2001-002 ORDINANCE NO
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT
WITH THE TEXAS STATE LIBRARY AND ARCHIVES COMMISSION TO PROVIDE
INTERLIBRARY LOAN SERVICES TO MULTITYPE LIBRARIES IN TEXAS, AND PROVIDING
AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION 1 The City Manager is hereby authorized to execute an agreement with the Texas
State Library and Archives Commmslon to provide lnterhbrary loan services to multltype hbranes m
Texas in substantially the same form as Exhibit A, which is incorporated by reference as if fully set forth
herein
SECTION 2 That this ordmance shall become effective immediately upon its passage and
approval
PASSED AND APPROVED this the c~ ~/~ day of~ 2001
EUL1NE BROCK, MAYOR
ATTEST'
JENNIFBR WALTERS, CITY SECRETARY
AP~OVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
Contract # 306-01-8107
TSLAC's coding: Index 17722
Agency Object Code: 7210
TEXAS STATE LIBRARY AND ARCHIVES COMMISSION
CONTRACT FOR SERVICES
This Contract and Agreement is entered into by and between the Texas State L~brary and
Archives Comrmssion (TSLAC) and Denton Public Labrary, pursuant to the authority contracted
and in comphance with the provisions of the Texas Government Code Chapter 441
I CONTRACTING PARTIES
The Receiving Agency Texas State Dbrary and Archives Conmusslon (TSLAC)
The Perforrmng Agency Denton Public Dbrary
II STATEMENT OF SERVICES TO BE PERFORMED
A The Contracting Parties agree that the following services will be performed under this
contract
1 The Peffomnng Agency will fill requests for the loan or photocopying of library
materials to all Texas public, acadenuc, and special hbranes without charge to the
individual bbranes when those requests are received on the OCLC lnterhbrary loan
system from the ten lnterhbrary loan centers that make up TexNet Abllene Public
L~brary, Amarillo Public Library, Austan Public Library, Corpus Chnsu Public
Library, Dallas Public Library, Fort Worth Public Library, Houston Public Library,
Lubbock City-County Labrary, San Antonio Public Library, and, Texas State
Library and Archives Cormmssion (TSLAC)
2 The Perfonmng Agency will fill requests for the loan or photocopying of library
materials to Texas public hbranes that are members of the Texas Group (TX@G)
when those requests are received on the OCLC lnterhbrary loan system
3 The Perforrmng Agency will be reimbursed by the TSLAC for a maximum of 250
net loans at $4 00 each The number of loans will be deterrmned by analyzing the
lending and borrowing activity reported in the custormzed OCLC statistical reports
11I PAYMENT FOR SERVICES
The Receiving Agency shall pay for services provided from appropriated items or accounts
of the Receiving Agency from which lake expenditures would normally be paid, based
upon reports received from OCLC by the Receiving Agency
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TSLAC, in accordance with the State of Texas purchasing procedures, State of Texas Laws
(Article 60lB, Vemon's Texas C~wl Statutes) and General Servaces Cormmss~on (GSC)
Rules has assued the Purchase Order for this procurement
IV TERM OF CONTRACT
This contract is to begtn September 1, 2000, and shall tenmnate August 31, 2001
V BASIS FOR CALCULATING PAYABLE COSTS
The Rece~wng Agency will reimburse the Perforrmng Agency $4 00 for each net quallf3ang
~nterhbrary loan request received on the OCLC system, or from members of the Texas
Group hbranes, up to a maximum of 250 net loans
The number of loans will be deterrmned by analyzing the lemhng and borrowing act~wty
reported ~n the OCLC stat~stacal reports Reimbursements for these serwces wdl be made
~n a s~ngle payment on or before October 31, 2001
VI CONTRACT AMOUNT
The total amount of th~s contract shall not exceed $1,000 In order to redistribute unspent
funds to h~gher perforrmng hbranes, the Rece~wng Agency shall automatically adjust the
amount of th~s contract based on verification of total net loans made by the Perfonmng
Agency as reported ~n the OCLC statistical reports dunng the first rune months of this
contract Should the rewsed final net loan activity be at least $100 less than the original
estimated performance, the Receiving Agency shall prowde written notification to the
Perforrmng Agency of the contract reductmn amount within 30 days of receiving the
OCLC activity report for the first mne months Should the revised final net loan actlwty be
at least $100 more than the original estimated performance, and prowded funds are
avmlable, the Receiving Agency shall promde written notification to the Perforrmng
Agency of any contract increase amount w~thln 30 days of rece~wng the OCLC activity
report for the hrst rune months
Th~s contract is subject to avmlablhty of funds
Source of funds will be Federal Fund CFDA #45 310, Institute of Museums and L~brary
Servme, State L~brary Program, Federal F~scal Year 2000 Carryover, State AY 2001
A breakdown of the funding ~s prowded below, m accordance with reqmrements from the
Institute of Museum and L~brary Services
· Percentage of the total costs of the program which wdl be financed with Federal money
100%
· Dollar amount of Federal funds for the project $1,000
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· Percentage and dollar amount of total costs of the project that will be financed by non-
government sources 0 00%
vn TERMS AND CONDmONS
A General Terms and Conditions
These General Terms and Conchtions shall be made a part of and govern this contract
1 No substltutaons or cancellations shall be penmtted without written approval of
~ TSLAC
2 The Peffonmng Agency affirms that it has not g~ven, offered to g~ve, nor intends to
gore at any time hereafter any econonuc opportunity, future employment, g~ft, loan,
gratmty, special discount, trip, favor, or service to a public servant in connection with
this contract The Perfonmng Agency further affirms that its employees or agents shall
neither sohcit nor accept gratuities, favors, or anything of monetary value from
contractors, potential contractors, or parties to subagreements
3 The Contracting Parties may terrmnate this contract by g~vlng written not~ce at least
thirty (30) days prior to the effective dates of such terrmnanon (See Paragraph C
regarthng Dispute Resolution procedures )
B Governing Law
This agreement shall be construed and governed by the laws of the State of Texas
B Alternative Dispute Resolution
Unless an applicable state statute or apphcable federal law establishes another
procedure for the resolution of thsputes, the dispute resolution process provided for in
Title 13, TAC shall be used, as further described herein, by TSLAC and the contractor
to attempt to resolve all chsputes arising under the contract
1 All disputes between the paraes under this contract that cannot be resolved by the
parties m the ordinary course of business, including, but not hrmted to, those
concerning the scope and interpretation of contractual requirements, their
enforcement and performance, and any costs associated therewith, must be subrmtted
to the d~spute resolution process provided m Texas Admtmstrattve Code, Title 13,
Part I, Chapter 2, subchapter A For the purposes of ~mtlat~ng the process, the person
to whom written notice of such thspute must be subrmtted ~s Ms Peggy D Rudd,
D~rector and L~branan Smd notice must also be gdven to all other representatives of
TSLAC and the contractor otherwise entitled to notice under the panties' contract
2 The contested case process provided m chapter 2, subchapter A, of the Texas
Admtmstrattve Code ~s the contractor's sole and exclusive remedy for an alleged
breach of contract by TSLAC ~f the part~es are unable to resolve their dispute
3 Compliance with the contested case process provided in subchapter A is a conditaon
precedent to seektng consent to sue from the Legislature under Ch 107 of the Civil
Practices and Remedies Code Nmther, the execution of this contract by TSLAC, nor
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any conduct of any representative of TSLAC thereafter shall be consadered a wmver
of sovereagn ammumty to stat
D Default
In the event that the Perforrmng Agency fails to carry out or comply with any of the
terms and conditions of the agreement with TSLAC, TSLAC may notify the Perforrmng
Agency of such fmlure or default in wntang and demand that the fmlure or default be
remedied within ten (10) days In the event that the Pefforrmng Agency fmls to remedy
such fmlure or default within the ten (10) day period, TSLAC shall have the right to
cancel the agreement upon thirty (30) days written notice or immediately
The canceltataon of the agreement, under any clmumstances whatsoever, shall not effect
or relieve Perforrmng Agency from any obhgatlon or liability that may have been
incurred or will be incurred pursuant to th~s agreement, and such cancellation by
TSLAC shall not hnut any other right or remedy avmlable to TSLAC at law or ~n
equity
E Definltaons
Whenever the following terms are used an these General Terms and Conchtlons, or in
other documents, the intent and meaning shall be interpreted as follows
TSLAC shall mean Texas State Dbrary and Archives Commasslon
Pefforrmng Agency shall mean the hbrary or other entity awarded an agreement for
servaces under this contract in accordance with the terms, conthtlons, and reqmmments
hereto
F Independent Perforrmng Agency Status
Pefforrmng Agency agrees that Perforrmng Agency and Perforrmng Agency's
employees and agents have no employer-employee relationship with TSLAC TSLAC
shall not be responsible for the Federal Insurance Contribution Act (FICA) payments,
federal or state unemployment taxes, income tax withholding, Workers Compensation
insurance payments, or any other insurance payments, nor wall TSLAC furmsh any
medical or retirement benefits or any prod vacation or s~ck leave
G Sales and Use Tax
TSLAC, as an agency of the State of Texas, qualifies for exemption from State and
Local Sales and Use Taxes pursuant to the provisions of the Texas Lmuted Sales,
Excise, and Use Tax Act The Performing Agency may clmm exemption from payment
of applicable State taxes by complying with such procedures as may be prescribed by
the State Comptroller of Pubhc Accounts
H Observance of TSLAC Rules and Regulatmns
Perforrmng Agency agrees that at all t~mes its employees will observe and comply w~th
all regulations when accessing the TSLAC facdlt~es, including, but not hrmted to,
parlang and security regulations
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D Pubhc~ty
Perforrmng Agency agrees that ~t shall not pubbc~ze th~s agreement or d~sclose, confirm
or deny any detmls thereof to third pames or use any photographs or wdeo recordings of
TSLAC's name ~n connecuon w~th any sales promoUon or pubhc~ty event w~thout the
prior express written approval of TSLAC
E Severabd~ty
If one or more prows~ons of the resultant agreement, or the apphcat~on of any prows~on
to any party or c~rcumstance ~s held ~nvahd, unenforceable, or illegal ~n any respect, the
remmnder of the agreement and the apphcat~on of the prows~on to other part~es or
c~rcumstances shall remmn valid and m full force and effect
F Non-Wmver of Defaults
Any fmlure of TSLAC at any tame, to enforce or reqmre the strict keeping and
performance of any of the terms and conditions of th~s agreement shall not constitute a
wmver of such terms, conchtaons, or rights, and shall not affect or ~mpmr same, or the
right of TSLAC at any t~me to avml ~tself of same
G Property R~ghts
For purposes of th~s contract, the term "work" ~s defined as all reports, work papers,
work products, materials, approaches, designs, specifications, systems, documentatmn,
methodologies, concepts, ~ntellectual property or other property developed, produced or
generated ~n connection w~th the services prowded under the contract The TSLAC and
Perforrmng Agency ~ntend th~s contract to be a contract for servmes, and each considers
the work and any and all documentauon or other products and results of the services to
be rendered by Perfonmng Agency to be a work made for h~re By execuuon of a
contract for these services, Perfonmng Agency acknowledges and agrees that the work
(and all rights there~n) belongs to and shall be the sole and exclusive property of the
TSLAC
If, for any reason, the work would not be considered a work-for-hire under apphcable
law, Perfornmng Agency does hereby sell, assign, and transfer to the State L~brary, ~ts
successors and assigns, the entare right, tatle and ~nterest ~n and to the copyright m the
work and any registrations and copyright apphcat~ons relatxng thereto, and any renewals
and extensions thereof, and ~n and to all works based upon, derived from, or ~ncorporat-
mg the work, and m and to all income, royalties, damages, clmms and payments now or
hereafter due or payable wxth respect thereto, and ~n and to all causes of action, e~ther m
law or m eqmty for past, present, or future ~nfnngement based on the copyrights, and ~n
and all to rights corresponding to the foregoing Perforrmng Agency agrees to execute
all papers and to perform such other property rights as the TSLAC may deem necessary
to secure for the TSLAC or ~ts designee the rights hereto assigned
Copyrightable material made by the Performing Agency for TSLAC shall be considered
work-made-for-h~re for TSLAC w~th~n the meamng of the copyright laws Perfornmng
Agency shall assign all rights, t~tle and ~nterest ~n such copyrightable materials to
TSLAC Should th~s work product prove to be patentable, Perfonmng Agency w~ll
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assign all patent rights to TSLAC upon request The TSLAC shall have the right, at its
d~scretlon, to keep such work product as a trade secret
Any pubhcatlon or presentation resulting from or primarily related to the work
conducted under this contract shall contmn the following chsclmmer
The act~wty that is the subJeCt of th~s repot was supported in whole or in part by the
Institute of Museum and Labrary Servmes However, the opunons expressed herein do
not neCessarily reflect the posltaon or pohcy of the Institute of Museum and l_abrary
Services, and no official endorsement by the Insutute of Museum and I. abrary Services
should be inferred
PromotJonal materials, blbhographies, and other such short p~eces should g~ve the
following acknowledgement
Pubhshed w~th funds granted by the Texas State Libraries and Archives Comrmssion
under the Library Services and Technology Act, Public Law 104-208, as amended
D Acceptance of Products and Services
All services performed under this agreement shall be to the satisfaction of TSLAC and
~n accordance w~th the specifications, terms, and condit~ons of th~s agreement TSLAC
reserves the right to inspect the services performed, and to deterrmne the quality,
acceptability, and fitness of such products or services
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THE UNDERSIGNED RECEIVING AGENCY Hereby certifies that: (1) services specified
above are necessary and essential for activities that are properly within the statutory functions
and programs of the affected agencies of State Government; (2) the services, supplies or
materials contracted for are not required by Section 21, Article 16, of the Constitution of Texas
to be supplied under contract given to the lowest responsible bidder; (3) that the arrangements
and payments contracted for will be conducted in compliance with Library Services and
Technology Act (LSTA), Public Law 104-208, and the State Plan for LSTA in Texas.
RECEIVING AGENCY
PERFORMING AGENCY
Texas State Library and Archives Commission
Edward Seidenberg, Assistant State Librarian
Date
Donna Osborne, Chief Fiscal Officer
Denton Public Library
v, i na-ture . ust// of icial
empowerfd m dd~fer into contracts)
Michael W. dez
Typewfi~en or Prin~d Name Above
City Manager
Title
January 2, 2001
Date
Type or print name of local fiscal
officer responsible for account into which these
funds are to be paid.
Gary Calmes
Name of Fiscal Officer
Controller
Title (Must be an official of the
Performing Agency)
215 E. McKinney, Denton, TX 76201
Address
940.349.7281
Telephone Number
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