5398 - hoopla Digital Library Media Platform, Awarded Contract
Docusign City Council Transmittal Coversheet
File Name
Purchasing Contact
City Council Target Date
Granicus #
Ordinance #
DocuSign Envelope ID: 39BA7583-AAA9-4F42-83D5-B861F11F113F
5398
December 13, 2016
File
Digital Media Platform for Library
Cindy Alonzo
2/2016U Page 1
hoopla® Service Agreement
This hoopla Service Agreement (“Agreement”) is made as of this __ day of _________, 2016 (“Effective
Date”) by and between City of Denton, Texas (the “Library”), and Midwest Tape, LLC.
Whereas, Midwest Tape offers its hoopla digital service (“hoopla,” the “Service,” or the “hoopla Service”) to
libraries to allow authorized library patrons to access digital media content using smart phones, tablets,
computers, and web browsers;
Whereas, the Service is comprised of a digital media platform that includes content in multiple formats (e.g.,
movies, television programs, music, audiobooks, eBooks, and comics) and is designed to be accessible
24/7 in accordance with circulation limits (if any) and other settings established by the user’s library system;
and
Whereas, the Library wishes to make hoopla available to the Library’s authorized users (“Patrons”);
Now, therefore, in consideration of the promises and mutual covenants contained in this Agreement, and
for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Library and Midwest Tape (each a “Party” and collectively the “Parties”) agree as follows:
I. DEFINITIONS. The following definitions apply wherever those terms appear in this Agreement:
“Digital Media Application” means one or more computer programs maintained, owned, and/or used by
Midwest Tape to provide access for limited periods to Digital Titles (including the ability to browse, borrow,
stream, download, and/or return such titles) using certain smart phones, computer tablets, and/or other
mobile devices. The Digital Media Application currently bears the name “hoopla.”
“Digital Media Platform” means one or more computer programs owned, maintained, and/or used by
Midwest Tape to provide access to Digital Titles and/or to allow the Library to manage its offering and
Patron use of Digital Titles, including the Digital Media Application, hoopla digital Website, and hoopla
Library Administration Website.
“Digital Titles” means any and all movies, television programs, music, audiobooks, eBooks, comics, and
other audio or visual works that Midwest Tape makes available to the Library and its Patrons via the Digital
Media Platform during the Term of this Agreement.
“hoopla Library Administration Website” means a Midwest Tape website that may be accessed and
utilized by the Library to manage content available to Patrons in the Digital Media Platform, and to
administer Library policies in regard to Patron use of the Service.
“hoopla digital Website” means a Midwest Tape website (currently www.hoopladigital.com) that may be
used to access, browse, borrow, stream, download, and/or return Digital Titles.
“Intellectual Property Rights” means all rights in and to patents, trademarks, service marks, trade names,
copyrights, trade secrets, technology, software, designs, algorithms, know-how, as well as moral rights and
all other intellectual and proprietary rights of any type under the laws of any governmental authority.
“Library Website” means a website owned, maintained, and/or used by or for the Library for the purpose
of providing information to Patrons and/or the general public about the Library and its various content
offerings, policies, objectives, initiatives, and procedures.
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“Marks” means any trademarks, service marks, trade names, logos, designs, icons, characters, cover art,
styles, and trade dress associated with any Digital Titles, including without limitation all translations or
transliterations of the foregoing in any language, or any colorable imitations or modified versions thereof.
“Midwest Tape” means Midwest Tape, LLC and any of its parents, subsidiaries, or affiliated entities that
are engaged in the business of distributing media content in digital form to libraries and library users via the
Digital Media Platform.
“Service Partners” means any third parties that provide digital storage, webhosting, IT services, data
analysis and processing, or distribution or other services to Midwest Tape in connection with the Service.
“Title Summary and Promotional Data” means, with respect to each Digital Title, the following
information and data that is made available to Library pursuant to this Agreement: (i) title; (ii) author(s),
publisher, illustrator(s), narrator(s), actor(s), director(s), producer(s), studio(s), and similar descriptive
information; (iii) if commercially used, the digital object identifier; (iv) narrative description or summary of
the work; (v) cover art and image, graphics, and other images; (vi) copyright notice; and (vii) any other
identifying information.
“Vendor” means any supplier to Midwest Tape of (i) Digital Title(s); (ii) Title Summary and Promotional
Data; and/or (iii) technology or services necessary for Midwest Tape to provide the Service to the Library.
II. LIBRARY RIGHTS & OBLIGATIONS.
Rights. During the Term, and subject to all the terms and limitations set forth in this Agreement, Midwest
Tape grants to the Library the non-exclusive and non-transferrable right to display and access the Digital
Media Platform and Title Summary and Promotional Data for the limited purpose of: (a) allowing Patrons to
access, view, and borrow Digital Titles through the Service and pursuant to this Agreement; (b) promoting
awareness and authorized use of the Service, including via postings on the Library Website(s); and (c)
establishing and implementing Library-specific policies in regard to use of the Service by the Library and
Patrons, consistent with this Agreement and the requirements of the Digital Media Platform.
Limitations. Except for the limited, non-exclusive, non-transferrable rights expressly granted to the Library
above in this Section II, the Library has shall have no right in or to, or ownership of, the Service, Digital
Titles, Digital Media Platform, hoopla digital Website, hoopla Library Administration Website, Digital Media
Application, Marks, Title Summary and Promotional Data, or any other artwork or materials delivered by
Midwest Tape in connection with this Agreement. The Library shall have no right to access, use, modify,
or reproduce any portion of any source code relating to the Service and/or the Digital Media Platform, or to
make, sell, or distribute any variations or derivative works of the Service and/or the Digital Media Platform.
The Library agrees to the support and protection of Intellectual Property Rights (including but not limited to
copyright and trademark protections), to prohibit Patrons from engaging in activities that infringe on these
rights, and to refrain from facilitating such activities. In addition, the Library will comply with all other
requirements communicated by Midwest Tape with respect to any Intellectual Property Rights and the
Marks.
No Public Performance Rights. The Library shall have no public performance rights in the Digital Titles.
Accordingly, the Library may not offer any Digital Titles as a performance in order to entice Patrons or the
general public to come to an event, sponsored by the Library or otherwise.
General Obligations. To facilitate the successful introduction of the Service to, and use of the Service by,
Patrons, the Library shall: (a) regularly communicate to staff, Patrons, and the general public served that
the Service is available to Patrons; (b) provide suitable training opportunities to appropriate Library staff
members, so that they understand the Service and can assist in the promotion and the use of the Service
by Patrons; (c) regularly feature prominent links and references to popular Digital Titles and the hoopla
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digital Website on the Library Website’s homepage; (d) incorporate MARC record data regarding Digital
Titles in the Library’s catalog to enhance the discoverability of key content available in the Service; (e)
manage all funds designated or appropriated for use of the Service; (f) participate in the implementation of
the Service at the Library, including without limitation by providing Midwest Tape with sufficient and accurate
information to identify Patrons of the Library who are authorized to utilize the Service; (g) provide Primary
Support, as defined below; (h) perform requested linkage between the Service and the Library Website, as
well as reasonable technical services to support and maintain the Service during the Term; and (i); notify
Midwest Tape at least three (3) business days before any change in any RSS links, ILS configuration, URL
updates, or other equipment or technology that could adversely impact the Service and/or the use of the
Service, including any changes that could impact the process of Patron authentication.
Network Connectivity. The Library is responsible for providing a suitable network and Internet system for
integration of the Service into the Library Website or other systems.
Use of the hoopla Library Administration Website. The Library agrees that it is solely responsible for
managing its use of the hoopla Library Administration Website and using that website as designed,
including by establishing, verifying, and maintaining any settings and controls regarding use of the Service
by Patrons (e.g., limitations on circulations, content restrictions, reporting preferences, etc.).
Library Website. The Library is solely responsible for all aspects of catalog integration, operation, training,
support, and/or maintenance necessary for the operation of the Library Website. This may include obtaining
a SIP2 or similar protocol software license(s) from a third-party vendor in order to support direct integration
of the Service with the Library’s own Library Website or other systems, as well as the cost for customized
MARC records it may obtain from a third-party supplier such as OCLC. The Library shall keep its hoopla
account information current with Midwest Tape and promptly alert Midwest Tape to any significant changes
relating to the Library Website, including but not limited to changes of personnel that could impact the
support, functionality, and/or performance of the Service.
Primary Support. The Library is responsible for providing its Patrons with “Primary Support,” which
includes assisting Patrons with the use of the Service, responding to Patron questions regarding the
functionality and technical requirements of the hoopla digital Website and the Digital Media Application, and
helping Patrons with the process of communicating with Midwest Tape where necessary and appropriate
to obtain additional support and technical assistance.
No Warranties or Representations to Others. The Library represents and agrees that, except for the
representations, warranties, and promises made to Midwest Tape in this Agreement, neither the Library
nor any of its employees, agents, or others acting under its direction has made or will make any
representations or warranties, expressed or implied, to anyone concerning the Service, Digital Titles, Digital
Media Application, Digital Media Platform, hoopla digital Website, and/or hoopla Library Administration
Website.
Compliance with Applicable Laws and Regulations. The Library will, at its own expense, comply with
all applicable laws, ordinances, rules, regulations, and other legal requirements in connection with the
Library’s performance under this Agreement.
Costs and Expenses. The Library is responsible for all of its own expenses and costs related to its
performance under this Agreement. Midwest Tape has no obligation to reimburse the Library for any
expenses or costs incurred by the Library related to this Agreement or to the performance of the Library’s
obligations, including but not limited to any expenses and costs incurred in the preparation, systems
integration, or use of the Digital Media Platform, hoopla Library Administration Website, hoopla digital
Website, and Digital Media Application.
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III. FEES, PAYMENTS & REPORTING.
Advance. On or before the Effective Date, the Library shall remit to Midwest Tape an advance/down
payment (“Advance”) in the amount of $25,000, i.e., the amount indicated in Appendix A for the Library’s
service-area population. These funds will be applied toward payment of future invoices for transactions in
the Per Circulation Program, described below, unless the Library notifies Midwest Tape on or before the
Effective Date that the Library instead prefers to use such funds to pay Midwest Tape for hoopla promotional
materials, events, or communication efforts in connection with the introduction of the Service to Library
Patrons. Upon written notice to Midwest Tape, the Library may choose to send additional funds to Midwest
Tape to reestablish or replenish the Advance.
Per Circulation Program. The Library shall pay Midwest Tape a Per Circulation Fee for each Circulation
of a Digital Title. A “Circulation” occurs when the Library or a Patron using the Service, via the Digital Media
Application or the hoopla digital Website, selects “borrow” and thereby obtains the opportunity to access,
view, stream, or temporarily download a Digital Title for a specific period of time that is terminated either (i)
upon expiration of the applicable borrowing period for that Digital Title, or (ii) when the Digital Title is
returned before the end of the applicable borrowing period for that Digital Title. Midwest Tape shall be
entitled to payment of a fee for each Circulation, regardless of whether the Digital Title is actually accessed,
viewed, streamed, or downloaded during that circulation period. The “Per Circulation Fees” for individual
Digital Titles are listed in the hoopla Library Administration Website and are subject to change from time to
time. The Service allows for an unlimited number of Circulations of each of the Digital Titles that are
available to the Library’s Patrons, so that multiple Patrons may access the same Digital Title(s)
simultaneously via multiple transactions.
Invoicing and Payment. Midwest Tape will invoice the Library by Invoice Period. “Invoice Period” means
a calendar monthly period, recorded in UTC time, in which Circulations occur. Payment of each invoice will
be due within thirty (30) days from the date of the invoice. During any period in which Midwest Tape is
holding an Advance from the Library, Midwest Tape will apply the Advance funds toward payment of the
invoice upon issuance. If the Library has any remaining Advance funds on account upon expiration or
termination of this Agreement, Midwest Tape will notify the Library and refund any unencumbered and
unapplied monies upon the Library’s written request.
Reporting. Through the hoopla Library Administration Website, the Library will have access to certain
reports summarizing Patron usage, circulation data, and purchase activity for the Digital Titles.
Taxes. The Library is required to provide a sales tax exemption certificate, if applicable, to Midwest Tape
as part of the on-boarding process. If the Library is not exempt or does not do so, Midwest Tape will add
(and collect) sales taxes to any purchases made pursuant to this Agreement. The City of Denton qualifies
for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limited Sales, Excise
and Use Tax Act.” The tax exemption form can be obtained by contacting City of Denton’s Purchasing
Department via electronic commmunication at purchasing@cityofdenton.com.
IV. TERM AND TERMINATION.
Term. The term of this Agreement (the “Term”) begins on the Effective Date and continues for a period of
12 months thereafter. Upon expiration of the Term, the Library has the option to renew for two additional
12 month terms, unless either Party has provided at least sixty (60) days’ advance written notice of non-
renewal.
Termination. This Agreement may be terminated in either of the following ways:
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By Notice. Either Party may terminate this Agreement, with or without cause, by providing the other Party
with sixty (60) days’ advance written notice.
Due to Breach. Either Party may suspend its performance or, at that Party’s sole option, terminate this
Agreement by providing the other Party with written notice of such action in the event of (i) the other Party’s
material breach of this Agreement, which breach continues uncured for a period of thirty (30) days after
written notice of such breach; or (ii) the Library’s failure to perform its payment obligations under Section III
of this Agreement for a period of at least thirty (30) days.
Upon termination of this Agreement, the Library shall immediately (i) cease distribution and use of the
Service, Digital Media Application, Digital Media Platform, Digital Titles, Marks, Metadata, and Promotional
Postings; and (ii) pay all amounts due to Midwest Tape. Once the Library satisfies these obligations, any
unapplied portion of an Advance payment will be refunded within thirty (30) days.
V. MIDWEST TAPE RIGHTS & OBLIGATIONS.
The hoopla Service. Midwest Tape and/or its Service Partners will: (a) host and support the Service as
provided in this Agreement; (b) designate an implementation specialist (“hoopla Coordinator”) to be
available for customer support to the Library in connection with the launch and implementation of the
Service; and (c) provide the Library with access to the hoopla Library Administration Website, which offers
tools to enable the Library to manage use of the Service, including in regard to Patron borrowing limits,
lending policies, title blocking, ratings- and user-advisory settings, usage dashboard, and reporting.
Ownership of Vendors’s Intellectual Property. Subject to the provisions of this Agreement, Vendors
retain all of their Intellectual Property Rights in and to the Vendor’s Digital Titles, Metadata, Marks, and
Promotional Postings, artwork, and other property that may be utilized or accessed in connection with the
Service.
Ownership of Midwest Tape’s Intellectual Property. As between the Parties, Midwest Tape owns and
retains all Intellectual Property Rights in and to the Service, Digital Media Platform, Digital Media
Application, hoopla digital Website, hoopla Library Administration Website, Midwest Tape and hoopla and
hoopla digital trademarks, and all other Midwest Tape intellectual property, including but not limited to all
modifications, updates, or improvements made thereto. The Library acknowledges Midwest Tape’s
ownership of such Intellectual Property Rights.
Modifications to Digital Media Platform. Midwest Tape has the right to modify, at any time, the Service,
Digital Media Platform, Digital Media Application, hoopla digital Website, hoopla Library Administration
Website, and other aspects and features of hoopla in Midwest Tape’s sole discretion, in order to develop,
modify, or improve operations, performance, or functionality.
Addition, Removal, and Modifications of Digital Titles. Midwest Tape has the right to take any or all of
the following actions with respect to any Digital Title(s) at any time and in its sole discretion: (a) add or
remove Digital Titles to or from the Service; (b) set or adjust the applicable Per Circulation Fee(s); (c)
replace content files, Metadata, and/or Promotional Postings; and (d) edit or modify editorial content or
designs. The Library will be notified by email, the hoopla Library Administration Website, or other means
of major modifications to the functionality of the Service.
Promotion of the Service. Midwest Tape may, at its own expense and in its own discretion, publicize the
Service and communicate with the general public and Patrons regarding the availability, features, and use
of the Service, Digital Titles, Digital Media Platform, and Digital Media Application.
Support. Midwest Tape will support the Service by maintaining help files, information, and other appropriate
documentation and training materials. Midwest Tape will undertake reasonable efforts to help the Library
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perform the Library’s obligation to provide Primary Support to Patrons, including by offering periodic training
opportunities to Library staff, updating the Library regarding system changes, and providing the Library with
answers to “frequently asked questions” related to the Service.
Midwest Tape will supply activation support, including assisting with the implementation of any software,
and reasonable levels of continuing support to assist the Library in its use of the Service. Midwest Tape will
make technical support personnel available for feedback, problem-solving, and/or general questions.
Technical support services to the Library include: (i) reasonable efforts to identify, correct, and/or
circumvent errors in the System, Digital Media Platform, Digital Media Application, hoopla digital Website,
and hoopla Library Administration Website; and (ii) supplying updates, enhancements, and new versions
of the Service as they become available (the “Secondary Support”). Midwest Tape has no obligation to
provide Primary Support to Patrons and any support provided by Midwest Tape to Patrons will be in Midwest
Tape’s sole discretion.
Midwest Tape will use reasonable efforts to provide continuous service. Permissible down-time includes
periodic unavailability due to matters such as: maintenance of the server(s); installation or testing of
software, public or private telecommunications services, or internet nodes or facilities; and failure of
equipment or services outside the control of Midwest Tape. Scheduled down-time will occur periodically
and at times designed, in Midwest Tape’s sole discretion, to minimize inconvenience to hoopla users.
VI. MISCELLANEOUS.
Indemnities. Entire section has been removed. The parties agrees that under the Constitution and Laws
of the State of Texas, City cannot enter into a contract whereby it agrees to indemnity or hold harmless any
other party; therefore, all references of any kind to indemnifying, holding or saving harmless for any reason
whatsoever is of no effect.
DISCLAIMER OF WARRANTIES. EXCEPT FOR ANY WARRANTIES EXPRESSLY PROVIDED BY
MIDWEST TAPE IN THIS AGREEMENT, MIDWEST TAPE MAKES NO WARRANTIES OF ANY KIND,
WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
LIMITATION OF LIABILITY. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN THIS
AGREEMENT, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED
TO LOST PROFITS OR LOST BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THIS
AGREEMENT, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND REGARDLESS OF WHETHER
SUCH PARTY HAS BEEN ADVISED OF THE POSSIBLITY THEREOF.
Confidential Information. “Confidential Information” means any non-public information of either Party that
is disclosed to the other Party in connection with this Agreement either directly or indirectly, in writing, orally,
electronically, or by inspection of tangible objects, and that is designated in writing as “Confidential” at the
time of disclosure or within five (5) days thereafter. Confidential Information includes, without limitation, any
and all non-public business plans, customer information, pricing, contract terms, available content and
sales, marketing and/or finances of the disclosing Party. Each Party agrees to hold the Confidential
Information of the other Party in confidence and to refrain from disclosing such Confidential Information to
any third party, except to the extent required to be disclosed pursuant to governmental or judicial process,
provided that notice of such process is promptly provided to the disclosing Party in order that it may have
every opportunity to intercede in such process to contest such disclosure or seek an appropriate protective
order. Confidential Information is the property of the disclosing Party, and the receiving Party will not be
deemed by virtue of its access to Confidential Information to have acquired any right or interest in or to any
such Confidential Information. Confidential does not affect either Party’s right to use or disclose information
that is not Confidential Information, including information that is in the public domain or that the receiving
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Party can show was known to it without any confidentiality obligation prior to the disclosure by the disclosing
Party.
Assignment. Except as provided herein, neither Party may, by operation of law or otherwise, assign,
sublicense, or otherwise transfer any of its rights or obligations under this Agreement without the prior
written consent of the other Party, which may not be unreasonably withheld or delayed. Either Party may
assign, transfer, or otherwise delegate any or all of its rights and obligations under this Agreement to any
successor carrying on that part of the business to which this Agreement relates or to any purchaser of all
or substantially all of the assets or stock of such Party. Each Party may appoint contractors to perform part
of its obligations hereunder, provided that the Party remains fully responsible for such contractor’s
performance. This Agreement binds, benefits, and is enforceable by and against both Parties and their
respective successors and permitted assigns.
Notices. Notices required by this Agreement must be sent by United States mail, as well as by electronic
mail (or by facsimile), directed as follows:
Midwest Tape, LLC: Library: City of Denton, Texas
6950 Hall Street Attn: City Manager
Holland, Ohio 43528 215 East McKinney Street
info@midwesttapes.com Denton, Texas 76201
1 (800) 875-2785 1 (940) 349-7100
Amendment. No amendment, modification, addendum, or revision to this Agreement is valid unless it is
in writing and signed by all Parties to this Agreement.
Arms-Length Negotiations. This Agreement was negotiated at arm’s length with each Party receiving
advice from independent legal counsel, and has been executed and delivered in good faith. It is the intent
of the Parties that no part of this Agreement should be construed against any Party because of the identity
of the drafter.
Counterparts. This Agreement may be executed in counterparts, each of which taken together constitutes
one single Agreement between the Parties.
Entire Agreement. This Agreement is an integrated Agreement containing the entire understanding
between the Parties regarding the subject matter of this Agreement, and, except for the representations,
warranties, and promises expressly set forth in this Agreement, no representations, warranties, or promises
have been made or relied upon by either Party as an inducement to enter into this Agreement. This
Agreement prevails over all prior communications or agreements between the Parties or their
representatives regarding the subject matter hereof.
[Remainder of page intentionally left blank.]
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Force Majeure. No Party may be considered in default or to have incurred any liability hereunder due to
any failure to perform this Agreement should such failure arise out of causes beyond its reasonable control,
including, without limitation, work stoppages, fires, riots, accidents, floods, storms, unavailability of utilities
or fuel, Internet or other communication failures, or other similar failures or occurrences. The time for
performance will be extended for a period equal to the duration of such conditions.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their duly
authorized representatives as of the Effective Date first written above.
ACCEPTED AND AGREED ACCEPTED AND AGREED
Name of Library: City of Denton, Texas__ MIDWEST TAPE, LLC
By: _______________________________ By: ____________________________
Print Name: Howard Martin____________ Print Name: _____________________
Title: Interim City Manager_____________ Title: __________________________
Date Signed: _______________________ Date Signed: ____________________
DocuSign Envelope ID: 39BA7583-AAA9-4F42-83D5-B861F11F113F
By:
Approved as to Legal Form:
Attest:
By:
Anita Burgess, City Attorney
Jennifer Walters, City Secretary
GM
Sue Bascuk
12/1/2016December 13, 2016
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Appendix A
Advance Schedule
Population of
Service Area
Advance in U.S.
Dollars
> 1,000,000 $ 100,000
500,000 - 999,999 $ 75,000
300,000 - 499,999 $ 50,000
200,000 - 299,999 $ 35,000
100,000 - 199,999 $ 25,000
50,000 - 99,999 $ 12,000
0 - 49,999 $ 6,000
Service Agreement Advance
(Fill in according to Schedule Above)
Population of
Service Area Advance
100,000 – 199,999 $25,000
DocuSign Envelope ID: 39BA7583-AAA9-4F42-83D5-B861F11F113F
Certificate Of Completion
Envelope Id: 39BA7583AAA94F4283D5B861F11F113F Status: Completed
Subject: City Council Docusign Item - 5398 - Digital Library Media Platform
Source Envelope:
Document Pages: 10 Signatures: 4 Envelope Originator:
Certificate Pages: 6 Initials: 0 Cindy Alonzo
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
Cynthia.Alonzo@cityofdenton.com
IP Address: 129.120.6.150
Record Tracking
Status: Original
12/1/2016 1:08:13 PM
Holder: Cindy Alonzo
Cynthia.Alonzo@cityofdenton.com
Location: DocuSign
Signer Events Signature Timestamp
Cindy Alonzo
cynthia.alonzo@cityofdenton.com
Buyer
City of Denton
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 129.120.6.150
Sent: 12/1/2016 1:10:49 PM
Viewed: 12/1/2016 1:10:59 PM
Signed: 12/1/2016 1:12:32 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Sue Bascuk
Sbascuk@midwesttapes.com
GM
Security Level: Email, Account Authentication
(Optional)Using IP Address: 70.98.142.254
Signed using mobile
Sent: 12/1/2016 1:12:33 PM
Viewed: 12/1/2016 2:14:54 PM
Signed: 12/1/2016 2:21:01 PM
Electronic Record and Signature Disclosure:
Accepted: 12/1/2016 2:14:54 PM
ID: 43bee6a5-4def-4467-8a67-acd8a4bbd184
John Knight
john.knight@cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 12/1/2016 2:21:04 PM
Viewed: 12/1/2016 2:52:22 PM
Signed: 12/1/2016 2:52:46 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 129.120.6.150
Sent: 12/1/2016 2:52:48 PM
Viewed: 12/2/2016 6:20:46 AM
Signed: 12/14/2016 8:58:53 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Signer Events Signature Timestamp
Howard Martin
howard.martin@cityofdenton.com
Interim City Manager
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 12/14/2016 8:58:55 AM
Viewed: 12/20/2016 7:36:46 AM
Signed: 12/20/2016 7:38:01 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Jennifer Walters
jennifer.walters@cityofdenton.com
City Secretary
City of Denton
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 129.120.6.150
Sent: 12/20/2016 7:38:03 AM
Viewed: 12/21/2016 7:49:00 AM
Signed: 12/21/2016 7:49:17 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Julia Winkley
julia.winkley@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 12/1/2016 2:21:02 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Sherri Thurman
sherri.thurman@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 12/1/2016 2:21:03 PM
Viewed: 12/1/2016 2:22:32 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Jane Richardson
jane.richardson@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 12/14/2016 8:58:54 AM
Viewed: 12/14/2016 9:53:14 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Robin Fox
Robin.fox@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 12/14/2016 8:58:54 AM
Viewed: 12/20/2016 7:32:38 AM
Carbon Copy Events Status Timestamp
Electronic Record and Signature Disclosure:
Accepted: 10/9/2015 11:39:51 AM
ID: 04463961-03db-4c4d-9228-d660d6146ed6
Jennifer Bridges
jennifer.bridges@cityofdenton.com
Procurement Assistant
City of Denton
Security Level: Email, Account Authentication
(Optional)
Sent: 12/21/2016 7:49:18 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Jane Richardson
jane.richardson@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 12/21/2016 7:49:20 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Terri Gibbs
Terri.Gibbs@cityofdenton.com
Security Level: Email, Account Authentication
(Optional)
Sent: 12/21/2016 7:49:21 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
ID:
Notary Events Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 12/21/2016 7:49:21 AM
Certified Delivered Security Checked 12/21/2016 7:49:21 AM
Signing Complete Security Checked 12/21/2016 7:49:21 AM
Completed Security Checked 12/21/2016 7:49:21 AM
Electronic Record and Signature Disclosure
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Denton (we, us or Company) may be required by law to provide to
you certain written notices or disclosures. Described below are the terms and conditions for
providing to you such notices and disclosures electronically through your DocuSign, Inc.
(DocuSign) Express user account. Please read the information below carefully and thoroughly,
and if you can access this information electronically to your satisfaction and agree to these terms
and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of
this document.
Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available
electronically to you by us. For such copies, as long as you are an authorized user of the
DocuSign system you will have the ability to download and print any documents we send to you
through your DocuSign user account for a limited period of time (usually 30 days) after such
documents are first sent to you. After such time, if you wish for us to send you paper copies of
any such documents from our office to you, you will be charged a $0.00 per-page fee. You may
request delivery of such paper copies from us by following the procedure described below.
Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time
change your mind and tell us that thereafter you want to receive required notices and disclosures
only in paper format. How you must inform us of your decision to receive future notices and
disclosure in paper format and withdraw your consent to receive notices and disclosures
electronically is described below.
Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the
speed at which we can complete certain steps in transactions with you and delivering services to
you because we will need first to send the required notices or disclosures to you in paper format,
and then wait until we receive back from you your acknowledgment of your receipt of such
paper notices or disclosures. To indicate to us that you are changing your mind, you must
withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your
DocuSign account. This will indicate to us that you have withdrawn your consent to receive
required notices and disclosures electronically from us and you will no longer be able to use your
DocuSign Express user account to receive required notices and consents electronically from us
or to sign electronically documents from us.
All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide
electronically to you through your DocuSign user account all required notices, disclosures,
authorizations, acknowledgements, and other documents that are required to be provided or
made available to you during the course of our relationship with you. To reduce the chance of
you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required
notices and disclosures to you by the same method and to the same address that you have given
us. Thus, you can receive all the disclosures and notices electronically or in paper format through
the paper mail delivery system. If you do not agree with this process, please let us know as
described below. Please also see the paragraph immediately above that describes the
consequences of your electing not to receive delivery of the notices and disclosures
electronically from us.
Electronic Record and Signature Disclosure created on: 4/20/2015 7:25:38 AM
Parties agreed to: Sue Bascuk, Robin Fox
How to contact City of Denton:
You may contact us to let us know of your changes as to how we may contact you electronically,
to request paper copies of certain information from us, and to withdraw your prior consent to
receive notices and disclosures electronically as follows:
To contact us by email send messages to: kevin.gunn@cityofdenton.com
To advise City of Denton of your new e-mail address
To let us know of a change in your e-mail address where we should send notices and disclosures
electronically to you, you must send an email message to us at kevin.gunn@cityofdenton.com
and in the body of such request you must state: your previous e-mail address, your new e-mail
address. We do not require any other information from you to change your email address..
In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected
in your DocuSign account by following the process for changing e-mail in DocuSign.
To request paper copies from City of Denton
To request delivery from us of paper copies of the notices and disclosures previously provided
by us to you electronically, you must send us an e-mail to kevin.gunn@cityofdenton.com and in
the body of such request you must state your e-mail address, full name, US Postal address, and
telephone number. We will bill you for any fees at that time, if any.
To withdraw your consent with City of Denton
To inform us that you no longer want to receive future notices and disclosures in electronic
format you may:
i. decline to sign a document from within your DocuSign account, and on the subsequent
page, select the check-box indicating you wish to withdraw your consent, or you may;
ii. send us an e-mail to kevin.gunn@cityofdenton.com and in the body of such request you
must state your e-mail, full name, IS Postal Address, telephone number, and account
number. We do not need any other information from you to withdraw consent.. The
consequences of your withdrawing consent for online documents will be that transactions
may take a longer time to process..
Required hardware and software
Operating Systems: Windows2000? or WindowsXP?
Browsers (for SENDERS): Internet Explorer 6.0? or above
Browsers (for SIGNERS): Internet Explorer 6.0?, Mozilla FireFox 1.0,
NetScape 7.2 (or above)
Email: Access to a valid email account
Screen Resolution: 800 x 600 minimum
Enabled Security Settings:
•Allow per session cookies
•Users accessing the internet behind a Proxy
Server must enable HTTP 1.1 settings via
proxy connection
** These minimum requirements are subject to change. If these requirements change, we will
provide you with an email message at the email address we have on file for you at that time
providing you with the revised hardware and software requirements, at which time you will
have the right to withdraw your consent.
Acknowledging your access and consent to receive materials electronically
To confirm to us that you can access this information electronically, which will be similar to
other electronic notices and disclosures that we will provide to you, please verify that you
were able to read this electronic disclosure and that you also were able to print on paper or
electronically save this page for your future reference and access or that you were able to
e-mail this disclosure and consent to an address where you will be able to print on paper or
save it for your future reference and access. Further, if you consent to receiving notices and
disclosures exclusively in electronic format on the terms and conditions described above,
please let us know by clicking the 'I agree' button below.
By checking the 'I Agree' box, I confirm that:
• I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF
ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and
• I can print on paper the disclosure or save or send the disclosure to a place where I can
print it, for future reference and access; and
• Until or unless I notify City of Denton as described above, I consent to receive from
exclusively through electronic means all notices, disclosures, authorizations,
acknowledgements, and other documents that are required to be provided or made
available to me by City of Denton during the course of my relationship with you.