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8321 - Contract Executed Docusign Transmittal Coversheet File Name Purchasing Contact Contract Expiration DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 October 31, 2026 Christina Dormady 8321 Book Jackets 1 of 7 Rev 6/16/2004 THE CONTENT CAFÉ SUBSCRIPTION AGREEMENT Date: November 1, 2023 Contract No.: DENTONPL / BT0070-1 Service Provider: Baker & Taylor, LLC Between (“Licensor”) Baker & Taylor, LLC Address: 2810 Coliseum Centre Drive-Ste. 300 Charlotte, NC 28217 Principal Contact: Lee Ann Queen And Subscriber: Denton Public Library Address: 3020 North Locust St Denton TX 76209 Principal Contact: Jennifer Bekker 1. Grant of License. Licensor hereby grants to Subscriber a nonexclusive, nontransferable right to have and to allow each Access Holder to have read-only access to The Content Café and the ability to view the Content of The Content Café through the use of a Terminal subject to the terms and conditions of this Subscription Agreement (the “Agreement”). 2. Definitions. “Access Holder” means each person that Subscriber allows to use Terminals for access to The Content Café. “Content” means each and every data element, all or any portion thereof, identified in the Database Schedule, including all subsequent data elements thereof provided by Licensor through The Content Café pursuant to this Agreement. “The Content Café” means Licensor’s internet accessible server that allows for the retrieval of certain data elements for viewing in an Integrated Library System or other similar application. Subscriber acknowledges that Licensor has reserved the right to add, withdraw, or modify the Content of The Content Café at any time. “Database Schedule” is the Database Schedule attached hereto and incorporated herein which identifies the Content of The Content Café that Subscriber is authorized to access and use under this Agreement, specifies the fees for access to and use of The Content Café, and that may set forth additional terms and conditions applicable to Subscriber’s use of The Content Café. DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 2 of 7 Rev 6/16/2004 “Service Provider” means the library service provider identified on page 1 of this Agreement. “Subscriber” means the single end-user customer organization signing this Agreement. “Terminal” means each remote access unit, generally in the form of a workstation or communications terminal, from which Subscriber is authorized to access and to allow Access Holders to access The Content Café. 3. Restrictions on Use. Except as expressly authorized in this Agreement, Subscriber agrees not to rent, lease, sublicense, distribute, transfer, copy, reproduce, display, modify, store, or time-share The Content Café or the Content and to prevent Access Holders and others from doing any and all of the foregoing. Subscriber agrees to take all reasonable steps to protect The Content Café from unauthorized access, copying, or use. Subscriber will use commercially reasonable efforts, which shall be no less stringent than those efforts Subscriber uses to protect its own data, software, or other similar property, to prevent the Content and The Content Café from being used in any manner that would enable Subscriber, any Access Holder, or any other person or entity to use the Content or The Content Café in violation of this Agreement. Licensor reserve all rights not expressly granted to Subscriber. Nothing in this Agreement will, or will be deemed to, convey any title or ownership interest in all or any portion of the Content or The Content Café. 4. Subscriber Responsibilities. Subscriber is responsible for determining whether The Content Café will achieve the results Subscriber desires and for procuring, installing, and operating the Terminals. Subscriber agrees that Licensor reserves the right to charge additional service fees if Subscriber or an Access-Holder seeks assistance with respect to basic information about operating the Terminals and accessing the data on The Content Café. Subscriber is responsible for adopting reasonable measures to limit Subscriber’s exposure with respect to potential losses and damages arising from use, nonuse, interruption, delay, errors, or omissions of or in the Content or The Content Café, or the results thereof, including (without limitation) examination and confirmation of data prior to use thereof, provision for identification and correction of errors and omissions, preparation and storage of backup data, replacement of lost or damaged data or media, and reconstruction of data. Subscriber is also responsible for complying with all local, state, and federal laws pertaining to the use and disclosure of any data. Subscriber agrees that Licensor is not responsible for obsolescence of the Content or The Content Café. Subscriber acknowledges that the Content may include the views, opinions, and recommendations of individuals or organizations whose thoughts are deemed of interest, but that Licensor does not thereby endorse such views, give investment or professional advice, or advocate any course of action. DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 3 of 7 Rev 6/16/2004 5. Term. The initial term of this Agreement shall be for three (3) years, commencing on the date set forth above, with service fees invoiced annually. . 6. Termination. Either party shall have the right to terminate this Agreement if the other party commits any breach of this Agreement and fails to remedy such breach within thirty (30) days after written notice by the nonbreaching party of such breach. Either party shall have the right to terminate this Agreement for convenience by providing thirty (30) days’ written notice to the other party. If this Agreement is terminated for convenience by Subscriber any time within the first one hundred and eighty (180) days of the Agreement, Subscriber shall be entitled to a refund of fifty percent (50%) of the annual access fees paid by Subscriber pursuant to this Subscription Agreement. If this Agreement is terminated for convenience by Subscriber any time after the first one hundred and eighty (180) days of the Agreement, Subscriber shall not be entitled to receive any refund. If this Agreement is terminated by Licensor for any reason, or if this Agreement is terminated by Subscriber by reason of Licensor’s breach of this Agreement, Licensor shall refund a prorated portion of the annual access fees paid by Subscriber pursuant to this Subscription Agreement. Licensor acknowledges and agrees that the awarding or continuation of this contract is dependent upon the availability of funding. The Subscriber’s payment obligations are payable only and solely from funds appropriated and available for this contract. The absence of appropriated or other lawfully available funds shall render the contract null and void to the extent funds are not appropriated or available. Subscriber will not incur a debt or obligation to pay Licensor any amounts the Subscriber does not have the current funds available to pay. Immediately upon termination of this Agreement the following will occur: (a) all rights and licenses granted to Subscriber and/or to its Access Holders will automatically terminate; (b) Subscriber will promptly and permanently delete all or any portion of the Content of The Content Café and any copies thereof from all Terminals, all database and other systems and/or any storage medium of Subscriber or any Access Holder in any location, whether back-up or otherwise (including persons and/or entities within Subscriber’s direct control having access by, through or under Subscriber); (c) Subscriber will not access or use, or permit any Access Holder or other user having access by, through or under Subscriber to access or use, all or any portion of The Content Café or the Content in any way. 7. Fees. Subscriber agrees to pay when invoiced by Licensor or Service Provider the annual fees indicated in the Database Schedule. The fees listed in the Database Schedule do not include the costs of any hardware, software, connectivity services, training, or optional products and services. Subscriber agrees to pay such fees and costs, when and as the services are requested and rendered and the expenses incurred, as DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 4 of 7 Rev 6/16/2004 invoiced by Licensor. If any fee or charge is not paid within thirty (30) days after it is due, Licensor, may, at its option, charge interest at a rate of one and one-half percent (1 1/2%) per month (eighteen percent (18%) per annum) or, if less, the highest rate allowed by applicable law, from the date such fee or charge first became due. 8. Changes. Intentionally Deleted.. 9. Proprietary Protection. Licensor and/or its third-party suppliers shall be and are the sole owner(s) of The Content Café and the Content, including any adaptations or copies thereof, and including associated intellectual property rights, provided to or accessed by Subscriber and each Access Holder pursuant to this Agreement. 10. Indemnification. If a third party claims that The Content Café, as accessed by Subscriber or any Access Holder hereunder, or the authorized use of The Content Café pursuant to this Agreement infringes any U.S. patent, copyright, or trade secret, Licensor will defend Subscriber and any effected Access Holders against such claim at Licensor’s expense and pay all damages that a court finally awards, provided that Subscriber promptly notifies Licensor in writing of the claim, and cooperates with Licensor in the defense or any related settlement negotiations. If such a claim is made or appears possible, Licensor may, at its option, secure for Subscriber the right to continue to use The Content Café, modify or replace The Content Café with an equivalent non-infringing system, or, if neither of the foregoing options is available in Licensor's judgment, Licensor may terminate this Agreement by paying Subscriber a credit equal to the portion of previously paid fees and charges allocable to the remaining term of this Agreement. THIS PARAGRAPH STATES LICENSOR’S ENTIRE OBLIGATION WITH RESPECT TO ANY CLAIM OF INFRINGEMENT. 11. Limitation of Liability. SUBSCRIBER UNDERSTANDS AND AGREES THAT THE CONTENT CAFÉ AND THE CONTENT ARE PROVIDED "AS IS"; AND LICENSOR MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ACCURACY, COMPLETENESS, OR CURRENTNESS; AND LICENSOR SPECIFICALLY DISCLAIMS ANY OTHER WARRANTY, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. LICENSOR SHALL NOT BE LIABLE ON ACCOUNT OF ANY ERRORS, OMISSIONS, DELAYS, OR LOSSES. SUBSCRIBER AGREES THAT IN NO EVENT WILL LICENSOR BE LIABLE FOR THE RESULTS OF SUBSCRIBER’S OR ANY ACCESS HOLDER’S USE OF THE CONTENT OR THE CONTENT CAFÉ , SUBSCRIBER’S INABILITY OR FAILURE TO CONDUCT SUBSCRIBER’S BUSINESS, OR FOR INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES. SUBSCRIBER FURTHER AGREES THAT IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF LICENSOR FOR ANY CLAIMS, LOSSES, OR DAMAGES ARISING UNDER THIS AGREEMENT AND SERVICES PERFORMED HEREUNDER, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, EXCEED THE TOTAL AMOUNT PAID BY SUBSCRIBER FOR THIS SUBSCRIPTION AGREEMENT DURING THE PRECEDING TWELVE-MONTH (12) PERIOD, EVEN IF LICENSOR HAS BEEN DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 5 of 7 Rev 6/16/2004 ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL CLAIM, LOSS, OR DAMAGE. THE FOREGOING LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES. 12. Force Majeure. Neither the Subscriber, the City of Denton, nor the Licensor shall be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the affected party Licensor shall not be liable or be deemed to be in default for any delay or failure in performance or interruption resulting directly or indirectly from any cause or circumstance beyond the reasonable control of Licensor; equipment or telecommunications failure; labor dispute; or failure of any third party to perform any agreement with Licensor that adversely affects Licensor’s ability to perform its obligations hereunder. In the event of an occurrence under this Section, the affected party will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the affected party continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The affected party shall immediately notify the other parties by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non-performance or delay in performance. 13. Notices. All notices or other communications required to be given hereunder shall be in writing and delivered either personally or by mail, courier, or similar reliable means of dispatch and addressed as provided in this Agreement or as otherwise requested by the receiving party. To the extent so provided in this Agreement, communications may also be made by facsimile or network message. Notices delivered personally shall be effective upon delivery and notices delivered by any other means shall be effective upon their receipt by the party to whom they are addressed. 14. Governing Law. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Texas as it applies to a contract made and performed in such state. 15. Modifications and Waivers. This Agreement may not be modified except by a writing signed by authorized representatives of both parties. A waiver by either party of its rights hereunder shall not be binding unless contained in a writing signed by an authorized representative of the party waiving its rights. The non-enforcement or waiver of any provision on one (1) occasion shall not constitute a waiver of such provision on any other occasions unless expressly so agreed in writing. It is agreed that no use of trade or other regular practice or method of dealing between the parties hereto shall be used to modify, interpret, supplement, or alter in any manner the terms of this Agreement. DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 6 of 7 Rev 6/16/2004 16. Assignment. This Agreement may not be assigned without the express written consent of both Subscriber and Licensor. . BY SIGNING BELOW, IT IS AGREED THAT THIS AGREEMENT, INCLUDING THE DATABASE SCHEDULE ADOPTED HEREUNDER, IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THE PARTIES AND SUPERSEDES ALL PROPOSALS OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER HEREOF. THIS AGREEMENT SHALL BECOME EFFECTIVE WHEN IT, AND AN INITIAL DATABASE SCHEDULE, ARE ACCEPTED AND EXECUTED BY THE SUBSCRIBER AND APPROVED AND EXECUTED BY LICENSOR. IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written. Licensor: Baker & Taylor, LLC Subscriber: By: By: Authorized Signature Authorized Signature Lee Ann Queen Name Name Director – Pricing Services Title Title Date Date DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 9/15/2023 Christina Dormady Buyer 9/18/2023 7 of 7 Rev 6/16/2004 Database Schedule Contract DENTONPL / BT0070-1 Jacket Images in thumbnail size, 80 x 120 pixels Jacket Images in full size of a maximum of 400 x 600 pixels Table of Contents (TOCs) Annotations (Anno) Full Text Reviews Publishers Weekly Library Journal School Library Journal Criticas Choice Horn Book Guide Horn Book Magazine VOYA ForeWord Magazine ForeWordReviews.com E-Streams BookNews Inventory Basic Bibliographic data consisting of Title, Author, List Price, Discounted Price and Publisher Report Code (OP – Out of Print, PC – Publication Canceled, NYP, Not Yet Published, ....) Fees: $2,815.00 / year Book jacket images, book flap text, book author bios, book annotations, book publisher summaries, book toc’s, all reviews Please email the signed copy of this document and B&T will email back with their signature. Ruby Stockton, EBIS Baker & Taylor, LLC 251 Mt Olive Church Rd Commerce, GA 30599 digitalbillingservices@baker- taylor.com DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 CONFLICT OF INTEREST QUESTIONNAIRE CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date DocuSign Envelope ID: 9416B1D2-F27F-42A6-9E65-63CACA60C774 None X 9/15/2023 Certificate Of Completion Envelope Id: 9416B1D2F27F42A69E6563CACA60C774 Status: Completed Subject: ***Purchasing Approval*** 8321 Book Jackets Source Envelope: Document Pages: 9 Signatures: 3 Envelope Originator: Certificate Pages: 5 Initials: 1 Christina Dormady AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 christina.dormady@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 9/14/2023 9:10:00 AM Holder: Christina Dormady christina.dormady@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Christina Dormady christina.dormady@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Completed Using IP Address: 198.49.140.10 Sent: 9/14/2023 9:18:46 AM Viewed: 9/14/2023 9:18:53 AM Signed: 9/14/2023 9:19:46 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 9/14/2023 9:19:47 AM Viewed: 9/15/2023 11:33:27 AM Signed: 9/15/2023 11:33:56 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lee Ann Queen leeann.queen@baker-taylor.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 144.121.137.66 Sent: 9/15/2023 11:33:58 AM Viewed: 9/15/2023 12:51:00 PM Signed: 9/15/2023 12:53:23 PM Electronic Record and Signature Disclosure: Accepted: 9/15/2023 12:51:00 PM ID: 0ae1ca2c-ca69-42ca-8357-d5371fe5ad2a Christina Dormady christina.dormady@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 9/15/2023 12:53:26 PM Viewed: 9/18/2023 7:42:06 AM Signed: 9/18/2023 7:42:16 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign 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 Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 9/18/2023 7:42:18 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/14/2023 9:18:46 AM Certified Delivered Security Checked 9/18/2023 7:42:06 AM Signing Complete Security Checked 9/18/2023 7:42:16 AM Completed Security Checked 9/18/2023 7:42:18 AM Payment Events Status Timestamps 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. 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