2003-001-Approving Contract Amendment Between The Town Of Los Gatos And Epixtech Inc For Library Information’s System MaintenanceRESOLUTION 2003 - 0Ol
RESOLUTION OF'THE TOWN COUNCIL
OF THE TOWN OF LOS GATOS
APPROVING CONTRACT AMENDMENT BETWEEN
THE TOWN OF LOS GA'TOS AND EPIXTECH, INC.
FOR LIBRARY INFORMATION SYSTEM MAINTENANCE
WHEREAS,
A. On September 1, 1997, Los Gatos Public Library purchased maintenance
service for its integrated computer system from Ameritech Library Services, Inc. (now
epixtech, .inc.). During the first years of the contract, fees were under $25,000, and thus
fell under the Town Manager's purchasing authority.
B. Annual fees have increased, reflecting the fact that the equipment is
now older and out of warranty. Additionally, the Library now owns more equipment
than in the past.
C. For the fiscal year 2002 - 2003, the maintenance fee is in the amount
of $.37,328.43, and is brought to the Council pursuant to the Town Code section
2.50.130(a) and the Town purchasing procedures.
D. The 2002 - 2003 maintenance fee was budgeted in the Library's
Circulation Program budget under account 8550 - 61503. Sufficient funds are available
to fund this agreement.
.RESOLVED,
1. Council hereby .approves the Fifth Amendment to the Library's
integrated computer system maintenance contract, and authorizes the Town Manager
to execute the contract between the Town and e~ixtech, inc.
1
PASSED AND ADOPTED at a regular meeting of the Town Council of the
Town of Los Gatos, California, held on the 6"' day of January, 2003 by the following
vote:
COUNCIL MEMBERS:
AYES: Steve Glickman, Diane McNutt, Joe Pirzynski, Mike Wasserman
Mayor Sandy Decker.
NAYS: None
ABSENT: None
,,.
ABSTAIN: None
~,
SIGNS ; !~ ~lL -lC ~llC L_-----
MAYO OF THE TOWN OF LOS GATOS
LOS ATOS, CALIFORNIA
ATTEST:
CLERK OF T~IIE TOWN OF LOS GATOS
LOS GA%OS, CALIFORNIA
2
FIFTH AMENDMENT TO MAINTENANCE AGREEMENT
This Fifth Amendment to Maintenance Agreement (hereinafter "Fifth Amendment") is :hereby entered
into as of the _day of , 2003 (hereinafter referred to as the "Effective Date") by and between
epixtech, inc., aUtah corporation (hereinafter "epixtech") having its offices at 400 West 5050 North, Provo,
iJtah 84604, USA, and Los Gatos Public Library (hereinafter the "Library") having its offices at 110 East Main
Street, Los Gatos, CA :95030. Each of epixtech and Library is sometimes referred to hereinafter as a "Party",
and epixtech and Library are sometimes collectively referred to.hereinafter as the "Parties".
RECITALS
WHEREAS epixtech and Library previously entered into a Maintenance Agreement dated September O 1, 1997.
(hereinafter "Maintenance Agreement") whereby epixtech agreed to :provide certain maintenance services for
Library's automated library system; and
WHEREAS epixtech and Library are .now desirous of amending certain of the terms of the Maintenance
Agreement;
WHEREAS, the Maintenance Agreement was amended on December 1:5, 1998, Apr15, 2000, December 28,
2000 and June 07, 2002,'copies of which are attached hereto; and
NOW THEREFORE in consideration of the mutual terms and conditions in said Maintenance Agreement
epixtech and Library agree as follows:
1. The term ofthe Maintenance Agreement is hereby extended until August 31, 2003.
2. The Pre-invoicing Exhibit Detail attachments originally provided in the Maintenance Agreement are
hereby replaced in their entirety with thePre-Invoicing Exhibit Detail exhibits attached hereto.
3. The fees and charges to be paid by Library for the maintenance services to be .provided during said
extension are $37,328:36.
4. Said fees .are due and payable upon execution of this Amendment.
IN WITNESS WI-~REOF, the :undersigned have executed this First Amendment effective as of the date first
stated above.
ep' ech, .inc.
r
ignature
By: Barbara Caradine
Its: Customer Relations Coordinator
Date: /~~// ~0~,
ATTEST:
Clerk of the Town of Los Gatos, Los Gatos, California
Marian V. Cosgrove, Town Clerk
Town of Los Gatos, by:
Debra J. Figone, Town Manager
Recommend. by: _
-L'. ifDL
Peggy C_ a ,Library Director
.Approved as to Form:
Orry P, Korb, Town Attorney
Page 1 of a
~ ( OFFICE OF THE TOWN CLERK
. ~ AGR ~~ ~ d~ `~
FOURTH AMENDMENT TO'MAINTENANCE AGREEMEIY~H __
This Fourth Amend ent to Maintenance Agreement (hereinafter "Fourth Amenu~~•"` '° "~ "~ p^te~e~
into as of the day of , 2002 {hereinafter referred to as the "Effectiv~~te") by and between
epixtech, inc., a Utah corpo ion (hereinafter "epixtech") having its offices at 400 West 5050 Nort , ' ovo,
84604., USA, and Los Gatos Public Library (hereinafter "Library") having its offices at 1~~` "~ ~ cr,~par t ~~
Gatos, CA 95030. Each of epixtech and Library are sometimes collectively referred to hereinafter as the "Parties."
RECITALS
WHEREAS, epixtech and Library previously entered into a Maintenance Agreement dated September 01, .1997
(hereinafter"Maintenance Agreement"), a copy of which is attached hereto, whereby epixtech agreed to provide
certain maintenance services for Library's automated library system; and.
WHEREAS, the Maintenance Agreement was amended on December 15, 1998, April 5, 2000 and December 28,
.2000., copies of which are attached hereto; and
WHEREAS, epixtech and Library are now desirous of amending certain of the terms and conditions of the
Maintenance Agreement;
NOW, THEREFORE, in consideration of the mutual terms and conditions in said Maintenance Agreement, epixtech
and Library agree as follows:
1. The term of the Maintenance Agreement is.hereby extended until August.31, 2002.
2. The Pre-invoicing Exhibit Detail attachments originally provided in the .Maintenance Agreement are; hereby
replaced in their entirety with the Pre-Invoicing Exhibit Detail exhibits attachedhereto.
r
3. The fees and charges to be paid by Library for the maintenance services to be provided during said
extension are $1S,SS3.06.
Said'fees are due and. payable :upon execution of this Agreement.
IN WI'ITiESS WHEREOF, the undersigned have executed this Fourth Amendment effective as of the :date first
stated above.
epix h, inc. /~~ C~2~ To Los Gatos, by:
-i~-'rt.-i,ct~ ~~ v l -~J ~11.e
Signature Debra J. Fi ne, T wn Manager
By: Barbara M. Caradine
Its: Customer. elatio Coordinator
Date: ~ o~ C ~ '~~
Recommended by:
Peggy C a , .Library Director '
ATTEST: Approve to Form:
Clerk fthe Ton of Gatos, :Los Gatos, California ~ 1/
~1.~
~" Orry P ,Town Attorney
Mari V. s ov ,'T'own Clerk
SOFTWARE, HARDWARE & PERIPHERAL
PREFERRED MAINTENANCE AGREEMENT .BETWEEN
AMERITECII LIBRARY' SERVICES
LOS GATOS .PUBLIC LIBRARY
Return to: Janet Broderick
400 Dynix Drive
.Provo, UT 84604-56.50
- TABLE OF CO:N'TENTS
Section
I. Provisions for Maintenance Services ......................................................................2
II. Terms .......................................................................................................................2
III. Subcontractors ........... .............................................................................................. 2
IV. .Diagnosis of Problems ............................................................................................. 2
V. Maintenance Responsibilities .................................................................................. 3
VI. Conditions of AMERITECH's Obligation .............................................................. 5
VII. Obligations of THE LIBRARY ............................................................................... 6
VIII. Nondiscrirnnation ............. ...................................................................................... 6
IX. Charges and Payments ....................................................................._.......................7
X. Termination ............................................................................................................. 8
Exhibits
A Software Maintenance Rates
B Hardware Maintenance Rates
G Schedule 1
C. Schedule 1 - fi0/40 Maintenance Rates
E. Price Summary
Software, Hardware & Peripheral Maintenance Agreement
September 1, 1997
MAINTENANCE AGREEMENT
This Agreement is .made and entered into this l st day of June, by and between AMERITECH
LIBRARY SERVICES (hereinafter referred to as "AMERITECH"), a Utah corporation having
its offices at 400 Dynx Drive, P.O. Box 19010., Provo, UT 84b04-9010, .and .Los Gatos Public
Library (hereinafter referred to as "THE LIBRARY"), having its offices at 110 E. Main Street,
Los Gatos, CA. USA 95032. The term "AMERITECH" shall refer to the company, its agents, and
its sub-contractors.
I. PROVISIONS FOR MAINTENANCE SERVICES
ANIERITECH agrees to furnish as specified herein services to maintain the .Software, CPU
Hardware, and Peripheral Devices described below as the "System" and THE LIBRARY hereby
purchases maintenance service .for the System upon the terms and conditions set forth herein. .
II. TERMS
This Maintenance Agreement shall commence on the 1st day of September, 1997, .and
shall continue .for a period of one {1) year. Upon agreement by both AMERITECH and THE
LIBRARY, this Maintenance Agreement .may be renewed annually by THE LIBRARY paying the
appropriate fees.
.III. SUBCONTRACTORS
AMERITECH hereby accepts .full responsibility .for the obligations outlined by this
Agreement. THE LIBRARY agrees that AMERITECH may sub-contract some or all of the
performance of its duties provided for herein, provided that THE LIBRARY approves of the sub-
contractor. Nothing in this paragraph shall be interpreted as authorizing the assignment of this
Maintenance Agreement by AMERITECH.
iV. DIAGNOSIS OF PROBLEMS
AMERITECH shall maintain technical personnel stationed at its Utah facility for purposes
of providing a telephone customer service to report problems and discuss questions about
operations. For diagnosis ofproblems, AMBRITECH support personnel shall be able to dial THE
LIBRARY'S CPU directly.
2
Software, Hardware & Peripheral Maintenance Agreement
September 1, 1997
(b) IN NO EVENT .SHALL AMERITECH BE LIABLE FOR LOSS OF
PROFIT, LOSS` OF GOOD WILL OR ANY SPECIAL OR CONSEQUENTIAL DAMAGES
SUFFERED BY LICENSEE OR ANY OTHER PERSON, FIRM OR ENTITY AS A RESULT
OF ANY ACT OR FAILURE TO ACT ON THE PART OF AMERITECH IRRESPECTIVE OR
WHETHER SUCH LOSS OF PROFIT, LOSS OF GOOD WILL OR OTHER SPECIAL OR
CONSEQUENTIAL DAMAGES WAS DISCLOSED TO AMERITECH OR COULD HAVE
BEEN REASONABLY FORESEEN BY AMERITECH.
$. THE LIBRARY may request that AMERITECH perform standard services
such as maintenance or installations of new Software released during times outside those identified
in paragraph four (4) above. THE LIBRARY will be billed at the then published rate .for the time
required to performs such services.
B. Maintenance on CPU Hardware
1. Items included .are detailed in Exhibit B of the Agreement.
2. Unscheduled on-site remedial maintenance shall be performed after
notification that equipment is inoperative or malfunctioning. AMBRITECH shall provide THE
LIBRARY with a designated point of contact :and shall make arrangements to enable maintenance
personnel to receive such notification.
3. Hours of remedial maintenance are detailed in Exhibit B .Schedule 1. THE
LIBRARY may change- or extend the hours of maintenance coverage upon written agreement by
AMERITECH with payment of the then current charges by THE LIBRARY.
4. .All parts necessary for unscheduled on-site remedial maintenance shall be
furnished at no additional charge to THE LIBRARY, on an exchange basis. Only new parts or
refurbished :like new parts shall be used.
C. Maintenance of Peripheral Devices
1. Products covered by the :Peripheral Maintenance portion df this Agreement
art listed in Exhibit C.
2. Maintenance for terminals or :peripherals may be terminated by either party
on the .anniversary of the contract. Maintenance may .continue for all items originally covered or
either party may discontinue :maintenance for specific pieces of equipment.
3. Equipment which has been abused or used contrary to the manufacturer's
specifications is not covered by the maintenance .contract .and the full cost of repairs will be borne
by THE LIBRARY.
a
Software, Hardware & Peripheral Maintenance Agreement
September 1, 1997
VII. OBLIGATIONS OF THE LIBRARY
A. THE LIBRARY shall be responsible for maintaining a sufficient staff to handle
normal day-to-day operation and support for the System, including but not .limited to such tasks as
back-ups and report .handling. It is acknowledged and understood that the maintenance and support
service to be provided by AMERITECH hereunder is not intended to supplant THE LIBRARY's
clay-to-.day operation and support for the System.
B. THE .LIBRARY shall provide AMERITECH full and free access to each item of
Equipment to allow AMERITECH to provide maintenance service thereon and a suitable place in
which to ,perform such service shall be made available to AMBRITECH. THE LIBRARY shall
provide AMERITECH all access to the .System which AMERITECH believes necessary or
desirable for the performance of any unscheduled on-site remedial maintenance services. A
designated representative of THE LIBRARY shall be in the building whenever AMERITECH
personnel are present.
C. THE LIBRARY shall provide suitable .environmental conditions, including space,
heat, light, ventilation, cooling, electrical power, current and grounding, overvoltage protection and
the like for the System to be maintained properly hereunder.
D. THE LIBRARY shall notify' AMERITECH :immediately following discovery of any
error, defect or nonconformity in the License Software and THE LIBRARY shall not perform, nor
attempt to perform, or cause to be performed, maintenance or repair to the Licensed Software
covered hereunder during the term of this Maintenance Agreement except with the prior written or
oral approval of AMERITECH.
E. THE LIBRARY shall be responsible for maintaining (1) a telephone within
operational reach of the central equipment, (2) an auto-answer, 2400/9600/14.4K baud :modem
attached to a port for the exclusive use of AMERITECH, and (3) an "outside" phone line for the
modem to be used in dial-up diagnostics and maintenance. The cost of procuring and maintaining
this line in good operating condition shall be borne by THE LIBRARY.
VIII. ,NONDISCRIMINATION
Neither AMERITECH, nor any officer,. agent, employee, servant or subcontractor of
AIvIERITECH shall discriminate in the treatment or employment of an individual or ,groups of
individuals on the ground of race, color, religion, national origin, age, sex or physical disability
unrelated to job performance, .either directly, indirectly or through contractual or other
arrangements.
6
Software, Hardware & Peripheral Maintenance Agreement
September 1, 1997
X. TERi~1INATION
A. :Termination of Purchases .and Software License Agreement If the Purchase or
Software License Agreements are breached by THE LIBRARY or terminated for any reason,
AMERITECH shall have the :right to terminate this Agreement. without prejudice.
B. Default. Each party has a right to terminate this Agreement in the event of default
which is incapable, of cure or which, being capable of cure, has not been cured within thirty (30)
days after receipt of notice of such default.
C. Rights and Obli,ations on Termination In the event this Agreement is terminated, each
parry shall return to the other all data, materials, and other properties of the other party
then in its possession or control.
XI. INDEMNIFICATION
AMERITECH will assume the defense of, .and indemnify and save harmless, THE LIBRARY, .its.
officers and employees from and :against all damages and liability resulting directly from
negligence or willful misconduct of AMERITECH in the performance of this Agreement.
AMERITECH's and its suppliers' lability on any claims for damages, losses or expenses arising
out of this Agreement will be limited to direct damages and will not exceed the system purchase, or
for personal injury and damage to tangible personal property claims;
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, NEITHER
AMERITECH, ITS AFFILIATES, SUBSIDIARIES, PARENT CORPORATION, ANY OF ITS
PARENT CORPORATION'S AFFILIATES OR SUBSIDIARIES, INCLUDING THEIR
OFFICERS, DIRECTORS, EMPLOYEES. OR AGENTS NOR AMERITECH SUPPLIERS,
INCLUDING THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS NOR THEIR
SUBSIDIARIES, SHALL BE LIABLE TO OR THROUGH THE LIBRARY FOR .ANY
INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT
LIMITED TO LOST .PROFITS., LOST .REVENUE. OR FAILURE TO REALIZE EXPECTED
SAVINGS) SUSTAINED OR INCURRED IN CONNECTION WITH THE PERFORMANCE
OR NONPERFORMANCE OF WORK. -UNDER THIS AGREEMENT AND A1V`Y
AMENDMENTS THERETO, OR THE PROVISION, US:E OR OPERATION OF THE SYSTEM
OR SERVICES PROVIDED OR SOLD HEREUNDER, REGARDLESS OF THE FORlvI OF
ACTION AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE;
THIS SECTION SHALL SURVIVE FAILURE OF AN.Y .EXCLUSIVE REMEDY.
s
Software, Hardware & Peripheral Maintenance Agreement
September 1, 1997
endorsemeil~ are to be received and :approved (4. THE LIBRARY before work
commences.
iv. Not:~pplicable to AMERITECH.
B, General Liability:
i. The Town, its officers, officials, emp oyees and volunteers are to be .covered as insured
as respects: liability arising out of activities performed by or on behalf of the
AMERITECH; products and completed operations of AMERITECH, premises owned
or used by the Consultant.
ii. AIVIERITECH's insurance coverage shall be primary .insurance :except to the extent that
any claims, .losses, are caused. by the negligence of THE LIBRARY or any other
additional insured, as respects the Town, its officers, officials, .employees and
volunteers. Any .insurance or self-insurances maintained by the Town, its officers,
officials, employees or volunteers shall be excess of AMERITECH's .insurance and
shall not contribute with it.
iii. Any failure to comply with reporting provisions of the policies shall not affect coverage
provided to the Town, its officers, officials, employees or volunteers.
iv. AMERITECH's insurance shall apply separately to each insured against whom a claim
is made or suit is brought, except with respect to the limits of the insurer's liability.
C. All Coverages: Each insurance policy required in this item shall be endorsed to state that
coverage. shall .not be suspended, voided, canceled, reduced in coverage or in limits except after
thirty (30) days' prior written notice by certified mail, return receipt. requested, has been given
to the Town. Current certification of such insurance shall be kept on file at all times during the
term of this Agreement with the Town Clerk.
D. In .addition to these policies,. AMERITECH shall have and maintain Worker's Compensation
insurance as required by California law and shall provide evidence of such policy to the Town
before beginning services under this Agreement. Further, AMERITECH shall ensure that all
subcontractors employed by AMERITECH provide the required Workers' Compensation
insurance .for their respective employees.
[o
So#tware, Hardware & Peripheral Maintenance Agreement
September 1, 1997
~ '
MAINTENANCE AGREEMENT AMENDMENT
;1I{1i
Thi Amendment to the Maintenance Agreement is made .and entered into this ~ day of
C~~r.~ 1998, by and between Ameritech Library, Inc. (hereinafter referred to as "AMERI'I'ECH"),
having its o$ices.at 400 W. Dynix Drive, Provo, Utah 84604, and the Los Gatos Public Library (hereinafter referred
to as "THE LIBRARY"), having its offices at 110 East Main Street, Los Gatos, California 95032. The .term
"'AMERITECH" shall also refer to the company, its agents, and its sub-contractors.
WI-IEREAS, the parties entered into a Maintenance Agreement (hereinafter referred to as "Agreement") dated
.September 1,1997; and
WHEREAS, the parties desire the amend the Agreement to renew the maintenance coverage from 'September
1, 1998 through August 31, 1999,
NOW, THEREFORE, in .consideration of the mutual promises and covenants set forth herein, the parties
agree as follows:
The parties agree that this Amendment supplements and, to the extent set forth, amends the terms and
conditions of the Agreement. This Amendment is governed by all of the provisions of the Agreement, except
in those cases where this Amendment directly alters or augments the provisions of the Agreement. In the
event of any conflict between the terms of this Amendment and the Agreement, this Amendment shall control.
All other terms and conditions of the Agreements shall remain in effect.
In accordance with Section II of the Agreement, THE LIBRARY agrees to pay AMERITECH the .current
maintenance fees and upon receipt of said fees, AMERITECH and THE LIBRARY agree to renew the
Agreement from September 1, 1998 through August 31, 1999.
The parties hereto agree to the terms and conditions set forth above.
AMERITECH LIBRARY SERVICES, INC. .LOS GATOS PUBLIC LIBRARY
~~~ ~ ~ , ~
Name Name
li. ~, ~~: ~ =,
Title
.APPROVED AS TO FORM:
~j. ~~~
0 KORB, TOWN ATTORNEY
DAVID KNAPP, TOWN MANAGER
Title
ATTEST:
y .~
MA GROVE, TOWN CL R~ ~" .
/ , ~.
AGR: 00.045
MAINTENANCE AGREEMENT AMENDMENT
This Amendment to the Maintenance Agreement is made and entered into this ~ day of
2000, by and between epixtech, inc. (formerly Ameritech Library Services, Inc.)
.(herein fter referred to as "epirtech"), having its ofl5ces at 400 W. SOSONorth, Provo, Utah 84604, and the Los Gatos
Public Library (hereinafter referred to as "THE LIBRARY"), having its offices at 1 IO East Main Street,
Los Gatos, California 9502. The term "epLrtech"shall also refer to the company, its agents, and its
sub-contractors.
WHEREAS, the parties entered into a Maintenance Agreement (hereinafter referred to as "Agreement") dated
September 1, 1997; and
WHEREAS, the .parties desire the .amend the Agreement to renew the maintenance coverage from September
l•, 1999 through'August 3'1, 2000,
NOW., THEREFORE, in consideration ofthe mutual promises and covenants set forth herein, the parties agree
as follows:
The parties agree that this Amendment supplements and, to the extent set forth, amends the terms and
conditions of the Agreement. This Amendment is governed by all of the provisions of the Agreement, except
in those cases where this Amendment directly alters or augments the provisions of the Agreement. In the
event of any conflict between the terms of this .Amendment and the Agreement, this Amendment shall control.
All other terms and conditions of the Agreements shall remain in effect.
In accordance with .Section II of the Agreement, THE LIBRARY agrees to pay epixtech the current
maintenance fees and upon receipt of said fees, epixtech and THE LIBRARY agree to renew the
Agreement from September 1, 1999 through August 31, 2000..
The parties hereto agree to the teensand conditions set forth above.
epixtech, inc.
LOS GATOS PUBLIC L($RARY
N me /~,` I'
Titl~-
---~ w /
Name
I o~t.~f~ Y W ~v-
Title
ATTEST:
~. ~ ''~
~ ~t ~ n '
MARIA C S~Gi~OII~ TGw`~I CLER
~~ _ , K
(~ ~
~-~' r~t~~~% i~~" THE TOWN CLERK
Maintenance Agreement Amendment ~~`~~`' ~~ ~ '.~,
~'C ~
`-•-----~ ~.~1
This Ame ment to the Maintenance Agreement is made and entered into this-.r
day of ~ .2000, by and between epixtech, inc. (formerl Ameritec
Y h Library
.Services, Inc,) .(hereinafter reffered to as "epixtech"), having .it's offices at 400 West 5050
North, Provo, Utah 84604, and The Los Gatos Public Library (hereinafter referred to as
"THE LIBRARY"), .having. it's offces at 110 East Main Street, Los Gatos, California 95032.
The term "epixtech'" shall also refer to the company, :it's agents, and it's sub-contractors.
WHERAS, the parties entered into a Maintenance Agreement (hereinafter refered to as
"Agreement") dated September 01,.1997; and
WHEREAS, the parties desire to amend the Agreement to renew the maintenance coverage
from September Ol, 2000 through August 31, 2001.
NOW THEREFORE, in consideration of the mutual promises and covenants set forth
herein, the parties agree as follows:
The parties agree that this Amendment supplements and, to the extent set forth, amends the.
terms and conditions of the Agreement. This Agreement is governed by all of the provisions
of the Agreement, except in those cases where this Amendment directly alters or augments
the provisions of the Agreement. In the event of any conflict between the terms of this
Agreement and the Agreement, this amendment shall .control. All other terms .and
conditions of the Agreements shall remain in .effect.
In :accordance with Section II of the .Agreement, THE LIBRARY agrees to pay epixtech the
current .maintenance fees and' upon receipt of said fees ,epixtech and THE LIBRARY agree
to renew the Agreement from September O1, 2000 through August 31, 2001.
The parties hereto agree to the terms .and conditions set forth. above
LOS GATOS PUBLIC LIBRARY/
TOWN OF LOS GATOS
Name
Debra J. Fiaone, Town Manager
Title
ATTE T:
'~~ ~~
Ma n' V~ o grove, Town C~er '
epixtech, inc
~7 t~l~f t`~,~ :iii .
~~~~~~
r _. _• _ a , _ ...~.~..
FIFTH AMENDMENT TO MAINTENANCE AGREEMEN~ ''' ~- ~~-~G,~~~
Tlus Fifth Amendment to Maintenance Agreement (herenia$er "Fifth Ame . ent") is ere y ~-~~.,~,
uito as of the ~ day of,~~NuA~1:.~2003 (hereinafter referred to as the "Effective Date'' '~:°be~c ;~~
epixtech, .inc., a Utah corporation (hereinafter "epixtech") having its offices at 400e~f ~05Q North, Provo, ~'
Utah 84604, USA, and Los Gatos Public Library (hereinafter the ""Library") having its offices at 11 ~s°' a~.,~5,,,~ °~
Street, Los Gatos, CA 95030. Each of epixtech and Library is sometimes refereed to hereinafter as a "Party"
and epixtech and Library are sometimes collectively refereed to hereinafter as the "Parties".
RECITALS
WFIEREAS epixtech and Library previously entered into a Maintenance Agreement dated September OI, 1997
(hereinafter "Maintenance Agreement") whereby epixtech agreed to provide certain maintenance services for
Library's automated library system; .and
WHEREAS epixtech and Library are now desirous of amending certain of the terms of the Maintenance
Agreement;
WHEREAS, the Maintenance Agreement was amended on December 15, 1998, April $, 2000, December 28,
2000 and June 07, 2002, copies of which are attached hereto; and
NOW TI-IEREFORE inconsideration of the mutual terms and conditions in said Maintenance Agreement
epixtech and Library agree as follows:
1. The team of the Maintenance Agreement is .hereby extended until August 31, 2003.
2. The Pre-invoicing Exhibit Detail attachments originally provided in the Maintenance Agreement are
hereby replaced in their entirety with the Pre-hlvoicing Exhibit Detail exhibits attached hereto.
3. The fees and charges to be paid by Library for the maintenance services to be provided during said
extension are $37,328.36.
4. Saidfees are due and payable upon execution of this Amendment.
IN WITNESS WHEREOF, the undersigned have executed this First Amendment effective as of the date first
stated above.
ep' eech, zinc. /~J,I
I ~it,Y.LI'.rY'~~c~..~.._.- t..:.-t1k~C~t~ci~-G~~a~
~~.'ignature
~~T f Los Gatos, by:
Debra J. F e, own Manager
By: Barbara Caraduie
Its: Customer Relations Coordinator
Date: f~1_ ~// ./4~.
ATTEST:
Clerk of the T ~ o os Gatos, Los G s, lifornia
>~
~~-
Marian V. sg ve Town Clerk ~ jl~-- J~
Recommend by:
Peggy C. a ,Library Director
Approved as to Form:
~:' orb, Town Attorney
Page 1 of a