HomeMy WebLinkAboutContract 51735 CITY SECRETARY
CONTRACT NO._ 51-73 5
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PURCHASE AGREEMENT
THIS PURCHASE AGREEMENT(the"Agreement")is made and entered into this 271h day of July 2018 by and
between the Licensor,NewsBank, inc.,having its principal place of business at 5801 Pelican Bay Boulevard, Suite
600,Naples,Florida 34108("NewsBank"),and the Licensee, City of Fort Worth on behalf of the Fort Worth
Public Library with its principal place of business at 500 W. 3rd Street,Fort Worth, TX 76102("Customer").
WHEREAS,Customer desires to purchase the Product defined below from NewsBank and the parties have
agreed on the pricing terms for same as detailed hereunder;and
WHEREAS,the Customer signed a NewsBank License Agreement on 9/14/2010(Known to the Customer as
CSC 40795)and that license shall govern the terms of use for the Product purchase and this Agreement is
deemed a"Subscription Form"to such license agreement;
NOW IT IS HEREBY AGREED by the parties as follows:
1. Product: Fort Worth Star Telegram(1923-1991)-Digital Historical Archive
2. Perpetual License/Access Fees: The perpetual license fee is$683,500,which includes a perpetual
license to the Product and the initial 12-months(1 Year)of online access to the Product. Fees for
Years 1 through 4 are as follows:
Payment Perpetual License Annual Online Access Annual Total
Year Fee Fee Due
Year 1 $683,500 Included $683,500
Year 2 $0.00 $6,830 $6,830
Year 3 $0.00 $7,035 $7,035
Year 4 $0.00 $7,246 $7,246
After the initial four-year term,all online access fee renewals and/or extensions are subject to the
mutual agreement of both parties.
3. Payment Terms: Payment for orders received under this Agreement shall be made on an annual basis
in advance no later than Net 30 Days from the start of each 12-month online access period.
4. Additional License Terms: The NewsBank License Agreement entered into between the parties and
signed by the Customer on 9/14/2010(Known to the Customer as CSC 40795)shall govern use of the
Product provided under this Agreement and shall take precedence over any conflicting language
between the Agreement and the NewsBank License Agreement. Please note the following additional
licensing terms with regard to use of the Product licensed under this Agreement:
• Number of Concurrent Users: Unlimited
-C131 0 Number of Downloads: Unlimited
13 _ • Remote Use: Allowed
177 �,� • License Tyne: Perpetual License(See Below)
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• Licensed Site(s): The following branches of the Fort Worth Public Library:
1. Central Library: 500 W. 3rd St, Fort Worth TX 76102
2. Butler Outreach Library Division(BOLD): 1801 North S. Freeway, Fort Worth,TX
76102
3. Cavile Outreach Opportunity Library(COOL): 5060 Avenue G, Fort Worth TX, 76105
4. Diamond Hill/Jarvis Branch: 1300 N.E. 35th St. Fort Worth,TX 76106
5. East Berry Branch: 4300 E.Berry St. Fort Worth,TX 76105
6. East Regional: 6301 Bridge St. Fort Worth, TX 76112
7. Ella Mae Shamblee Branch: 1062 Evans Ave. Fort Worth,TX 76104
8. eSkills: 2800 Stark St. Fort Worth,TX 76112
9. Northside Branch: 601 Park St. Fort Worth,TX 76164
10. Northwest Branch: 6228 Crystal Lake Drive Fort Worth, TX 76179
11. Ridglea Branch: 3628 Bernie Anderson Fort Worth, TX 76116
12. Riverside Branch: 2913 Yucca Ave. Fort Worth,TX 76111
13. Seminary South Branch: 501 E. Bolt St. Fort Worth,TX 76110
14. Southwest Regional: 4001 Library Lane Fort Worth,TX 76109
15. Summerglen Branch: 4205 Basswood Blvd. Fort Worth, TX 76137
16. Wedgwood Branch: 3816 Kimberly Lane Fort Worth, TX 76133
17. Planned Locations: Golden Triangle-opening late 2018
18. Planned Locations: Eastside-opening 2019
19. Ash Crescent Satellite Library-opening late 2018
20. South Branch: Planned Location -opening 2020
• Perpetual License/Archival Cony: After the initial one-time Perpetual License Fee is paid, except
for termination for cause,NewsBank grants to Customer a nonexclusive, royalty-free, perpetual
license to the Product. Such use shall be in accordance with the provisions of the NewsBank
License Agreement. In connection with the perpetual license,the Customer shall have the
following archival copy options provided Customer has not breached the terms of the NewsBank
License Agreement:
o If for any reason,NewsBank or any successor to NewsBank ceases to provide permanent
online access to the Product,NewsBank or such successor to NewsBank shall provide
Customer or its NewsBank-approved designee, at Customer's cost, with an archival copy
of the Product data(images&ASCII database)as of the date of discontinuance of online
service, in a mutually agreeable electronic format(Customer to provide its own search
engine), use of which shall be subject to the terms and conditions of the NewsBank
License Agreement. Customer may not sell or otherwise transfer ownership of any
physical media in which any Product may be delivered.
o NewsBank will allow the Customer to purchase a magnetic tape load(or other mutually
agreed on technology) of the Product data(images& ASCII database)provided under
this Agreement at anytime during the annual access fee subscription period or within 60
days of cancellation or non-renewal, but not upon termination for breach, which the
Customer can either archive or load onto a local server to be accessed by the Customer's
own search and retrieval software. Customer and Customer's Authorized Users may use
the archive in accordance with the terms and conditions of the NewsBank License
Agreement. In no event shall Customer(1)make the archival copy available to any third
party, or(2)data/text mine or permit data/text mining of the Product without prior
written approval from NewsBank.
5. Additional Terms:
a. Termination for Breach: If either party commits a material breach of the Agreement,the non-
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breaching Party must give written notice to the breaching party that describes the breach in
reasonable detail. The breaching party must cure the breach within thirty(30)calendar days
after receipt of notice from the non-breaching party, or other time frame as agreed to by the
parties. If the breaching party fails to cure the breach within the stated period of time,the
non-breaching party may, in its sole discretion, and without prejudice to any other right under
the Agreement, law, or equity, immediately terminate this Agreement by giving written
notice to the breaching party.Notwithstanding any of the foregoing,NewsBank shall not be
required to issue any refunds or credits for any order fee(s)paid to NewsBank, except for in
the event of termination due to a material breach by NewsBank that is not cured within a
minimum curing period of 30 days. Such prorated refund being the Customer's sole remedy
for a material breach that is not cured by NewsBank and NewsBank shall have no other
liability or expense to Customer for same.
b. Fiscal Funding Out: In the event no funds or insufficient funds are appropriated by Customer
in any fiscal period for any payments due hereunder, Customer will notify NewsBank of such
occurrence and the Agreement and online access to the Product shall terminate on the last day
of the fiscal period for which appropriations were received without penalty or expense to the
Customer.
c. Law and Venue: Disputes will be subject to Texas law(without giving effect to its choice-of-
law provisions). The parties mutually agree that all disputes between them will be decided
exclusively in the state and/or federal courts of Texas if the Customer is the defendant or
Atlanta, Georgia if NewsBank is the defendant. Customer will accept service of process of
any complaint by certified United States postal mail or its domestic or foreign equivalent.
d. Sovereign Immunity_: Nothing herein constitutes a waiver of Customer's sovereign immunity.
e. Confidential Information:NewsBank acknowledges that Customer is obligated to strictly
comply with the Public Information Act, Chapter 552, Texas Government Code, in
responding to any request for public information pertaining to this Agreement, as well as any
other disclosure of information required by applicable Texas law. In connection with the
foregoing,NewsBank considers the following Confidential Information due to trade secret
and proprietary/confidential information concerns:
• Any and all pricing related to this Agreement
• Sections 3, 4b, 7b, 7c, 8b and 9 of the NewsBank License Agreement(Known to the
Customer as CSC 40795).
If the Customer receives any lawful request to disclose any of the foregoing, the Customer
agrees to promptly give NewsBank written notice and allow NewsBank a reasonable
opportunity to pursue the appropriate process to prevent or limit such disclosure under
applicable law.
f. Immigration Nationality: Customer actively supports the Immigration &Nationality Act
(INA) which includes provisions addressing employment eligibility, employment verification,
and nondiscrimination.NewsBank shall complete the Employment Eligibility Verification
Form (I-9)and maintain photocopies of all supporting employment eligibility and identity
documentation for all employees in accordance with applicable law.
g. No Boycott of Israel: NewsBank acknowledges that in accordance with Chapter 2270 of the
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Texas Government Code, Customer is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it:
(1) does not boycott Israel; and (2)will not boycott Israel during the term of the contract. The
terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this Agreement, NewsBank certifies that
NewsBank 's signature provides written verification to Customer that NewsBank: (1) does not
boycott Israel; and(2) will not boycott Israel during the term of the Agreement.
h. Right to Audit: NewsBank agrees that Customer shall, until the expiration of three(3)years
after final payment under the Agreement, have reasonable access to and the reasonable rights
to examine any directly pertinent books, documents, papers and records of NewsBank
involving transactions relating to the Agreement.NewsBank agrees that Customer shall have
access during normal working hours to all necessary NewsBank facilities and shall be
provided adequate and appropriate workspace in order to conduct audits in compliance with
the provisions of this section. Customer shall give NewsBank reasonable advance notice of
intended audits and such audits shall be conducted no more than once per year.
(signature page follows)
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The parties each agree to the terms of this Agreement.
CUSTOMER:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
By: of this contract, including ensuring all performance
Name: CNgpq and repor 'ng requirement .
Title: Assistant City Manager By:
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Approva Recommended Approved as to Fotm a cf Legality:
By: By:
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Na e: AL-,ynu MAe ►nJ °Name: -Paige-Pe4----
Title: isr. L 80e4a,► Title: Assistant City Attorney
Attest*
By: -�OR ' ° gntract Authorization:
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Title: City Secretary Cj I0/30 11$
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NEWSBANK:
NewsBank,inc.
By: Pik
Name: John McDowell
Title: Senior Vice President
Date: 7/27/2018
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OFFICIAL
CITY SECRF:`'ARS'
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1/9/2019 M&C Review
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FOR_ T� WWDR111
COUNCIL ACTION: Approved on 10/30/2018-Ordinance Nos.23459-10-2018&23460-10-2018
DATE: 10/30/2018 REFERENCE C-28917 LOG NAME: 84STAR-TELEGRAM DIGITAL
NO.: ARCHIVES
CODE: C TYPE: NOW PUBLIC NO
CONSENT HEARING:
SUBJECT. Accept a Donation in the Amount of$341,500.00 from the Hazel Vaughn Leigh Trust for
Restricted Purposes,Authorize the Use of$341,500.00 in Community Partnership Funds,
Authorize an Agreement with NewsBank,Inc.,in the Amount of$683,000.00 for the
Purpose of Purchasing the 1923-1990 Fort Worth Star-Telegram Web-Based Databases,
and Adopt Appropriation Ordinances in the General Capital Project Fund and the Special
Donations Fund(ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council:
1.Accept a donation of$341,500.00 from the Hazel Vaughn Leigh Trust for restricted purposes;
2. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in
the amount of$341,500.00 in the Special Donations Fund;
3. Authorize the transfer of$341,500.00 from the Future Community Partnerships Programmable
Project;
4. Adopt attached appropriation ordinance increasing estimated receipts and appropriations in the
amount of$341,500.00 in the General Capital Projects Fund,Library Digital Archive project;and
5. Authorize a subscription service agreement with NewsBank,Inc.in an amount of$683,000.00 for
the web-based databases for the Fort Worth Library.
DISCUSSION:
The Fort Worth Public Library is the official archives for the City of Fort Worth and preserves the
history of the City's people,institutions,organizations,culture,and government.The Fort Worth Star-
Telegram is a definitive record of Fort Worth's history.
The Library currently provides library cardholders with online access to the text of Star-Telegram
articles covering 1897-1922 and 1991-2017.Cardholders search this online version over 3,000
times a month.The Fort Worth Star-Telegram Digital Archives covers 1923-1990.The Star-Telegram
from these years is currently available only on microfilm at the Central Library or through NewsBank's
pay site.Adding the Digital Archives to the Library's collection will give cardholders free,searchable,
online access to the entire Fort Worth Star-Telegram from their homes,schools,offices,or anywhere
with Internet access,24 hours a day.Information that could take weeks of research in the downtown
library can be found from home in a few minutes.
The Star-Telegram Digital Archives is a digital version of the newspaper pages themselves,with
complete articles,photos,opinions,obituaries,and ads.The Digital Archives gives students,
genealogists,researchers,business leaders,government officials,and curious Fort Worthians a
window into a significant period in Fort Worth's development,when the City became a cultural center
and leader in the transportation,defense,and technology industries.
The library received a donation from the Hazel Vaughn Leigh Trust to support local history and
genealogy.$341,500.00 of this donation will go towards the purchase of the Fort Worth Star-Telegram
archives for the years 1923-1990.The purchase of the archives will be through NewsBank,Inc.,for a
total cost of$683,000.00.NewsBank,Inc.is a news database resource which provides archives of
media publications as reference materials to libraries.
Funding for this purchase will include 50%donated funds(from Hazel Vaughn Leigh Trust)and a
50%City match from previously designated funds for Future Community Partnerships.This
acquisition will resolve an extant gap in the Library's research capacity.This acquisition will result in a
complete set of newspaper archive resources for the period 1897 through present day.
NewsBank,Inc.,is the sole distributor licensed to provide portions of the Library's electronic content,
including the Fort Worth Star-Telegram.Because the information is available from only one source,
NewsBank,Inc.,is a sole-source vendor pursuant to Texas Local Government Code 252.022(7)for
these subscription services.A procurement from a vendor that is subject to section 252.022(7)of the
Local Government Code is exempt from competitive bidding.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendations and adoption of
the attached appropriation ordinance,funds will be available in the current capital budget,as
appropriated of the General Capital Projects Fund and the Special Donations Fund.
TO
Fund Department Account Project Program Activity Budget I Reference# Amount
ID ID Year Chartfield 2
FROM
http://apps.cfWnet.org/council_packet/mc_review.asp?ID=26349&councildate=10/30/2018 1/2
1/9/2019 M&C Review
F Mdl Department Account Project Program Activity Budget Reference# Amount
ID I I ID I I Year Chartfield 2
Fund Department Accrogram Activity B Reference
ID ID Year Chartfield 2
Su mi a or i anager s ice y_ ay apa
Originating Department Head: Manya Shorr(7706)
Additional Information Contact: Marilyn Marvin(7708)
ATTACHMENTS
84STARTELEGRAM DIGITAL ARCHIVES 1.docx
84STARTELEGRAM DIGITALARCH IVES2.docx
Form 1295 Certificate John McDowell.pdf
http://apps.cfWnet.org/council_packet/mc_review.asp?ID=26349&councildate=10/30/2018 2/2