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#13-6146 (Bibliotheca, LLC)
AGREEMENT13-6146 for Radio Frequency Identification (RFID) System for Collier County Public Library THIS AGREEMENT, made and entered into on this ' day of Sefi'eaAtour 2014, by and between Bibliotheca, LLC, authorized to do business in the State of Florida, whose business address is 3169 Holcomb Bridge Road, Suite 200, Norcross, GA 30071, (the "Consultant" or "Bibliotheca") and Collier County, a political subdivision of the State of Florida, (the "County" or "Library"): WITNESSETH: 1. COMMENCEMENT. The Consultant shall commence the work upon an issuance of a Purchase Order. 2. CONTRACT TERM. The contract shall be for a five (5) year period, commencing on Date of Board award and terminating five (5) years from that date. The County shall give the Consultant written notice of the County's intention to renew the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. After the initial twelve (12) month period, the Agreement can be cancelled on the anniversary date of each subsequent twelve (12) month period with a thirty (30) day minimum notice period. The County Manager, or his designee, may, at his discretion, extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred eighty (180) days. The County Manager, or his designee, shall give the Consultant written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. The first year of warranty will commence on the Go Live date. Go Live Date means, with respect to the Bibliotheca Software license orders, the date on which the Software is available for operational use for normal daily business, including performing core functions for which it was intended. The initial maintenance and support shall be paid in twelve (12) month installments in accordance to Exhibit F- Support and Maintenance Fee Schedule. Subsequent years of maintenance and support and subscriptions fees are to be paid annually on the anniversary of the Go Live date. Service and Maintenance may continue to be renewed annually after the initial five (5) year contract term on the Go Live date upon written notice by the County or unless terminated by the County with thirty (30) days notice. Prices shall remain firm for the initial term of this contract. Requests for consideration of a price adjustment must be made on the contract Page 1 of 27 f.) anniversary date, in writing, to the Purchasing Director. Price adjustments are dependent upon the consumer price index (CPI) over the past twelve (12) months, budget availability and program manager approval. 3. STATEMENT OF WORK. The Consultant shall provide services for the furnishing and installation of a Radio Frequency Identification ("RFID") system at Collier County Public Library locations in accordance with Exhibit A, Scope of Services, attached herein and incorporated by reference, the terms and conditions of RFP #13-6146 and the Consultant's proposal referred to herein and made an integral part of this agreement. This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Parties, in compliance with the County Purchasing Ordinance and Purchasing Procedures in effect at the time such services are authorized. 4. COMPENSATION. The County shall pay the Consultant for the performance of this Agreement upon completion or partial completion of the work tasks as accepted and approved by the County Project Manager or his designee pursuant to the fees as set forth in Exhibit "B", included in this Agreement. Payments shall be made to the Consultant when requested as work progresses, but not more frequently than once per month. Payment will be made upon receipt of a proper invoice and in compliance with Chapter 218 Fla. Stats., otherwise known as the "Local Government Prompt Payment Act". 4.1 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non-payment under the legal doctrine of "laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. 5. SALES TAX. Consultant shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. Collier County, Florida as a political subdivision of the State of Florida, is exempt from the payment of Florida sales tax to its Consultants under Chapter 212, Florida Statutes, Certificate of Exemption # 85-8015966531C-2. 6. NOTICES. All notices from the County to the Consultant shall be deemed duly served if mailed or faxed to the Consultant at the following Address: Al Coalla, CEO Bibliotheca, LLC 3169 Holcomb Bridge Rd., Ste. 200 Norcross, GA 30071 Telephone: 877-207-3127 Page 2 of 27 '9 Facsimile: 877-207-3129 All Notices from the Consultant to the County shall be deemed duly served if mailed or faxed to the County to: Collier County Government Center Purchasing Department 3327 Tamiami Trail, East Naples, Florida 34112 Attention: Joanne Markiewicz, Director, Procurement Services Telephone: 239-252-8407 Facsimile: 239-252-6480 The Consultant and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing. 7. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Consultant or to constitute the Consultant as an agent of the County. 8. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all professional and business permits necessary for the prosecution of the Work shall be obtained by the Consultant. The Consultant shall not be responsible for project specific permits although the Consultant shall provide assistance to the County in applying for such permits to the extent specified in the Statement of Work. Payment for all such permits issued by the County shall be processed internally by the County. The Consultant shall also be solely responsible for payment of any and all taxes levied on the Consultant. In addition, the Consultant shall comply with all rules, regulations and laws of Collier County, the State of Florida, or the U. S. Government now in force or hereafter adopted. The Consultant agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Consultant. 8.1 With respect with software licenses, for software developed by Consultant, the license agreement shall be as provided in Exhibit D. 9. NO IMPROPER USE. The Consultant will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Consultant or if the County or its authorized representative shall deem any conduct on the part of the Consultant to be objectionable or improper, the County shall have the right to suspend the contract of the Consultant. Should the Consultant fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) Page 3 of 27 G hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Consultant further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 10. TERMINATION. Should the Consultant be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said agreement for cause upon thirty (30) days written notice to Consultant and failure of the Consultant to cure the default during the thirty (30) day period; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non-performance. In the event that the County terminates this Agreement, Consultant's recovery against the County shall be limited to that portion of the Contract Amount earned through the date of termination. The Consultant shall not be entitled to any other or further recovery against the County, including, but not limited to, any damages or any anticipated profit on portions of the services not performed. 11. NO DISCRIMINATION. The Consultant agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 12. INSURANCE. The Consultant shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $500,000 Per Occurrence, $2,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Consultants; Products and Completed Operations and Contractual Liability. B. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $100,000 for each accident. Special Requirements: Collier County Government shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Consultant during the duration of this Agreement. The Consultant shall provide County with certificates of insurance meeting the required insurance provisions. Renewal certificates shall be sent to the County ten (10) days prior to any expiration date. Coverage afforded under the policies will not be canceled or allowed to expire until the greater of: ten (10) days prior written notice, or in accordance with policy provisions. Consultant shall also notify County, in a like manner, within twenty- four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or Page 4 of 27 (;) material change in coverage or limits received by Consultant from its insurer, and nothing contained herein shall relieve Consultant of this requirement to provide notice. Consultant shall ensure that all Subcontractors/Subconsultants comply with the same insurance requirements that he is required to meet. 13. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Consultant shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, whether resulting from any claimed breach of this Agreement by Consultant, any statutory or regulatory violations, or from personal injury, property damage, direct or consequential damages, or economic loss, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Consultant or anyone employed or utilized by the Consultant in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 13.1 The duty to defend under this Article 13 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Consultant, County and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Consultant. Consultant's obligation to indemnify and defend under this Article 13 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the County or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 14. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Library Department. 15. CONFLICT OF INTEREST. Consultant represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Consultant further represents that no persons having any such interest shall be employed to perform those services. 16. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the following component parts, all of which are as fully a part of the contract as if herein set out verbatim: Exhibit A Scope of Services, Exhibit B Price Schedule, Exhibit C Project Schedule, Exhibit D Software License Agreement, Exhibit E Product Support and Maintenance Agreement, Exhibit F Product Support and Maintenance Fee Schedule, Exhibit F-1 Equipment Warranty, Exhibit G Product Maintenance and Lifespan Policy, Page 5 of 27 Consultant's Proposal, Insurance Certificate(s), RFP #13-6146 Specifications/Scope of Services and Addenda. 17. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Commissioners. 18. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 19. COMPLIANCE WITH LAWS. By executing and entering into this agreement, the Consultant is formally acknowledging without exception or stipulation that it agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to this Agreement, including but not limited to those dealing with the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended; taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes), and the Florida Public Records Law Chapter 119 (including specifically those contractual requirements at F.S. § 119.0701(2)(a)-(d) and (3))). If Consultant observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Consultant to comply with the laws referenced herein shall constitute a breach of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 20. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 21. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 22. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in compliance with the Purchasing Ordinance and Purchasing Procedures. Page 6 of 27 23. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Consultant with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Consultant with full decision-making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 24. VENUE. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 25. KEY PERSONNEL/PROJECT STAFFING. The Consultant's personnel and management to be utilized for this contract/project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the contract. The Consultant shall assign as many people as necessary to complete the required services on a timely basis, and each person assigned shall be available for an amount of time adequate to meet the required service delivery dates/dates set forth in the Project Schedule. 26. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal (RFP) and/or the Consultant's Proposal, the Contract Documents shall take precedence. 27. ASSIGNMENT. Consultant shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Consultant does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Consultant all of the obligations and responsibilities that Consultant has assumed toward the County. * * * * * Page 7 of 27 IN WITNESS WHEREOF, the parties hereto, have each, respectively, by an authorized person or agent, have executed this Agreement on the date and year first written above. BOARD OF COUNTY COMMISSIONERS ATTEST: COLLIER COUN , FLORIDA Dwight E. Brock, Clerk of Courts / 1 By: it Al►! r_. _.c. By: . .- 1r 1:, Tom Henning, Ch. irman Dated: ti ' t a X`. (SEAL) ti Attest.as to Chairmn's ' Bibliotheca, L -`1 signature only. Consultant d�•<---) A _czar B -�71lI!��'- First Witn ss Signatu■, 4Ak'f Porn Al Coot , CEO T •- . • t witness nameT TType/print signature and titleT Second Witnes erilM0 TType/print witnI ss namet Approved as to Form and Legality: 01 , ID .A L. ...4 C, ., A/ A A p 0 sistant C. •ty A;torney Pr nt Name Page 8 of 27 6 EXHIBIT A- SCOPE OF SERVICES The implementation of RFID technology at Collier County Public Library locations by Bibliotheca will be a phased project as detailed below, depending on the availability of funds. Bibliotheca will provide the products at the prices noted in Exhibit B Price Schedule, to include all software and hardware, shipping, installation, and training. The training provided by Bibliotheca shall be as outlined in its proposal. The Library will be responsible for any SIP2 licenses (as applicable) and/or for all licenses and permits required for the execution of the work, such as construction beyond the scope of services detailed here. The Library will designate a contact person(s) in order to coordinate with Bibliotheca representatives on all technical aspects and implementation of the system. As noted in Exhibit C - Project Schedule, Bibliotheca will adhere to the timeline indicated. Any changes to the Project Schedule must be approved in writing by the Parties. Changes and/or revisions to any tasks, services, locations or allocation of services and/or products for each Phase will be decided on jointly by the Library and Bibliotheca. Changes may be made for various reasons, including, but not limited to: accommodation of library programs and events, delayed implementations and/or opening days, various holidays, schedule changes and funding availability. Phase 1 - Fiscal Year 2014 - 2015 Purchase and install RFID tags for all library materials; purchase and install software and equipment at library headquarters and Marco Island library. Products delivered at the outset of the project are: • 2,000 smartlabel 100 clear 2 x 2 RFID tags • 102,000 smartlabel 110 2 x 2 RFID tags plus 20,000 additional tags at no charge, for a total of 122,000 2 x 2 tags • 530,000 smartlabel 200 2 x 3 RFID tags plus 20,000 additional tags at no charge, for a total of 550,000 2 x 3 tags • 100,000 smartlabel 300 CD/DVD hub tag plus 4,000 additional tags at no charge, for a total of 104,000 hub tags • 85,000 smartlabel 310 full coverage tags plus 4,000 additional tags at no charge, for a total of 89,000 full coverage tags • Six (6) smartstation 700 tagging carts leased to the Library for four (4) months each • Software will consist of one system-wide software license to operate RFID components and fines and fees configuration • Tagging services, in accordance with Exhibit B, Price Schedule Headquarters will receive the following: • 6 smartadmin licenses for reporting, configuration, and monitoring • 4 smartserve 1000 self-checkout kiosks with payment • 1 smartserve 400 self-checkout kiosk • 1 smartstock 300 handheld checkout device Page 9 of 27 • 12 smartstation 200 staff stations • 1 smartgate 400 dual aisle security gate • 3 smartstock 200 handheld inventory units Marco Island library will receive the following: • 5 smartadmin licenses for reporting, configuration, and monitoring • 1 smartserve 1000 self-checkout kiosks with payment • 1 smartserve 400 self-checkout kiosk • 5 smartstation 200 staff stations • 2 smartgate 400 single aisle security gate systems • 1 smartgate 400 quad aisle security gate Phase 2 - Fiscal Year 2016/2017 (Timeframe for installation will be dependent upon budget availability) Purchase and install equipment at the Naples Regional, Golden Gate City, and Vanderbilt Beach branches. Naples Regional will receive the following: • 6 smartadmin licenses for reporting, configuration, and monitoring • 2 smartserve 1000 self-checkout kiosks with payment • 1 smartserve 1000-D self-checkout kiosk with payment • 1 smartserve 400 self-checkout kiosk • 5 smartstation 200 staff stations • 2 smartgate 400 quad aisle security gate systems Golden Gate City will receive the following: • 5 smartadmin licenses for reporting, configuration, and monitoring • 1 smartserve 1000 self-checkout kiosks with payment • 1 smartserve 400 self-checkout kiosk • 5 smartstation 200 staff stations • 1 smartgate 400 dual aisle security gate • 1 smartgate 400 triple aisle security gate Vanderbilt Beach will receive the following: • 4 smartadmin licenses for reporting, configuration, and monitoring • 1 smartserve 1000 self-checkout kiosks with payment • 1 smartserve 1000-D self-checkout kiosk with payment • 5 smartstation 200 staff stations • 1 smartgate 400 single aisle security gate • 1 smartgate 400 dual aisle security gate Page 10 of 27 cAG Phase 3 - Fiscal Year 2017/2018 (Timeframe for installation will be dependent upon budget availability) Purchase and install equipment at the South Regional, East Naples, Estates and Immokalee branches. Install staff equipment at Everglades City Branch (no self-service stations are planned here); quantities are to be determined and are not included in the Scope of Services. South Regional will receive the following: • 4 smartadmin licenses for reporting, configuration, and monitoring • 2 smartserve 1000 self-checkout kiosks with payment • 1 smartserve 400 self-checkout kiosk • 5 smartstation 200 staff stations • 2 smartgate 400 dual aisle security gate systems East Naples will receive the following: • 9 smartadmin licenses for reporting, configuration, and monitoring • 2 smartserve 1000 self-checkout kiosks with payment • 5 smartstation 200 staff stations • 2 smartgate 400 dual aisle security gate systems Estates will receive the following: • 4 smartadmin licenses for reporting, configuration, and monitoring • 2 smartserve 1000 self-checkout kiosks with payment • 1 smartserve 400 self-checkout kiosk • 5 smartstation 200 staff stations • 1 smartgate 400 dual aisle security gate Immokalee will receive the following: • 3 smartadmin licenses for reporting, configuration, and monitoring • 1 smartserve 1000 self-checkout kiosks with payment • 5 smartstation 200 staff stations • 2 smartgate 400 dual aisle security gate systems Page 11 of 27 EXHIBIT B - PRICE SCHEDULE PHASE 1 Main Branch Marco Island Product Equipment Branch Cost Branch Branch Cost Quantity Equipment Quantity RFID All Inclusive Software System License 1 $58,500.00 smartadminTM Software(Per Single Connected Device) 6 $600.00 5 $500.00 smartserve 1000- Debit/CC/Coin/Bill 4 $71,168.40 1 $17,792.10 smartserve 400 1 $3,996.00 1 $3,996.00 smartstockTM 300 Handheld Device with Apple iPod Touch (Gen4) 16GB, Black 1 $1,516.00 smartstationTM 200 Shielded Staff Station 12 $8,340.00 5 $3,475.00 smartgateTM 400 Single Aisle Security Gate (Hardware) 2 $11,386.00 smartgateTM 400 Dual Aisle Security Gate (Hardware) 1 $7,192.00 smartgate 400 Quad Aisle Security Gate (Hardware) 1 $9,675.20 smartlabelTM 100 Clear 2" x 2" Square Book Tag 2,000 $ 380.00 smartlabelTM 110 2" x 2" Square ** 20K FREE Book Tag 102,000 $14,178.00 Tags smartlabelTM 200 2" x 3" Credit Card ** 20K FREE Sized Book Tag 530,000 $73,670.00 Tags ** 4K FREE smartlabelTM 300 CD/DVD Hub Tag 100,000 $18,000.00 Tags smartlabelTM 310 Standard Full ** 4K FREE Coverage DVD-Only Tag 85,000 $52,700.00 Tags Page 12 of 27 Cq� Product Main Branch Marco Island Equipment Branch Cost Branch Branch Cost Quantity Equipment Quantity smartstationT* 700 Tagging Cart 6 Carts for 4 Lease (Qty. is Per Month) Months $0.00 smartstockm" 200 All-in-One Inventory Reader 3 $9,885.00 System Fines& Fees Configuration Fee 1 $0.00 On Site Installation Fee $0.00 Total Equipment and Product Fee $320,125.40 $46,824.30 Total Shipping Charge $2,971.33 $2,971.33 _ Total Tagging Fee** $ 155,208.50 PHASE 1 GRAND TOTAL = $ 528,100.86 **If County staff assists in the tagging process, the tagging cost will be prorated in accordance with the associated price listed below: Quantity Sale Price per Tagging-Phase 1 Quantity Items with one tag 493,525 $0.26 Items requiring two tags 74,700 $0.36 Page 13 of 27 EXHIBIT B - PRICE SCHEDULE Note: This Phase II Price Schedule is based on projected need for the equipment and software listed below. The County shall have the right to modify the type, quantity and distribution of equipment in order to best meet the project needs if business requirements change based on Phase I installation and operation. PHASE 2 Vanderbilt Golden Gate City Naples Branch Branch Branch Branch Branch Regional Cost Product Equipment Cost Equipment Cost Branch Quantity Equipment Quantity Quantity smartadminTM Software 4 $400.00 5 $500.00 6 $600.00 (Per Single Connected Device) smartserve 1000- 1 $17,792.10 1 $17,792.10 2 $35,584.20 Debit/CC/Coin/Bill smartserve 1050 Counter 1 $12,680.00 1 $12,680.00 Top- Debit/CC smartserve 400 1 $3,996.00 1 $3,996.00 smartstationTM 200 5 $3,475.00 5 $3,475.00 5 $3,475.00 Shielded Staff Station smartgate'"400 Single 1 $5,693.00 Aisle Security Gate (Hardware) smartgateTM 400 Dual 1 $7,192.00 1 $7,192.00 Aisle Security Gate (Hardware) smartgateTM 400 Trippel 1 $9,493.00 Aisle Security Gate (Hardware) smartgate 400 Quad Aisle 2 $19,350.40 Security Gate (Hardware) System Fines& Fees Configuration $0.00 $0.00 $0.00 Total Equipment and Product Fee $47,232.10 $42,448.10 $75,685.60 Total Shipping Charge $2,971.33 $2,971.33 $2,971.33 PHASE 2 GRAND TOTAL= $174,279.79 Page 14 of 27 r n�, EXHIBIT B - PRICE SCHEDULE Note: This Phase III Price Schedule is based on projected need for the equipment and software listed below. The County shall have the right to modify the type, quantity and distribution of equipment in order to best meet the project needs if business requirements change based on Phase I and/or Phase II installation and operation. PHASE 3 Product South Branch Immokalee Branch East Naples Branch Estates Branch Regional Cost Branch Cost Branch Cost Branch Cost Branch Equipment Equipment Equipment Equipment Quantity Quantity Quantity Quantity smartadminTm Software (Per Single Connected Device) 4 $400.00 3 $300.00 9 $900.00 4 $400.00 smartserve 1000- Debit/CC/Coin/Bill 2 $35,584.20 1 $17,792.10 2 $35,584.202 $35,584.20 smartserve 400 1 $3,996.00 1 $3,996.00 smartstationTM 200 Shielded Staff Station 5 $3,475.00 5 $3,475.00 5 $3,475.00 5 $3,475.00 smartgateTM 400 Dual Aisle Security Gate (Hardware) 2 $14,384.00 2 $14,384.00 2 $14,384.001 $7,192.00 System Fines& Fees Configuration $0.00 $0.00 $0.00 $0.00 Total Equipment and Product Fee $57,839.20 $35,951.10 $54,343.20 $53,618.53 Total Shipping Charge $2,971.33 $2,971.33 $2,971.33 $2,971.33 PHASE 3 GRAND TOTAL= $213,637.35 Page 15 of 27 EXHIBIT C-PROJECT SCHEDULE (following this page; subject to revisions and/or changes as the project progresses) Page 16 of27 ��� . . .._ ...... ,. , ._ ' ) N M. .1.-.1 of N: N I ai N� M, a Oi N; •1 NI a' Oi Ne vi a'. 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N , n `J p O.A E N ai J 4I T m, r� - Qr�T rr moJ c 7 N F U g.012 m K'N2 a aN ag 994 6 cj asm.m wa 4" 'tnc.n a ,m r: ce n Gm.Em, .me o ° � CO o U iu ,ui N 1 IN P L?) 2 112 I I3 2 $r � o ,- N n V ' rCD n ID EXHIBIT D- SOFTWARE LICENSE AGREEMENT Bibliotheca, LLC ("Consultant") hereby agrees to grant Collier County, a political subdivision of the State of Florida ("County" or "Library"), who hereby agrees to accept the following licensed rights and limitations ("License") for Library's use of Consultant provided software. 1. Definitions: Software: Software, under the terms and conditions of this License (referenced hereinafter as "Software"), means any of the following components provided to Library by Consultant: (a) Any computer programs provided by Consultant, either consisting of a set of instructions, calculations and/or statements loaded in a computer (or a device which incorporates a computer) or recorded on a computer readable medium for loading in a computer; (b) Supportive instructional/reference materials such as: training materials, manuals, on-screen tutorials, and other computer program relevant materials whether on paper or computer readable media ("Documentation"); and (c) Any new release, update, upgrade, enhancement, addition, supplement, modification of a program or additional Consultant Software and/or its Documentation provided by Consultant, subsequent to the initial delivery, that is not licensed by specific reference under a mutually agreed upon separate license agreement. Object Code: The machine language readable format of the Software together with any modifications, enhancements, upgrades, updates, additions and derivatives thereof. Source Code: source code programming statements for the SOFTWARE and instructions written by programmer(s), including comments, remarks, and any other documentation embedded within the source code, that are in human readable form and not yet compiled into machine language, in electronic media or hard copy form and related programmer-level documentation for the computer programs that are sufficient to enable a competent programmer to understand all details pertaining to the algorithms embodied in the operation of the computer programs and other proprietary technology now held or hereafter acquired, together with any modifications, enhancements, additions, upgrades, updates and derivatives thereof. 2. Grant of License: Consultant hereby grants Library and Library hereby accepts a perpetual, non-transferable, non-exclusive, system-wide license, under applicable Page 17 of 27 C °J copyrights and/or trade secrets, to use Consultant-provided Software delivered to the Library. All Software (other than Documentation) will be provided by Consultant to the Library in machine-readable object code only. Library acknowledges that it does not acquire any rights of title or ownership in the Software (including Documentation) and agrees that all proprietary rights to the Software shall at all times remain with Consultant or its relevant third-party provider. Granting of Software license is applicable to all Library locations. In the event that the Consultant no longer commercially supports the Software and Documentation, the Consultant shall provide a copy of the Source code to the Library upon request which the Library shall be entitled to use for purposes of continuation of the use of the Software for the Library's operations. In no event shall the Library modify the Software or the source code to compete with any software available from the Consultant. Library may, for its internal use only, print or otherwise reproduce Consultant developed Documentation if all included Consultant markings, e.g. trademarks, copyrights and statements of confidentiality, are included on each copy. Library acknowledges and agrees that any third party documentation supplied by Consultant, which is marked as copyrighted and/or confidential, shall not be copied or reproduced in any manner. 3. Term of License: The term of the License for the Software is in perpetuity unless otherwise terminated as provided herein. Upon termination of the License or this Agreement, the Library shall cease all use of the Software and remove the Software from its network or operating systems. The Library acknowledges and agrees that if this Agreement terminates for any reason, all of Library's licensed rights to the Software (including Documentation) are relinquished and, within thirty (30) business days thereafter, the Library (at Consultant's option) will either deliver to Consultant or destroy the original and all copies of the Software including its Documentation. Upon Consultant's request, Library agrees to certify to Consultant in writing its full compliance with this provision. In the event that the Consultant no longer commercially supports the Software, the Library may continue to use the Software in perpetuity subject to use of the Software in the same manner permitted under this Agreement. In no event shall the Library use or modify the Software to compete with any software available from the Consultant. 4. Assignment: This License and any rights granted herein shall not be transferred, sub-licensed or assigned to any third party without the prior written consent of Consultant. Consultant shall not assign this Agreement or any part thereof, without the prior consent in writing by the Library. 5. Termination: If Library neglects or fails to pay the specified license fees, or fails to adhere to any of its obligations hereunder, this license may be terminated by Page 18 of 27 q Consultant for cause by providing a thirty (30) day written notice to the Library. The Library shall have sixty (60) days after receiving notice of such failed compliances from Consultant to cure the default. Either party may terminate this Agreement for convenience with a thirty (30) day written notice. In the event that the Agreement is terminated, Consultant's recovery against the Library shall be limited to that portion of the Agreement Amount earned through the date of termination. The Consultant shall not be entitled to any other or further recovery against the Library, including, but not limited to, any damages or any anticipated profit on portions of the services not performed or materials not provided. 6. Security and Limitations of License: Library acknowledges and agrees that: (a) All Software and upgrades of Software (including its Documentation), which are provided to Library by Consultant, contain proprietary copyrighted, trade secret and/or confidential information of Consultant or its relevant third-party provider; (b) Library shall not decrypt, reverse engineer, reverse compile, modify, or create derivative works of the Software; (c) Library and its employees shall take all reasonable precautions to safeguard and hold all Software, including upgrades, additions and enhancements, in confidence, at least to the same extent that it protects its own most valuable confidential information; (d) If Library violates this License or does not pay the agreed upon licensing fees, Consultant will have all of the rights provided herein and available under law; (e) If any other communication, agreement or purchase order conflicts with, or may affect interpretation of, the understandings set forth herein, this License shall control as the singular expression of licensed rights. (f) Confidentiality of information contained in this agreement is subject to the requirements of the Florida Public Records Act, Chapter 119, Fla. Stat., and the Florida Sunshine Law, Chapter 286, Fla. Stat. Page 19 of 27 CA EXHIBIT E- PRODUCT SUPPORT AND MAINTENANCE AGREEMENT These Terms and Conditions of Product Support and Maintenance Agreement ("Agreement") are evergreen in nature and do not expire. Billing cycle for this Product Support and Maintenance Agreement will be on an annual basis beginning with the Go Live Date for each appropriate phase. I. Coverage. Bibliotheca will provide Library support and maintenance services on an annual basis subject to Bibliotheca's Equipment Lifecycle Policy Exhibit G and payment of the annual Product Support and Maintenance Fee Exhibit F, which are attached herein and incorporated by reference. The following services will be provided during the period covered as described below: i. With the exception of consumable supplies (e.g. print ribbons) and parts with specified limited usage life spans (e.g. printer heads), Bibliotheca will repair or replace hardware components unless such failure is caused by the Library, as determined by Bibliotheca in consultation with the Library. ii. Replacement parts, either new or refurbished, will be equal to or better than the parts being replaced. Replacement parts will be provided on an exchange basis. End of Support (EOS) for Hardware products is specified in the attached Exhibit G -Bibliotheca Maintenance and Equipment Lifecycle Policy. iii. In the event that the Library reports material bugs or defects in the Software, Bibliotheca shall use commercially reasonable efforts to correct or replace the Software or provide the services necessary to remedy any programming error attributable to Bibliotheca that significantly affects the functionality of the Software. iv. Bibliotheca shall provide points of contact for Library to report Product problems, failures, and defects and to request Product changes and enhancements. v. Bibliotheca shall provide the maintenance and support services through its 24/7 telephone and email support. Bibliotheca will initiate a responding contact with the Library within two (2) business hours from receipt of such report, either by phone or email. If the malfunctioning equipment is determined to be an 'On-Site Repair' component, Bibliotheca will contact the Library again within one (1) business day to arrange a technician's site visit. vi. Bibliotheca shall be responsible for shipping costs of products and components covered under this agreement. Page 20 of 27 vii. As a part of this agreement, Bibliotheca shall supply Library any and all updates, improvements, and modifications to the Licensed Programs that Bibliotheca makes available to its licensees at no charge. Such updates, improvements, and modifications shall be provided to the Library within the framework of periodic official releases. Software support will be provided for the previous releases for a minimum period of twelve (12) months following the general availability of such new releases. viii. Maintenance services to be provided by Bibliotheca under this Agreement do not include: i. Correction of errors arising from changes, alterations, additions, or modification by persons other than the employees or agents of Bibliotheca or caused by the operation of the Product other than in accordance with the operating specifications. ii. Correction of errors arising from the fault, neglect, misuse, or omission of the Library or its servants, agents, contractors, invitees, or any other person whether or not that person is under the control or direction of the Library. iii. Rectification of errors or defects caused by the incorrect or unauthorized use, modification, revision, variation or translation of the software by the Library or its servants, agents, contractors, or invitees. iv. Repair of damage arising from the failure or surge of electrical power, fusion, fire, air conditioning malfunction, damage caused in transportation, or any other environmental factor or cause other than a cause arising from normal use of the Product. v. Correction of errors caused by the use of computer programs not licensed by Bibliotheca for use by the Library. II. Termination. If either party defaults in the performance of any of its other obligations under this Agreement or the Software License Agreement, the parties may terminate this Agreement and such termination shall be in accordance with the terms of termination under the Software License Agreement. If termination occurs Bibliotheca will pro-rate any unused time on this agreement and issue a refund to the Library. III. Assignment of Warranties on Hardware Products. In addition to Bibliotheca's obligations under this Agreement, Bibliotheca hereby assigns to the Library all rights of Bibliotheca under any manufacturer's warranties applicable to Hardware Products purchased under this Agreement to the extent such assignment is permitted under such warranties. Such assignment will be effective upon payment Page 21 of 27 of the Total Purchase Price, for each appropriate phase, and all other charges invoiced for the shipment of the Products. Except as provided hereunder Bibliotheca shall have no obligation to provide additional maintenance support or other services for Hardware Products purchased under this Agreement. IV. Limitation on Services. Notwithstanding the above, in the event that Library or any third party enhances, modifies, alters, or otherwise makes any change to the Products without the prior express written consent of Bibliotheca, Bibliotheca shall have no obligation whatsoever to provide maintenance or support of such Products at any time after such enhancement, modification, alteration, or change. Notwithstanding anything herein to the contrary, Bibliotheca's obligation to provide maintenance and support for the Licensed Programs shall extend to the most recent version and the next most recent version of the Licensed Programs provided to Library, and the previous releases for a minimum period of twelve (12) months following the general availability of such new releases. V. Upgrades. With respect to hardware and any required third party software (e.g., anti-virus, ILS versions, OS changes, etc.), Library retains the responsibility for the costs of purchase and installation of said upgrades necessary to maintain the functionality of system. VI. Library Obligations. During the term of this Agreement: i. Library shall provide Bibliotheca with sufficient documentation, information, assistance, support, and test time on Library's computer system to duplicate any reported problems, certify that the problem is with the Products, and certify that the problem has been corrected. Bibliotheca will be provided with remote access to systems to aid the troubleshooting and repair process. ii. Library shall designate specific employees including, but not limited to: ILS Manager; Assistant Director; Library Automation Manager; Technical Support Professional; Technical Services Manager; Library Cataloger; Director; and Assistant Library Automation Manager who will be trained in all aspects of the products, including trouble shooting. These, and only these employees, may contact Bibliotheca for matters related to this Agreement. iii. Library shall perform problem definition activities and any remedial or corrective actions as described in the Licensed Programs customer manuals and other system documentation provided to Library by Bibliotheca prior to seeking assistance from Bibliotheca. Page 22 of 27 i� iv. Library is responsible for performing scheduled preventative maintenance as per product specifications. v. Library shall provide Bibliotheca's Maintenance personnel with proper and safe access to the equipment and software at all requisite times for the purpose of providing the maintenance services. vi. Library will provide Bibliotheca with at least thirty (30) days written notice of the Library's intention to move the equipment to a location other than the premises. Page 23 of 27 4511 EXHIBIT F— SUPPORT AND MAINTENANCE FEE SCHEDULE (following this page) Page 24 of 27 II EXHIBIT F- SUPPORT AND MAINTENANCE FEE SCHEDULE The pricing listed for all Phases of this Agreement is based on projected need for the support and maintenance of the equipment and software listed below. The County shall have the right to modify the type, quantity and distribution of equipment and/or licenses in order to best meet the project needs if business requirements change over the duration of the Agreement. Support and maintenance will be based on the actual number of units installed per Phase and pro-rated appropriately. If additional products are ordered outside of the Scope of Services or as needed, maintenance will be calculated at the same discount or better, as other products. Definition of "all inclusive" includes remote support, phone and email support, parts, labor and travel for maintenance. Consumables, e.g. additional tags, receipt paper, are not included. PHASE 1 Product QTY 1st Yr. 2nd Yr. 3rd Yr. 4th Yr. 5th Yr. RFID All Inclusive Software System 1 License for all branches Included $9,945.00 $10,442.25 $10,964.36 $11,512.58 Headquarters smartadmin licenses for reporting, configuration, and monitoring 6 Included $900.00 $900.00 $900.00 $900.00 smartserve 1000 self-checkout kiosks with payment(not incl. CC) 4 Included $5,215.07 $5,475.83 $5,749.62 $6,037.10 smartserve 400 self-checkout kiosk 1 Included $319.68 $335.66 $352.45 $370.07 smartstock 300 handheld checkout device 1 Included $121.28 $127.34 $133.71 $140.40 smartstation 200 staff stations 12 Included $667.20 $700.56 $735.59 $772.37 smartgate 400 dual aisle security gate 1 Included $575.36 $604.13 $634.33 $666.05 smartstock 200 handheld inventory units 3 Included $790.80 $830.34 $871.86 $ 915.45 PCI compliant credit card payment 4 Included $3,140.00 $3,140.00 $3,140.00 $3,140.00 Marco Island smartadmin licenses for reporting, configuration, and monitoring 5 Included $750.00 $750.00 $750.00 $750.00 smartserve 1000 self-checkout kiosks with payment(no CC) 1 Included $1,303.77 $1,368.96 $1,437.40 $1,509.27 smartserve 400 self-checkout kiosk 1 Included $319.68 $335.66 $352.45 $370.07 smartstation 200 staff stations 5 Included $278.00 $291.90 $306.50 $321.82 smartgate 400 single aisle security gate systems 2 Included $910.88 $956.42 $1,004.25 $1,054.46 smartgate 400 quad aisle security gate 1 Included $774.00 $812.70 $853.34 $896.00 PCI compliant credit card payment 1 Included $785.00 $785.00 $785.00 $785.00 YEARLY TOTALS: $26,795.72 $27,856.76 $28,970.84 $ 30,140.64 GRAND TOTAL DUE WITH 5 YEAR AGREEMENT DISCOUNT: $22,776.36 $23,678.24 $24,625.22 $25,619.54 PHASE 2 Naples Regional 10 Product QTY 1st Yr. 2nd Yr. 3rd Yr. 4th Yr. 5th Yr. smartadmin licenses for reporting, configuration, and monitoring 6 Included $900.00 $900.00 $900.00 $900.00 smartserve 1000 self-checkout kiosks with payment(no CC) 2 Included $2,607.54 $2,737.91 $2,874.81 $3,018.55 smartserve 1000-D self-checkout kiosk with payment(no CC) 1 Included $894.80 $939.54 $986.52 $1,035.84 smartserve 400 self-checkout kiosk 1 Included $319.68 $335.66 $352.45 $370.07 smartstation 200 staff stations 5 Included $278.00 $291.90 $306.50 $321.82 smartgate 400 quad aisle security gate systems 2 Included _ $1,548.00 $1,625.40 $1,706.67 $1,792.00 PCI compliant credit card payment 3 Included $2,355.00 $2,355.00 $2,355.00 $2,355.00 Golden Gate City smartadmin licenses for reporting, configuration,and monitoring 5 Included $750.00 $750.00 $750.00 $750.00 smartserve 1000 self-checkout kiosk with payment(no CC) 1 Included $1,303.77 $1,368.96 $1,437.40 $1,509.27 smartserve 400 self-checkout kiosk 1 Included $319.68 $335.66 $352.45 $370.07 smartstation 200 staff stations 5 Included $278.00 $291.90 $306.50 $321.82 smartgate 400 dual aisle security gate 1 Included $575.36 $604.13 $634.33 $666.05 smartgate 400 triple aisle security gate 1 Included $759.44 $797.41 $ 837.28 $879.15 PCI compliant credit card payment 1 Included $785.00 $785.00 $785.00 $785.00 Vanderbilt Beach smartadmin licenses for reporting, configuration,and monitoring 4 Included $600.00 $600.00 $600.00 $600.00 smartserve 1000 self-checkout kiosk with payment(no CC) 1 Included $1,303.77 $1,368.96 $1,437.40 $1,509.27 smartserve 1000-D self-checkout kiosk with payment(no CC) 1 Included $894.80 $939.54 $986.52 $1,035.84 smartstation 200 staff stations 5 Included $278.00 $291.90 $306.50 $321.82 smartgate 400 single aisle security gate systems 1 Included $455.44 $478.21 $502.12 $527.23 smartgate 400 dual aisle security gate 1 Included $575.36 $604.13 $634.33 $666.05 PCI compliant credit card payment 2 Included $1,570.00 $1,570.00 $1,570.00 $1,570.00 YEARLY TOTALS: $19,351.63 $19,971.21 $20,621.77 $21,304.86 GRAND TOTAL DUE WITH 5 YEAR AGREEMENT DISCOUNT: $16,448.89 $16,975.53 $17,528.51 $18,109.13 ,.y PHASE 3 South Regional Product QTY 1st Yr. 2nd Yr. 3rd Yr. 4th Yr. 5th Yr. smartadmin licenses for reporting, configuration, and monitoring 4 Included $ 600.00 $ 600.00 $ 600.00 $ 600.00 smartserve 1000 self-checkout kiosks with payment(no CC) 2 Included $ 2,607.54 $ 2,737.91 $ 2,874.81 $ 3,018.55 smartserve 400 self-checkout kiosk 1 Included $ 319.68 $ 335.66 $ 352.45 $ 370.07 smartstation 200 staff stations 5 Included $ 278.00 $ 291.90 $ 306.50 $ 321.82 smartgate 400 dual aisle security gate systems 2 Included $ 1,150.72 $ 1,208.26 $ 1,268.67 $ 1,332.10 PCI compliant credit card payment 2 Included $ 1,570.00 $ 1,570.00 $ 1,570.00 $ 1,570.00 East Naples smartadmin licenses for reporting, configuration,and monitoring 9 Included $ 1,350.00 $ 1,350.00 $1,350.00 $ 1,350.00 smartserve 1000 self-checkout kiosks with payment(no CC) 2 Included $ 2,607.54 $ 2,737.91 $ 2,874.81 $ 3,018.55 smartstation 200 staff stations 5 Included $ 278.00 $ 291.90 $ 306.50 $ 321.82 smartgate 400 dual aisle security gate systems 2 Included $ 1,150.72 $ 1,208.26 $ 1,268.67 $ 1,332.10 PCI compliant credit card payment 2 Included $ 1,570.00 $ 1,570.00 $ 1,570.00 $ 1,570.00 Estates smartadmin licenses for reporting, configuration, and monitoring 4 Included $ 600.00 $ 600.00 $ 600.00 $ 600.00 smartserve 1000 self-checkout kiosks with payment(no CC) 2 Included $ 2,607.54 $ 2,737.91 $ 2,874.81 $ 3,018.55 smartserve 400 self-checkout kiosk 1 Included $ 319.68 $ 335.66 $ 352.45 $ 370.07 smartstation 200 staff stations 5 Included $ 278.00 $ 291.90 $ 306.50 $ 321.82 smartgate 400 dual aisle security gate 1 Included $ 575.36 $ 604.13 $ 634.33 $ 666.05 PCI compliant credit card payment 2 Included $ 1,570.00 $ 1,570.00 $ 1,570.00 $ 1,570.00 Immokalee smartadmin licenses for reporting, configuration,and monitoring 3 Included $ 450.00 $ 450.00 $ 450.00 $ 450.00 smartserve 1000 self-checkout kiosk with payment(no CC) 1 Included $ 1,303.77 $ 1,368.96 $ 1,437.40 $ 1,509.27 smartstation 200 staff stations 5 Included $ 278.00 $ 291.90 $ 306.50 $ 321.82 smartgate 400 dual aisle security gate systems 2 Included $ 1,150.72 $ 1,208.26 $ 1,268.67 $ 1,332.10 PCI compliant credit card payment 1 Included $ 785.00 $ 785.00 $ 785.00 $ 785.00 YEARLY TOTALS: $23,400.26 $24,145.52 $24,928.04 $ 25,749.70 GRAND TOTAL DUE WITH 5 YEAR AGREEMENT DISCOUNT: $19,890.22 $20,523.69 $21,188.84 $ 21,887.24 ADDITIONAL PRODUCTS If additional products are ordered outside of the Scope of Services,maintenance will be calculated at the same discount or better as other products and as listed below: Sale Price/Ea. Maintenance Product prod. / Maintenance Price/Each Product 1st Yr. 2nd Yr. 3rd Yr. 4th Yr. 5th Yr. RFID All Inclusive Software System License $58,500.00 17% Included $9,945.00 $10,442.25 $10,964.36 $11,512.58 smartadminTM Software(Per Single Connected Device) $100.00 RENEWAL Included $150.00 $150.00 $ 150.00 $150.00 smartserve 1000- Coin/Bill (CC below) $16,297.10 8% Included $1,303.77 $1,368.96 $1,437.40 $1,509.27 smartserve 1000-D Countertop(CC below) $11,185.00 8% Included $894.80 $939.54 $986.52 $1,035.84 smartserve 400 $3,996.00 8% Included $319.68 $335.66 $352.45 $370.07 smartstockTM 300 Handheld Device with iPod $1,516.00 8% Included $121.28 $127.34 $133.71 $140.40 smartstationTM 200 Shielded Staff Station $695.00 8% Included $55.60 $58.38 $61.30 $64.36 smartgateTM 400 Single Aisle Security Gate (Hardware) $5,693.00 8% Included $455.44 $478.21 $502.12 $527.23 smartgateTM 400 Dual Aisle Security Gate (Hardware) $7,192.00 8% Included $575.36 $604.13 $634.33 $666.05 smartgateTM 400 Triple Aisle Security Gate (Hardware) $9,493.00 8% Included $759.44 $797.41 $837.28 $879.15 smartgate 400 Quad Aisle Security Gate (Hardware) $9,675.00 8% Included $774.00 $812.70 $853.34 $896.00 smartstockTM 200 All- in-One Inventory Reader $3,295.00 8% Included $263.60 $276.78 $290.62 $305.15 PCI Compliant Credit Card Payment $1,495.00 RENEWAL Included $785.00 $785.00 $785.00 $785.00 END OF EXHIBIT F- SUPPORT AND MAINTENANCE FEE SCHEDULE j EXHIBIT F-1 - EQUIPMENT WARRANTY Bibliotheca warrants that the equipment provided in conjunction with any Bibliotheca developed and supplied system(s) to be free from factory defects for a period of one (1) year from the date of installation and functional operation. This limited warranty does not extend to any Bibliotheca product which, in the sole judgment of Bibliotheca has been subjected to abuse, misuse, neglect, improper installation by the County, or accident, or any damage due to use or misuse produced from integration of the products into any mechanical, electrical, or computer system. Further, any abuse, misuse, neglect, improper installation by the County, accident, enhancement, modification, alteration or change made without Bibliotheca's written consent will invalidate Bibliotheca's Limited Product Warranty. In the event that it is determined the equipment failure is covered under this warranty, Bibliotheca shall, at its sole option, repair or replace the piece of equipment with functionally equivalent or better equipment and return such repaired or replaced equipment without charge for service or return freight. This limited warranty, except as to title is in lieu of all other warranties or guarantees, either express or implied, and specifically excludes, without limitation, warranties of merchantability and fitness for a particular purpose under the uniform commercial code, or arising out of custom or conduct. The rights and remedies provided herein are exclusive and in lieu of any other rights or remedies. In no event shall Bibliotheca be liable for any indirect or consequential damages, incidental damages, damages to person or property, or other damages or expenses due directly or indirectly to the purchased equipment, except as stated in this warranty and unless such damage is caused directly by Bibliotheca. Unless specifically contracted otherwise, Bibliotheca warranty service is provided under the terms and conditions of Bibliotheca's standard yearly Product Support and Maintenance Agreement with the exception of any reference to software updates. Page 25 of 27 EXHIBIT G - PRODUCT MAINTENANCE AND LIFESPAN POLICY The supplied self-service solution will be maintainable throughout the life of the equipment while it has a valid Product Support and Maintenance Agreement. By investing in a Product Support and Maintenance Agreement, all parts are replaced and/or repaired free of charge should they become defective during the life of the equipment. This excludes any consumables. The Bibliotheca recommends a practice of powering and shutting down Library systems on a daily basis to preserve the operating capabilities of the internal PCs and peripherals. The Bibliotheca's systems have been designed with quality components that minimize the risk of failure. The Bibliotheca suggests that the system is monitored to ensure that any staff actions, such as replacement of consumables or bin emptying, are carried out regularly as required. The Bibliotheca's recommended remote management solution, smartadminTM, provides Library staff with extensive capabilities in monitoring and managing aspects of the solution both on the library floor and remotely, as well as collecting detailed transactional information. For All Products but Security Gates Bibliotheca recommends that for planning purposes the expected lifespan of all hardware products (excluding security pedestals) is six (6) years. After this period, Support will continue to be made available on a contractual year by year basis if this is considered economically viable (based on availability/cost of major components at that time). Bibliotheca's intention is to meet the Library's ongoing requirements and all efforts will be made to affect repairs on said equipment, but results may be limited by availability of parts or inventory. In all cases and to ensure that the Library uses the latest available technology, Bibliotheca offers a convenient program that allows Library to upgrade their equipment to the current levels at a thirty five percent (35%) discount. Security Gates Bibliotheca recommends that the expected lifespan for Security Pedestals is eight (8) years. After this period, Support will continue to be made available on a contractual year by year basis if this is considered economically viable (based on availability/cost of major components at that time). Bibliotheca's intention is to meet the Library's ongoing requirements and all efforts will be made to affect repairs on said equipment, but results may be limited by availability of parts or inventory. In all cases and to ensure that the Library uses the latest available technology, Bibliotheca offers a convenient program that allows customers to upgrade their equipment to the current levels at a thirty five percent (35%) discount. Page 26 of 27 RFID Tags Bibliotheca guarantees its tags for the life of the items to which they are affixed. Should the Library find a tag that is inoperable, Bibliotheca will replace it, free of charge. Automated Materials Handling Bibliotheca recommends that the expected lifespan of the smartsortTM 100, smartsortTM 200, and smartsortTM 300 is ten (10) years; the smartsortTM 400 is set at eight (8) years. Bibliotheca's trade-in program allows Library to trade smaller sorters toward the purchase of larger ones at any time, with a yearly straight line depreciation of fifteen percent (15%). For example, if the Library spends twenty thousand dollars ($20,000) on a sorter and in three (3) years elects to trade up to a larger unit, it will receive eleven thousand dollars ($11,000) in credit toward that new purchase. Page 27 of 27 �"..440 BIBLI-1 OP ID: BE 4C RL CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 08/18/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Phone:706-291-4000 NAMEACT Brown&Brown Insurance Fax:706-291-9771 PHONE FAX 901 North Broad St,Suite 200 (A/C,No,Ext): (A/C,No): Rome,GA 30161 E-MAIL Rhett Butler,CPCU ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Travelers Prop Cas Co of Amer 25674 INSURED Bibliotheca, LLC INSURER B:The Travelers Indemnity Co 25658 3169 Holcomb BridgeRd#200&205 INSURER C:Phoenix Ins Co 25623 Norcross, GA 30071 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSR wVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY X ZLP-14R3818A-14-15 04/11/2014 04/11/2015 DAMAGES(RENTED 300,000 PREMISES(Ea occurrence) $ CLAIMS-MADE X OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 7 POLICY X JECOT LOC Emp Ben. $ 1M/3M AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 (Ea accident) $ C X ANY AUTO BA-8379X386-14-TEC 04/11/2014 04/11/2015 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS X NON-OWNED PROPERTY DAMAGE $ AUTOS (Per accident) X Hired Phy Damage $ X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 A EXCESS LIAB CLAIMS-MADE ZUP-14R4335A-14-15 04/11/2014 04/11/2015 AGGREGATE $ 5,000,000 DED X RETENTION$ 10,000 $ WORKERS COMPENSATION WC STATU- 0TH- AND EMPLOYERS'LIABILITY Y/N X TORY LIMITS °N - AND ANY PROPRIETOR/PARTNER/EXECUTIVE HKUB-8381X07-A-14 ' 04/11/2014 04/11/2015 E.L.EACH ACCIDENT $ 500,000 OFFICER/MEMBER EXCLUDED? n N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 500,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 500,000 A Professional ZPL-14R15884-14-15 04/11/2014 04/11/2015 2,000,000 Each Claim Liability 2,000,000 Aggregate DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space Is required) Collier County Board of Commissioners is an Additional Insured as respects General Liability Coverage per form CGD246(0805) as required by written contract. 30 day notice of cancellation per form ILT354 03 98 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Collier County Board of ACCORDANCE WITH THE POLICY PROVISIONS. Commissioners 3299 Tamiami Trail East AUTHORIZED REPRESENTATIVE Naples,FL 34112 7 2..pc4.'- ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD