HomeMy WebLinkAboutContract 35192-A2R5CSC No. 35192-A2R5
AMENDMENT NO.2 and RENEWAL NO. 5
TO CITY SECRETARY CONTRACT NO.35192
VENDOR SERVICE AGREEMENT
This Amendment and Renewal is executed by and between the CITY OF FORT WO TH
("City"), a home -rule municipal corporation, and OVERDRIVE, INC. ( "Vendor"). City and Vendor are
each individually referred to herein as a "Party" and collectively as "Parties."
WHEREAS, Parties have previously entered into City of Fort Worth City Secretary Contract No.
35192 ("Agreement");
WHEREAS, the sole -source Agreement was executed for Vendor to provide the City digital book
technology and services including those related to management and copyright protection of content in
eBook, audio book, and multimedia in digital formats;
WHEREAS, the original term of the Agreement expired on April 11, 2007;
WHEREAS, Agreement allows for automatic 24-month renewals at the sole discretion of the City
and was most recently renewed for a term that ends on June 30, 2024;
WHEREAS, Parties now wish to renew the term of Agreement for continued services for an
additional term of 24 months, specifically from July 1, 2024 to June 30, 2026; and
WHEREAS, the City wishes to amend the Agreement to increase the annual spend amount by
$1,400,000 for a new annual spend amount up to $3,400,000.
NO THEREFORE, Parties acting herein by and through their duly -authorized representatives,
enter into the following agreement to renew and amend the contract:
1.
RENEWAL OF AGREEMENT
The term of Agreement is hereby renewed for an additional 24-month period to begin on July 1,
2024 and to end on June 30, 2026, unless terminated earlier in accordance with the Agreement.
2.
AMENDMENT
The Agreement is hereby amended to increase the maximum annual spend amount up to
$3,400,000.
3.
ALL OTHER TERMS SHALL REMAIN THE SAME
All other provisions of Agreement which are not expressly amended herein shall remain in full
force and effect.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
CSC 53192, Amendment 2, Renewal 5 Page 1 of 4
4.
ELECTRONIC SIGNATURE
This Amendment and Renewal may be executed in multiple counterparts, each of which shall be
an original and all of which shall constitute one and the same instrument. A facsimile copy or computer
image, such as a PDF or tiff image, or a signature, shall be treated as and shall have the same effect as an
original.
(Signature page follows)
(Remainder of page intentionally left blank)
CSC 53192, Amendment 2, Renewal 5 Page 2 of 4
ACCEPTED AND AGREED:
CITY OF FORT WORTH
By: %1W— —
Jesica McEachern
Assistant City
Manager
Jun 18, 2024
Date:
APPROVAL RECOMMENDED:
By: w Clark (Jun 13, 2024
12:48 CDT)
Midori Clark
Library Director
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By:
Jannette Goodall
City Secretary
CONTRACT COMPLIANCE
MANAGER:
By signing I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
By:
Jessica Dean
Administrative Services Manager
APPROVED AS TO FORM AND
LEGALITY:
By:
Andrea Phillips
Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 24-0367
Date Approved: April 23, 2024
1295: 2024-1134592
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
CSC 53192, Amendment 2, Renewal 5 Page 3 of 4
OVERDRIVE, INC.:
-a2el r
By: 6 Lazzaro (Jun 13, 2024
13:27 EDT)
Name: Erica Lazzaro
Title: General Counsel
Jun 13, 2024
Date:
CSC 53192, Amendment 2, Renewal 5 Page 4 of 4
M&C Review Page 1 of 2
A
Official site of the City of Fort Worth, Texas
CITY COUNCIL AGEND Fo
RT WORTH
Create New From This M&C
DATE: 4/23/2024 REFERENCE **M&C 24- LOG NAME: 840VERDRIVE INCREASE
NO.: 0367 AMENDMENT 2024
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Amendment to Sole Source Agreement with OverDrive, Inc. to Increase
the Annual Amount by $1,400,000.00 for a New Annual Spend Amount Up to
$3,400,000.00 for Electronic Books, Audiobooks, Magazines, Video, and Related
Services for the Library Department
RECOMMENDATION:
It is recommended that the City Council authorize an amendment to the sole source agreement with
OverDrive, Inc., to increase the annual amount by $1,400,000.00 for a new annual spend amount up
to $3,400,000.00 for the purchase of electronic books, audiobooks, magazines, video and related
services for the Library Department.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to authorize an amendment to the
sole source agreement with OverDrive, Inc. to increase the annual amount by $1,400,000.00 for a
new annual spend amount up to $3,400,000.00. On May 10, 2022, M&C 22-0362 was approved to
increase the annual spend amount by $350,000.00 in response to increased demand and anticipated
need for more downloadable digital library materials. In Fiscal Year (FY) 2023, Fort Worth residents
borrowed 1,396,921 e-books, e-audiobooks, and streaming videos. This represents an
unprecedented increase of 14\% from the previous year. Electronic materials comprised 40\% of total
FY2023 material circulation. Consequently, the current authorized amount for this contract has been
depleted faster than anticipated and an increase in spending authority is needed for the Library to
keep pace with the increased customer demand for these materials.
Because OverDrive, Inc. is the only e-book vendor that provides the popular Kindle format to libraries,
as well as access to other popular titles and series, it is a sole source vendor pursuant to Texas
Government Code 252.022(7). A procurement from a vendor that is subject to section 252.022(7) of
the Local Government Code is exempt from competitive bidding.
PRICE ANALYSIS - The anticipated annual spend for these services are projected to increase based
on customer use each year. The annual spending authority requested through this M&C is expected
to be sufficient to address increased demand through the end of the current contract in 2024. Actual
spending will be made in accordance with the annual budget. No guarantee was made that a specific
amount of these products or services would be purchased. The Library Department certifies that the
prices are fair and reasonable.
Funding is budgeted in the Library Books and Materials account within the General Fund for the
Library Department.
M/WBE OFFICE - OverDrive, Inc. is the documented sole source vendor for these services. A waiver
of the goal for MBE/SBE subcontracting requirements was requested by the Department and
approved by the Business Equity Division, in accordance with the BDE Ordinance, because the
MBE/SBE is based on the sole -source information provided to the Business Equity Division by the
managing Department's project manager.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=32074&councildate=4/23/2024 6/18/2024
M&C Review
Page 2 of 2
ADMINISTRATIVE CHANGE ORDER - An administrative change order or increase may be made by
the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does
not require specific City Council approval as long as sufficient funds have been appropriated.
AGREEMENT TERM - Upon City Council's approval, this amendment will be effective
immediately and apply to annual renewals of the agreement.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as
previously appropriated, in the General Fund to support the approval of the above recommendation
and authorization of the amendment. Prior to any expenditure being incurred, the Fort Worth Public
Library Department has the responsibility to validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID I Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID I Year (Chartfield 2)
Submitted for Citv Manager's Office bv: Jesica L. McEachern (5804)
Oriqinatinq Department Head: Midori Clark (7707)
Additional Information Contact: Christi Lemon (7797)
ATTACHMENTS
0843020 Funds Available. 3.13.2024.Ddf (CFW Internal)
Form 1295 Certificate March 2024 signed.Ddf (CFW Internal)
M&C FID TABLE 2022 Increase.XLSX (CFW Internal)
MWBE WAIVER OVERDRIVE 05-31-17.Ddf (CFW Internal)
Overdrive, Approved Chapter 252 Exemption Form, 2024.Ddf (CFW Internal)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=32074&councildate=4/23/2024 6/18/2024