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R10-002 " "'-..."'" I 1 RESOLUTION NO. RIO- OO~ 2 3 A RESOLUTION OF THE CITY COMMISSION OF THE 4 CITY OF BOYNTON BEACH, FLORIDA, APPROVING 5' AND AUTHORIZING THE MAYOR AND CITY CLERK TO I 6' EXECUTE THE COOPERATIVE AGREEMENT AMONG 7 COALA (COOPERATIVE AUTHORITY FOR LIBRARY 8 AUTOMATION) THE CITY OF BOYNTON BEACH, THE 9 TOWN OF LAKE PARK, THE VILLAGE OF PALM 10 SPRINGS, THE VILLAGE OF NORTH PALM BEACH AND 11 THE DELRAY BEACH PUBLIC LIBRARY ASSOCIATION, 12 INC., FOR THE OPERATION OF A SHARED LIBRARY 13 I AUTOMATION SYSTEM; AND PROVIDING AN 141 EFFECTIVE DATE. 15 16 WHEREAS, under the original COALA agreement which was approved by the City 17 i Commission in 1984, four libraries share a library automation system; and I 18 I WHEREAS, this updated Agreement will add the Village of North Palm Beach as a 191 member of COALA; and I I 201 WHEREAS, upon recommendation of staff, the City Commission has determined 21/ that it is in the best interests of the residents of the City to authorize the Mayor and City Clerk 22 to execute the Cooperative Agreement among the City of Boynton Beach, The Town Of Lake 23 Park, The Village Of Palm Springs, The Village Of North Palm Beach and The De1ray Beach I 241 Public Library Association, Inc., for the operation of a Shared Library Automation System. 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF II I 261 THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 27 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 28, being true and correct and are hereby made a specific part of this Resolution upon adoption I 291 hereof. I 301 Section 2. The City Commission of the City of Boynton Beach, Florida does 31 hereby approve and authorize the Mayor and City Clerk to execute the Cooperative 32 Agreement among the City of Boynton Beach, The Town Of Lake Park, The Village Of Palm j I I I " ,.,--,,, I 1 Springs, The Village Of North Palm Beach and The De1ray Beach Public Library 2 Association, Inc., for the operation of a Shared Library Automation System, a copy of which 3 is attached hereto and incorporated herein as Exhibit "A", 4 Section 3. This Resolution shall become effective immediately upon passage. S1h 5 PASSED AND ADOPTED this _ day of January, 2010. 6 7 CITY OF BOYNTON y.EACH, FLORIDA 8 '\ c=.-y- ,'1 9 ~;!!!;;AL 10 111 121 ~VI 13[ 14 151 161 Commissioner - Ronald Weiland 17 18 19 20 2111 221 23 241 ATTEST: 251 26 I 2711 I I 28 t M. Prainito, CMC 29 Clerk I 30 311 i 32! 33 34 35 I I I I I I I I I I RtO- OO~ COOPERATIVE AGREEMENT AMONG THE CITY OF BOYNTON BEACH, THE TOWN OF LAKE PARK, THE VILLAGE OF PALM SPRINGS, THE VILLAGE OF NORTH PALM BEACH, AND THE DELRA Y BEACH PUBLIC LIBRARY ASSOCIATION, INC. FOR THE OPERATION OF A SHARED LIBRARY AUTOMATION SYSTEM THIS COOPERATIVE AGREEMENT, is made and entered into this 51j, day of :J.~/ D :14.11Q'1 ~, by and between the TOWN OF LAKE PARK, VILLAGE OF PALM SPRINGS, VILLAGE OF NORTH PALM BEACH, the CITY OF BOYNTON BEACH, all Florida municipal corporations, and the DELRAY BEACH PUBLIC LIBRARY ASSOCIA TION, INC., a Florida corporation not for profit, all located in the County of Palm Beach, hereinafter referred to as "Participants." WIT N E SSE T H: WHEREAS, each of the Participants presently maintains a free public library; and WHEREAS, it is deemed mutually advantageous to enter into this Agreement for the express purpose of cooperating in the provision of an automated library service which shall benefit mutually and equally the residents of the cities involved. NOW, THEREFORE, in consideration of the mutual premises and covenants herein contained, the participants hereby agree as follows: Section 1. The Participants, in order to provide for the authority to enter into this contract, agree to and acknowledge the following: A. This Agreement constitutes a joint exercise of power shared in common which any Participant could exercise separately. B. The purpose of this Agreement is to provide for the establishment and operation of cooperative automated library services for the mutual advantage of the Participant's municipal residents. The name of the organization that is formed pursuant to this Agreement is the Cooperative Authority for Library Automation ("COALA"). C. The City of Boynton Beach will arrange for the purchase of the SIRSI Dynix Unicorn Software (the "Software"). The Participants will share in the costs associated with the purchase and maintenance of the Software, and the server on which the Software and associated information is maintained. Each Participant's share of the annual costs associated with the purchase and maintenance of the Software and server shall be as indicated in Exhibit" A", which is attached hereto and incorporated herein by reference. D. The Participants shall meet annually and at such other times as the Participants deem necessary in order to address any issues related to the use of the Software. E. Each Participant shall designate one representative who shall be the contact person with respect to the operation of the Software and the performance of the Participant's obligations pursuant to this Agreement. F. The Participants shall prepare and submit an operational manual for the use of the Software and server. The Participants may amend the operations manual upon the mutual written agreement of a majority of the Participants. G. It is the intent of this Contract that COALA's major function shall be the establishment of a centralized automated library control service; however, the Participants, subject to the approval of the governing bodies of all Participants, may amend this Agreement in order to provide for additional functions as it may deem in the best interests of the public. H. The annual budget for the performance of this Agreement shall be prepared by the Participants and submitted to their respective Chief Administrative Officers no later than May 1 sl of each year as part of each Participants' annual budget. Capital funding and the annual 2 operational budget shall be on the basis of proportional contributions for each Participant. The proportional contributions of each Participant shall be as provided in Exhibit "A" which is attached hereto and incorporated herein by reference. The annual budget shall be funded from available Federal, State and local funds that are available for the Participant's use, and shall be subject to annual budgeting and appropriation by the Participants' governing bodies. Any capital improvements required in association with the use of the Software shall be computed on the same fair share basis. I. The City of Boynton Beach shall keep an accurate accounting of the financial responsibilities of each Participant, and the Participant's compliance with the terms of this Agreement. The City of Boynton Beach shall provide an annual report to each Participant evidencing the expenditures associated with this Agreement, and each Participant's compliance with its financial obligations. J. All improvements, fixtures and moveable property to be constructed or installed at the site of the automated library services control center shall be purchased in the name of the City of Boynton Beach, for the use of all the Participants. Upon the termination of this Agreement, any such improvements, fixtures, and moveable property which can be severed without destroying all resale value shall be sold and the proceeds applied toward liabilities of each Participant, if any, or divided among all the Participants at the time of termination of this Agreement as provided in Paragraph K. K. Upon termination of this Agreement, all of the assets and liabilities associated with the performance of this Agreement shall be distributed to all of the Participants who remain a party to the Agreement at the time of termination, pro-rated on the basis of each Participant's investment. 3 L. Neither the Participants nor any of their respective employees shall be deemed to assume any liability for acts, omissions, or negligence of any other Participant's employees, and each shall hold the others harmless from and shall defend the others against any claims for damages resulting therefrom. All liability for injury to personnel and for loss or damage of equipment incurred in connection with this Agreement or in the performance of services or functions pursuant hereto shall be borne by the Participant employing such personnel or owning such equipment, and the Participants shall carry sufficient insurance to cover all such liabilities. This provision shall not constitute a waiver of sovereign immunity beyond the limits set forth in Section 768.28, Florida Statutes. M. Each Participant shall retain the right to terminate this Agreement at any time following one year's written notice to the other Participants, and after the effective date of such notice the Participant will be relieved of any further obligations under this Agreement, except that nothing herein shall be construed to impair the obligations of any other contract then in effect to which the Participant is a party. N. The Participants are independent entities and are not employees or agents of the other Participants. Nothing in the Agreement shall be interpreted to establish any relationship other than that of independent entities, between the Participants, their employees, agents, subcontractors, or assigns, during or after the term of the Agreement. O. Any other library may become a party to this Agreement, and a party to COALA upon such terms and conditions as are approved, in writing, by all the Participants, which terms and conditions shall be incorporated into this Agreement by amendment. P. All Participants shall allow pubic access to all documents and materials associated with this Agreement in accordance with Chapter 119, Florida Statutes. 4 Q. This Agreement states the entire understanding and agreement between the Participants and supersedes any and all written or oral representations, statements, negotiations, or agreements previously existing between the Participants with respect to the subject matter of this Agreement. R. If any legal action or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default or misrepresentation in connection with any provision of this Agreement, the successful or prevailing party shall be entitled to recover reasonable attorney's fees and costs incurred in that proceeding, including appellate fees and costs, in addition to any other relief to which such party may be entitled. Section 2. The term of this Agreement shall be perpetual, subject to the Participant's annual budgeting and appropriation, and shall take effect upon execution by all Participants to wit: TOWN OF LAKE PARK, VILLAGE OF PALM SPRINGS, VILLAGE OF NORTH PALM BEACH, the CITY OF BOYNTON BEACH, and the DELRA Y BEACH PUBLIC LIBRARY ASSOCIATION, INC. This Agreement may be deemed effective upon the concurrence of all Participants in the same manner as the adoption of this Agreement. The Agreement shall be terminated upon the adoption of an amendment to that effect by all Participants, or in the event that all but one of the Participants have terminated the Agreement. IN WITNESS WHEREOF, the parties hereto have caused these presents to be signed by the duly authorized officers on this _ day of ,2009. 5 Witness: CITY OF BOYNTON BEACH dCvYYt/ X4~~) \ ---- 14 - By: ,fJ:H't't Y,t" . --,/' ( 11ayor / ~ l~l ~ON~ Atte~t:~ffn. '~,& ity lerk APPROV" AS TO FORM: (SEAL) Witne/~ 1JL Of~ ~ ..0 '0 l, ;-,~ \l\:}, ~. \ t.J.l\+ ~ ... SEAL ~ Attest: y~~ ) ) ~ - FlOR\O'" t F PALM SPRIN ... W ~P.~ Witness: Attest: 6 Witness: DELRA Y BEACH PUBLIC LIBRARY cfUI 2~ AS~ON' INe . ~~ PRESIDENT ~~ fkfr-- Attest: H\1990\900182.BB\AGMT\AGREEMENTS 2009\COALA Agmt (12-1-09).doc 7 EXHIBIT A The Participants' fair share contributions to the Authority's Annual Budget shall be as follows: FISCAL YEAR 2009 - 2010 Boynton Beach 33% Delray Beach 33% Lake Park 17% Palm Springs 17% North Palm Beach $27,730.88 FISCAL YEAR 2010 - 2011 and all subsequent Fiscal Years Boynton Beach 29% Delray Beach 29% Lake Park 14% Palm Springs 14% North Palm Beach 14% 8 The Ci ton Beach ~.. ,-~.._- r.- /.~. \, " .1 ~ : \ r: 0: ~,...../~~j '-""'^" --""<~:/' ~.."'<, ~':;-; . '; City Clerk's Office 100 E BOYNTON BEACH BLVD BOYNTON BEACH FL 33435 (561) 742-6060 FAX: (561) 742-6090 e-mail: prainitoj@ci.boynton-beach.f1.us www.boynton-beach.org MEMORANDUM T(): Craig Clark Library Director FR()M: Janet M. Prainito, CMC City Clerk DATE: January 13, 2010 SUBJECT: Ri0-002 Cooperative Agreement for the Operation of a Shared Library Automation System Attached for your handling are six agreements and a copy of the Resolution mentioned above. ()nce the documents has been executed, please return one original to the City Clerk's ()ffice for Central Files. Thank you. ~ Y,). ~ Attachments (7) (6 Agreements & 1 Resolution) C: Central File S:\CC\WP\AFTER COMMISSION\Departmental Transmittals\2010\Craig Clark RIO-002.doc America's Gateway to the Gulfstream