CM-10-04-097TEXAS STATE LIBRARY AND ARCHIVES COMMISSION
CONTRACT NUMBER 306-10-8510
1. Parties
The parties to this contract are the Texas State Library and Archives Commission, an agency of
the State of Texas, hereinafter referred to as the Commission; and the City of Round Rock,
Texas, a Texas municipal corporation, hereinafter referred to as the City or the Contractor.
2. Purpose
The purpose of this Contract is to grant a license to the Commission for use of all copyrightable
materials produced by the Contractor pursuant to a previous contract between Commission and
Contractor, designated as Contract No. 306-10-8510.
3. Rights Granted
Non-exclusive Commercial License. The City hereby grants to the Commission in perpetuity the
non-exclusive right to distribute, display, perform, transmit, and publish throughout the world the
Work as described in Section 4, below. No royalty shall be paid for the use of the Work except
as provided in this Contract.
4. Description of the Work
The Work which is the subject of this Contract is a video recording entitled "Texas Reading Club
2010 Video."
5. Delivery of the Work
The City will deliver the Work to the Commission in a suitable format within fourteen (14) days
of the execution of this Contract.
6. Quoted Material
With the exception of short excerpts from others' works, which constitute fair use, the Work will
contain no material from other copyrighted works without a written consent of the copyright
holder. The City will obtain such consents at its own expense after consultation with the
Commission and will file them with the Commission at the time the Work is delivered. Any
obligations associated with permissions for the use of the Work will be the responsibility of the
City.
7. Copyright
The City has or may register the copyright in the Work in the City's name in the United States
and elsewhere as the City may elect.
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Con-lo-o,f--p,7
8. City's Warranty
The City warrants that it is the sole owner of the Work and has full power and authority to make
this Contract; that the Work does not infringe any copyright, violate any property rights, or
contain any scandalous, libelous, or unlawful matter. The City will defend the Commission
against all claims, suits, costs, damages, and expenses that the Commission may sustain by
reason of any scandalous, libelous, or unlawful matter contained or alleged to be contained in the
Work or any infringement or violation by the Work of any copyright or property right of any
person other than the City; and until such claim or suit has been settled or withdrawn, the
Commission may withhold any sums due the City under this Contract.
9. Commission's Warranty
The Commission warrants that its use of the Work will not breach, infringe, or void the copyright
interest of the City in the Work. The Commission's use of the Work will be consistent with the
intent and purposes of the Work.
10. Consideration
In consideration of this Contract, the Commission shall pay the City the sum of $1000.00 (One
Thousand Dollars) upon delivery and acceptance of the Work.
11. Retained Rights
The City shall have the right to license, sell, or otherwise dispose of the following rights in the
Work: Publication or sale by book clubs; reprint rights; foreign rights; translation rights;
publication in anthologies, compilations, digests, condensations; first and second serial rights (in
one or more installments); dramatic, motion picture, and television rights; broadcast by radio;
recordings; electronic, mechanical, and visual reproduction; computer programs; microprint,
microfiche, and microfilm editions; syndication rights; permission rights (quotations, excerpts,
illustrations, etc.); any other rights to the Work not specifically enumerated; and otherwise utilize
the Work and material based on the Work.
12. Revisions
The City shall retain the right to revise the Work during the term of this Contract. The City may
furnish the Commission with the revised Work at no additional cost and the Commission further
agrees to use the revised Work within ninety (90) days upon the receipt of a written request from
the Contractor, provided that the revised Work is acceptable to the Commission in its sole
discretion.
13. Term and Termination
a. This Contract shall remain in effect in perpetuity unless terminated in accordance
with this Section 13. Upon termination in accordance with this Section 13, the rights granted in
the Work shall revert to the City, subject to retention by the Commission of the non-exclusive,
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perpetual right and license to use the Work for internal nonprofit educational purposes.
b. In the event that either Party shall be in default of its material obligations under
this Contract and shall fail to remedy such default within sixty (60) days after receipt of written
notice thereof, this Contract shall terminate upon expiration of the sixty (60) day period.
c. The parties may agree to terminate this Contract by mutual written consent.
14. Options/Contracts with Third Parties
Nothing contained herein shall affect any license or other grant of rights, options, or agreements
made with third parties by the City or the in the income resulting from such agreements.
15. Amendments
The written provisions contained in this Contract constitute the sole and entire Contract made
between the Commission and the City concerning this Work, and any amendments to this
Contract shall not be valid unless made in writing and signed by both Parties.
16. Construction, Binding Effect, and Assignment
This Contract shall be construed and interpreted according to the laws of the State of Texas and
shall be binding upon the parties hereto, their heirs, successors, assigns, and personal
representatives; and references to the Commission and to the City shall include their heirs,
successors, assigns, and personal representatives.
IN WITNESS WHEREOF, the parties have duly executed this Contract on the last date written
below. The persons signing this Contract have full authority to obligate the Parties hereto.
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Texas State Library and Archives Commission
P.O. Box 12516
Austin, Texas 78711-2516
I''')\11-'4--k
Edwardidenberg
Assistant State Librarian
Date c/
Vincent Houston, Chief
Administrative Services Director
Fiscal
Officer
Debora l Littrell, Director
Library Development Director
\ (4_
Christine McNew,
Yjpth ServiceConsultant
nia
Renee Pogue, CTPMJ
Purchaser III
City of Round Rock
221 East Main Street
Round Rock, Texas 78664
James . Nuse, P.G., City Manager
LI- 40
Date
Type or print name of local fiscal officer responsible for
Division Approval account into which these fiands are to
be paid.
Cheral bQtwle.1/
Name of Ical Officer
�l trance, b; rtekr
Title (Must be an official of the Performing Agency)
231 E. Al N tRou.vt, 'ock., Tx'1g1oOf
Address
52,- 2-1S- 54q 5
Telephone Number
Page 4 of 4
Texas State Library and Archives Commission
Terms and Conditions
All of the following terms and conditions are hereby made part of this contract with the Texas State Library and Archives
Coimnission (TSLAC) by reference. Signing a Purchase Order with a false statement is a material breach of contract and shall
void the Purchase Order and the Vendor shall be removed from all contact lists.
Contracts awarded by TSLAC shall be governed by and construed in accordance with the laws of the State of Texas. The federal
or state courts of the United State located in Texas shall have jurisdiction to hear any dispute under potential contracts and
serviced may be made upon TSLAC by first class mail to its address as set forth herein.
1. Non -Appropriation of Funds. The State funds are contingent on the availability of lawful appropriates by the Texas
Legislature. If the Texas Legislature fails to continue funding for the payments due under an order referencing this contract;
the order will tenninate as of the date that the funding expires, and the State will have no further obligation to make any
payments.
2. Public information Act. Infonnation, docutnentation, and other material in connection with this contract may be subject to
public disclosure pursuant to Chapter 552 of the Texas Government Code (the "Public Infonnation Act").
3. Antitrust. Vendor represents that neither the Vendor nor the company, corporation, partnership, or institution represented
by the Vendor, or anyone acting for such firm, corporation, or institution has violated the antitrust laws of this State or the
Federal Antitrust Laws.
4. Delivery.
• No substitutions pennitted without written approval of the TSLAC's Purchasing Dept.
• If delay is foreseen, vendor shall give written notice to the TSLAC. Vendor must keep the TSLAC advised at all times
of status of order. Default in promised delivery (without accepted reasons) or failure to meet specifications authorizes
the TSLAC to purchase items elsewhere and charge full increase, if any, in cost and handling to defaulting vendor.
5. Gifts. The Vendor has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future
employment, gift, loan, gratuity, special discount, trip, favor, or service to a public servant in connection with this contract.
6. Indemnification. Both parties shall mutually defend, indemnity, and hold harmless the other party, and all of its
officers, agents and employees, from and against all claims, actions, suits, demands, proceedings, costs, damages and
liabilities, arising out of, connected with, or resulting from any acts or omissions of the other party or any agent,
employee, subcontractor, or supplier of the other party in the execution or performance of this contract.
7. State Auditor's Clause. To the extent permitted by law Vendor understands that acceptance of funds under this contract
acts as acceptance of the authority of the State Auditors Office, or any successor agency, to conduct an audit or investigation
in connection with those funds. Vendor further agrees to cooperate fully with the State Auditors Office or its successor in
the conduct of the audit or investigation, including providing all records requested. Vendor will ensure that this clause
concerning the authority to audit funds received indirectly by subcontractors through Vendor and the requirement to
cooperate is included in any subcontract it awards.
8. Excluded Parties List System. The TSLAC is federally mandated to adhere to the directions provided in the President's
Executive Order (EO) 13224, Executive Order on Terrorist Financing - Blocking Property and Prohibiting Transactions
With Persons Who Commit, Threaten to Commit, or Support Terrorism, effective 9/24/2001 and any subsequent changes
made to it via cross-referencing respondents/vendors with the Federal General Services Administrations Excluded Parties
List System (EPLS, http:I/www.epls.gov), which is inclusive of the United States Treasury Office of Foreign Assets Control
(OFAC) Specially Designated National (SDN) list. Contents of EO 13224 may be viewed by accessing the following
website:litht://wenv.wItitehouse.eov/nm.s/orders/.
9. Patents and Copyrights. The Vendor (City of Round Rock, Texas) retains the copyright on the work, the subject of this
Agreement, the 2010 Texas Reading Club Video.
10. Vendor Assignments. Vendor hereby assigns an ordering agency any and all claims for overcharges associated with this
contract arising under the antitrust laws of the United States 15 U.S.C.A Section 1, et seq (1973), and the antitrust laws of
the State of Texas, TEX. Bus. & Comm. Code Ann. Sec. 15.01, et seq (1967).
1I. Default. In the event that the Vendor fails to carry out or comply with any of the terns and conditions of the agreement
with TSLAC, TSLAC may notify the Vendor of such failure or default in writing and demand that the failure or default be
remedied within ten ([0) days. In the event that the Vendor fails to remedy such failure 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.
Texas State Library and Archives Commission
Terms and Conditions
12. Publicity. Vendor (City of Round Rock, Texas) retains copyright and rights to the work the subject of this
Agreement, the 2010 Texas heading Club Video. For purposes of this Agreement, TSLAC expressly acknowledges its
understanding and agreement that Vendor is subject to the Texas Public information Act, and that Vendor's duties
run in accordance therewith..
• 13. Acceptance of Products and Services. All products furnished and all services performed under this agreement were
sought by TSLAC and accepted "as is," and TSLAC acknowledges the quality, acceptability, and fitness of such
products and services.,
14. Property Rights. Both parties expressly agree that the work, the subject of this Agreement, the 2010 Texas Reading Club
Video, is not a work made for hire, and that such work (and all rights therein) shall not belong to and be the sole and
exclusive property of TSLAC. Copyright and rights to the work are retained by and belong to Vendor (City of Round Rock,
Texas), and are not by this Agreement sold, assigned, or transferred to TSLAC and remain the sole and exclusive property
of' Vendor.
15. Deceptive Trade Practices Act (DTPA). Vendor represents and warrants that it has not been the subject of a Deceptive
Trade Practices Act or any unfair business practice administrative hearing or court suit, and that Vendor has not been found
to be guilty of such practices in such proceedings. Vendor certifies that it has no officers who have served as officers of
other entities who have been the subject of a Deceptive Trade Practices Act or any unfair business administrative hearing or
court suit, and that such officers have not been found to be guilty of such practices in such proceedings.
16. Assignment. The Vendor will not assign its rights under this contract or delegate the performance of its duties under this
contract without prior written approval from TSLAC.
17. Ethics. Any individual who interacts with public purchasers in any capacity is required to adhere to the guidelines
established in the Texas Administrative Code, Rule 111.4. The Rule outlines the ethical standards required of public
purchaser, employees, and vendors who interact with public purchasers in the conduct of state business. Specifically, a
TSLAC employee may not have an interest in, or in any matter be connected with a contract for a purchase of goods or
services by an agency of the state; or in any manner, including by rebate or gift, accept or receive from a person to whom a
contract may be awarded, directly or indirectly, anything of value or a promise, obligation, or contract for future reward or
compensation. Entities who are interested in seeking business opportunities with the state must be mindful of these
restrictions when interacting with public purchasers of TSLAC or purchasers of other state agencies.
18. Convictions in connection with Hurricane Katrina, Hurricane Rita, and subsequent disasters. Per Senate Bill 608,
80th Legislative Session, TSLAC will not award contracts to persons convicted of violating a federal law in connection with
a contract awarded by the federal government for relief, recovery, or reconstruction efforts as a result of l lurricane Katrina,
Hurricane Rita, and subsequent disasters.
19. Equal Opportunity. Vendor represents and warrants that it shall not discriminate against any person on the basis of race,
color, national origin, creed, religion, political belief, sex, sexual orientation, age and disability in the performance of this
contract.
20. Electronic and Information Resources Accessibility Standards. As Required by 1 TAC Chapter 213 (Applicable to State
Agency and Institution of Higher Education Purchases Only) 1) Effective September 1, 2006 state agencies and institutions
of higher education shall procure products which comply with the State of Texas Accessibility requirements for Electronic
and Information Resources specified in 1 TAC Chapter 213 when such products are available in the commercial
marketplace or when such products are developed in response to a procurement solicitation. 2) Vendor shall provide DIR
with the URL to its Voluntary Product Accessibility Template (VPAT) for reviewing compliance with the State of Texas
Accessibility, requirements (based on the federal standards established under Section 508 of the Rehabilitation Act), or
indicate that the product/service accessibility information is available from the General Services Administration "Buy
Accessible Wizard" (http://www.buyaccessible.gov). Vendors not listed with the "Buy Accessible Wizard" or supplying a
URL to their VPAT must provide D1R with a report that addresses the same accessibility criteria in substantively the same
format. Additional information regarding the "Buy Accessible Wizard" or obtaining a copy of the VPAT is located at
bttp:Ilwww.section508.gov/. (Added 03/10/09 JRS)
ROUND ROCK, TEXAS
PURPOSE. PASSION. PROSPERITY.
Item Caption:
Approval Date:
City Manager Approval Summary Sheet
Consider executing an agreement with the State of Texas Library System for the 2010
Summer Reading Video.
Department: Library
Project Manager: Janette Johnston
Item Summary:
Contract between RRPL & Texas State Library authorizing use of the 2010 Summer Reading Video and payment for
the city of Round Rock staff in producing the video.
Strategic Plan Relevance:
Cost: None. It is income.
Source of Funds: Texas State Library and Archives Commission
REV. 3/8/10
10.1909
Request for City Council/City Manager Action
® City Council ® City Manager
Submit completed form for all City Manager and City Council approvals.
Department Name: Library
Contact Person: Dora Owens / Dale Ricklefs
Project Mgr/Resource: Janette Johnston
Project Coordinator:
Assigned Attorney: i Kay Gayle
City Council or City Manager Approval Date:
Agenda Wording
For •'ac ONLY
Received:
Tag#: -04-037
Original Documents Received:
Project Name: LIBRARY SUMMER READING VIDEO
ContractorNendor: State of Texas Library System
Funding Source:
Additional funding Source:
Amount: $1,000.00 Revenue to City
4/23/2010
Account Number: 4615-100-00000
Consider executing an agreement with the State of Texas Library System for the 2010 Summer Reading Video.
Finance Information
Is Funding Required?
Yes n No
Initial Construction Contract
Construction Contract Amendment
Change Order
F1Change in Quantity EUnforeseen Circumstances
Initial Professional Services Agreement
Supplemental Professional Service Agreement tk
Purchasing/Service Agreement
Purchase Order
Item(s) to be purchased
Other (Please clearly identify action below)
Amount
Required for Submission of ALL City Council and City Manager Items
Project Mgr. Signature: Ja _ tte Johnstc.n
Dept. Director Signature:
*City Attorney Signature:
City Manager Signature:
`4, blue Street, kl
iENDA WITHOUT
Date:
ate:
Date:
Date:
4/19/2010
YiT2//i°
*City Attorney signature is required for all items.
REVISED 4/22/2010
LEGAL DEPARTMENT APPROVAL FOR CITY COUNCIL/CITY MANAGER ACTION
Required for Submission of ALL City Council and City Manager Items
Department Name: LIBRARY
Project Mgr/Resource: JANETTE JOHNSON
Council Action:
ORDINANCE
Agenda Wording
Project Name: LIBRARY SUMMER READING VIDEO
ContractorNendor: STATE OF TEXAS LIBRARY SYSTEM
E] RESOLUTION
City Manager Approval
CMA Wording
Consider executing an agreement with the State of Texas Library System for the 2010 Summer Reading Video.
Attorney Approval
Attorney
Notes/Comments
Date ''4J. /4"
As Is customary with this yearly agreement, the City will sign first and then circulate to the State Library for execution.
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