1st Amendment 08/15/2018
DATE: September 05, 2018
TO: Abra Campo
County Attorney’s Office
FROM: Sally M. Abrams, D.C.
SUBJECT: August 15, 2018, BOCC Meeting - Approved Agenda Item
______________________________________________________________________________
Attached is an electronic copy of the executed agenda item listed below for your handling.
[[394,1199,453,1258][12][B,I,][Calibri]]T2 [[453,1199,2004,1258][12][,I,][Calibri]]Board granted approval and authorized execution of an amendment to the origi [[2003,1199,2073,1258][12][,I,][Calibr
i]]nal
[[394,1257,1131,1316][12][,I,][Calibri]]Contract of March 1, 2010, between [[1131,1257,1804,1316][12][B,I,][Calibri]]Polaris Integrated Library System [[1804,1257,1818,1316][12][,I,][Calibri]]
[[1818,1257,2073,1316][12][,I,][Calibri]](acquired by
[[394,1316,1117,1375][12][B,I,][Calibri]]Innovative Interfaces Incorporation [[1117,1316,1138,1375][12][,I,][Calibri]] [[1138,1316,2074,1375][12][,I,][Calibri]]on March 31, 2014) and
the Monroe County
[[394,1374,2041,1433][12][,I,][Calibri]]Public Library, to license additional software, as outlined in the attached amendment
[[2039,1376,2066,1432][11][,I,][Calibri]]
Please contact me at extension 3550 with any questions.
cc:
Finance[[607,1861,636,1922][12][,I,][Calibri]]
File
AMENDMENT TO
AGREEMENT
This AMENDMENT is made and entered into as of the date of the last signature of the parties
hereto (the "Effective Date "), by and between INNOVATIVE INTERFACES INCORPORATED, a California
corporation having its principal place of business at 5850 Shellmound Way, Emeryville, CA 94608
(hereinafter referred to as "Innovative "), and MONROE COUNTY PUBLIC LIBRARY (hereinafter referred
to as "Client" and collectively referred to as "the Parties ").
WHEREAS, Client and GIS Information Systems., Inc. doing business as Polaris Library Systems
(hereinafter referred to as "Polaris ") are parties to the Polaris Integrated Library System Contract for Hosted
Services effective as of March 1, 2010 (the "Agreement "); and
WHEREAS, on March 31, 2014 Innovative acquired Polaris and as a result of such acquisition all
rights, duties and obligations under the Agreement were transferred from Polaris to Innovative; and
WHEREAS, Client desires to license additional Software from Innovative and, in connection with
such license, the parties desire to amend the Agreement as set forth in this Amendment; and
NOW, THEREFORE, for good and valuable consideration and intending to be legally bound
hereby, the parties hereby agree as follows.
1. Software License. Client agrees to license from Innovative the software described in Exhibit
1 for the price and per the terms specified in Exhibit 1 attached hereto.
2. Additional License. Subject to the terms of the Agreement, Innovative hereby grants
to Client a limited non - exclusive, non - sub - licensable, non - transferable license (the
"Additional Software License ") to use the software (the "Additional Software") described in
Exhibit 1 of this Amendment. The term of the Additional Software License will be as
respectively set forth in the corresponding quotes in Exhibit 1.
3. License Renewal. Subject to the early termination provisions as set forth in the
Agreement, the Subscription of the software identified within Exhibit 1 will be effective for
an initial term of three (3) years following this Addendum Effective Date (the "Initial Term ")
and thereafter will be automatically renewed in accordance with the terms of the Agreement.
Commencing upon year 2 and thereafter, Innovative will have the right to increase rates of
the Additional Software subscription by a maximum percentage equivalent to the greater of
5% or the percentage increase in the Consumer Price Index (CPI -U) over the previous year.
4. Co- Terming. Subject to the terms of the Agreement, the Parties hereby agree that the
Additional Software subscription term will be prorated and will run coterminous with the
following annual term: October 1 through September 30.
Except as otherwise amended hereby, the other provisions of the Agreement will remain in full
force and effect as of the date hereof. In the event of a conflict between the provisions of this Amendment
and the Agreement, the terms of this Amendment will control.
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized representatives to
enter into this Amendment as of the dates specified below.
INNOVATIVE INTERFACES MONROE COUNTY PUBLIC LIBRARY
INCORPORATED BOARD OF COUNTY COMMISSIONERS
/' OF MONROE COUNTY
Signature: �. AA Signature:
Print Name: -ri peik 1•v Print Name: David Rice
Title: Sal D' _-' (-- ()Les) 0007 Title: Mayor
Date: 'j 27I ZUi Date: ( 6`1S' 16
' •r to \
O , ATTEST: KEVIN MADOK, CLERK
j \ i BY : ,I/. ' ! . . 414 /L.
y .
Deput i Clerk
Date:
CI -* i_
MONROE COUNTY ATTORNEY'S OFFICE
O i-- 1 APP QVEDAS TO R
L.) FOR
CX '"" PATRICIA EABLES
� ASSISTAN COUNTY A RNEY
La_ I i,� DATE: �.�
al !L CCp
W .J CC
err C)
e
EXHIBIT 1
Additional Software
[APPROVED SUBSCRIPTION SOFTWARE PRICING EXHIBITS FOLLOWS THIS PAGE]
1 11 Innovative Pricing Exhibit
Date 8/17/2018
Quote 9 EST INC6360
Innovative Interfaces Incorporated
1900 Powell St. Payment Terms Net 30
Suite 400 Overall Contract Term (Months) 36
Emeryville CA 94608 Contract Start Date
United States Contract End Date
Sales Rep Valerie A Kavanagh
Site Code M0NR1643
Expires 9/30/2018
Bill To Ship To
Monroe County Public Library Monroe County Public Library
700 Fleming Street 700 Fleming Street
Key West FL 33040 Key West FL 33040
United States United States
Currency
US Dollar
Content Carousel License - Term 1 Content Carousel Subscription 375.00 375.00
Total Fees US$375.00
Statement of Work
This Statement of Work (the "SOW ") dated August 23, 2018 is entered into pursuant to the
Master Professional Services Agreement between Monroe County Public Library ( "Client ") and
Innovative Interfaces Incorporated effective as of March 13, 2017 (the "Agreement "). Company
and Client may each be referred to as "Party" from time to time or collectively as "Parties ".
Purpose of this Statement of Work (SOW)
This SOW outlines the Professional Services that will be provided by Innovative in order to
implement the Polaris Content Carousel Service purchased under the Master License Contract for
Monroe County Public Library System. The SOW provides an overview of the scope of the project
including the costs to complete the engagement based on Innovative's prior experience with
similar projects and preliminary discussions with Client. The Client hereby acknowledges that the
SOW is not meant to capture all detailed requirements but documents the high level requirements
and implementation approach discussed and that additional detailed requirements discussions
will be required to outline the full scope of work between the Parties.
Project Scope of Services
The Scope of the project includes the following set of professional services:
• Content Carousel Implementation
Innovative will install Content Carousel software.
Fees and Payment Terms
Fees for Services delivered under this SOW will be charged on a fixed price basis as set forth in
the Innovative Pricing Exhibit(s) EST- INC6361 attached herewith. Payment terms for this SOW
are as set forth in the Professional Services Agreement.
Innovative Services Team
The Services Team will have dedicated resources for this project. The resource will consist of the
following:
• System Engineer: System Engineers work with the Library on ILS setup and
configuration as well as system backups, network connections, and infrastructure
configuration.
Client Implementation Team
• Librarian Lead — Works closely with System Engineer to ensure requirements are clear
and representative of the needs of the library. The Librarian Lead will coordinate with
key members of the team as required.
• Technical Lead - Will be responsible for assisting with Client responsibilities related to
server access as well as any other system level duties required by Client.
Implementation Assumptions
• None
IN WITNESS WHEREOF each party has caused this SOW to be executed by its duly authorized
representatives.
AGREED: Incorporated
Monroe County Public Library Innovative Interfaces QlobaMmted
Board of County Commissioners
of Monroe ou t
By: By: By: 4■detAle) (,, ,l
Name: David Rice Name: L41l.sAit -y /\)e ) M /
Title: Mayor Title: S , J0 & v kC t: QtL $ o ' t
3 ` • / •mi l: , te: • 1 Date: August 23, 2018
ATT .T: KEVIN MADOK, CLERK
} I' MONROE COUNTY ATTORNEY'S OFFICE
BY : 4 1 : 1 A M AI P A / . . I S v ` " PROSE S Od:mo
. rt. . TATEMENT OF WORK - Innovative Interface Inc Deputy Clerk 4.
PATRICIA EABLES
ASSISTANT CO NTY TTORNEY
DATE:
i n n ova t ive Pricing Exhibit
Date 8/17/2018
Quote # EST- INC6361
Innovative Interfaces Incorporated
1900 Powell St. Payment Terms Net 30
Suite 400 Sales Rep Valerie A Kavanagh
Emeryville CA 94608 Technical Contact CU5019 Monroe County Public Libr...
United States Site Code MONR1643
Expires 9/30/2018
Bill To Ship To
Monroe County Public Library Monroe County Public Library
700 Fleming Street 700 Fleming Street
Key West FL 33040 Key West FL 33040
United States United States
Currency
US Dollar
Polaris Content Services 1 Polaris Content Carousels 200.00 200.00
Carousels Implementation
Implementation
Total Fees US$200.00