HomeMy WebLinkAboutPR 24029: 5 CONTRACT WITH INTEGRATED LIBRARY SYSTEM THURMAN BILL BARTIE,MAYOREnergy RONALD BURTON,CPM
DONEANE BECKCOM, City of i city CITY MANAGER
MAYOR PRO TEM \ )14)
I 40, SHERRI BELLARD,TRMC
COUNCIL MEMBERS: — CITY SECRETARY
WILLIE BAE LEWIS,JR. o r t r t h u r
TIFFANY L.HAMILTON EVERFIELD Texas ROXANN PAIS COTRONEO
4111 )°HAROLD L.DOUCET,SR. CITY ATTORNEY
THOMAS KINLAW,III
DONALD FRANK,SR.
w portarthurtx.goy_
INTEROFFICE MEMORANDUM
Date: 11/20/2024
To: The Honorable Mayor and City Council
Through: Ron Burton, CPM, City Manager
From: Steven Williams, Library Director'0 v
RE: PR 24029 Five (5) Contract with Integrated Library System
Introduction:
The intent of this Agenda Item is to seek the City Council's approval for the City Manager to enter into a
five (5) year contract with SirsiDynix of Minneapolis, MN for the Integrated Library System (ILS) at the
Port Arthur Public Library. The Library will enter into the first year of the contract with SirsiDynix in the
amount of$18,694.72. Funds are available in account 001-27-071-5470-00-20-000.
Background:
The library has been using the ILS from SirsiDynix for 13 years and continuing with this ILS will allow the
library operations to continue without major disruptions. It is an ILS that the library staff is familiar with
which contributes to better productivity and customer service. There are many important information
technology library services we receive but the most vital is our current ILS, SirsiDynix. Finally, choosing
another ILS provider will include costly migration fees.
Budget Impact:
Funds in the amount of$18,694.72 will be used from account 001-27-071-5470-00-20-000.
Recommendation:
It is recommended that City Council approve the City Manager enter into a five (5) year contract with
SirsiDynix of Minneapolis, MN and remain with our current ILS provider.
"Remember, we are here to serve the Citizens of Port Arthur"
4615 9th Avenue X Port Arthur,Texas 77642 X 409.985.8838
P.R.No. 24029
11/20/2024 sw
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER
INTO A FIVE (5) YEAR CONTRACT WITH SIRSIDYNIX OF
MINNEAPOLIS, MINNESOTA FOR THE INTEGRATED LIBRARY
SYSTEM (ILS) AT THE PORT ARTHUR PUBLIC LIBRARY. THE
LIBRARY WILL ENTER INTO THE FIRST YEAR OF THE CONTRACT
WITH SIRSIDYNIX IN THE AMOUNT OF $18,694.72. FUNDS ARE
AVAILABLE IN LIBRARY ACCOUNT NO. 001-27-071-5470-00-20-000,
WITH SUBSEQUENT YEARS SUBJECT TO ANNUAL APPROPRIATION
BY CITY COUNCIL.
WHEREAS, there are many important information technology library services we
receive but the most vital is our current ILS, SirsiDynix; and,
WHEREAS,the Library has been using the ILS from SirsiDynix for 13 years and
continuing with this ILS will allow the Library operations to continue without major disruptions;
and,
WHEREAS, SirsiDynix currently syncs with our online catalogue and other advanced
management systems that connects users to our electronic resources without needing separate
credentials for each individual vendor; and,
WHEREAS,we have completely reconciled our inventory with SirsiDynix; and,
WHEREAS, our book vendors have customized our orders to match MARC records in
SirsiDynix; and,
WHEREAS, choosing another ILS provider will include costly migration fees.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF PORT ARTHUR, TEXAS:
THAT,the facts and opinions in the preamble are true and correct.
THAT,the City Council authorizes the City Manager to enter into a five(5) year contract
with SirsiDynix of Minneapolis, Minnesota for the ILS at the Port Arthur Public Library. The
library will enter into the first year of the contract with SirsiDynix in the amount of$18,694.72,
in substantially the same form as attached as Exhibit "A", with subsequent years subject to
annual appropriation by City Council.
THAT,a copy of this caption be spread upon the Minutes of the City Council.
READ, ADOPTED, AND APPROVED this day of , AD, 2024, at a
Meeting of the City Council of the City of Port Arthur,Texas,by the following vote: AYES:
Mayor:
Councilmembers:
NOES: •
Thurman Bill Barrie, Mayor
ATTEST:
Sherri Bellard, City Secretary
APPROVED AS TO FORM:
Roxann Pais Cotroneo, City Attorney
AP VED F AD TRATI N:
Ronald Burton,CPU n Williams
City Manager Director of Library
APPROVED AS TO AVAILABILITY OF FUNDS:
der) 60-,4-64-eit/
Lyn Boswell,Finance Director
Clifton illiams,Purchasing Manager
EXHIBIT "A"
File: Port Arthur Public Library GC#401343
MASTER AGREEMENT
BETWEEN
PORT ARTHUR PUBLIC LIBRARY
AND SIRSIDYNIX
1. PURPOSE AND SCOPE migration. 2.2.3 Customer shall use the Third Party Products solely in
1.1 Parties and Effective Date. This Master Agreement (the 'Master conjunction with the SirsiDynix Software and Customer shall have no
Agreement) is entered into between Sirsi Corporation dba SirsiDynix broader rights with respect to the Third Party Products than it has to the
("SirsiDynix") and the customer identified in the signature block below SirsiDynix Software. SirsiDynix may add and/or substitute functionally
("Customer"),with effect on the date of the last signature below("Effective equivalent products for any third party items in the event of product
Date"). unavailability,end-of-life,or changes to software requirements.
1.2 Purpose. This Master Agreement establishes the general terms and 2.3.1 Subscriptions. For Subscriptions purchased by Customer, and
conditions to which the parties have agreed with respect to the provision of subject to the terms and conditions of this Master Agreement including
Products by SirsiDynix to Customer.Additional terms for the purchase of a without limitation the restrictions set forth in Sections 2.7 and 2.9 and timely
specific Product are set forth in the Quote(s).By signing below,the parties payment of the applicable fees, SirsiDynix grants to Customer the right to
acknowledge receipt of and agree to be bound by the terms and conditions access and use the Subscription identified in the Quote solely for Internal
of this Master Agreement and the Quote(s) for Products purchased by Business Purposes and to use the Documentation in connection with such
Customer.All pre-printed or standard terms of any Customer purchase order access and use for the Term.SirsiDynix shall use commercially reasonable
or other business processing document shall have no effect. efforts to make the Subscription Services available 24x7, except for
scheduled downtime events, or emergency downtime events, or Internet
1.3 Incorporation of Quotes. "Quote"means the document(s),regardless service provider failures or delays. SirsiDynix will use commercially
of actual name,executed by the parties which is incorporated by reference reasonable efforts to perform scheduled downtime events outside of normal
into the terms of this Master Agreement, and describes order-specific business hours. Customer acknowledges that the Subscription Services
information,such as description of Product ordered, License Metrics,fees, may be subject to limitations,delays,and other problems inherent in the use
statements of work,exhibits and milestones.At any time after execution of of the Internet and electronic communications.SirsiDynix is not responsible
the Master Agreement and the initial Quote, Customer may purchase for any delays, delivery failures, or other damage resulting from such
additional Products or otherwise expand the scope of existing licenses or problems. 2.3.2 Customer is solely responsible for obtaining and
Subscriptions granted under a Quote, upon SirsiDynix receipt and maintaining at its own expense,all equipment that may be needed to access
acceptance of a new Quote specifying the foregoing. Subscriptions, including without limitation, Internet connections. Customer
1.4 Incorporation of EULAs. Customer's use of any Third Party Products understands that Subscription communications may traverse an
licensed hereunder or incorporated in the Products may be subject to,and unencrypted public Internet connection and that use of the Internet provides
Customer shall sign and comply with,any applicable EULAs. the opportunity for unauthorized third parties to illegally gain access to
1.5 Order of Precedence. To the extent any terms and conditions of this Customer Data. Accordingly, SirsiDynix does not guaranty the privacy,
Master Agreement conflict with the terms and conditions of a Quote, the security or authenticity of any information transmitted over or stored in any
terms and conditions of the Master Agreement shall control,except where system connected to the Internet. Customer shall not encrypt Subscription
traffic
the Quote expressly states the intent to supersede a specific portion of the except as may be available through the SirsiDynix VPN solution.2.3.3
Master Agreement. To the extent any terms and conditions of this Master Customer is responsible for maintaining the confidentiality of all passwords
Agreement conflict with the terms and conditions of an EULA,the terms and and for ensuring that each password is used only by the authorized user.
conditions of the EULA shall control. Customer is responsible for all activities that occur under Customer's
account. Customer agrees to immediately notify SirsiDynix of any
2. PRODUCTS USE RIGHTS;TITLE unauthorized use of Customer's account or any other breach of security
2.1 Generally. Customer's purchase of Products under this Master known to Customer.SirsiDynix shall have no liability for any loss or damage
Agreement may include from time-to-time Software, Subscriptions, arising from Customer's failure to comply with these requirements. 2.3.4
Services, and/or Hardware. The following provisions under this Section 2 Customer shall be solely responsible for the accuracy,quality,integrity and
apply if relevant to the type of Product purchased pursuant to a Quote. legality of Customer Data and of the means by which it acquired Customer
2.2.1 Software License.Subject to the terms and conditions of this Master oData.Customer acknowledges and agrees that SirsiDynix does not monitor
Agreement including without limitation the restrictions set forth in Section transmitted police the content of communications Subscriptions, no data of Customer hr lts of be
e
2.7 and Section 2.9 and timely payment of the applicable fees, SirsiDynix responilcontentforohehoe nuch and that S or shall not s.
hereby grants to Customer a limited, non-exclusive, and non-transferable Customeroible for the g Subscriptionsf any such communications iveyfauthorized i and
license to i install,run and use the Software identified in the Quote in the shall usete the with llapplicable exclusively an for lo . legal
Customer
() purposes, consistent all laws and regulations. Customer
Operating Environment solely for Internal Business Purposes, and (ii) use agrees not to post or upload any content or data which (a) is libelous,
the Documentation in connection with such use of the Software.Customer defamatory, obscene,pornographic, abusive, harassing or threatening;(b)
may not make copies of the Software except a reasonable number of contains viruses or other contaminating or destructive features; (c)violates
machine-readable copies solely for internal backup or archival purposes.All the rights of others,such as data which infringes on any intellectual property
Intellectual Property rights notices must be reproduced and included on rights or violates any right of privacy or publicity; (d) constitutes sensitive
such copies. Customer shall maintain accurate and up-to-date records of personal information such as social security numbers, credit card
the number and location of all copies of the Software and inform SirsiDynix information, or drivers license numbers; or (e) otherwise violates any
in writing of such upon request.2.2.2 Unless otherwise set forth in a Quote, applicable law.Customer further agrees not to interfere or disrupt networks
the Software shall not be simultaneously loaded and operated on more than connected to the Subscriptions,not to interfere with another customer's use
one hardware platform, except temporarily during the process of platform
Customer Initial and Date: Confidential
SirsiDynix
Page 1 of 7 ter"
File:Port Arthur Public Library GC#401343
and enjoyment of similar services and to comply with all regulations,policies service requests are deemed excessive as a result of insufficient training,at
and procedures of networks connected to the Subscriptions.SirsiDynix may SirsiDynix's discretion.2.5.9 In the event Customer does not renew
remove any violating content posted or transmitted on or through the Maintenance and subsequently desires to reinstate Maintenance, a
Subscriptions, without notice to Customer. SirsiDynix may suspend or reinstatement fee shall be assessed equal to 120% of the aggregate
terminate any user's access to the Subscriptions upon notice in the event Maintenance fee that would have been payable during the period of lapse.
that SirsiDynix reasonably determines that such user has violated these 2.5.10 For Software licenses and Subscription Software,Customer is solely
terms and conditions. 2.3.5 The provision of third party Subscriptions is responsible for the installation of Updates and agrees to(i)meet the Update
subject to availability from third party providers and SirsiDynix shall have no standard set forth in the SirsiDynix Support Policies referenced in the
liability should such Subscription become unavailable for any reason or is definition of Maintenance and(ii)maintain the Operating Environment.With
no longer available under reasonable commercial terms. 2.3.6 In the event respect to Subscriptions,SirsiDynix is responsible for the implementation of
that Customer is locally hosting Subscription Software, SirsiDynix hereby Updates and shall no longer provide access to any previous release upon
grants to Customer, subject to the terms and conditions of this Master the date SirsiDynix migrates to a new Update for production use in
Agreement including without limitation the restrictions set forth in Section SirsiDynix's hosted environment.
2.7 and Section 2.9 and timely payment of the applicable fees, a limited, 2.6.1 Hardware and Hardware Maintenance. Title to the Hardware
non-exclusive, non-transferable grant of use to locally install and use the identified in the Quote, if any, shall pass to Customer on SirsiDynix's
Subscription Software solely for Customer's internal business purposes. placement of the Hardware with a common carrier or licensed trucker,which
The grant of use for Subscription Software is not a license and remains in shall constitute delivery to Customer. Thereafter Customer will be
effect only while Customer is timely paying its Subscription fees to responsible for risks of loss or damage,except for loss or damage caused
SirsiDynix.If Customer fails to timely pay Subscription fees,Customer must by SirsiDynix in the process of installation.2.6.2 SirsiDynix does not provide
immediately discontinue use of and certify to SirsiDynix the removal of support for Hardware unless Customer purchases any available
Subscription Software. maintenance associated with such Hardware.Such Hardware maintenance
2.4.1 Services. Services are described in the Quote. SirsiDynix shall be may be provided through a third party and is subject to that third party's
responsible for securing, managing, scheduling, coordinating and standard terms,conditions and warranties,if any.
supervising SirsiDynix personnel,including its subcontractors,in performing 2.7 License Metrics.Customer may not use the Products in excess
any Services.Any change to the scope of Services must be in writing signed of the License Metrics specified in the Quote.Additional License Metrics and
by both parties.Once executed by both parties, a change shall become a associated Maintenance must be purchased at the pricing in effect at the
part of the Quote.2.4.2 Customer acknowledges and agrees that SirsiDynix time the additional License Metrics are added in the event actual usage
performance is dependent upon the timely and effective satisfaction of exceeds the licensed quantity,prorated for the remainder of the then-current
Customer's responsibilities hereunder and timely decisions and approvals Term. The additional License Metrics purchased shall terminate on the
of Customer in connection with the Services. SirsiDynix shall be entitled to same date as the pre-existing Products. Prices are based on License
rely on all decisions and approvals of Customer.Customer's data must be Metrics purchased and not actual usage. The number of License Metrics
provided to SirsiDynix in a format reasonably approved by SirsiDynix or provided in the initial Quote is a minimum amount that Customer has
additional charges will apply. Customer shall be responsible for providing committed to for the Term and there shall be no fee adjustments or refunds
secured access to Customer's systems to SirsiDynix.SirsiDynix alone shall for any decreases in usage.
decide whether such access is sufficient for the performance of Services.
2.8 Reservation of Rights. All rights not expressly granted in the
2.5.Software Maintenance.2.5.1 Subject to Customer's timely payment of Master Agreement are reserved by SirsiDynix and its third party providers.
applicable fees, SirsiDynix will provide during the Term Maintenance Customer acknowledges that: (i) all Software is licensed and not sold and
services for the Software in accordance with the maintenance plan indicated all Subscriptions and Content are subscribed to and not sold;(ii)Customer
in the Quote, provided however that with respect to Third Party Products, acquires only the right to use the Protected Materials.SirsiDynix and its third
SirsiDynix's obligation to offer Maintenance is limited to using commercially party providers retain sole and exclusive ownership and all rights,title,and
reasonable efforts to obtain Maintenance from the third party owner of such interest in,including Intellectual Property embodied or associated with,the
Software.All licenses in Customer's possession must be supported under Protected Materials and all copies and derivative works thereof(whether
the same maintenance plan. 2.5.2 Updates are provided if and when developed by SirsiDynix,Customer or a third party);and(iii)the Protected
available, and SirsiDynix is under no obligation to develop any future Materials, including the source and object codes, logic and structure,
programs or functionality. 2.5.3 SirsiDynix is under no obligation to provide constitute valuable trade secrets of SirsiDynix and its third party providers.
Maintenance with respect to:(i)a Product that has been altered or modified Customer agrees to secure and protect the Products consistent with the
by anyone other than SirsiDynix or its licensors; (ii) a release for which maintenance of SirsiDynix's and its third party providers' rights in the
Maintenance has been discontinued; (iii) a Product used other than in Products,as set forth in this Master Agreement.
accordance with the Documentation or other than on the Operating
Environment;(iv)discrepancies that do not significantly impair or affect the 2.9 Restrictions. Unless specifically permitted or licensed by
operation of the Product; or(v) any systems or programs not supplied by SirsiDynix, Customer shall not itself, or through any affiliate, employee,
SirsiDynix. 2.5.4 For the avoidance of doubt, Updates provided under consultant, contractor, agent or other third party: (i) sell, resell, distribute,
host, lease, rent, license or sublicense, in whole or in part, the Protected
Maintenance services are subsequent minor or maintenance releases to the
standard Products, excluding custom development or customizations Materials;(ii)decipher,decompile,disassemble,reverse assemble,modify,
whether such customizations are performed by SirsiDynix or by Customer translate, reverse engineer or otherwise attempt to derive source code,
or a third party. SirsiDynix reserves the right to charge Client for any algorithms,tags,specifications,architecture,structure or other elements of
reintegration work required to make customizations compatible with future the Protected Materials, including the license keys, in whole or in part,for
releases.2.5.5 If ordered,Maintenance must be ordered for all Software and competitive purposes or otherwise; (iii)allow access to,provide,divulge or
all associated License Metrics licensed by Customer. Customer may not make available the Protected Materials to any user other than Customer's
purchase or renew Maintenance for a subset of its licenses only.2.5.6 If an employees and independent contractors who have a need to such access
Error was corrected or is not present in a more current release of the and who shall be bound by a nondisclosure agreement with provisions that
Product, SirsiDynix shall have no obligation to correct such Errors in prior are at least as restrictive as the terms of this Master Agreement(except the
releases of the Software. 2.5.7 Fees for Maintenance Services do not Customer may grant access to public access catalogs to library users,other
include implementation,training and other Professional Services.2.5.8 It is libraries,and third party entities); (iv)write or develop any derivative works
Customer's responsibility to ensure that all appropriate users receive initial based upon the Protected Materials; (v) modify, adapt, translate or
training services sufficient to enable Customer to effectively use the otherwise make any changes to the Protected Materials or any part thereof;
Software. Failure to do so could result in additional Maintenance fees if (vi) use the Protected Materials to provide processing services to third
Customer Initial and Date: Confidential
Page 2 of 7
File:Port Arthur Public Library GC#401343
parties,or otherwise use the same on a'service bureau'basis;(vii)disclose available to the public through no fault of the receiving party;(ii)was in the
or publish, without SirsiDynix's prior written consent, performance or receiving party's possession before receipt from the disclosing party; (iii)is
capacity statistics or the results of any benchmark test performed on the lawfully obtained from a third party who has the right to make such
Protected Materials;or(viii)otherwise use or copy the Protected Materials disclosure on a non-confidential basis; (iv) has been independently
except as expressly permitted herein. developed by one party without reference to any Confidential Information of
2.10 Customer Data. SirsiDynix disclaims ownership of any and all the other;(v)is information aggregated by SirsiDynix that no longer contains
Customer Data,all bibliographic,authority,item,fine,patron,and other data any personally identifiable information;or(vi)is required to be disclosed by
loaded to,created and/or entered into Customer's database or supplied to law provided the receiving party has promptly notified the disclosing party of
SirsiDynix by Customer. Upon expiration of this Agreement, SirsiDynix's such requirement and allowed the disclosing party a reasonable time to
sole obligation to Customer with respect to Customer Data will be: oppose such requirement.The parties acknowledge that Customer may be
subject to freedom of information legislation and further acknowledges that
(i) In the case of data stored in a Symphony ILS, extracting the entire such legislation may take precedence over the confidentiality provisions of
ILS data set in in a documented database-independent ASCII format and this section as they apply to Customer.
storing the resulting files on Customer's server(or on a hosted SFTP server 5. PRIVACY
for Subscription customers). Authority and bibliographic records(including
items)will also be extracted and delivered in MARC21 format. Customer represents and warrants that before providing personally
(ii) In the case of data stored in a Horizon ILS, providing a backup of identifiable information to SirsiDynix or its agents,it will comply with any laws
the database in the standard backup format for the database.. applicable to the disclosure of personally identifiable information, including
SirsiDynix shall have the right to aggregate and retain non-personally providing notices to or obtaining permission from third parties to allow
identifiable data. sharing of their personally identifiable information with SirsiDynix under the
Master Agreement.Customer will indemnify SirsiDynix for any breach of this
2.11 License Grant by Customer.Customer grants to SirsiDynix a non- representation and warranty. No personally identifiable information will be
exclusive, royalty-free license,to use equipment,software, Customer Data disseminated by SirsiDynix to any third parties, except as consented to by
or other material of Customer solely for the purpose of performing Customer or required by law.
SirsiDynix's obligations under the Master Agreement. 6. INDEMNIFICATION
2.12 Enforcement. Customer shall (i) ensure that all users of the
Products comply with the terms and conditions of the Master Agreement,(ii) 6.1.1 By SirsiDynix. SirsiDynix will defend or settle, at its option and
promptly notify SirsiDynix of any actual or suspected violation thereof and expense,any action, suit or proceeding brought against Customer that the
(iii)cooperate with SirsiDynix with respect to investigation and enforcement SirsiDynix Software(excluding Content and Third Party Products)infringe a
of the Master Agreement. third party's USA patent, registered copyright, or registered trademark
("Claim").SirsiDynix will indemnify Customer against all damages and costs
3. FINANCIAL TERMS finally awarded which are attributable exclusively to such Claim, provided
3.1.1 Fees and Payment Terms. The Customer shall pay the amounts that Customer:(i)promptly gives written notice of the claim to SirsiDynix;(ii)
set forth in the Quote.Subject to the provisions of the Quote,SirsiDynix may gives SirsiDynix sole control of the defense and settlement of the Claim;(iii)
annually increase the fees of Subscription, Subscription Software and/or provides SirsiDynix, at SirsiDynix's expense,with all available information
Maintenance upon 30 days written notice in advance.Invoices become past and assistance relating to the Claim and cooperates with SirsiDynix and its
due 30 days after the invoice date.Interest accrues on past due balances at counsel; (iv)does not compromise or settle such Claim; and (v) is not in
the higher of 1 Yz%per month or the highest rate allowed by law.If Customer material breach of any agreement with SirsiDynix. 6.1.2 SirsiDynix has no
fails to make payments of any amount due under the Master Agreement, obligation to the extent any Claim results from:(i)Customer having modified
SirsiDynix will be entitled to suspend its performance upon ten (10) days the SirsiDynix Software or used a release other than the most current
written notice to Customer. 3.1.2 Unless expressly provided otherwise, unaltered release of the SirsiDynix Software,if such an infringement would
amounts paid or payable for Software,Subscriptions,Subscription Software have been avoided by the use of such current unaltered release, (ii)Third
and Hardware are not contingent upon the performance of any Services. Party Products and/or Content,or(iii)the combination,operation or use of
3.2 Taxes. Customer agrees to pay any sales tax arising out of the the SirsiDynix Software with software or data not provided by SirsiDynix.
Master Agreement, other than those based on SirsiDynix's net income. If 6.1.3 If it is adjudicated that the use of the SirsiDynix Software in accordance
Customer is tax-exempt, Customer agrees to send SirsiDynix a copy of its with the Master Agreement infringes any USA patent,registered copyright,
tax-exempt certificate upon execution of the Master Agreement. Customer or registered trademark, SirsiDynix shall, at its option: (i) procure for
agrees to indemnify SirsiDynix from any liability or expense incurred by Customer the right to continue using the infringing SirsiDynix Software; (ii)
SirsiDynix as a result of Customer's failure or delay in paying such sales tax replace or modify the same so it becomes non-infringing; or(iii)Customer
due. will be entitled to an equitable adjustment in the fees paid for the affected
SirsiDynix Software. THIS SECTION STATES SIRSIDYNIX'S ENTIRE
3.3 No Contingencies.Customer agrees that its purchases hereunder are OBLIGATION TO CUSTOMER AND CUSTOMER'S SOLE REMEDY FOR
neither contingent on the delivery of any future functionality or features nor ANY CLAIM OF INFRINGEMENT.
dependent on any oral or written comments made by SirsiDynix regarding
future functionality or features. 6.2 By Customer.To the extent allowed by law,Customer shall defend
4. CONFIDENTIALITY or settle,at its option and expense, any action, suit or proceeding brought
against SirsiDynix by a third party arising out of or in connection with:(i)any
4.1 Non-Disclosure. Each party will protect the other party's claim that Customer Data infringes on the intellectual property rights of a
Confidential Information from unauthorized dissemination and use the same third party;(ii)any claim by a Customer user or(iii)any claim that Customer
degree of care that each such party uses to protect its own confidential or a Customer's user is using the Product in a manner that violates the
information,but in no event less than a reasonable amount of care. Neither provisions of the Master Agreement. Customer's obligations under this
party will use Confidential Information of the other party for purposes other section are contingent upon: (a)SirsiDynix providing Customer with prompt
than those necessary to directly further the purposes of the Master written notice of such claim;(b)SirsiDynix providing reasonable cooperation
Agreement. Neither party will disclose to third parties Confidential to Customer,at Customer's expense,in the defense and settlement of such
Information without prior written consent of the other party. claim;and(c)Customer having sole authority to defend or settle such claim.
4.2 Exceptions. Information shall not be considered Confidential 7. WARRANTIES;REMEDIES;DISCLAIMERS
Information to the extent,but only to the extent,that the receiving party can 7.1 SirsiDynix Software. SirsiDynix warrants that,for a period of 90 days
establish that such information (i) is or becomes generally known or from the Go Live Date, the SirsiDynix Software, as updated by SirsiDynix
Customer Initial and Date: Confidential
Page 3 of 7 •. SirsiD y nix'
File:Port Arthur Public Library GC#401343
and used in accordance with the Documentation and in the Operating UNAUTHORIZED THIRD PARTIES TO CIRCUMVENT SECURITY
Environment, will operate in all material respects in conformity with the PRECAUTIONS AND ILLEGALLY GAIN ACCESS TO THE SERVICES
Documentation. AND CUSTOMER DATA AND THAT NO FORM OF ENCRYPTION IS
If SirsiDynix Software does not perform as warranted,SirsiDynix shall use FOOL PROOF.ACCORDINGLY,SIRSIDYNIX CANNOT AND DOES NOT
commercially reasonable efforts to correct Errors.As Customer's exclusive GUARANTEE THE PRIVACY, SECURITY OR AUTHENTICITY OF ANY
remedy for any claim under this warranty, Customer shall promptly notify INFORMATION SO TRANSMITTED OVER OR STORED IN ANY SYSTEM
SirsiDynix in writing of its claim. Provided that such claim is reasonably CONNECTED TO THE INTERNET.
determined by SirsiDynix to be SirsiDynix's responsibility, SirsiDynix shall, 8. EXCLUSION AND LIMITATION OF LIABILITY
within ninety(90)days of its receipt of Customer's written notice; (i)correct 8.1 TO THE FULLEST EXTENT PERMITTED BY LAW, SIRSIDYNIX'S
such Error; (ii) provide Customer with a plan reasonably acceptable to TOTAL LIABILITY(INCLUDING ATTORNEYS FEES AWARDED UNDER
Customer for correcting the Error; or (iii) if neither (i) nor (ii) can be THE MASTER AGREEMENT) TO CUSTOMER FOR ANY CLAIM BY
accomplished with reasonable commercial efforts from SirsiDynix, then CUSTOMER OR ANY THIRD PARTIES UNDER THE MASTER
SirsiDynix or Customer may terminate the affected SirsiDynix Software AGREEMENT, EXCLUDING LIABILITY PURSUANT TO SECTION 6
license and Customer will be entitled to an equitable adjustment in the fees (Indemnification),WILL BE LIMITED TO THE FEES PAID BY CUSTOMER
paid for the affected SirsiDynix Software at SirsiDynix's discretion. The DURING THE PREVIOUS 12 MONTHS FOR THE PRODUCT WHICH IS
preceding warranty cure shall constitute SirsiDynix's entire liability and THE SUBJECT MATTER OF THE CLAIM.
Customer's exclusive remedy for cure of the warranty set forth herein. 8.2 IN NO EVENT WILL SIRSIDYNIX BE LIABLE TO CUSTOMER FOR
7.2 SirsiDynix Subscriptions. SirsiDynix warrants that Subscriptions, as ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY PUNITIVE,
used in accordance with the Documentation, will operate in all material TREBLE OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT
respects in conformity with the Documentation. LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, STAFF TIME,
7.3 Exclusions.SirsiDynix is not responsible for any claimed breach of any GOODWILL, USE, DATA, OR OTHER ECONOMIC ADVANTAGE),
warranty caused by: (i) modifications made to the SirsiDynix Software by WHETHER BASED ON BREACH OF CONTRACT, BREACH OF
anyone other than SirsiDynix; (ii)the combination, operation or use of the WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY
SirsiDynix Software with any items that are not part of the Operating OR OTHERWISE,WHETHER OR NOT SIRSIDYNIX HAS PREVIOUSLY
Environment; (it) Customer's failure to use any new or corrected releases BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
of the SirsiDynix Software made available by SirsiDynix; (iv) SirsiDynix's 8.3 NO CLAIM ARISING OUT OF THE MASTER AGREEMENT,
adherence to Customer's specifications or instructions; or (v) Customer REGARDLESS OF FORM, MAY BE BROUGHT BY CUSTOMER MORE
deviating from the operating procedures described in the Documentation. THAN TWO YEARS AFTER THE CAUSE OF ACTION ARISES.
7.4 Third Party Products. SirsiDynix warrants that it is an authorized 9. TERM AND TERMINATION
distributor of the Third Party Product and that with the execution of this 9.1 Term of Master Agreement. Subject to Section 10.12 below,the
Master Agreement and the applicable EULA,Customer will have the right to
use such Product in accordance with the terms and conditions of the terms term of this Master Agreement shall commence on the Effective Date and
of this Master Agreement and the applicable EULA. SIRSIDYNIX MAKES shall continue in full force and effect until the expiration or termination of all
NO OTHER WARRANTY WITH RESPECT TO ANY THIRD PARTY Quotes,unless otherwise terminated earlier as provided hereunder.
PRODUCTS. CUSTOMER'S SOLE REMEDY WITH RESPECT TO SUCH 9.2 Product and Services Term.The respective initial term of Software
THIRD PARTY PRODUCTS SHALL BE PURSUANT TO THE ORIGINAL Maintenance, Hardware Maintenance, Subscriptions, and Subscription
LICENSOR'S WARRANTY, IF ANY, TO SIRSIDYNIX, TO THE EXTENT Software as applicable,is specified in the Quote("Initial Term").The Initial
PERMITTED BY THE ORIGINAL LICENSOR.THIRD PARTY PRODUCTS Term and any renewal term shall automatically renew for the same length
ARE MADE AVAILABLE BY SIRSIDYNIX ON AN"AS IS,AS AVAILABLE" as the Initial Term unless either party gives written notice 60 days prior to
BASIS. the end of any previous Term of its intention to terminate the Subscription
7.5 Hardware.SirsiDynix warrants that it is an authorized distributor of the or Maintenance service.The Initial Term and renewal terms are referred to
Hardware. Hardware warranties shall be governed by the manufacturer's as the"Term".
warranty. SIRSIDYNIX MAKES NO WARRANTIES OF ANY KIND WITH 9.3.1 Termination. Either party may terminate the Master Agreement
RESPECT TO HARDWARE OR HARDWARE MAINTENANCE. immediately upon written notice if the other party commits a non-remediable
CUSTOMER'S SOLE REMEDY WITH RESPECT TO SUCH HARDWARE material breach of the Master Agreement, or if the other party fails to cure
OR HARDWARE MAINTENANCE SHALL BE PURSUANT TO THE any remediable material breach or provide a written plan of cure acceptable
MANUFACTURER'S WARRANTY,IF ANY. to the non-breaching party within 30 days of being notified in writing of such
7.6 Disclaimers. THE WARRANTIES SET FORTH IN THIS MASTER breach.Where the non-breaching party has a right to terminate the Master
AGREEMENT ARE IN LIEU OF,AND SIRSIDYNIX,ITS LICENSORS AND Agreement, the non-breaching party may at its discretion terminate the
SUPPLIERS EXPRESSLY DISCLAIM TO THE MAXIMUM EXTENT Master Agreement or the applicable Quote.Quotes that are not terminated
PERMITTED BY LAW, ALL OTHER WARRANTIES, EXPRESS OR shall continue in full force and effect under the terms of this Master
IMPLIED, ORAL OR WRITTEN, INCLUDING, WITHOUT LIMITATION, (i) Agreement 9.3.2 Following termination of the Master Agreement,Customer
ANY WARRANTY THAT ANY PRODUCT IS ERROR-FREE OR WILL agrees to certify that it has returned or destroyed all copies of the applicable
OPERATE WITHOUT INTERRUPTION OR THAT ALL ERRORS WILL BE Product and Confidential Information and acknowledges that its rights to use
CORRECTED; (ii) ANY AND ALL IMPLIED WARRANTIES OF the same are relinquished.
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND 9.4. Suspension. SirsiDynix will be entitled to suspend any or all
NON-INFRINGEMENT,(Hi)ANY WARRANTY THAT CONTENT OR THIRD performance upon 10 days written notice to Customer in the event Customer
PARTY PRODUCTS WILL BE ACCURATE, RELIABLE AND ERROR- is in breach of the Master Agreement. Further, SirsiDynix may suspend
FREE AND (iv) ANY AND ALL IMPLIED WARRANTIES ARISING FROM Customer's use of and access to all or a portion of the Subscriptions if,and
STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE OR so long as,in SirsiDynix's sole judgment,there is a security risk created by
USAGE OF TRADE. NO ADVICE, STATEMENT OR INFORMATION Customer that may interfere with the proper continued provision of services
GIVEN BY SIRSIDYNIX, ITS AFFILIATES, CONTRACTORS OR or the operation of SirsiDynix's network or systems.SirsiDynix may impose
EMPLOYEES SHALL CREATE OR CHANGE ANY WARRANTY an additional charge to reinstate service following such suspension.
PROVIDED HEREIN.CUSTOMER ACKNOWLEDGES THAT USE OF OR
CONNECTION TO THE INTERNET PROVIDES THE OPPORTUNITY FOR
Customer Initial and Date: Confidential
.`t•
. SIrS1 111x'
Page 4 of 7
File:Port Arthur Public Library GC#401343
10. GENERAL PROVISIONS to SirsiDynix at legalt sirsidvnix.com,or by email to Customer at any current
10.1 Force Majeure.The parties will exercise every reasonable effort to Customer email address routinely used by SirsiDynix,or by registered mail,
meet their respective obligations hereunder but shall not be liable for delays return receipt requested,to the address of the parties set forth in the Master
resulting from force majeure or other causes beyond their reasonable Agreement or to such other address of the parties designated in writing in
control, including but not limited to power outages or failure of third party accordance with this subsection.
service providers.This provision does not relieve Customer of its obligation 10.10 Relationship. The Master Agreement is not intended to create a
to make payments then owing. partnership,franchise,joint venture, agency,or a fiduciary or employment
10.2 Assignment. SirsiDynix may assign the Master Agreement and all relationship.Neither party may bind the other party or act in a manner which
of its rights and obligations herein without Customer's approval to its parent expresses or implies a relationship other than that of independent
company or other affiliated company,to a successor by operation of law,or contractor.
by reason of the sale or transfer of all or substantially all of its stock or assets 10.11 Invalidity. If any provision of the Master Agreement shall be held to
to another entity.Neither party may otherwise assign or transfer the Master be invalid,illegal or unenforceable,the validity,legality and enforceability of
Agreement without the prior written consent of the other party,which shall the remaining provisions shall not in any way be affected or impaired.
not be unreasonably withheld. Notwithstanding the above, SirsiDynix may 10.12 Survival. The following provisions will survive any termination or
fulfill its obligations hereunder through its affiliated companies. expiration of the Master Agreement:sections 1,2.7,2.8,2.10,2.12,3,4,5,
10.3 Cooperation. Customer agrees to provide cooperation, which 6,7,8,9,and 10.
means assistance, information, equipment, data, a suitable work 10.13 No Waiver.Any waiver of the provisions of the Master Agreement
environment,timely access,and resources reasonably necessary to enable or of a party's rights or remedies under the Master Agreement must be in
SirsiDynix to perform any and all installation,implementation,and services writing to be effective.Any such waiver shall constitute a waiver only with
required to fulfill its obligations hereunder including but not limited to respect to the specific matter described in such writing and shall in no way
ensuring SirsiDynix has remote access. Failure to grant such cooperation impair the rights of the party granting such waiver in any other respect or at
shall allow SirsiDynix to deem the Product purchased by Customer to be any other time.The waiver by either of the parties hereto of a breach or of a
fully accepted and delivered. In the event any delay in implementing default under any of the provisions of the Master Agreement shall not be
Products is caused by Customer resulting in SirsiDynix incurring additional construed as a waiver of any other breach or default of a similar nature, or
expenses, the Customer shall pay to SirsiDynix the amount of such as a waiver of any of such provisions, rights or privileges hereunder. The
additional expenses. rights and remedies herein provided are cumulative and none is exclusive
10.4 Delegation.SirsiDynix may subcontract or delegate any work under of any other,or of any rights or remedies that any party may otherwise have
any Quote to any third party without Customer's prior written consent, at law or in equity. Failure, neglect, or delay by a party to enforce the
provided however that SirsiDynix shall remain responsible for the provisions of the Master Agreement or its rights or remedies at any time,
performance of any such subcontractors. shall not be construed and shall not be deemed to be a waiver of such
10.5 Notice of U.S. Government Restricted Rights. If the Customer party's rights under the Master Agreement and shall not in any way affect
hereunder is the U.S.Government,or if the Software is acquired hereunder the validity of the whole or any part of the Master Agreement or prejudice
on behalf of the US Government with U.S. Government federal funding, such party's right to take subsequent action.
notice is hereby given that the Software is commercial computer software 10.14 Entire Agreement.The Master Agreement constitutes the parties'
and documentation developed exclusively at private expense and is entire agreement relating to its subject matter.It cancels and supersedes all
furnished as follows: "U.S. GOVERNMENT RESTRICTED RIGHTS. prior or contemporaneous oral or written communications, requests for
Software delivered subject to the FAR 52.227-19. All use, duplication and proposals,proposals,conditions,representations, and warranties, or other
disclosure of the Software by or on behalf of the U.S.Government shall be communication between the parties relating to its subject matter as well as
subject to this Master Agreement and the restrictions contained in any prior contractual agreements between the parties. Notwithstanding the
subsection (c) of FAR 52.227-19, Commercial Computer Software - precedence of this Master Agreement, any existing Customer License
Restricted Rights(June 1987)". Metrics shall continue unless new License Metrics are identified in a Quote.
10.6 Export.Customer shall comply fully with all relevant export laws and No modification to the Master Agreement will be binding unless in writing
regulations of the United States to ensure that the Software is not exported, and signed by an authorized representative of each party.
directly or indirectly,in violation of United States law. 10.15 Third Party Beneficiaries. All rights and benefits afforded to
10.7 Non-solicitation.During the term of this Master Agreement and for SirsiDynix under the Master Agreement shall apply equally to the owner of
a period of one year following its termination, neither party will solicit for the Third Party Products with respect to the Third Party Products,and such
employment directly or through other parties, without the other party's third party is an intended third party beneficiary of the Master Agreement,
written permission, any individual employed by the other party, provided with respect to the Third Party Products.
however that the hiring of individuals responding to general public marketing 10.16 Governing Law and Venue. The Master Agreement shall be
and recruiting advertisements and events shall not be a violation of this governed by and construed in accordance with the laws of the State of
provision;only active,targeted solicitation is prohibited. Texas without giving effect to its principles of conflict of laws.Any dispute
10.8 Compliance. During the term of this Master Agreement and for a shall be litigated in the state or federal courts located in Texas to whose
period of one year following its termination,SirsiDynix shall have the right to exclusive jurisdiction the parties hereby consent. In addition,the Customer
verify Customer's full compliance with the terms and requirements of the hereby waives any objection the customer may have based upon lack of
Master Agreement. If such verification process reveals any noncompliance personal jurisdiction,improper venue and/or"forum non conveniens".
by Customer,Customer shall reimburse SirsiDynix for the reasonable costs 10.17 Application of Laws. The parties agree that this contract is not a
and expenses of such verification process incurred by SirsiDynix(including contract for the sale of goods;therefore,the Master Agreement shall not be
but not limited to reasonable attorneys'fees),and Customer shall promptly governed by any codification of Article 2 or 2A of the Uniform Commercial
cure any such noncompliance;provided,however,that the obligations under Code,or any codification of the Uniform Computer Information Technology
this section do not constitute a waiver of SirsiDynix's termination rights and Act ("UCITA"), or any references to the United National Convention on
do not affect SirsiDynix's right to payment for Products and interest fees Contracts for the International Sale of Goods.
related to usage in excess of the License Metrics. 10.18 Counterparts.The Master Agreement and each Schedule may be
10.9 Notices. Any notice required or permitted to be sent under the executed in one or more counterparts, each of which shall constitute an
Master Agreement shall be delivered by hand,by overnight courier,by email enforceable original of the Master Agreement,and that facsimile,electronic
Customer Initial and Date: Confidential
Page 5 of 7 �* SirsiDynix'
File:Port Arthur Public Library GC#401343
and/or.pdf scanned copies of signatures shall be as effective and binding 10.20 Attorney's Fees. In the event a party seeks and obtains a remedy
as original signatures. in the courts for its rights under this Master Agreement,the prevailing party
10.19 Headings and Drafting.The headings in the Master Agreement in such litigation shall be entitled to its reasonable attorney's fees and cost.
shall not be used to construe or interpret the Master Agreement.The Master
Agreement shall not be construed in favor of or against a party based on the
originator of the document.
END OF MASTER AGREEMENT
Port Arthur Public Library Sirsi Corporation
4615 Ninth Ave SirsiDynix Technology Centre
Port Arthur,Texas 77642 3300 N.Ashton Blvd.—Suite 500
United States Lehi, UT 84043
Sign: Sign:
Print Name: Print Name:
Title: Title:
Date: Date:
Customer Initial and Date: Confidential
•'• SirsiDynix"
Page 6 of 7
File:Port Arthur Public Library GC#401343
Exhibit A-DEFINITIONS products by any means into Software, Subscriptions or Subscription
"Circulation" means the checkout of a Library Item to a patron, the Software without additional SirsiDynix license.
checkout of a Library Item for the purpose of tracking in-library usage,the "License Metrics"means limits on Product usage as set forth in the Quote
renewal of a Library Item, or an action functionally identical to any of the such as Titles,Circulation,Users,students,seats,and reports.
preceding acts. "Maintenance"means the technical support and,with respect to Software,
"Confidential Information" means information of SirsiDynix and/or its the provision of Updates for the level of support services purchased from
licensors includes but is not limited to the terms and conditions(but not the SirsiDynix, all of which are provided under SirsiDynix's support policies in
existence) of the Master Agreement, all trade secrets, software, source effect at the time the Services are provided,which may be modified from
code, object code, specifications, as well as results of testing and time-to-time by SirsiDynix in its sole discretion. A current version of such
benchmarking of the Software or other services,product roadmap,data and Support Policies can be found under "SirsiDynix Support Policies"
other information of SirsiDynix and its licensors relating to or embodied in (Document ID 125773)at http://support.sirsidynix.com.
the Software or Documentation, including but not limited to information "Operating Environment" means SirsiDynix-recommended hardware,
designated as confidential in writing or information which ought to be in good operating system, middleware, database products and other software on
faith considered confidential and proprietary to the disclosing party. which the Software will operate.
SirsiDynix's placement of a copyright notice on any portion of any Software "Professional Services" means data conversion, implementation, site
will not be construed to mean that such portion has been published and will
not derogate from any claim that such portion contains proprietary and planning, configuration, integration and deployment of the Software or
confidential information of SirsiDynix. Confidential Information does not Subscriptions,training,project management and other consulting services.
include that the Customer uses SirsiDynix Products. "Products" means Software, Subscriptions, Subscription Software,
"Content" means any information, data, text, software, music, sound, Services and Hardware.
photographs,graphics, video messages or other material which Customer "Protected Materials" means Software and work product provided by
receives through a Subscription. SirsiDynix under Services, Subscriptions, Subscription Software and
"Customer Data" means any electronic data, information or material SirsiDynix's or its licensors' Intellectual Property and Confidential
provided or submitted by Customer(including the Customer's patrons and Information.
users)to SirsiDynix through a Subscription or Services,or which Customer "Quote"is defined in Section 1.3.
(including the Customer's patrons and users)enters into the Subscription or "Services" means those services provided or arranged by SirsiDynix
Services or has entered on its behalf,or which SirsiDynix is otherwise given including but not limited to specific SirsiDynix Products such as (i)
access to under the Master Agreement. Customer Data does not include Professional Services; and (ii) that part of Maintenance that is technical
non-personally identifiable information aggregated by SirsiDynix. support,excluding the provision of Updates.
"Documentation"means the user instructions,release notes,manuals and "SirsiDynix Software" means each SirsiDynix-developed and/or
on-line help files made available by SirsiDynix regarding the use of the SirsiDynix-owned software product in machine-readable object code (not
applicable Product. source code), the Documentation for such product, and any Updates
"Effective Date"is defined in section 1.1. thereto.
"Error" means a material failure of a Product to conform to its functional `Software"means the SirsiDynix Software and Third Party Software.
specifications described in the Documentation. "Subscriptions"means the provision of access by SirsiDynix or its hosting
"EULA"means the end user license agreement that accompanies the Third providers to Software and/or Content from a server farm that is comprised
Party Product, which governs the use of or access by Customer to the of application,data and remote access servers,including associated offline
applicable Third Party Product. components including but not limited to cloud services and web access to
"Go Live Date" means the date on which the Products are substantially Content.
ready for operational use for normal daily business. "Subscription Software" means Subscriptions hosted by Customer.
"Hardware"means the physical hardware and equipment manufactured by Customer does not have a license in Subscription Software.
third party providers and sold to Customers by SirsiDynix. "Term"is defined in section 9.2.
"Intellectual Property" means any and all intellectual property rights, "Titles" means the number of unique records for an electronic, virtual,
recognized in any country or jurisdiction in the world, now or hereafter and/or physical item which may be used by a library patron, such as a
existing, and whether or not perfected, filed or recorded, including without bibliographic, MARC,visual material,serial or Dublin Core record, created
limitation inventions, technology, patents rights (including patent on the Software or Subscription.Multiple items,representing either identical
applications and disclosures),copyrights,trade secrets,trademarks,service items or volumes in a set,may be included in a single Title.
marks, trade dress, methodologies, procedures, processes, know-how, 'Third Party Products" means software or content including
tools, utilities, techniques, various concepts, ideas, methods, models, documentation and updates if any,owned by an entity other than SirsiDynix
templates, software, source code, algorithms, the generalized features of and provided by SirsiDynix in connection with Products.
the structure, sequence and organization of software, user interfaces and
screen designs,general purpose consulting and software tools,utilities and "Updates"means the error corrections,releases,updates,modifications or
routines,and logic,coherence and methods of operation of systems,training enhancements subsequently developed that SirsiDynix makes generally
methodology and materials, which SirsiDynix has created, acquired or available to its customers as part of Maintenance on a when and if available
otherwise has rights in, and may, in connection with the performance of basis.Updates exclude new products,modules,platform or functionality for
obligations hereunder, create, employ, provide, modify, create, acquire or which SirsiDynix charges a separate fee.
otherwise obtain rights in. "Users"means Customer's employees or agents who have been issued
"Internal Business Purposes" means Customer's internal use but does user names and passwords by Customer to use the Products.Each such
not include(1)sharing Confidential Information or Intellectual Property with User shall be one person,and user names and passwords cannot be
third parties without SirsiDynix written consent or(2)integration of third party shared or used by more than one person.
Customer Initial and Date: Confidential
Page 7 of 7 "'� SirsiDynix"
Quote for Port Arthur Public Library Quote Number Q-01363
'' SirsiDynix
SirsiDynix Technology Center
3300 N.Ashton Boulevard,
Suite 500
Lehi, UT 84043
Phone:800-288-8020
QUOTE
Quote Q-01363 for:
Port Arthur Public Library
Port Arthur Public Library - 5 Year Long Term Agreement
Quote valid until: February 3, 2025
Prepared by: Linda Bone, Inside Account Manager
The information in this Quote is proprietary.,confidential and a trade secret of SirsiDynix. Disclosure to any person who is not an employee or
professional advisor of the organization named on the cover sheet is prohibited.
Copyright 2024 Sirsi Corporation-All Rights Reserved Page 1 of 4
Quote for Port Arthur Public Library Quote Number Q-01363
Purchase Details
All prices are in U.S. dollars ($) and are exclusive of taxes unless otherwise noted.
Initial Term: 5 Years
Initial Term Annual Price Increase Cap for SirsiDynixProducts/Services: 2.900% until Term renewal
The Initial Term and the Initial Term Annual Price Increase Cap set forth above shall apply to existing Products/Services
and new purchased Products/Services. The schedule of products is provided in Renewal Quote 40134320241015SH
accompanying this Quote.
Customer's usage is subject to limitations that can be found in the Terms and Conditions section at the end of the Quote.
SirsiDynix reserves the right to adjust Initial Term pricing for Third-Party Products and Third-Party Services if the vendor
increases its pricing for such items.
Any applicable discount shall be applied on final payment.Any pre-printed terms and conditions on Customer's purchase
order(s) submitted to SirsiDynix are hereby rejected and shall be superseded by the current Master Agreement, unless
such additional terms are statutorily required of the Customer.
This Purchase Details section may not include pre-existing obligations for ongoing Products not listed in the Quote.
The information in this Quote is proprietary.confidential and a trade secret of SirsiDynix. Disclosure to any person who is not an employee or
professional advisor of the organization named on the cover sheet is prohibited.
Copyright 2024 Sirsi Corporation-All Rights Reserved Page 2 of 4
Quote for Port Arthur Public Library Quote Number Q-01363
Terms and Conditions
Upon execution by both parties, this Quote will be incorporated into, and governed by, the agreement dated 2/1/2025
executed between SirsiDynix and Customer.
Customer shall not integrate products offered by third parties into Software or Subscriptions without a specific license
to do so from SirsiDynix.
SirsiDynix shall have the right to aggregate and retain non-personally identifiable data.
If Third-Party EULAS are attached to this Quote, the terms and conditions contained therein will govern Customer's
use of the associated Third-Party Products and Third-Party Services in addition to these Terms and Conditions.
Renewal and Payment Terms
The term of each quoted Subscription is for no less than the Initial Term and will automatically renew for consecutive
subsequent terms equal to the Initial Term. Subscription and Support fees will be paid annually in advance. Following
the first year of System operation, Subscription and Support fees will be subject to annual increases. Unless otherwise
specifically stated in writing, Products and/or Services purchased at promotional prices or with promotional discounts
do not qualify for such discounts or limitations on price increases for subsequent years.
Any Access Metrics included in this quote will apply only to the Products and/or Services described herein.
The information in this Quote is proprietary.confidential and a trade secret of SirsiDynix. Disclosure to any person who is not an employee or
professional advisor of the organization named on the cover sheet is prohibited.
Copyright 2024 Sirsi Corporation-All Rights Reserved Page 3 of 4
Quote for Port Arthur Public Library Quote Number Q-01363
Signature(s)
Customer Signature:
Port Arthur Public Library
Job
By: Title:
(Authorized Signature)
Name: Date:
(Printed)
Sirsi Corporation dba SirsiDynix Signature
By: Job Title:
(Authorized Signature)
Name: Date:
(Printed)
Billing Address:
Port Arthur Public Library
4615 Ninth Ave
Port Arthur
Texas
77642
United States
The information in this Quote is proprietary, confidential and a trade secret of SirsiDynix. Disclosure to any person who is not an employee or
professional advisor of the organization named on the cover sheet is prohibited
Copyright 2024 Sirsi Corporation-All Rights Reserved Page 4 of 4
SirsiDynix'
5 Year LTA Quote: 401 34320 241 01 5SH
Port Arthur Public Library
Xem Xem Description Serial Number City Coverage Effective Dates EOL Date 2025-2026 2028-2027 2027-2028 202a302e 2029.2030
NumGer peon From To
10755 SirsiDyna Symphony SaaS Core 1 1/Feb - 31/Jan
11217 SirsiDynix Symphony SaaS SmartPORT,Unbmted Users 1 1/Feb - 31/Jan
10774 SirsiDynix Symphony SaaS Unicode Server Extension 1 1/Feb - 31/Jan
10777 SirsiDyna Symphony SaaS Universal SIP2 1 1/Feb -31/Jan
13643 BLUEcloud Analytic Platform Essentials,Annual Subscription 1 1/Feb -31/Jan
13848 BLUEcloud Analytics Platform Additional Creator Account,Annual Subscription 1 1/Feb - 31/Jan
12855 SirsiDynix Enterprise,SaaS Annual Subscription 1 1/Feb - 31/Jan
12320 Web Services,Basic for SirsiDyna Enterprise 1 1/Feb -31/Jan
13040 SirsiDyna eResource Central Gateway Services,Annual Subscription 1 1/Feb - 31/Jan
13132 SirsiDynix eRC Connector for OverGrNe,Annual Subscription 1 1/Feb - 31/Jan
10382 Syndetics Enriched Content Basic Public Subscription(Per 1000 Ckc) 100 1/Feb -31/Jan
13308 Consulting-SureSailing Annual Subscription,BiMonthy,Distance,up to Six two- 1 1/Feb -31/Jan
12440 Platinum Services Package,Annual Subscription 1 1/Feb -31/Jan
All prices are in U.S.Dollars and are
exclusive of taxes unless otherwise noted. Total S 18,694.72 $19,237.75 $19,796.55 f 20,371.59 6 20,963.34
Due to changes in sales tax laws,we are requesting updated tax
exemption certificates from all customers.Tax may be added to your
invoice even though you are exempt it we do not receive the exemption
'This quote is based on a 2.9%uplift and is dependent upon the signing of a 5 Signature Date
year Long Term Agreement.SirsiDynix reserves the tight to adjust pricing for
Third Party/Integrated products/services if a Third Party vendor Increases
pricing for Third Party/Integrated products/servloes.'
Please Print Name and Tale