenses. Therefore, beginning with these allocations
the formula shall be:
A= 33% of Circulation/Maintenance for each Library
B= 33% of Innovative Terminals in the Library
C= 34% of Total Volumes in the Library.
Note # 3- Formatting on this Spreadsheet is using currency format, and rounded to
whole dollars. Percentages are rounded to whole percentages.
Section 1- Calculation of Software Suqport Fees:
Monthly Annual
Innovative Su ort Services Fee $ 4,004 $ 48,042
IUG Membershi Fee $ 8 $ 100
BPL Personnel Su ort $ 6,739 $ 80,872
Administrative Overhead 5% of Su ort $ 337 $ 4,044
Total Software Su ort $ 11,088 $ 133,058
Section 2- Circulation and Maintenance Statistics
(Actual Circulation Figures from 7/1/03 to 7/1/04)
% of Total
Boulder 1183552 0.59 59
Mamie Doud Eisenhower 496451 025 25
Louisville 318267 0.16 16
Total Circulation: 1,998,270 7.00 100
Section 3- Number of Innovative Terminals
% of Total
Boulder 183 0.71 71
Mamie Doud Eisenhower 38 0.15 15
Louisville 38 0.15 15
Total # of Terminals 259 1.00 100
Section 4- Number of Volumes (Items)
Totals taken on 8/3/04
% of Total
Boulder 421,024 0.63 63
Mamie Doud Eisenhower 177,510 0.27 27
Louisville 70,807 0.11 11
Total Number of Volumes 669,341 1.00 100
Section 5- Allocating Expenses bv Sharing Formula
Factor % Boulder MDE Louisville
Circulation/Maintenance 0.33 0.20 0.08 0.05
# Terminals 0.33 0.23 0.05 0.05
# Volumes 0.34 0.21 0.09 0.04
5a Total Annual % Cost Factors 0.64 0.22 0.14
5b Annual Su ort Cost from Section 1 $133,058 $133,058 $133,058
~Annual Allocated Support Cost: ~ $85,488~ $29,349~ $18,221 ~
One-Time Adjustment for Reduction in
MDE Workstations:
Section 6- Other Costs -(Allocation method noted)
-$311
Boulder Broomfield Louisville Total
Plus Char es - 1/4/04-3/1/04 b PriorAgrmt $4,000 $1,800 $1,800 $7,600
S ndetics Fees -Allocation b Circ/Maint % $1,830 $768 $492 $3,090
SIP 2 Licenses - Allocated b Self Checkout $5,000 $2,500 $0 $7,500
ProspectorChar es-8 riorAgreement $2,880 $1,020 $1,020 $4,920
2004 Grand Total $97,681 $37,264 $21,223 $156,168
For your Reference - Previous Allocations:
BPL MDE LSV TOTAL
2003 $ 105,079 $ 40,648 $ 29,076 $ 174,802
2002 $ 105,345 $ 37,031 $ 26,612 $ 168,988
2001 $ 86,606 $ 25,302 $ 22,286 $ 134,194
2000 $ 105,013 $ 26,099 $ 24,390 $ 155,502
1999 $ 142,182 $ 33,964 $ 30,563 $ 206,709
ATTACHMENT B
SERVICES AND SUPPORT PROVIDED
Boulder shall provide local and wide area network
configuration and support; network routing, network security, PC
configuration and installation relating to Innovative Interfaces
clients; file server configuration and installation on all
library computers. Troubleshooting of both hardware and
software problems is also supported.
Routing and Firewall tables for Broomfield devices
accessing Boulder Networks shall be maintained by Boulder. Any
hardware or software upgrades required by the manufacturer to
maintain security shall be provided by Boulder in a timely
fashion. Any cost associated by new hardware and software shall
be borne by Broomfield. Boulder will not charge for any
configuration time associated with these required upgrades.
HOURS OF ON-SITE SUPPORT PROVIDED
Boulder shall provide Computer Services Staff support on
site at Broomfield at a mutually agreed upon number of hours per
month. Additional hours may be scheduled in advance at this
rate by written request and consent of Boulder. Boulder shall
bill Broomfield at the end of every quarter.
CALLBACKS
Generally, only scheduled work time at Broomfield site
shall accrue hourly costs. However, in the event of an
unscheduled requested emergency site visit, the Computer
Services staff person will charge the Broomfield site `portal to
portal', or beginning when the staff person leaves Boulder
enroute to Broomfield and continue until the staff person would
have returned to Boulder. Applicable mileage costs may apply as
well. Normal day-to-day "Helpdesk" trouble-tickets received at
BOULDER and handled without a site visit shall continue to be
without charge
HOURLY RATE
The hourly rate for Computer Services Staff support shall be
that rate stated in `ATTACHMENT C' and shall be reviewed each
calendar Year.
MILEAGE REIMBURSEMENT
The current mileage rate is specified in "ATTACHMENT C" and
shall be reviewed each calendar year.
ITEMS COVERED
Broomfield Library Staff Workstations. Boulder will
provide support of all current Innovative Interfaces software
packages, inclusive of installation, troubleshooting and
upgrades. Wherever possible, Boulder will install required
upgrades to Innovative Interfaces Software. However, if an
Innovative product is not in full (non-Beta) release, Boulder
will advise and consult with Broomfield as to the feasibility of
such an upgrade. It will advise Broomfield I.T. Staff on any
Operating System issues that effect Innovative Interfaces
products. Boulder will also support network and routing issues
affecting Innovative Interfaces software products running on
Broomfield Library Staff workstations. Wherever possible,
Boulder will advise Broomfield on suggested updates and or
common practice issues.
DATA COMMUNICATIONS
The mode of data communication selected by Broomfield to
access the Innovative Interfaces Server in Boulder shall be
provided by Broomfield. In the event of required
troubleshooting access to data communication equipment or data
lines located in Boulder's buildings, Boulder will facilitate
access to third party contractors or authorized data
communication carriers to conduct troubleshooting, repair or
replacement of Broomfield equipment, in consultation with
Broomfield.
Boulder will support attached receipt printers, in
conjunction with Innovative Interfaces software modules.
ITEMS NOT COVERED
Broomfield Patron Workstations. As of July 1, 2004, the
Broomfield Patron workstations no longer use Boulder Networks to
gain access to the Internet. Accordingly, Boulder provides
neither support nor network routing or security for these
designated workstations.
Boulder will not support networked printing devices.
Specialized programming by Boulder employees or Boulder
Contractors is not included in this agreement. Broomfield may
negotiate said services by separate agreement.
Boulder's support shall not include any facilities or
equipment maintained by the City and County of Broomfield
Information Technology Division.
ATTACHMENT C
The hourly rate for Computer Services Staff shall be
$40.00/hour for the period January 1, 2005 through December 31,
2005.
The mileage reimbursement rate shall be $0.33 per mile from
January 1, 2005 through December 31, 2005.
`ATTACHMENT D'
Excerpts from Signed Contract between Boulder and Innovative
Interfaces, dated 7/15/1999
4.02 Innovative Interfaces shall retain ownership of the
Software and all modifications thereto, including new
development. Each licensed Software product, and all
reproductions, corrections, modifications, enhancements and
improvements thereof, provided by Innovative Interfaces to the
Library, are the exclusive and proprietary property of
Innovative Interfaces. Title and full ownership rights in all
licensed Software products and all reproductions, corrections,
modifications, enhancements and improvements, and all related
patent rights, copyrights, trade secrets, trademarks, service
marks, related goodwill and Innovative Interfaces' intellectual
property are reserved to and shall remain proprietary to
Innovative Interfaces. The Library shall not remove or destroy
any copyright, trade secret, proprietary or confidential legends
or markings placed upon or contained or embedded within any
licensed Software products and related materials.
4.04 The Library agrees to keep confidential all material and
documentation relating to the Software and any modification
thereto. The Library will not make available or distribute any
program code or description associated with the 1NNOPAC System
in any form whatsoever to third parties, without the prior
written approval of Innovative Interfaces