IGA; City and County of Broomfield; library automation services; Exp 12/31/2011 AN INTERGOVERNMENTAL AGREEMENT BY AND BETWEEN THE CITY AND
COUNTY OF BROOMFIELD AND THE CITY OF BOULDER FOR INTEGRATED
LIBRARY AUTOMATION SERVICES
THIS AGREEMENT, entered into this o~ day of~_.2008 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 home rule city and county, hereinafter referred to as
"Broomfield". Furthermore, this agreement specifically refers to the Boulder Public Library,
hereinafter referred to as "BPL" and the Mamie Doud Eisenhower Public Library, hereinafter
refetted to as "MDE":
WITNESSETH:
WHEREAS, BPL has entered into an agreement dated July I5, 1999, with Innovative Interfaces,
Inc., a California corporation, for an automated, integrated library system which is being used by
BPL; and WHEREAS, MDE in Broomfield wishes to use the BPL 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 BPL computer system will advance
intergovernmental cooperation and provide mutual benefit and financial savings for both
municipalities through shared access to library data bases;
NOW, THEREFORE, in consideration of the terms, conditions, and covenants herein stated, the
parties agree as follows:
1. MDE shall be allowed to use the BPL computer system to build and maintain a data base for
library circulation and public access activities in accordance with the terms of this Agreement.
2. Term of System Use. The use of BPL's Innovative Interfaces system software, provided
for herein, shall begin on January 1, 2009 and shall continue throughout the period of the
Agreement.
3. MDE Database Maintenance. MDE shall maintain and update its data base by entering
its data into the BPL Innovative Interfaces system. All entries shall be made from the MDE
location.
4. MDE Eauinment Obligations. In order to use the BPL computer system, MDE shall
purchase or lease, at its own expense, all communications and peripheral equipment necessary to
attach itself to and operate the system. Should MDE 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, BPL shall be under no obligation to attach any
additional equipment to the computer system. All such equipment must be approved by the BPL
prior to installation for the purpose of guaranteeing compatibility with the BPL computer system.
BPL will provide assistance in locating compatible equipment, if so requested. MDE, at its own
expense, shall maintain a telephone or other data line installed at the BPL. MDE shall be
responsible for all communications costs between its facilities and BPL.
OFFICIAL CENTRAL RECORDS COPY
20081002-4275
IGA for Library Services
Page 2
5. Annual Assessment Formula. MDE agrees to pay BPL a sum calculated on the attached
document, labeled `ATTACHMENT A' for the permitted entry and manipulation of
bibliographic records, the unlimited use of circulation control software and public access catalog
software, the use of BPL's computer hardware, and support. For each year 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'.
6. Upgrades and New Applications. 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, BPL will make these available to MDE in a
timely manner. Costs for these services shall be subject to negotiation prior to implementation. If
agreement cannot be reached concerning costs, BPL shall be under no obligation to make these
modules and applications available.
7. Colorado Library Privacy Rules. Both parties recognize that records and information
contained in the BPL 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.
8. Manipulation of and Access to Bibliographic Data. During the term of this Agreement,
MDE shall be allowed to manipulate and allow public access to the bibliographic data entered
into the Innovative system.
9. Annual Notice of Charges by BPL. By June 1st of each year BPL shall provide written
notice to MDE of the charges specified in this Agreement in `ATTACHMENT A' which shall be
in effect for the current calendar year. Upon advance request, MDE may, at a mutually
convenient time or times, inspect those records of BPL which reflect the content of such charges.
10. On-site support. MDE shall seek on-site support from BPL 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. BPL agrees to provide MDE proposed changes in
rates and conditions by July ls~ of each calendar year for the ensuing calendar year commencing
on January ls`. Rates will be set at an hourly basis, and MDE 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. BPL reserves the right to substitute a
qualified outside contractor for a BPL technician solely at their discretion.
11. Charges Due and Payable. All charges provided for herein shall be due and payable
within sixty days following receipt of a statement from BPL. If the charges due are not timely
paid, BPL, at its option, may cease all services and privileges hereunder until such charges are
paid.
12. BPL Obli atg ions. The obligations of BPL 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, BPL shall not be required to allow MDE
IGA for Library Services
Page 3
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 BPL by Innovative Interfaces, BPL shall
not be required to allow MDE use of the system while it is down, however, if the BPL system is
inoperable for more than a total of 14 calendar days in a year, MDE shall receive a prorated
credit for its use charges for each day in excess of 14 days that the system is down.
13. Cooperative Relationship. Both parties intend to create and maintain an ongoing
cooperative relationship using BPL's current Innovative Interfaces system or such computer
system as BPL 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.
14. MDE Expenses. In no event shall BPL be liable for any sums expended by MDE in
order to use the BPL's computer system.
15. Property Interests. By the use of BPL's Innovative Interfaces system hereunder, MDE
shall not acquire any property interest therein, except that BPL agrees to return to MDE its
informational data base at the termination of the Agreement.
16. Maintenance. MDE shall maintain its terminals, modems, and other equipment in good
repair solely at its own expense.
17. Vendor Confidentiality. MDE acknowledges that it has read the confidentiality
provisions of Sections 4.02 and 4.04 between Innovative Interfaces Systems, Inc. and BPL,
attached hereto as `ATTACHMENT D', and agrees to abide by such provisions.
18. 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 BPL: To MDE:
City of Boulder City & County of Broomfield
Library Director Library Director
1000 Canyon Blvd. 3 Community Park Road
Boulder, CO 80302 Broomfield, CO 80020
Email: tallenttCtilboulder.lib.co.us Email: rdepp@broomfield.org
The addresses for notices may be changed by written notice given to the other party as provided
above.
19. Modifications. This Agreement embodies the complete Agreement between the parties
hereto and cannot be modified except by written agreement of the parties executed with the same
formality as this Agreement.
20. 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.
IGA for Library Services
Page 4
21. 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.
22. 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.
23. Waiver of Breach. A waiver by any Party to this Agreement of the breach of any
term or provision of t is Agreement shall not operate or be construed as a waiver of any
subsequent breach by either party.
24. Governing law. This Agreement shall be governed by the laws of the State of
Colorado.
25. 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.
26. Execution in counterparts. This Agreement may be executed in several
counterparts, each of which shall be deemed an original and all of which shall constitute
but one and the same instrument.
27. 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.
28. 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.
29. 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.
30. Execution required. This Agreement shall not be binding upon any Party hereto
unless and until the Parties have executed this Agreement.
IGA for Library Services
Page 5
31. Term. This Agreement shall become effective upon its execution by Broomfield
for a period ending December 31, 2011. 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.
32. 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.
33. Minor chances. The Parties executing this Agreement are authorized to make
non-substantive corrections to this Agreement and attached exhibits, if any, as they
consider necessary.
34. 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
actin 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.
35. Survival of Obligations. The obligations contained in this Agreement that are not
fully performed as of termination shall survive termination and shall continue to bind the
Parties untii fully performed.
36. Parties not Partners. Notwithstanding any language in this Agreement of any other
agreement, representation, or warranty to the contrary, the Parties shall not be deemed
to be partners or joint venturers, and neither Party shall be responsible for any debt or
liability of the other Party.
IGA for Library Services
Page 6
IN WITNE S WHEREOF, the parties have duly executed this Agreement this
day of , 2008.
THE CITY OF BOULDER
BY: Vo,~~.J (Jr~,4~
Jane S. Brautigam, City Manager
ATTEST:
By:
Alisa .Lewis - iry Cler c
APPROVED AS TO FORM
ssistant Ci Attorney
THE CITY AND COUNTY OF BROOMFIELD,
a Colorado municipal corporation and County
Mayor
One Descombes Drive
Broomfield, CO 80020 fi:,'~
0......
ATTEST:
off,
ity CI k ~ ~ , ,
U
APPROVED AS TO FORM:
`'9 Y
City & County Attorney
IGA for Library Services
Page 7
ATTACHiENT'A"
Flatirons Library Consordan
2008 Coat ABocaUon Wr Molrabve Iriterfacea and Related Expenses
Meruher laxaria:
Badder Pu6fie Lirary
Lausvie Public L.brary
Mile Gaud F~senhswwr Public Larary
NoEe 81 - The idad d binp d mid-yer 6 b by srd pxe fie bat atimele d the arbd mzh-
This becomes ar 6elt puss d eosis inaared and b 6e inanM in the eekrdryer200B
Nate 8 Y -Fomwia for Cost SAaig
A= 33% d CeaSdmlY{aidnrenae for ash Lbrsry
t~ 33% d ImawYfre Temirr~ in tlK Lbisry
C= 39%d Tad Yobmes in Yee Librry-
Nate 8 3 - Fomrelfrg an Its Spnutdzfwu!16 u9rg aunatgfarmer. etd ramded b
vlwk doll~w. Peiaarlepes R nxeMed b wide P~nmau'
Seclisn f - calealatian d sdbwre Suaoert Fees-
5 p4 W1
IUO Fee i 9 70
Mninimwtlre ()raheed d 303 pap
ledim 2 - Cinw~ataasn Sf>faara
(Adlul CindeGon Sum 6%107 b 531
1,7~p, O.pp pp
.i 1
1
Sedim 3 -14wnbe d YrmvatiYe TermilaL.
adi
1
Dad 0.1Y 10
.1 1
s
IGA for Library Services
Page 8
seaim a - Mnaha a(0en~
Tomis laYen an 06p50B
atal
0.
0.
1 13
CinvlafsMJaiieuree 0.33 0.18 0AD 0.00
A - 0 0.05
r ata
5a) Tatal Mnuai %Cost Factps .t
5b) Mnual part CostBom Sectim 1 t 1 1 371 1
MuoiA~oeahd CaA~ 765 115
ti~wtion c - OMa casts - fAOaeaGon nre0red 1wfedl
BaWder Elraamlhid loa'srie
t
t
r3lrred cosh
L71 ArMlsorily Contrd B~Y'inp 6107 JM 1
huloic LSV~it AOE+2071
Grand Tphl ,
Far Rsira~se-Rsyioot AOmtiwc
2aa6 t 6vm M tT6.00 n m t72 team
2aaa s n.eatm s naatm tt t team
Lai t o~6m e76m m n
Zan ea xe m t34 twm
2aaa t
t»a t t
IGA for Library Services
Page 9
ATTACHMENT B
SERVICES AND SUPPORT PROVIDED
BPL 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 MDE devices accessing BPL Networks shall be
maintained by BPL. Any hardware or software upgrades required by the manufacturer
to maintain security shall be provided by BPL in a timely fashion. Any cost associated
by new hardware and software shall be borne by MDE. BPL will not charge for any
configuration time associated with these required upgrades.
HOURS OF ON-SITE SUPPORT PROVIDED
BPL shall provide Computer Services Staff support on site at MDE 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 BPL. BPL shall bill MDE at the
end of every quarter.
CALLBACKS
Generally, only scheduled work time at MDE site shall accrue hourly costs.
However, in the event of an unscheduled requested emergency site visit, the Computer
Services staff person will charge the MDE site 'portal to portal', or beginning when the
staff person leaves BPL enroute to MDE and continue until the staff person would have
returned to BPL. Applicable mileage costs may apply as well. Normal day-to-day
"Helpdesk" trouble-tickets received at BPL and handled without a site visit shall continue
to be without charge
HOURLY RATE
The hourly rate for 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.
IGA for Library Services
Page 10
ITEMS COVERED
MDE Library Staff Workstations. BPL will provide support of all current Innovative
Interfaces software packages, inclusive of installation, troubleshooting and upgrades.
Wherever possible, BPL will install required upgrades to Innovative Interfaces Software.
However, if an Innovative product is not in full (non-Beta) release, BPL will advise and
consult with MDE 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. BPL
will also support network and routing issues affecting Innovative Interfaces software
products running on MDE Library Staff workstations. Wherever possible, BPL will advise
MDE on suggested updates and or common practice issues.
DATA COMMUNICATIONS
The mode of data communication selected by MDE to access the Innovative
Interfaces Server in BPL shall be provided by MDE. In the event of required
troubleshooting access to data communication equipment or data lines located in BPL's
buildings, BPL will facilitate access to third party contractors or authorized data
communication carriers to conduct troubleshooting, repair or replacement of MDE
equipment, in consultation with MDE.
BPL will support attached receipt printers, in conjunction with Innovative Interfaces
software modules.
ITEMS NOT COVERED
MDE Patron Workstations. As of July 1, 2004, the MDE Patron workstations no
longer use BPL Networks to gain access to the Internet. Accordingly, BPL provides
neither support nor network routing or security for these designated workstations.
BPL will not support networked printing devices.
Specialized programming by BPL employees or BPL Contractors is not included in
this agreement. MDE may negotiate said services by separate agreement.
BPL's support shall not include any facilities or equipment maintained by the City
and County of Broomfield Information Technology Division.
IGA for Library Services
Page 11
ATTACHMENT C
The hourly rate for Computer Services Staff shall be $42.00/hour for the period
January 1, 2009 through December 31, 2009.
The mileage reimbursement rate shall be $0.585 per mile from January 1, 2009
through December 31, 2009.
IGA for Library Services
Page 12
`ATTACHMENT D'
Excerpts from Signed Contract between BPL 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 INNOPAC System in any
form whatsoever to third parties, without the prior written approval of Innovative
Interfaces