AMENDMENT TO AGREEMENT
This AMENDMENT is made and entered into as of July 1, 2020 (the "Effective Date"), by and between INNOVATIVE INTERFACES INCORPORATED, a California corporation ("Innovative"), and the CITY OF SANTA CLARA, for the Santa Clara City Library, (the "Client"). Capitalized terms not otherwise defined in this Amendment will have the meanings set forth in the Agreement (as defined below).
WHEREAS, the Client and Innovative Interfaces Incorporated are parties to the Subscription License Agreement made effective as of July 1, 2019 (as amended from time to time, the "Agreement"); and WHEREAS, the Client desires to extend the Agreement, and in connection with such extension, the parties desire to amend the Agreement as set forth in this Amendment; and Now, THErEForE, for good and valuable consideration and intending to be legally bound hereby, the parties hereby agree as follows.
1. Term Extension. Paragraph 2 of Exhibit A of the Agreement, titled "Term," is hereby deleted in its entirety and replaced with the following:
Term. Subject to the early termination provisions set forth in the GTCs, this Agreement will be effective for an initial term of six (6) years running from July 1, 2020 through June 30, 2026 (the "Initial Term"). Thereafter, this Agreement will be automatically renewed for additional one (1) year terms, subject to annual budget appropriation and at the sole discretion of the legislative body, up to a maximum of five (5) additional years (each, a "Renewal Term" and, together with the Initial Term, the "Term"), unless either party gives the other not less than ninety (90) days' prior written notice of its intent to terminate this Agreement effective as of the end of the then- current Term. Innovative will have the right to increase rates hereunder by 3.5% over the previous year. Client shall not be liable for any costs under this Agreement for failure to appropriate the funds to continue the Agreement for any Renewal Term.
2. Pricing Exhibit. Exhibit A of the Agreement is hereby amended to include the attached Pricing Exhibits SO-INC25195 and SO-INC25199.
3. Miscellaneous.
a. This Amendment will become effective upon execution by both Innovative and the Client. b. Except as otherwise amended hereby, the other provisions of the Agreement will remain in full force and effect as of the date hereof. In the event of a conflict between the provisions of this Amendment and the Agreement, the terms of this Amendment will control.
c. This Amendment may be signed in any number of counterparts, each of which will be an original, with the same effect as if the signatures thereto and hereto are upon the same instrument.
This Amendment will be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.
4. Assignment: This Amendment is not assignable by either party, whether by operation of law or otherwise, without the prior written consent of the other party, which shall not be unreasonably withheld; provided, however, that Innovative may assign this Amendment to affiliates and successors in interest and in connection with a merger, acquisition or other such reorganization of its business. Any purported assignment in violation of this provision will be void and of no effect. Any permitted assignee will assume all obligations of its assignor under this Amendment.
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized representatives to enter into this Amendment as of the dates specified below.
CITY OF SANTA CLARA INNOVATIVE INTERFACES INCORPORATED
seature: i lan enger
Print Name: Deunna J. Santana Print Name: HILARY NEWMAN Title: Cry Manager Title: SENIOR VICE PRESIDENT
1/1/2020 Date: 6/29/2020
Date:
APPROVED AS TO FORM:
SANTA CARA I ATTORNEY SOFICE
Brian Deye
innovative Renewal Quote
Quote # SO-INC25195
Innovative Interfaces Incorporated Net 30
1900 Powell St. Terms
Suite 400 PO#
Renewal Start Date 7/1/2020
Emeryville CA 94608 Renewal End Date 6/30/2021
United States
Site Code scpl
Bill To Ship To
United States
Currency
US Dollar
Sierra License - Te... 1 Sierra Software Subscription 93,956.409... Yes 93,956.41 Subscription
Sierra Cloud License - Te... 1 Sierra Cloud Hosting 21,688.119... Yes 21,688.12 Hosting
taff User License - Te... 60 Staff User Licenses 0.00 Yes 0.00 icense
SIP2 License - Te... 18 SIP2 interface 0.00 Yes 0.00
Interface
License - Te... 0.00 Yes 0.00
Output 1 Systert accounting information to another
accounting
information
to another
system
WebPAC Pro License - Te... 1 WebPAC Pro 0.00 Yes 0.00
1 File Transfer Software 0.00 Yes 0.00
File Transfer License - Te..
Software
1 Web Access Management 0.00 Yes 0.00
Web Access License - Te...
Management
Circ Notices License - Te... 1 Circ Notices via E-Mail Option 0.00 Yes 0.00 Optoma
OCLC License - Te... 1 OCLC Interactive Via the Network 0.00 Yes 0.00 Interactive
Via the
Network
Reports License - Te... 1 Reports 0.00 Yes 0.00
Acquisitions License - Te... 1 Acquisitions 0.00 Yes 0.00 Serials License - Te... 1 Serials 0.00 Yes 0.00
Circulation License - Te... 1 Circulation 0.00 Yes 0.00 Cataloging License - Te... 1 Cataloging 0.00 Yes 0.00
Advanced License - Te... 1 Advanced Keyword Index Method I 0.00 Yes 0.00 Keyword
Index
Method lI
OPAC Export License - Te... 1 OPAC Export 0.00 Yes 0.00 Resequence License - Te... 1 Resequence attached records by location 0.00 Yes 0.00 attached
records by
location
Synchronize License - Te... 1 Synchronize bibliographic locations 0.00 Yes 0.00
innovative Renewal Quote
Quote # SO-INC25195
Innovative Interfaces Incorporated
1900 Powell St.
Suite 400
Emeryville CA 94608
Jnited States
bibliographic
locations
Automatic License - Te... 1 Automatic Authority Control Processing 0.00 Yes 0.00 Authority
Control
Processing
Sierra License - Te... Sierra Additional Review Files 0.00 Yes 0.00 Additional
Review Files
Patron API License - Te... 1 Patron API (URL) 0.00 Yes 0.00 (URL)
Z39.50 License - Te... 1 Z39.50 Client / Client Broadcast / Server 0.00 Yes 0.00 Client/
Client
Serveast /
Offline License - Te... 1 Offline Circulation 0.00 Yes 0.00 Circulation
Unlimited License - Te.. 1 Unlimited Web OPAC user licenses 0.00 Yes 0.00 Web OPAC
user licenses
Unlimited License - Te.. 1 Unlimited Data License 0.00 Yes 0.00 Data License
Sierra EDI / License - Te... 1 Sierra EDI / EDIFACT Ordering & Invoicing 0.00 Yes 0.00
EDIFACT
Ordering 8
Invoicing
Spell Check License - Te... 1 Spell Check Languages: 0.00 Yes 0.00 English
My Record License - Te... 1 Sierra My Record Feeds 0.00 Yes 0.00 Feeds
Sierra License - Te... 1 Sierra Classic Collection Agency Subscription 0.00 Yes 0.00 Classic
Collection
gency
ubscriptio
Sierra Online License - Te... 1 Sierra Online Patron Registration 0.00 Yes 0.00 Patron
Registration
Circa License - Te... 1 Sierra Circa Wireless Inventory (RFID) 0.00 Yes 0.00 Wireless
Inventory
(RFID)
WebOPAC License - Te... 1 Sierra WebOPAC Ecommerce WebOPAC 0.00 Yes 0.00 Ecommerce Ecommerce
Option:
ayflow Pro
Sierra Quick License - Te... 1 Sierra Quick Click Ordering 0.00 Yes 0.00 Click
Ordering
Authority License - Te... 1 Authority Control Option 0.00 Yes 0.00 Control
Option
Classic License - Te... 1 Classic Fines Payment Web Service API 0.00 Yes 0.00 Fines
Payment Page 4 of 6
innovative Renewal Quote
Quote # SO-INC25195
Innovative Interfaces Incorporated
1900 Powell St.
Suite 400
Emeryville CA 94608
United States
Web Service
API
Year 1 of 6- 115,644.
July 2020 - 30 June 20
Year 2 of 6 - $ 119,692.09
Year 4 of 6 - $ 128,217.16
Year 5 of 6 - $ 132,704.76
Year 6 of 6 - $ 137,349.43
Total US$115,644.53
THIS INFORMATION IS CONFIDENTIAL BETWEEN THE PARTY IDENTIFIED AS BILL TO' ABOVE AND INNOVATIVE INTERFACES Notes:
The prices quoted may be subject to change where new software has been purchased or changes have been made to existing softwa Taxes are not included in the quoted price but, if applicable, may be charged by Innovative at the point of invoicil
innovative Renewal Quote
Quote # SO-ING25199
Innovative Interfaces Incorporated
1900 Powell St. Terms Net 30
Suite 400 PO#
Emeryville CA 94608 Renewal Start Date 7/1/2020
United States Renewal End Date 6/30/2021
Site Code scpl
Bill To Ship To
United States
Currency
US Dollar
Resource License - Te... 1 Resource Sharing - Returnables (INN-Reach) 23,679.200.. Yes 23,679.20 Sharing -
Returnables
(INN-Reach)
Jury 2020 - 30 June 202 23,679.2
Year 2 of 6 - $24,507.97
Year 3 of 6 - $25,365.75
Year 4 of 6 - $26,253.55
ear 5 of 6 - $27,172.4
ear 6 of 6 - $28,123.41
Total US$23,679.20
THIS INFORMATION IS CONFIDENTIAL BETWEEN THE PARTY IDENTIFIED AS BILL TO' ABOVE AND INNOVATIVE INTERFACES
2. Taxes are not induay the he but a pha But apie so, may asharge by indire a he pa of er made to existing onware.