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03/07/1986 MASTER SERVICE AGREEMENT NO: 94 Brodart Co., at 500 Arch Street, Williamsport, Pennsylvania 17705, hereby agrees to process bibliographic data supplied by: MONROE COUNTY PUBLIC LIBRARY; 700 FLEMING ST., KEY WEST, FL 33040 (hereafter referred to as Purchaser), and to produce the "Product" herein provided. The Product Schedule(s) attached hereto are an integral part of this contract and the terms set forth herein are specifically ap- plicable to all such Product Schedule(s), which defines the processes that are to occur and the items to be supplied to the Purchaser (hereinafter "Products"). 1. Brodart accepts no responsibility for the accuracy and completeness of any information supplied by Purchaser, nor will Brodart review the contents of any entries sub- mitted to Brodart for processing for spelling, omission, content, location, format or other errors. 2. Brodart will utilize the following forms of input to produce the "Products": Data input onto floppy disks, using Brodart's l1icroChec k Software. 3. Purchaser will use Brodart's COM Catalog Profile in specifying input processing and output specifications for the "Products". All input processing specifica- tions, output format specifications, and output medium arE~ to be selected by Purchaser, from Brodart's standard specifications, and are to be supplied by Purchaser at least thirty (30) days prior to the scheduled starting date. A starting date will be mutually agreed upon by Brodart and Purchaser and which is that date when Brodart commences processing of the input data. Once production processing has commenced, further modifica- tions may be made to the specifications at an additional cost to be mutually agreed upon. 4. All products to be produced by Brodart under this Agree- ment shall be in one of Brodart's standard formats. Any modifications to such standard form desired by Purchaser must be agreed to by Brodart, in writing, including a modified production schedule, if required, and will be billed separately. MASTER SERVICE AGREEMENT NO: 94 5. Purchaser warrants and represents that it has the right to use the input supplied to Brodart for the purposes contemplated by this Agreement and that processing of such input by Brodart will not violate or infringe the patent, trademark, copyright, trade secret or industrial property right of any person. Purchaser agrees to indemnify and save Brodart harmless from and against any and all claims, damages, costs, judgements and expenses arising out of or relating.to a claim by any party that the input supplied by Purchaser and/or its processing by Brodart as contemplated by this Agreement violates or infringes any patent, trademark, copyright, trade secret or other industrial property right of any party. 6. Purchaser agrees that a product produced by Brodart hereunder shall be deemed acceptable so long as the er- rors contained therein attributable to improper or de- fective processing by Brodart, including unsatisfactory microfilm quality (e.g. cloudy film, insufficient den- sity, incorrect display format, etc.), do not exceed one (1%) percent of the exploded entries (an exploded entry is a bibliographic record found under a particular ac- cess point in a catalog). When corrections and/or addi- tions to the Purchaser's Data Base have been received by Brodart on or before the agreed upon cut-off date for a catalog or a supplement and these corrections and/or ad- ditions do not appear in the catalog or supplement, the 1% exploded entry rule will be considered to have been automatically exceeded. In the event there are erroneous entries attributable to improper or defective processing by Brodart (as discussed above), Purchaser shall have thirty (30) calendar days from date of receipt of a product to give written notice of such errors, by type, including examples, then upon such written notice from Purchaser and within thirty (30) days of Brodart's re- ceipt of all defective products) Brodart will repair the product, replace the product or refund the purchase price of the Product, at the option of Brodart. The foregoing to the contrary notwithstanding, Brodart shall have no responsibility for processing errors if, at Pur- chaser's request, Products are processed on a production and delivery schedule which is accelerated beyond that provided for in the Product Schedule(s) of this Agree- ment. MASTER SERVICE AGREEMENT NO: 94 7. Brodart will store two (2) off-site copies of Purchas- er's Data Base in addition to the copy stored at Brodart's computer facility. Storage of additional copies at other sites will be the responsibility of the Purchaser (copies will be as defined in Section 9 of this contract). If all three (3) copies stored by Brodart are unusable, Brodart will have the responsibil- ity to recreate the data base only in the event Pur- chaser provides Brodart with the Purchaser's most recent copy of the Data Base. 8. Brodart shall not be liable in any manner for any loss or damage of any nature incurred or suffered by Pur- chaser as a result of any failures or delays in perform- ance due to any cause or circumstances beyond its control, including, but not by way of limitation, any failures or delays in performance caused by any strikes, lockouts, or labor disputes, fires, acts of God or the public enemy~ riots, incendiaries, interference by civil or military authorities, compliance with the laws of the United States of America or with the orders or policies of any governmental companies or communication facili- ties, or failures of sources of raw materials. 9. Brodart will replace defective or inaccurate tapes, in- cluding those damaged in transit, when caused by fault of Brodart or its shipper. Replacement will be made only if the defective tapes are returned to Brodart within sixty (60) days of the date of shipment. Replacement requests received more than sixty (60) days after the initial shipment will be processed on a time available basis and charges will be made to the customer. A de- scription of the defects must accompany the returned tapes(s). 10. Brodart will provide technical assistance reasonably re- quired to assist Purchaser in training its staff and re- solving problems relating to supplying input to Brodart. Purchaser will designate one person trained and experi- enced in the production of bibliographic products to interface with Brodart personnel in all matters relating to performance of this contract. 11. No waiver of default by Brodart or the Purchaser of any of the terms, covenants or conditions hereof to be per- formed, kept or observed by the contractor shall be con- strued to be or act as a waiver of any subsequent default of any of the terms, covenants and conditions herein contained. MASTER SERVICE AGREEMENT NO: 94 12. The database used to produce the Purchaser's Catalog is the sole property of the Purchaser. Award of this con- tract does not give Brodart rights to the Purchaser's Database or bibliographic records, however maintained, for any use whatsoever. 13. The term of this Agreement shall be for a period of one (1) year from the date hereof. It shall thereafter be automatically renewed for successive one-year terms un- less expressly terminated, in writing, by either party no less than sixty (60) days prior to any anniversary date. 14. This Agreement shall be enforced and construed under the laws of California as in effect from time-to-time. BRODART, CO. Dated: MONROE COUNTY PUBLIC LIBRARY partner By: sst. Secy. 19i( Dated: . 19 Approved by: A~'P. VED AS TO FORM A L,GAL SUFFICIENCY. , .~, '() yC ,-c,,4..~ --' BY _ Attorney's Office Vi' L l/c~ : . ' BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA --~. ~ By: .~.J .....-~ '-",,-, t>- ~ Mayor/Chairman (SEAL) At t est :: DANNY L. KOLHAGE, Clerk "-' } , =i.- j L j""')t't, ~ PRODUCT SCHEDULE NO: 94.1 CONTRACTOR PURCHASER BRODART, CO. 500 ARCH ST. WILLIAMSPORT,PA 17705 MONROE COUNTY PUBLIC LIBRARY 700 FLEMING ST. KEY WEST, FL 33040 This Product Schedule applies solely to the products de- scribed herein and is governed by Master Service Agreement Number 94.1. PRODUCT DESCRIPTION 1. Data will be input onto floppy disks, using Brodart's MicroCheck Software. 2. Brodart will process and output this data to another me- dium, such as microfilm or magnetic tape. 3. On-going additions will be converted and added to the Library's Master Database. Billing for products and services described in this Product Schedule will be in accordance with the attached Schedule 1. ~ART, CO. MONROE COUNTY PUBLIC LIBRARY By: Nubro, Inc., General Partner By: Ron VanFleet, Asst. Secy. Date'd: 19rC Dated: 19 1 PRODUCT SCHEDULE NO: 94.1 MONROE COUNTY PUBLIC LIBRARY SCHEDULE 1 MicroCheck Pricing Database Creation: MARC Pass: (retro) $.05/title on database MARC Fiche: (optional) $90.00 Soft.ware: Diskette Processing: $150.00/month or $1,650.00/year prepaid (Charge includes two copies of all necessary documentation) Reel Deposit: $400.00/day $250.00 $25.00/reel ($15.00/refundable upon return) Trai.ning: Database Copy: COM Production Copies: $.05/title $.00033/title/copy Master Production and Processing: Authority Control: Subject: $.0075/title $.005/title $.Ol/title Name: Both: 2