HomeMy WebLinkAboutStaff Report 7739
City of Palo Alto (ID # 7739)
City Council Staff Report
Report Type: Consent Calendar Meeting Date: 5/1/2017
City of Palo Alto Page 1
Summary Title: Approval of a Contract for Library Virtual Branch Platform
Title: Approval of a Contract with BiblioCommons Incorporated for
BiblioCommons Service Platform for the Palo Alto City Library for a First Year
Cost Not-to-Exceed $173,220, and Full Contract to Last not More Than Three
Years (2017-2020) for a Total Amount Not-to-Exceed $323,764 and Approve a
Budget Amendment in the Technology Fund
From: City Manager
Lead Department: Library
Recommendation
Staff recommends that the City Council:
1. Approve and authorize the City Manager to execute a contract with BiblioCommons
Incorporated in the amount of $144,350 for a 1-year subscription to BiblioCommons software
platform, with a 2-year option to renew the contract upon the City’s service satisfaction, for a
total not exceeding $323,764; and
2. Approve a 20 percent contingency of $28,870 in addition to the contract amount for the first
year; and
3. Amend the Fiscal Year 2017 Budget Appropriation Ordinance for the Technology Fund by:
a. Decreasing the Budget for the Virtual Library Branch Project (TE-14002) by $159,791
and close the Virtual Library Branch Project (TE-14002); and
b. Decreasing the Budget for the Library RFID Implementation Project (TE-06001) by
$212,122; and
c. Increasing the budget for Information Technology Department appropriation by
$323,764; and
d. Increasing the Technology Reserve by $48,149.
Executive Summary
This project will purchase and implement a state-of-the-art software service as a platform for
the Palo Alto City Library’s (PACL) Virtual Branch (CIP TE-14002). The platform is not only a
significant upgrade to the current resource and content discovery tool, but also introduces
technology tools to engage the community with the Library. The Virtual Branch was created
from the community’s need for a digital environment, accessible from anywhere, for City
residents to explore library resources. This solution makes collections, customer services,
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programs, and community more broadly available using current technological tools available to
libraries. It also provides an integrated experience for discovering and using library resources
and engages the community through social interactions, showcasing PACL’s unique materials,
with the aim of becoming a digital destination.
Background
Beginning with the Library Service Model Analysis and Recommendations (LSMAR) report,
approved by the City Council in 2006, the Library Advisory Commission (LAC) stated that the
library should boldly address community needs through the provision of collections and
services that meet leading edge standards for content, access and connectivity to efficiently
and effectively serve all ages and support life-long learning (LSMAR Transmittal, December 6,
2006). The Library Technology Plan, 2009-2013 then developed the idea for a full-service online
library branch, noting that mobile-friendly services will be commonplace by 2015. In November
2011, the LAC proposed to build a Virtual Library Branch, integrating the library catalog with
virtual resources and delivery that is both web-based and mobile.
Since Council approved building a Virtual Branch as a Capital Improvement Project (CIP), the
Library has been exploring and constructing prototypes based on the vision, goals, and
objectives of the CIP project, which required the Virtual Branch to offer responsive, mobile-
friendly interfaces across the Library’s unified catalog, website, news, and events. The Virtual
Branch should be a single, modern, unified user experience that integrates a wide variety of
content into the library catalog. It was planned to offer a set of powerful, efficient tools for
staff to do high-level community engagement, including through social media.
The selected platform will allow the Virtual Branch to meet these expectations. Additionally,
the platform will allow the Virtual Branch to achieve the following goals:
In accordance with the values of the library profession, the Virtual Branch will maintain
security and user privacy, abide by copyright law and licensing agreements, and provide
accessible options for users with disabilities; and
Embody a visual and functional design that reflects the highest degree of aesthetic
appeal and usability; and
Offer appropriate functionality for each category of device, including desktop/laptop
computers with full-sized displays, tablet computers, and smartphones. It should be
assumed that the majority of access to the Virtual Branch will take place through mobile
devices and be optimized accordingly; and
Provide a management console or dashboard that allows library personnel to manage
the portal efficiently and effectively.
Discussion
Staff from the Library Department and the Information Technology Department worked with a
library technology consultant to explore library marketplace technologies that could meet our
goals and objectives for the Virtual Branch platform. The consultant recommended the Library
first explore partnering with the Library's current online service provider, Innovative Interfaces,
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Inc. (III), to develop a platform that would meet the Library's goals and objectives. After over a
year's exploration, the Library did not gain any sign of commitment from III for developing such
a platform. With the consultant's advice, staff explored other options: the potentials of the
City's existing products, such as Civica and Encore; building a proprietary product on our own;
and products which various libraries in the U.S. have installed, such as Stacks, Queens Public
Library's eBook platform, and BiblioCommons. The option of building and maintaining our own
proprietary software platform was quickly ruled out, as additional staff would be needed to
continually work on the branch, developing upgrades and maintaining the system. Other
libraries’ products were found to be limited and would likewise require staff onsite to work on
creating local content and development.
Following exploration of the various options, staff suggested that an out-of-the-box solution
already in use by other libraries which would best meet local needs was the best
recommendation. Library and IT staff discovered that BiblioCommons is currently the only
vendor in the library market to provide dynamic, real-time integration between website and
library catalog, with all lists, blogs, posts, and commentary operating on the bibliographic
record of the catalog. In addition, Bibliocommons is the only vendor that can offer a deeply-
integrated user experience across traditional functional silos with a dynamic, fully-automated
layout engine that configures website content dynamically.
Through this process, Library staff has learned that libraries such as San Diego Public Library, St.
Paul Public Library, and Hennepin County Library have purchased BiblioCommons products via
sole source procurement. Local libraries currently using BiblioCommons include Santa Clara
County Library, San Mateo County Library, the Peninsula Library System, and San Francisco
Public Library.
Timeline
Following execution of the contract, the anticipated implementation start date is in May 2017.
The go-live date is tentatively scheduled for November 2017.
Resource Impact
Funds for this contract have been identified through savings in Library Capital Projects in the
Technology Fund. The Virtual Library Branch Project (TE-14002) is no longer needed, as this
contract will address the scope of the project. Additionally, project savings of $212,122 have
been realized in the Library RFID Implementation Project (TE-06001) which will be completed in
Fiscal Year 2017. The first year expense for implementing and offering service is $173,220
including a 20 percent contingency. For the following two years, the total ongoing software
maintenance costs are estimated at $150,544 including 20 percent contingency for each annual
cost.
Policy Implications
The recommendations in this report are consistent with existing City policies.
City of Palo Alto Page 4
Environmental Review
The recommendations in this report do not constitute a project requiring review under the
California Environmental Quality Act (CEQA).
Attachments:
Attachment A: BiblioCommons Library Subscription Master Agreement
LIBRARY SUBSCRIPTION MASTER
AGREEMENT
THIS LIBRARY SUBSCRIPTION AGREEMENT (the
“Agreement”) is made this ___ day of _________, 2017
(“Effective Date”) between BiblioCommons Inc., a
corporation constituted under the laws of the Province of
Ontario, Canada (“BiblioCommons”) and the Palo Alto
City Library, a Department of the City of Palo Alto, a
California chartered municipal corporation;
(“Subscriber”) (Individually, a “Party” and
collectively, the “Parties”). The terms and conditions of
this Agreement shall govern the Service(s) (as defined
below) to be provided by BiblioCommons under any
Order Form (as defined below) executed by the Parties,
as though the provisions of this Agreement were set
forth in their entirety within such Order Form.
NOW THEREFORE in consideration of the mutual
promises and covenants herein, and other good and
valuable consideration, the sufficiency of which is
acknowledged by the Parties, the Parties agree as
follows:
1. DEFINITIONS AND PRINCIPLES OF
INTERPRETATION
1.1 Definitions.
Whenever used in this Agreement, the following words
and terms shall have the meanings set out below:
(a) “Agreement” has the meaning ascribed to it in the
introductory paragraph;
(b) “Authorized Patron” means a person who has a
numbered library account with Subscriber and is
authorized by Subscriber to use the Service;
(c) “BiblioCommons” has the meaning ascribed to it
in the introductory paragraph;
(d) “Breaching Party” has the meaning ascribed to it
in Section7.1(b) hereof;
(e) “Business Day” means a day, other than a
Saturday or a Sunday or statutory holiday in the
jurisdiction of either Party;
(f) “BiblioWeb Service” has the meaning set out in
the applicable Order Form;
(g) “Confidential Information” means any
information disclosed by a Party to the other Party
pursuant to this Agreement in a context which would
cause a reasonable person to believe the information is
intended to be treated as confidential, including but not
limited to, documents expressly designated as
confidential, any information related to BiblioCommons
proprietary services and software including the Service,
Secure Personal Information, and information related to
Subscriber’s processes, products, employees, facilities,
equipment, security systems, information systems,
finances, marketing plans, suppliers, or distributors;
provided, however that “Confidential Information” shall
not include information that: (i) is now available or
becomes available to the public without breach of this
Agreement; (ii) is explicitly approved for release by
written authorization of the Disclosing Party; (iii) is
lawfully obtained from a third party or parties without a
duty of confidentiality; (iv) is disclosed to a third party
by the Disclosing Party without a duty of confidentiality;
(v) is known to the Receiving Party prior to disclosure;
(vi) is at any time developed by the Receiving Party
independently of any such disclosure(s) from the
Disclosing Party; or (vii) must be disclosed as required
by law;
(h) “Core” or “Core Service” has the meaning set out
in the applicable Order Form;
(i) “Disclosing Party” has the meaning ascribed to it
in Section 5.1 hereof; to
(j) “Designated Person” is the person designated by
the subscriber to receive all notices, consent and other
communication. See Sections 9.12, 9.12, and 9.13;
(k) “Effective Date” has the meaning ascribed to it in
the introductory paragraph;
(l) “Fees” means the fees for the Services set out in
the applicable Order Form, as adjusted for Renewal
Terms from time to time as set out in Section 3.1(b);
(m) “Force Majeure Event” has the meaning ascribed
to it in Section 9.4;
(n) “ILS” means the Subscriber’s existing back-end;
(o) “Initial Term” has the meaning ascribed to it in
Section 2.2 hereof;
(p) “Intellectual Property Right” means any
intellectual property right recognized by law, including
any intellectual property right protected through
legislation (such as that governing patents, copyright or
trademarks) or arising from protection of information as
a trade secret, confidential information or common law
trademark right;
(q) “Order Form” has the meaning ascribed to it in
Section 3.1(a) hereof;
(r) “Parting” has the meaning ascribed to it in
Section 7.2 hereof;
(s) “Party” or “Parties” has the meaning ascribed to
it in the introductory paragraph.
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(t) “Privacy Statement” shall mean a statement of
BiblioCommons’ privacy practices that shall govern
BiblioCommons’ collection, use and disclosure of
Personal Information of Authorized Patrons which, as of
the Effective Date, is attached as Schedule “E”, and
which may be amended by BiblioCommons from time to
time, and upon written notification to Subscriber in the
event of any substantial change;
(u) “Receiving Party” has the meaning ascribed to it
in Section 5.1 hereof;
(v) “Renewal Term” has the meaning ascribed to it in
Section 2.2 hereof;
(w) “Secure Personal Information” means personally
identifiable information that is provided by a User in the
registration process or personal account settings on the
Service, or is transferred to the Service from the ILS;
notwithstanding the foregoing “Secure Personal
Information” shall not include Shared Content or
information an individual has chosen to transmit or share
through a feedback service provided on the Service,
web-forms on the BiblioWeb service (if any) or an entry
in any context which is, by design, publically viewable;
(x) “Shared Content” has the meaning ascribed to it
in the Privacy Statement;
(y) “Service” means a range of services set out in the
applicable Order Form;
(z) “Subscriber” has the meaning ascribed to it in the
introductory paragraph;
(aa) “Technical Requirements” has the meaning
ascribed to it in Section 3.2 hereof;
(bb) “Term” shall mean the duration of the Initial
Term and any Renewal Term;
(cc) “Terms of Use” shall mean the terms of use that
govern the use by Authorized Patrons of the Service
which, as of the Effective Date, is attached as Schedule
“F”, and which may be amended by BiblioCommons
from time to time;
(dd) “User” means an Authorized Patron who has
registered with BiblioCommons to use the Service.
1.2 Schedules.
This Agreement contains the following schedules, each
of which are attached and incorporated to this
Agreement:
Schedule “A” – Template Order Form
Schedule “B” – Support Services
Schedule “C” – Service Levels
Schedule “D” – Technical Requirements
Schedule “E” – Privacy Statement
Schedule “F” – Terms of Use
Schedule “G” – Additional Fees
1.3 Calculation of Time.
When calculating the period of time within which or
following which any act is to be done or step taken
pursuant to this Agreement, the date which is the
reference day in calculating such period shall be
excluded. Any payment or action to be made or taken on
a day other than a Business Day in either jurisdiction
shall be made or taken on the immediately following day
that is a Business Day in the jurisdictions of both Parties.
2. BIBLIOCOMMONS OBLIGATIONS
2.1 Delivery of Service.
During the Term, BiblioCommons shall make the
Service available via the Internet to Authorized Patrons
and grant to Subscriber a non-exclusive and non-
transferable right to use the Service. Authorized Patrons
are subject to and may be required to agree to the Terms
of Use and Privacy Statement.
2.2 Term.
Unless terminated earlier as provided herein, this
Agreement shall commence on the Effective Date and
shall continue until the end of the term of the Core
subscription set out on the Order Form attached hereto
(the “Initial Term”). In the event any Order Form
contains Services that are being added to an existing
Core subscription, such added Services shall be
coterminous with the Initial Term or applicable Renewal
Term of the Core subscription and shall be billed from
the date of the applicable Order Form according to the
Fees set out therein. Unless terminated pursuant to
Section 7.1, upon expiration of the Initial Term or any
Renewal Term, provided only that Subscriber has
executed an Order Form that renews the BiblioCore
service, this Agreement shall renew and be coterminous
with such Order Form (each such renewal a “Renewal
Term”), provided that BiblioCommons provides notice
to Subscriber of such prices at least ninety (90) days
prior to the end of the Term and unless either Party
notifies the other Party of its intention to not renew the
Agreement at least sixty (60) days prior to the end of the
Term.
2.3 Changes to the Service.
BiblioCommons may, from time to time and at any time,
in its sole discretion, introduce upgrades and updates to
the Services that are consistent with the service
description set out in the applicable Order Form at no
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additional charge. BiblioCommons will make reasonable
efforts to notify Subscriber of substantial changes in
order to facilitate prior notice to library staff.
2.4 Maintaining Community Standards.
The Service allows Users to flag user-generated content
they feel does not conform to the Terms of Use. When
content is flagged three times, or as many times as may
be determined by BiblioCommons in its sole discretion,
BiblioCommons will:
x Remove flagged content from public view; and
x Notify the User who contributed the content, and
provide directions for appealing the removal.
Any appeals will be compiled and at least once each
month BiblioCommons will review any appeals to assess
whether the removed content conforms with the Terms
of Use in effect at the time of removal.
BiblioCommons will make commercially reasonable
efforts notify and consult with Subscriber a) in the event
of such an appeal from a User and b) before disabling or
terminating the account of any User.
2.5 Support.
BiblioCommons will use reasonable efforts to support
the Services in accordance with the service levels and
remedies outlined in Schedule “B” Support Services.
2.6 Service Level.
BiblioCommons will use reasonable efforts to provide
the Core Service in accordance with the service levels
and remedies outlined in Schedule “C” Service Levels.
Notwithstanding anything herein to the contrary:
x BiblioCommons may interrupt the Service for
security purposes;
x The Service is dependent on the Internet and
availability and performance may be impacted by
the availability and performance of the Internet.
2.7 Indemnity.
BiblioCommons shall indemnify, hold harmless and
defend Subscriber from and against all third party
claims, demands, losses, damages, costs and expenses
(including reasonable attorneys’ fees) (“Claims”) made
against or incurred, suffered or sustained by the
Subscriber, in connection with, or relating to, or arising
out of any allegation or claim that the Service itself
violates or infringes any third party intellectual property
rights except to the extent such Claim is related to the
acts or omissions of the Subscriber, its Authorized
Patrons or any of its respective agents or contractors;
provided that, BiblioCommons is provided with (i)
prompt written notice of any third party claim; (ii) all
necessary assistance, information and authority
necessary for BiblioCommons to defend a third party
claim and perform its obligations under this Section; and
(iii) sole control of the defense of such claim and all
associated negotiations.
3. SUBSCRIBER OBLIGATIONS
3.1 Order Forms, Fees and Payment.
(a) Order Form.
Subscriber shall order a Service by completing and
signing an order form, a template of which is set out in
Schedule “A” attached hereto (each, an “Order Form”).
Each accepted, fully executed Order Form shall become
incorporated herein by reference as successive Exhibits
(e.g. Exhibit A-1, Exhibit A-2 etc.).
In the event that Subscriber’s business practices require
a purchase order number be issued prior to payment of
any BiblioCommons invoices pursuant to the applicable
Order Form, then such purchase order number must be
provided to BiblioCommons prior to the activation of the
Service. Subscriber’s execution and return of the
applicable Order Form to BiblioCommons without
designating a purchase order number shall be deemed an
acknowledgement that no purchase order number is
required for payment of the invoices hereunder.
Additionally, terms, provisions or conditions on any
purchase order, acknowledgment, or other business form
or writing that Subscriber may use in connection with
the provision of Service(s) from BiblioCommons will
have no force and effect on the rights, duties or
obligations of the Parties, regardless of any failure of
BiblioCommons to object to such terms, provisions or
conditions.
(b) Fees.
All Fees are exclusive of amounts payable as tax or any
other registration or operating fee that may be levied
against BiblioCommons by national, state or local
authorities in whose jurisdiction Subscriber operates and
that pertain to the provision of the Service during the
Term. Such amounts will be payable by Subscriber. Fees
are based on Services purchased, not actual usage.
Payment obligations are non-cancelable and Fees paid
are non-refundable. The price actually charged for a
specific Service will be the price in effect at the time the
Service is requested. On the anniversary date of an Order
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Form, BiblioCommons reserves the right to increase the
Fees for the Services upon notice to the Subscriber.
BiblioCommons reserves the right to modify its Fees,
charges and/or to introduce new charges at any time,
upon at least ninety (90) days prior notice to Subscriber,
effective upon the next Renewal Term.
(c) Payment Terms.
All Fees are exclusive of taxes. All amounts payable by
Subscriber are inclusive of all applicable taxes.
Payments shall be due 30 days from receipt of an invoice
by the Subscriber from BiblioCommons. Payments not
received when due will accrue interest at the lower of (i)
one percent (1%) per month, or (ii) the highest rate
allowed by applicable law. BiblioCommons or its agent
shall have the right to recover all collection costs from
the Subscriber. Without limiting its other remedies, if
Subscriber is late in its payments at any time,
BiblioCommons or its agent may request reasonable
assurances or deposits to secure Subscriber’s payment
obligations hereunder.
(d) Non Payment.
In the event that full payment is not made by the
Subscriber within 60 days of the date of receipt of an
invoice by the Subscriber, BiblioCommons or its agent
may send to the Subscriber a written requirement for
payment and if payment is not received within thirty
days of the date of receipt of that notice by the
Subscriber, BiblioCommons may terminate this
Agreement as set out below in Section 7 (Termination).
However, this right may be waived upon mutual written
confirmation between BiblioCommons and the
Subscriber of their intent to continue service delivery in
spite of payment delays.
3.2 Technical Requirements.
Subscriber will ensure that its ILS and its bibliographic
and patron data meet minimum standards determined by
BiblioCommons, attached and incorporated as Schedule
“D” (the “Technical Requirements”).
4. INTELLECTUAL PROPERTY RIGHTS
4.1 Ownership of Intellectual Property Rights.
As between BiblioCommons and Subscriber, all rights,
title and interest, including all Intellectual Property
Rights, related to the Service and related software and
documentation, including without limitation, any and all
upgrades, updates, improvements, fixes, additions,
enhancements, modifications and derivative works
thereto, shall remain with BiblioCommons. Nothing in
this Agreement shall grant to either Party any ownership
or other Intellectual Property Rights of the other Party
other than as expressly set out in this Agreement.
Nothing in this Agreement shall grant to either Party any
ownership or any Intellectual Property Rights to content
generated by Users in connection with their use of the
Service.
4.2 Control of Trade-marks.
Subscriber acknowledges that “BiblioCommons” is a
trade-mark of BiblioCommons and shall not be used by
Subscriber except as expressly provided in this
Agreement and otherwise only with the written consent
of BiblioCommons and in accordance with any trade-
mark guidelines that may be provided by
BiblioCommons from time to time.
5. CONFIDENTIAL INFORMATION
5.1 Disclosure; Standard of Care.
The Parties acknowledge that, in the course of this
Agreement, each Party (a “Disclosing Party”) may
disclose Confidential Information to the other (a
“Receiving Party”). Each Receiving Party shall hold
such Confidential Information in trust for the sole
benefit of the Disclosing Party. Each Receiving Party
shall protect the other Party’s Confidential Information
from unauthorized dissemination, disclosure and use
with the same degree of care that each such Party uses to
protect and safeguard its own like information, but not
less than a reasonable degree of care given the sensitivity
and strategic value of such Confidential Information.
Confidential Information shall be disclosed only to the
employees and subcontractors of the Receiving Party
who have a “need to know” and who have executed an
internal nondisclosure agreement at least as restrictive as
the terms of this Agreement. A Receiving Party shall not
disclose any Confidential Information to any third party
without first obtaining the Disclosing Party’s written
consent to such disclosure unless such disclosure is
required by law. A Receiving Party may further disclose
Confidential Information to such Party’s professional
advisors in connection with the negotiation and
performance of this Agreement and in connection with
the advisor’s consideration of disclosures that may be
required by law, provided such advisors are informed of
the obligations of confidentiality. In the event that a
Receiving Party is compelled to disclose a Disclosing
Party’s Confidential Information, in the course of
litigation or otherwise, or a compelled disclosure is
reasonably anticipated, the Receiving Party shall give
immediate notice to the Disclosing Party of such fact
and shall provide all reasonable cooperation to the
Disclosing Party at the sole expense of the Disclosing
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Party in obtaining a protective order to prevent the
disclosure of Confidential Information.
6. WARRANTIES
6.1 BiblioCommons Warranties.
BiblioCommons hereby represents and warrants to
Subscriber that: (a) BiblioCommons is legally
incorporated and validly exists as a corporation under
the laws of Ontario; (b) BiblioCommons has the power
and authority to enter into the Subscriber Agreement; (c)
The individual signing this Agreement has the power
and authority to sign such documents; (d) It will use its
commercially reasonable efforts to maintain the systems
associated with the Service free from viruses, Trojans
and other harmful code; and (e) The Service will be
performed in a professional, workmanlike manner,
commensurate with industry practices within the
industry in which BiblioCommons operates.
6.2 Subscriber Warranties.
Subscriber hereby represents and warrants to
BiblioCommons that: (a) Subscriber is a Department of
the City of Palo Alto, a California chartered
municipal corporation; (b) Subscriber has the power
and authority to enter into the Subscriber Agreement; (c)
the individual signing this Agreement has the power and
authority to sign such documents; and (d) Subscriber
will use commercially reasonable efforts to avoid
transmitting to BiblioCommons any viruses, Trojans and
other harmful code.
6.3 Warranty Disclaimer.
EXCEPT AS EXPRESSLY SET OUT IN SECTION
6.1., THE SERVICE AND ANY SOFTWARE
PROVIDED IN CONNECTION WITH THE SERVICE
IS PROVIDED BY BIBLIOCOMMONS UNDER THIS
AGREEMENT ON AN “AS IS” BASIS AND
BIBLIOCOMMONS AND ITS LICENSORS MAKE
NO (AND HEREBY DISCLAIM ALL)
WARRANTIES, REPRESENTATIONS AND
CONDITIONS WHATSOEVER, EXPRESS OR
IMPLIED, WRITTEN OR ORAL, ARISING BY
STATUTE, OPERATION OF LAW OR OTHERWISE,
REGARDING THE SERVICE PROVIDED UNDER
THIS AGREEMENT, INCLUDING WITHOUT
LIMITATION, ANY IMPLIED WARRANTY OR
CONDITION OF MERCHANTABLE QUALITY,
FITNESS FOR A PARTICULAR PURPOSE, NON-
INFRINGEMENT OR ARISING FROM A COURSE
OF DEALING, TITLE, USAGE OF TRADE OR
COURSE OF PERFORMANCE. WITHOUT
LIMITING THE GENERALITY OF THE
FOREGOING, BIBLIOCOMMONS MAKES NO
WARRANTY THAT THE OPERATION OF THE
SERVICE WILL BE ERROR-FREE OR THAT IT
WILL PRODUCE A DESIRED RESULT.
7. TERMINATION
7.1 Termination.
This Agreement may be terminated at any time:
(a) if either BiblioCommons or Subscriber has filed or
commenced, or suffered or submitted to the filing or
commencement of, any bankruptcy or insolvency
proceeding under the law of its domicile or
incorporation;
(b) by either Party if the other Party breaches the
terms and provisions of this Agreement provided the
Party alleging that the other Party is in breach (the
“Breaching Party”) provides written notice to such
Breaching Party of the alleged breach. The Breaching
Party shall have 30 days to remedy such breach, unless
such breach cannot reasonably be remedied within 30
days, in which case the Breaching Party shall make all
reasonable efforts within 30 days to begin to remedy the
alleged breach and shall remedy such breach within a
time period that is commercially reasonable to complete
such remedy.
Notwithstanding the termination or expiration of this
Agreement, Articles 1, 4, 5, Section 6.3, Article 7,
Article 8 and Article 9 shall survive the termination or
expiration of this Agreement.
(c) The Palo Alto City Manager may terminate this
Agreement without cause by giving written notice
thereof to BiblioCommons no more than ninety (90)
days prior to the expiration of the Initial Term.
7.2 Treatment of Patron-Contributed Data upon
Termination.
In the event of a termination of this Agreement or should
a renewal agreement not be established after the Term (a
“Parting”), BiblioCommons shall provide at
Subscriber’s request and upon the payment of a cost-
recovery fee referenced in Schedule G, a transfer of all
user-generated bibliographic annotations for use by
Subscriber in association with an alternate service,
provided by Subscriber itself or by a third party, that
adheres to the Terms of Use and Privacy Statement. In
addition, in the event of a Parting, Subscriber agrees that
BiblioCommons will send a customer service
communication, subject to Subscriber approval which
shall not be unreasonably withheld, explaining the
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User’s options and their implications through such
transition, to all Users who have:
(a) communicated or established connections with one
or more persons who are registered users of a
BiblioCommons service;
(b) initially approached the Service for registration
through a website that is not affiliated with Subscriber;
(c) subscribed to syndicated information from one or
more persons who are registered users of a
BiblioCommons service; or
(d) syndicated their information or content from
BiblioCommons to other websites.
Secure Personal Information on BiblioCommons servers
that is associated with Users who do not choose to
continue their participation in a BiblioCommons service
will be deactivated within ninety (90) days of a Parting.
8. LIMITATION OF LIABILITY
8.1 Limitations of Liability.
Except for any claims of misappropriation of intellectual
property and for fees due under Article 3, in no event
shall either Party be liable for: (i) indirect, special,
consequential, incidental or punitive losses, damages or
expenses or lost profits or savings even if it has been
advised of their possible existence; or (ii) aggregate
liability under this Agreement to the other Party
exceeding the aggregate amount of the Fees paid by
Subscriber to BiblioCommons during the 12 month
period immediately preceding the date of any such
claim. This limitation of liability extends to any alleged
liability arising under the law of contracts, torts,
negligence or any legal or equitable theory whatsoever.
9. GENERAL
9.1 Good Faith and Fair Dealing.
Each Party agrees that it shall, with respect to the other
Parties, and in all matters related to this Agreement, act
in good faith and in accordance with reasonable
commercial standards.
9.2 Publicity.
Each Party may issue a public statement or general
marketing communications announcing the relationship
under this Agreement without the prior written consent
of the other Party. For the sole purpose of marketing and
promoting the Service and for the Term of this
Agreement only, each Party hereby grants to the other
Party the non-exclusive non-transferable right to use and
display such party’s logos and trade-marks in the other
Party’s websites and marketing materials, subject to
compliance with the originating Party’s trade-mark
guidelines provided to the other Party from time to time.
9.3 Entire Agreement.
This Agreement together with all of the terms in the
applicable Order Form constitute the entire
understanding of the Parties with respect to the subject
matter hereof and supersedes all prior agreements,
understandings and negotiations, both written and oral,
between the Parties with respect to the subject matter
hereof and thereof. No representation, inducement,
promise, understanding, condition or warranty not set
forth herein, or incorporated by reference herein, has
been made or relied upon by any Party hereto.
9.4 Force Majeure.
Neither Party shall be liable for any damages, delays or
failure in performance under this Agreement caused by
acts or conditions beyond its reasonable control or
without its fault or negligence (each, a “Force Majeure
Event”), including but not limited to “acts of God”,
delays caused by governmental authorities, strikes,
lockouts and other labour unrest, delays in obtaining
governmental approvals and similar conditions. A Party
shall, in order to avail itself of any of the provisions of
this Section, promptly send a written notice of the Force
Majeure Event to the other Party, including a description
of the Force Majeure Event, its expected duration and a
description of the actions being taken by the Party to
mitigate the effect of the Force Majeure Event.
9.5 Severability.
For the purposes of this section, the Parties acknowledge
and agree that each and every term of this Agreement is
of the essence. If any one or more of the provisions
contained in this Agreement should be declared invalid,
illegal or unenforceable in any respect, the validity,
legality and enforceability of the remaining provisions
contained in this Agreement shall not in any way be
affected or impaired thereby so long as the commercial,
economic and legal substance of the transaction
contemplated hereby are not affected in any manner
materially adverse to any Party. Upon such a declaration,
the Parties shall modify this Agreement so as to carry
out the original intent of the Parties as closely as
possible in an acceptable manner so that the transactions
contemplated hereby are consummated as originally
contemplated to the fullest extent possible.
9.6 Further Assurances.
Each Party shall at any time and from time to time, upon
each request by the other Party, execute and deliver such
further documents and do such further acts and things as
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the other Party may reasonably request to evidence,
carry out and give full effect to the terms, conditions,
intent and meaning of this Agreement.
9.7 Amendments.
This Agreement may be modified or amended only with
the mutual written consent of the Parties.
9.8 Assignment.
Neither Party may assign its rights or obligations
hereunder without the written consent of the other Party,
except that BiblioCommons may assign this Agreement
to any third party, without consent, in connection with
any sale, amalgamation, reorganization or similar
transaction involving a sale of all or substantially all of
its shares or assets, provided that such assignee adopts
this Agreement.
9.9 Subcontracting.
BiblioCommons may subcontract portions of the
Service, provided that BiblioCommons shall remain
responsible for all of its obligations under this
Agreement as the original contracting party hereto.
9.10 No Waiver.
No failure or delay by any Party in exercising any of its
rights or remedies hereunder will operate as a waiver
thereof, nor will any single or partial exercise of any
such right or remedy preclude any other or further
exercise thereof or the exercise of any other right or
remedy. Except as otherwise provided herein, the rights
and remedies of the Parties provided in this Agreement
are cumulative and not exclusive of any rights or
remedies provided under this Agreement, by law, in
equity or otherwise.
9.11 No Agency.
The Parties are not partners or joint venturers; neither
Party is the agent, representative, or employee of the
other Party; and nothing in this Agreement will be
construed to create any relationship between them other
than an independent contractor relationship. Neither
Party will have any responsibility or liability for the
actions of the other Party except as specifically provided
herein. Neither Party will have any right or authority to
bind or obligate the other Party in any manner or make
any representation or warranty on behalf of the other
Party.
9.12 Notices.
All notices, consents and other communications required
or which may be given under this Agreement will be in
writing and will be deemed to have been duly given
when given by hand, by courier, or by email confirmed
by the recipient.. If sent outside business hours of the
addressee, such notice, consent or other communication
will be deemed to have been duly given at the beginning
of the next Business Day. Notices, consents and other
communications shall be addressed to a Party at its
address set forth below, or at such other address as a
Party may hereafter designate by notice given in
accordance with the terms hereof
If for
BiblioCommons:
BiblioCommons Inc.
119 Spadina Ave.
Suite 1000
Toronto, ON M5V 2L1
Canada
Attention: Patrick Kennedy
with a copy to:
Stikeman Elliott LLP
5300 Commerce Court West
199 Bay Street
Toronto, ON M5L 1B9
Canada
Fax: (416) 947-0866
Attention: Wesley Ng
If for Subscriber:
City Clerk
City of Palo Alto
P.O. Box 10250
Palo Alto, CA 94303
With A Copy to:
Director
Palo Alto Library
1305 Middlefield Road
Palo Alto, CA 94301
9.13 Counterparts; Facsimile.
This Agreement may be signed in any number of
counterparts, each of which shall be an original, with the
same effect as if the signatures thereto and hereto were
upon the same instrument, and facsimile or scanned
signatures shall be deemed original. This Agreement
shall become effective when each Party hereto shall have
received an original, scanned or faxed counterpart hereof
signed by each other Party hereto.
9.14 Governing Law and Venue.
This Agreement shall be governed and interpreted by the
laws of the State of California.
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IN WITNESS WHEREOF the Parties have executed this Agreement as of the date first above written.
BIBLIOCOMMONS INC. PALO ALTO CITY LIBRARY
Name: Patrick Kennedy Name:
Title: President Title:
APPROVED AS TO FORM
Name:
Title:
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SCHEDULE “A”
TEMPLATE ORDER FORM
(Attached)
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SCHEDULE “A-1”
BIBLIOCORE SERVICE DESCRIPTION
The Service will provide an OPAC for Subscriber’s holdings. The “Core Service” will include:
• The mapping of bibliographic data from Subscriber’s ILS
• MARC record synchronization between BiblioCommons servers and Subscriber’s ILS
• Registration and log-in for Authorized Patrons:
• Create account on BiblioCommons if first login, and record personal account information
• Fetch list of checked out items, holds and recently returned when requested
• Fetch list of fines when requested
• Support for user-generated content:
• Bibliographic Records (Bibs) may be annotated as follows:
Add faceted tags
Specify I own this
Add or edit Comment
Add a Notice about the content
Add Quotation(s)
Add to List
Enter Private Notes
• “Lists” or “Guides” Function
Create and annotate a List
Add bibs from the catalogue
Add URL to a list
Add item annotations
Make a list Public / Private
Configuration option to feature staff-created lists prominently in search results for lists.
• “My Shelves”– including facets
• Recommendations
“Follow” a user
Receive recommendations
• Block/unblock user
• Flag inappropriate content
• Search
• “One box” search interface
• Basic search options: title, author, subject, tags, lists.
• Advanced Search Interface
• Faceted search-results interface, includes Rating facet
• Sort-by options for search results
• Advanced “Did you mean…” feature
• Graduated search feature: “Broaden your search”
• Display holdings and availability.
• Display of Bibliographic Records
• Bib Page:
Bib information (title, authors)
Key MARC data
Key inventory data (availability at local branches)
Holdings information for serials
User-generated content for a bib, hiding user-generated content from blocked users
Third-party bib content provided by Subscriber (e.g. Syndetics, Content Café )
• Ability for users, from the Bibliographic Record, to
Place holds
Add user-generated content / add to My Collections
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Browse adjacent titles
• Transactions:
• Place holds
• Cancel holds
• Suspend holds
• Renew items
• Change patron email address
• Messaging
• User Inbox provides central location for all messages posted
• Message blocking available for users under the age of 13
• Options for sharing content outside of BiblioCommons environment
• Explore New Titles
• Faceted Browsing
• Configurable New Titles Listings
• Community credits: automatically saved and displayed to patron
• Library Admin:
• Community Credits: On/Off
• High-level activity reporting
• Tiered permission levels to site: ability to enable authorized Library staff content to be flagged on site
• Extraction of library data uniquely held by BiblioCommons, using
BiblioCommons Web Services APIs, for library "add-ons" or "widgets".
• Configuration of messages
• BiblioCommons will provide upgrades to the Service at no additional cost. Notwithstanding the above,
BiblioCommons reserves the right to charge separate fees for additional services outside the scope of what is
described here.
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SCHEDULE “ A-4 ”
BIBLIOWEB SERVICE DESCRIPTION
The BiblioWeb Service is a software as a service made available to users through the Internet. It will include the
following functionality and work:
1. Home Page
a. Template options to promote your library’s content. Depending on your templating decisions, different
card sizes and features are available for use (e.g. a BiblioEvents feed, a blog feed, a new titles carousel,
social media blocks)
b. A range of content card types for use on the homepage and other card-based pages, including: blog, news,
list, catalog title, tweet, event, other resource. A style guide will be implemented based on your library’s
color palette.
2. Header & Footer
a. “One box” search interface that will easily toggle between BiblioCore , BiblioEvents, and BiblioWeb.
b. Seamless navigation and header branding across BiblioCore, BiblioEvents and BiblioWeb..
c. BiblioCommons will provide a static asset file for the header for use on other websites
3. Browse functionality
a. Ability to create an unlimited number of Browse pages
b. Ability to create, edit and order carousels for each Browse page to highlight website & catalog materials
c. Ability to mark a card as featured.
4. Blogs
a. Ability to set up blog categories and create aggregate feeds.
b. Staff WYSIWYG editor to create and edit posts.
c. The ‘Add a Title’ widget in the WYSIWYG editor facilitates adding titles from Core, which in turn
displays a teaser of the post on related bib records. (Note: this functionality is not optimized for
consortium.)
d. Ability to preview posts.
5. Blog Commenting
a. Support for ILS-authenticated user commenting on blog posts.
b. Peer-moderated flagging system (user facing).
6. Static Pages
a. Access to a simple WYSIWYG editor for creating static pages.
b. Ability to unpublish pages.
c. Ability to preview static pages.
d. Ability to revert back to previous versions of a page.
e. Ability to add event, FAQ, online resource and blog post widgets in right sidebar.
f. A third party service should be used to host videos; PDFs will be hosted by BiblioCommons
7. Online Resources
a. Ability to add online resources and descriptions.
b. Ability to organize online resources by multiple taxonomies
8. Frequently Asked Questions
a. Ability to add frequently asked questions.
b. Ability to create categories to organize FAQs.
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c. Ability to embed FAQs on static pages.
9. Library Location Pages
a. Library location, hours, contact information and photo are displayed in a content block administered by
library.
b. Ability to link to directions to the library.
c. Locations easily accessible via top navigation.
d. Ability to search for closest locations by ZIP code or postal code.
e. Daily schedules will have current day highlighted.
10. Forms
a. Ability to build forms using a variety of form fields.
b. Ability to make fields required.
c. Ability to set-up email notification for staff when a form is submitted.
d. The confirmation message that is presented to users is configurable.
e. All content submitted via forms is archived and accessible on the website. Content is purged after 12
months.
f. Users can submit information to the library through online forms.
11. Site Administration
a. Admins can assign staff one of the 5 pre-configured tiered permission levels.
b. Ability to put up a system message on BiblioWeb.
c. Ability to provide patron-friendly URL aliases for some content types, like pages, blog posts and news
posts
d. Ability to create page redirects that direct users to pages that replace decommissioned content.
e. Access to a link checker to validate that URLs are live.
f. Site usage statistics via integration with Google Analytics.
12. The website will be responsive.
13. Staff training and materials
a. Access to articles in the BiblioCommons Knowledge Base about BiblioWeb.
b. Training on the features will be train-the-trainer based. It may include webinar-based training, in-person
training or both.
c. Training will cover: how to use the different modules, best practices and tips & tricks.
Without limitation, BiblioCommons will not create, configure or manage website content as part of the BiblioWeb
Service.
Please note that BiblioWeb was not designed to handle sensitive data and is not PCI compliant. Credit card, banking and
social security information should not be collected through the BiblioWeb forms module, nor through embedding an
iframe or other third party service on the site.
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SCHEDULE “A-5”
Suggest for Purchase Module Service Description
During the Suggestions-Module Term, BiblioCommons will build and make available on the Internet a Suggest for
Purchase service.
Current Functionality
x Suggestion form
o User must be logged in to submit form.
o User completes the form with the following elements: title, author, format, ISBN, publisher, publication year,
audience, fiction/non-fiction, language, and additional notes
o User suggestions for books are automatically approved if the user suggests a book by a white-listed author
o User suggestion is automatically denied if the title is older than the publication year set by the library as part
of the implementation
o User suggestion is looked up against the ILS to ensure the title is not already owned - if a match is found then
the user is directed to the possible matches
o Confirmation messaging upon submission.
o Subscriber may customize text at top of form, including a link to collection development policy
o User may be limited to submitting a certain number of requests per month based on an administrative setting
x Tracking page for user
o User can see all titles s/he has suggested.
o User can see status of request.
x Administration pages will allow staff to:
o Edit user submissions.
o Filtering suggestions fiction/non-fiction
o Filter suggestions by format or audience or language
o Respond to user suggestions from a selection of pre-defined responses
o Respond to user suggestions with free-text
o Search for suggested titles by title from the list that have not been reviewed
o Approve or deny in bulk
o Manage a list of white-listed authors and contributors by language, which will automatically be approved if
the book is less than 2 years old.
o Pull suggest for purchase reports (xls) by date. Reports will include: user barcode, name, form submission
data, status.
o Setting a limit on number of requests per user on a monthly basis
o Administration pages for staff will facilitate:
Ability to edit, add, and delete the pre-defined responses to users.
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SCHEDULE “A-6”
EVENTS SERVICE DESCRIPTION
The Events Service will include:
1. Tiered permissions
a. Tiered permission levels to allow admins the ability to create, edit, and publish events.
b. Ability to add taxonomy terms to program type and event type taxonomies
2. Create / Manage Events
a. Free form fields include: event name, description (with WYSIWYG editor), registration
contact information, event room location.
b. Structured fields and taxonomies include: date, start time, end time, location (auto-includes
street address, city, postal code / zip code, phone number), audience, event type, program
type, and language.
c. Ability to add images.
d. Ability for staff with event permissions to mark an event as cancelled or full.
e. Ability to use the ‘Add a Title’ widget to add catalog titles to events, making the event
appear in the catalog.
f. Ability to specify an event as recurring or multi-session.
g. Ability for staff to specify whether an event has no registration, offline registration or online
registration.
3. Events - Search and Browse
a. Browse
i. Chronological list view of events that can be narrowed by all event facets.
ii. Ability to add event to desktop or online calendar (iCal).
b. Search
i. Keyword events search searches all event fields. Results sorted chronologically.
ii. Ability to refine search by all event facets, including audience, location and program
name. Multiple facets may be applied.
iii. Ability to search events by address or zip code / postal code.
c. Event Record
i. Full event information is listed.
ii. Integration with Google Maps to show event location.
iii. Similar events cross-merchandised on the details page.
iv. If an event has online registration, ability for user to register for event online.
4. Header Integration
a. Search box to include events option.
b. Same masthead and theme as Core or CMS.
c. Related events pulled into right-hand column of catalog search results through use of Feature
in Catalog.
5. Sharing
a. Ability to share events to various social networks from the event details page.
6. Reporting
a. Ability to export events to a delimited format.
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Schedule “A-7”
Schedule of Additional Services
The Service will also include the following languages for the BiblioCore product:
x Language module for Spanish
x Language module for Russian
x Language module for Traditional Chinese OR Simplified Chinese
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SCHEDULE “A-8”
BiblioFines Service Description
The Service will also include, as of the Core Launch Date, a PayPal fines payment module for logged-in Users. Any
enhancements to the Fines Payment Module will be provided through the Term by BiblioCommons at no additional cost.
Functionality
x Description of Users’ fines will be provided in the account management display. Includes:
o Title or Fee Message
o Reason for fine/fee (Such as Overdue or Replacement)
o Amount of fine/fee
x User-control of display of fines or fees
o Users can sort fines or fees by amount
o Users can sort fines or fees by title
o Users can sort fines or fees by reason
x User-controls of which fines or fees to pay
o Users can select to pay any one or mix of fines
o Users can select to pay all
x PayPal PayFlow Integration
o BiblioCommons passes on all the pertinent invoicing information related to the fines charged to PayPal
o User is directed to the PayPal site to enter credit card information
o Once the patron has completed the checkout process on the PayPal hosted checkout pages, PayPal notifies
BiblioCommons servers of the outcome of the transaction.
o Successful fee payments are communicated to the ILS via the BiblioCommons connector, and the data in
account management interface is updated accordingly.
x Configurable
o Fines module is branded using parameters in the library’s Core configuration
o PayPal offers additional customizable options for the hosted checkout pages.
o Users can select to pay all
Compatibility
The BiblioCommons Fines Module is compatible with any ILS that supports:
x SIP2 (specifically the fee paid message)
x ILS API call to retrieve patron fines must include the fine's bill ID
x ILS API call to issue payment for fine must take this bill ID
PCI Compliance
BiblioCommons is bound to the PCI SAQ-A, and BiblioCommons has completed the SAQ-A 2.0 Self-Assessment
Questionnaire.
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Schedule “A-9”
Schedule of Additional Services
The Augmented Content Service will also include:
x Augmented Content stream: From the Critics, book reviews in the catalog
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SCHEDULE “B”
POST IMPLEMENTATION SUPPORT
Support Process and Response Time
BiblioCommons provides four levels of post-rollout support for the Core Service and the BiblioWeb Service as
applicable. These vary in timing and scope, in proportion to the severity of the problem to which they are responding.
BiblioCommons defines severity by four levels:
1. Emergency
2. Critical
3. Normal
4. Low-priority.
The severity of a problem is determined by:
A. The importance of the feature affected
B. The prevalence of the outage or bug affecting the performance of the feature (“Outage”)
A. Definition of feature importance
Primary Features Secondary Features Tertiary Features
BiblioCore Service
x Site availability
x Registration
x Login
x Search
x Holds
x Renewals
x Item Availability
x Synchronization: of
bibliographic records (additions,
deletions, edits), and item
availability)
x ILS-independent,
BiblioCommons features
including: My Shelves and My
Lists; user-generated content
(e.g. ratings, comments, etc.)
and community functionality
(e.g. Following, Ignoring,
patron to patron messaging,)
x Cosmetic issues affecting site
functionality
x Text changes and cosmetic
issues not affecting site
functionality
x Changes to mapping of
configurable features – formats,
audience, availability status etc.
BiblioWeb Service
x Site availability
x BiblioWeb Homepage
x Header and footer; including
access to navigation, catalog
login and ability to conduct a
search
x Location hours, address and
contact information
x Events calendar display
x Online Resource pages
x Blogs & news posts
x Browse pages
x Program pages
x Forms
x FAQs
x Cosmetic issues affecting site
functionality
x BiblioWeb Admin Login
x Events Admin interface
x Text changes and cosmetic
issues not affecting site
functionality
x Archival Collections
x Ability to upload and access
media
x Sidebar widgets
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B. Definition of Prevalence
Complete: System-wide; consistently reproduced in supported browsers and against (multiple) patron IDs.
Partial: Feature Outages that are not universal, but are estimated to affect a significant (i.e. >5%) of relevant use
cases (e.g. logins, pageviews, holds, etc.).
Sporadic: Affecting less than 5% of total relevant use cases.
Severity Classification by Feature Importance and Failure Prevalence:
Prevalence of Failure
Complete Partial Sporadic
Feature
Importance
Primary ■ Emergency ■ Emergency ■ Critical
Secondary ■ Critical ■ Critical ■ Normal
Tertiary ■ Normal ■ Low ■ Low
Supported reporting methods by issue severity
BiblioCommons supports different response methods, depending on the severity of the problem.
Contact Method
■ Emergency ■ Critical ■ Normal ■ Low
24/7 emergency phone
Standard technical
support line during
support hours
or
Online Ticket Entry
Online Ticket Entry Online Ticket Entry
Emergency Phone
A toll-free emergency phone number will be made available to Library staff. BiblioCommons staff will be reachable
at this number 24/7.
Technical Support Line – for non-emergency, critical requests.
Phone support will be available between 8:00 AM and 6:00 PM ET, Monday to Friday.
Online ticket entry
For non-critical issues, BiblioCommons manages support through an online error ticketing system built into the
BiblioCommons Partner Portal. This is the standard gateway for all communications with BiblioCommons Support.
BiblioCommons will supply access to this service to the Library for the purpose of issue tracking.
Non-critical issues should be reported to BiblioCommons through online support tickets.
Once Requests are submitted they will be triaged, with resources and scheduling assigned based on an assessment of
the importance of the issue.
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Response Commitments by level of severity
Response Commitments
■ Emergency ■ Critical ■ Normal ■ Low
Immediate.
Worked on until
resolved.
Immediate, or next
working day if outside
support hours.
Typically resolved
within 24 hours, if
resolution is possible
without code
modification.
May be included in
Hotfix release depending
on severity. However,
BiblioCommons
reserves the right to
defer high-risk code
changes to the next
scheduled Feature
Release
Requests are reviewed
within two business
days.
They are then assigned
a priority level based
on the scope and
severity of the issue.
They are prioritized
against other
outstanding issues for
potential inclusion in
upcoming releases.
Requests are reviewed
within two business days.
Low priority issues are
dealt with as resources
permit.
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SCHEDULE “C”
SERVICE LEVELS
BiblioCommons shall use commercially reasonable measures to make the Core service available with a minimum uptime
standard of 99.5%, excluding scheduled maintenance windows or any unavailability resulting from a Subscriber’s
applications, equipment, facilities, or employees.
Service Unavailability
At the request of the Subscriber, BiblioCommons will calculate Subscriber’s “Service Unavailability” for the previous
month. “Service Unavailability” consists of the number of minutes that the Core Service was not available to Subscriber,
and includes any unavailability associated with any unscheduled maintenance.
Service Unavailability will not include any scheduled maintenance, nor will it include any unavailability resulting from:
a) Subscriber’s applications, equipment, facilities, or employees;
b) any acts or omissions of Subscriber, or Users; or
c) any event outside the reasonable control of BiblioCommons and Force Majeure events as defined in the
Agreement.
Remedy
Subscriber’s exclusive remedy for a failure of the Service shall be that for any continuous period of 24 hours or more of
Service Unavailability, at Subscriber’s request, Subscriber’s Term shall be extended for one additional week without
additional charge.
Scheduled Maintenance
The Subscriber acknowledges that the Service may not be available to Subscriber and Authorized Patrons during
scheduled maintenance. For the purposes of this paragraph, “Scheduled Maintenance” only refers to planned, routine
maintenance carried out by BiblioCommons that has the effect of significantly limiting the functions of the System
available to Subscriber and Authorized Patrons.
BiblioCommons shall limit Scheduled Maintenance to ten hours per month and shall make reasonable efforts to notify
Subscriber of Scheduled Maintenance not less than twenty-four hours in advance.
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SCHEDULE “D”
TECHNICAL REQUIREMENTS
Subscriber must meet the following requirements in order to take advantage of the Service. These requirements may be
amended from time to time by BiblioCommons in accordance with evolving technical standards in the industry.
ILS Server and Database
x The ILS Server must be a locally hosted instance of an ILS system as may be agreed to by
BiblioCommons.
x The ILS server must offer or accommodate a reliable programmatic method:
x to access cataloguing and patron data; and
x to execute circulation requests on behalf of a User
x to execute any other ILS-based services stipulated in this Agreement.
x Libraries must be able to provide the version number of the ILS application and its underlying database
and operating system.
x The standard security configuration provides for access to the ILS connector by opening a port in
Subscriber’s firewall to BiblioCommons servers. Any additional security requirements from Subscriber
may be accommodated for a supplementary implementation fee by written agreement.
Tomcat Server
x There must be a new and correct installation of Apache Tomcat 6.0 on a server (“the Tomcat server”) in
the library environment.
x The Tomcat Server must be installed on the same server in which any Unicorn/Symphony API server
commands are located.
x There must be an instance of Java 1.7 on the Tomcat server, and it must be modifiable as BiblioCommons
requirements evolve.
x Tomcat Manager must be installed on the new Tomcat instance.
x For Unicorn/Symphony, the Tomcat Server must be run using the ‘sirsi’ user. Tomcat must be available
through Subscriber’s firewall to the BiblioCommons servers.
x As required for monitoring and testing, BiblioCommons must be given SSH or Remote Desktop access to
the server running Tomcat.
Hardware and Bandwidth
x The Tomcat server CPU must have at least 2Ghz in processing speed, or processing speed that provides
response time that is acceptable to Subscriber and BiblioCommons
x The Tomcat server must have a minimum of 256 MB of available RAM (for small libraries, under 25,000
population served), 512 MB (for medium libraries, under 100,000 population served) or 1 GB or more
(for large libraries).
x The Tomcat server must have a minimum 1 GB of free space on the hard-drive except for III instances,
where the Tomcat server must have a minimum 10 GB of free space.
x The Tomcat server CPUs must not exceed 50% utilization (with existing, non-BiblioCommons load).
x The library’s communication (all network communication from the Tomcat server to the ILS server, the
ILS database, and to the external Internet) must be through a high-speed, reliable Internet connection:
5Mbps bi-directional (upload/download) or better for a small or medium-sized library, or 44Mbps bi-
directional or better for a large library serving a population over 100,000.
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Assistance and Access
To successfully launch and maintain the BiblioCommons service, Subscriber must be prepared to provide:
x A Project Manager (the “Library Project Manager”) to act as a liaison between your library and
BiblioCommons;
x A lead technical contact.
x During the testing and acceptance phase, if any incompatibilities with API calls arise, BiblioCommons
will be granted SSH access to the system in order to verify API calls.
User Interface
Subscriber will be asked to provide graphic elements that meet basic usability criteria, including for example font and
background colours for the navigation bars, and a horizontally oriented logo, no larger than 260px width x 130px high,
with a RBG background colour or image.
BiblioCommons offers support for the following browsers:
x Internet Explorer
x Firefox
x Safari
x Chrome
An up-to-date listing of the oldest supported browsers will be posted here:
http://www.bibliocommons.com/how-we-work/supported-browsers
Other browser support may be provided by written agreement.
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Data Quality
In order to facilitate BiblioCommons data transfers and the sharing of information among patrons and libraries,
BiblioCommons has deployed the following minimum standards for data, which are preconditions for the Service.
BiblioCommons has worked with other libraries to develop these standards based on the demands of both the ILS and the
user experience.
MARC and Patron Data
BiblioCommons’ requirements for MARC mapping reflect typical cataloguing practice:
x Use of AACR2 or RDA and MARC21 standards for Bibliographic and Authority data;
x Authority and Bibliographic records must be exportable separately with corresponding links between the
two.
Subscriber will complete a survey describing a set of rules that can be used across all bib records to isolate key data for
mapping into BiblioCommons schemas, including for example and without limitation:
x Format values (e.g., DVD, Braille book)
x Audience values: Adult, Teen, Children
x Fiction/Non-fiction/Other
BiblioCommons will supply sample MARC that inventories the character sets and encoding it expects. Subscriber will
then identify and export records that surface these character-set issues for testing. BiblioCommons will only support
character sets and character-set encoding practices typical in library environments.
BiblioCommons reserves the right not to support nonstandard library data practices and practices that require custom
parsing of data.
Identifiers and Other Required Fields
x Library records must have persistent identifiers over time. For example, record numbers must persist for
any batch delete and re-add process of the same set of records.
x All key elements such as patron identification, bibliographic record identification and item identification
must have a unique permanent identifier
o For example, if a patron loses their library card, their barcode may change, but the new barcode
must reference the same unique permanent identifier.
o Universal identifiers should be in place for all bibliographic records where practically possible.
x Patron records must have a birth date field, though not necessarily birth data.
Cataloguing Workflows
Subscriber should be prepared to describe acquisition and cataloguing workflows, explaining how records are added,
changed and deleted in various cases (e.g., brief records creating during the inter-library loan processes, records created
during the acquisitions process, records that are suppressed from the online public access catalogue (OPAC), batch
processes). BiblioCommons will support cataloguing practice and workflows that are typical among public libraries in
North America.
Subscriber must notify BiblioCommons in advance when a larger than normal number of records is added, edited, or
deleted from their ILS.
If Subscriber Does Not Meet the Required Conditions
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BiblioCommons will show flexibility in the requirements detailed in this Schedule “D” if mutually agreeable alternatives
are found. But in the absence of such alternatives and where Subscriber fails to meet materially any of the requirements,
Subscriber will a) use its own resources to perform the work necessary to conform to the requirements or to specifications
applied by BiblioCommons in libraries of similar size and with the same or similar ILS deployment, or b) hire
BiblioCommons at a rate of $1500 per day per technician to develop a reasonable solution that will be specified and
estimated in advance by BiblioCommons.
Subscriber at its sole option may choose a mediated–access model for Tomcat rather than providing to BiblioCommons
24-hour, 7 day-a-week remote desktop access to the server running Tomcat (“Remote Access”). The annual fee payable to
BiblioCommons for supporting such mediated–access model shall be ten thousand dollars ($10,000) (the price in effect on
the date hereof) or such other amount as may be quoted by BiblioCommons at a later date. Any remedy for Service
Unavailability provided for herein will be void if BiblioCommons was not given Remote Access.
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SCHEDULE “E”
PRIVACY STATEMENT
A link to the Privacy Statement will appear to all Authorized Patrons or users registering with BiblioCommons during the
registration process, and will appear on all main pages of the Service. The following Privacy Statement was in effect
February 2015 and may be amended by BiblioCommons from time to time, and upon written notification to Subscriber in
the event of any substantial change.
PUBLIC LIBRARY has entered into an agreement with BiblioCommons to provide an online service that will make it
easier to track your holds and renewals and find the titles you are looking for. In addition, you may also choose to use this
service to share ratings and commentary about the titles you find at PUBLIC LIBRARY, and to connect with other library
users. When you use the pages in PUBLIC LIBRARY ’s catalog that say “Powered by BiblioCommons” in the lower left-
hand corner of the screen, you are using what is referred to in this document as the “BiblioCommons Service,” and any
information that is collected or shared here will be governed by this Privacy Statement.
BiblioCommons believes that effective privacy controls are the cornerstone of open and engaged communities. We have
implemented the standards described on this page to protect the privacy of all users, at the same time providing the
opportunity to share information about books, movies and music for those who are interested. By using the
BiblioCommons Service, you agree to the terms of this BiblioCommons Privacy Statement and the BiblioCommons
Terms of Use. The BiblioCommons Privacy Statement and BiblioCommons Terms of Use can be accessed anytime
through the links at the bottom of each page that is powered by BiblioCommons; together they are the only documents
that govern your relationship with BiblioCommons.
Is this the only policy governing the use of my information on services offered by the library?
No. Information you provide on the BiblioCommons Service may be transmitted to your library and its designated service
partners, where it will be handled according to the policies your library has implemented in those environments. Please
check the library’s website to view these documents, or speak to a librarian.
What types of information are collected on this service?
Several types of information may be collected and stored on the BiblioCommons service:
x Personal information
x Borrowing information
x Shared content
x Feedback and Suggestions
x Non-Identifying information
You will find a description of how this information is handled in the sections that follow.
Personal Information
What personal information is gathered?
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BiblioCommons gathers personal information that you provide or choose to import from PUBLIC LIBRARY. If you
register for the BiblioCommons Service, your library barcode, PIN and borrower ID, name, birth month and year, and
email address are automatically loaded into your on-line account from your library record. If some of this information is
not available in your record you may be asked to provide it.
If you participate in some optional services, for example youth and literacy programs, BiblioCommons may also ask for
additional information, such as your ZIP/postal code, education level and gender, in order to support program evaluation.
How is my personal information used?
We use your personal information to create an online account in your name, provide the services that you have requested,
monitor and improve the service, keep your library record up to date, and customize content. We do not share your
information or activity with ad networks or other entities that are not directly involved in the services you choose to use.
If you choose to share information or opinions about books, movies, music, and other topics, participate in online
conversations, or create selections using Lists or My Shelves (“Shared Content”), information such as the username or
name you have chosen to display, your library affiliation(s) and age group may accompany your Shared Content and
appear on a profile page that summarizes your Shared Content. If you would like to change your username or modify the
information that is made publicly available in connection with these features, please visit your My Settings.
BiblioCommons may disclose your personal information and any content associated with your account if required to do so
by law or in a good faith belief that such disclosure is reasonably necessary to: (a) satisfy any applicable law, regulation,
legal process or enforceable governmental request, or (b) enforce the Terms of Use, including investigation of potential
violations hereof.
Is my personal information protected?
Information in your BiblioCommons account that personally identifies you is encrypted and stored in a secured facility.
This information will be used by BiblioCommons and PUBLIC LIBRARY to deliver the services you request in
accordance with this Privacy Statement. BiblioCommons will not share, gift, sell, rent or trade your personal information
(e.g., your email address or month and year of birth). But we may display Shared Content (defined below) in the
BiblioCommons Service, or make other commercial uses of Shared Content.
Law Enforcement Requests
BiblioCommons does not share information in response to law enforcement requests unless it is presented with a warrant
or other legal compulsion.
Can I change or delete my personal information?
You may alter or delete any of the personal information in your BiblioCommons account except for your name, birth
information and your library card number(s); please contact your library staff to make changes to these. If your personal
information is updated either through the BiblioCommons Service or directly on your PUBLIC LIBRARY account with
the help of library staff, we will synchronize the new information in both locations.
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At any time, you may delete your BiblioCommons account without deleting your PUBLIC LIBRARY account. To delete
your BiblioCommons account, please contact the BiblioCommons Privacy Officer. Note that while your BiblioCommons
account information will not be available after deletion, some of that information may persist on memory discs.
Do I have to provide contact information?
No, you do not need to provide contact information to use the BiblioCommons Service. However you may choose to do
so in order to receive notices related to your use of the library through the BiblioCommons Service. Your contact
information will not be used by BiblioCommons for any other purpose without your consent, or shared with any party
other than PUBLIC LIBRARY without your direction to do so. We encourage you to check PUBLIC LIBRARY’s policies
to understand the other ways in which your contact information may be used by PUBLIC LIBRARY.
BiblioCommons may send email or display messages on the service that provide you with the choice to take advantage of
new features and functionality based on your past activity and stated preferences. To change your preferences for system
messaging, please go to My Settings.
What measures are in place to protect children?
Parts of the BiblioCommons Service are open to children under the age of thirteen. However additional measures have
been taken to protect their privacy and safety. Patrons under the age of thirteen (13) years (“minors”) will be restricted
from using the BiblioCommons Service to enter free text; however provision may be made for a more permissive service
for minors with parental consent. While the Terms of Use prohibits the use of the BiblioCommons Service to arrange
meetings with minors, children should be advised never to arrange meetings with strangers over the Internet.
User-generated content may not be appropriate for children. The BiblioCommons Service contains functionality that will
enable you to collapse user-generated content that has been flagged by Users who feel the content may be offensive to
some users. Enabling this functionality will help decrease the likelihood of children encountering objectionable material
when using the BiblioCommons Service.
Where can I learn more about internet safety for users under the age of 18?
We recommend that parents and guardians discuss internet privacy and safety with their children. When using the internet,
children should be advised:
x never to give out personal information such as their real name, phone number, email address, or school without
first consulting their parents or guardians, and
x never to arrange a meeting with someone they met online.
More information about children’s safety online can be found on the following sites.
Safety tips for children:
x http://kids.getnetwise.org/safetyguide/kids
x http://www.safesurfingkids.com/tips_for_kids.htm
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Tips for parents:
x http://www.google.com/familysafety/advice.html
x http://www.internetsafety101.org/safety101.htm
How can parents and guardians oversee the personal information of their children?
Guardians of underage users in the US may make a request to review and alter the personal information collected from
their children on this service, or to deactivate their child’s BiblioCommons account. The first step in gaining access to
your child’s account is to make your request in person to staff at one of the library’s locations. Be prepared to show proof
of your identity and of your relationship with the child. Staff will then have the information retrieved and delivered to you
by mail or held for pick-up. Note that guardians cannot be given access to a child’s borrowing record.
Note that the BiblioCommons Service does not require children under the age of 13, as a condition of participation, to
provide more information than is reasonably required.
Borrowing Information
Is my borrowing record tracked?
No. Lists of your current loans, due dates, outstanding fines, etc. may be loaded from your library record during your
sessions online, but this information is not stored on your BiblioCommons account, and it is never shared with other users.
You may choose to create a record of your recently-borrowed titles if this service is supported by your library;
information about recently borrowed items is never made available to the public unless you choose to enter specific titles
on your shelves or in other Shared Content. If you do not choose to enable the recently-borrowed feature, no automatic
record of your borrowing will be created.
Shared Content
What is Shared Content?
You may use the BiblioCommons Service to record information or opinions about books, movies, music, and other topics,
participate in online conversations, or create selections using Lists or My Shelves; all of this content is called “Shared
Content”. Shared Content may be useful for your own reference and can help other users find resources and information.
When you contribute content to an individual title, that title is automatically added to My Shelves, a collection that gathers
all of the titles to which you have contributed content or chosen to add to your shelves. You may also create Shared
Content by interacting with others through messaging, forums, or collaborative guides.
Can Shared Content be viewed by the public?
Shared Content has been designed for sharing, and is usually public. However you may make portions of your Shared
Content private by using your Privacy Settings. In addition, messages sent directly to other users through the service are
not publically viewable.
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If you are uncomfortable with the idea of sharing content with others, you may decide not to use My Shelves or contribute
ratings, comments, guides, or other types of Shared Content. You do not need to create Shared Content in order to use the
BiblioCommons Service.
Will my name be visible with my Shared Content?
Content and messages that you leave in public view or send to other users will be accompanied by the username that you
create, or by whatever display name that you choose at a later date in your account settings. This display name is also
linked to your profile page, which includes links to your Shelves, your shared Lists, and any other profile information you
choose to display.
Can I change my Shared Content?
Shared Content that is not interactive may be edited or deleted on this service at any time. Deleted content is removed
from our data bases and inaccessible to other users, but may remain in our data back-up system and in third-party search
indexes like Google. Shared Content that is not deleted may remain available on the BiblioCommons Service indefinitely,
even if you have closed your library account.
Messages and chat cannot be deleted or edited once they have been sent. They are logged and archived indefinitely. In the
event of complaints regarding violations of the BiblioCommons Terms of Use, this type of information may be used by
BiblioCommons to investigate.
Interactive Shared Content that other users may respond or contribute to, such as discussions or collaborative guides, may
be visible to others indefinitely in association with your display name, and may persist after your BiblioCommons account
is terminated.
Other Information
Feedback and Suggestions
When you submit feedback or suggestions they will not be considered confidential and may be stored with your name and
email address for analysis and follow-up.
Non-Identifying Information
BiblioCommons also records anonymous information and activity in order to improve the quality and scope of the
features and content you access through the BiblioCommons Service. For example:
Information such as your browser type or IP address may be used to help us understand how visitors use the
service over time and how it might be improved.
Data from your account may also be aggregated in an anonymous way.
Anonymous search logs are analyzed to improve the search algorithms.
Activity such as borrowing and reading may be aggregated anonymously to guide the development of the
library’s collections or to allow publishers to understand how their titles are being used.
Cookies
Cookies are small files used to enhance the functionality of websites.
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BiblioCommons may set and access temporary session cookies on your computer in order to make our system easier for
you to use. In addition, a more persistent cookie is used to store your user preferences. These files do not contain or
transfer any personally-identifiable information. You may also choose on the log-in page to save your username in a
cookie by checking “remember me.” If you wish to be notified when you receive a cookie, you may set your browser to
do so.
External Sites
The Internet is a big place: take care to guard your personally identifying information. This website may link to other
websites that collect personal information. We recommend that you review the privacy policies of these sites before
providing them with any personal data.
Changes to this Privacy Statement
This privacy statement may change from time to time in response to new laws, or to an evolution in BiblioCommons
policies or practices. We encourage you to check this privacy statement from time to time for changes. Your continued
use of BiblioCommons after a change will signify your acceptance of the new terms.
Change of Service
In the event that PUBLIC LIBRARY discontinues its participation in the BiblioCommons Service, the PUBLIC
LIBRARY may transfer your information to a new service of a similar nature. In addition, PUBLIC LIBRARY may agree to
have your information transferred to a successor entity of BiblioCommons or to any entity, which purchases substantially
all of the assets related to BiblioCommons or a division of BiblioCommons.
Comments? Questions? Contact us: privacy@bibliocommons.com
Privacy Officer
BiblioCommons
119 Spadina Avenue, suite 1000
Toronto, ON M5V 2L1, Canada
tel. 1 (647) 436 6381
PUBLIC LIBRARY may have additional policies that govern other aspects of the services we offer. Please check the
library's homepage to view these documents, or speak to a librarian.
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SCHEDULE “F”
TERMS OF USE
Acceptance of the Terms of Use is a condition of any use of the Service. In addition upon registration, which is required
before an Authorized Patron may access circulation functions or contribute content, he or she must signal his or her
agreement to the Terms of Use by clicking a checkbox. The following Terms of Use were in effect on February 2015 and
may be amended by BiblioCommons from time to time.
PUBLIC LIBRARY has entered into an agreement with BiblioCommons to provide an online service that will make it
easier to track your holds and renewals and find the titles you are looking for. In addition, you may also choose to use this
service to share ratings and commentary about the titles you find at PUBLIC LIBRARY, and to connect with other
BiblioCommons users. When you use the pages in PUBLIC LIBRARY’s catalog that say “Powered by BiblioCommons” in
the lower left-hand corner of the screen, you are using what is referred to here as the “BiblioCommons Service,” and these
BiblioCommons Terms of Use apply. Your use of the BiblioCommons Service is subject to the BiblioCommons Terms of
Use, and indicates that you accept these Terms of Use, which includes the BiblioCommons Privacy Statement; together
they are the only documents that govern your relationship with BiblioCommons. You may not use the BiblioCommons
Service if you do not accept the Terms of Use; please read them carefully.
Is this the only policy governing my use of the library’s services?
No. PUBLIC LIBRARY may have additional policies that govern other aspects of the services we offer. Please check the
library’s website to view these documents, or speak to a librarian.
REGISTRATION
Is Registration Necessary?
It is not necessary to register with the BiblioCommons Service in order to search the PUBLIC LIBRARY catalog.
However, registration is required to use BiblioCommons for personalized services, such as managing your renewals and
holds, contributing ratings and reviews, personalized recommendations, and communicating electronically with other
users.
Who is Eligible to Register?
Registration for use of the BiblioCommons Service is open to all patrons of PUBLIC LIBRARY and other libraries
affiliated with BiblioCommons (PUBLIC LIBRARY and other affiliated libraries are referred to herein as "Participating
Libraries").
Can children use this service?
Children are welcome to register for the Service. However, we recommend that parents and guardians discuss internet
privacy and safety with their children regularly. Please read the BiblioCommons Privacy Statement to find out more about
the measures that have been put in place on the BiblioCommons Service to protect the privacy and security of children,
and for information on protecting your child’s privacy and safety online.
Where can I find out more about the privacy policy of the BiblioCommons Service?
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The privacy of your personal information is important to BiblioCommons. We have established security measures and
controls to ensure that your information is only used as you wish. We encourage you to review the BiblioCommons
Privacy Statement, which forms a part of these Terms of Use, as well as the PUBLIC LIBRARY Privacy Policy.
SHARED CONTENT
What is Shared Content?
You may use the BiblioCommons Service to create “Shared Content,” which is any information, content or opinion that
you post on the Service; it includes online conversations on the Service and selections you create using Lists or My
Shelves. Shared Content may be useful for your own reference and can help other users find resources and
information. Shared Content may include for example collections, ratings, reviews, video, or conversations with other
users.
You may make portions of your Shared Content private, or you may leave it publicly available (as “Public Content”) for
the benefit of yourself and other users in your library and on the World Wide Web. To learn more about the controls
BiblioCommons has put in place to protect your privacy, please refer to the BiblioCommons Privacy Statement, or visit
your privacy settings.
Who owns Shared Content?
Registered Users retain any ownership rights they have in content that they post on the BiblioCommons Service. However
as described below, other users of the service, PUBLIC LIBRARY and BiblioCommons are granted an irrevocable,
perpetual, non-exclusive license to use Shared Content.
Can other users use my Shared Content?
The sharing of content is an important objective of the BiblioCommons Service. When you contribute Shared Content that
can be viewed by others, you grant a license to other users to make use of that material under an Attribution-
Noncommercial-Share Alike Creative Commons License. This is a license that grants others the non-commercial right to
copy, distribute, display, perform the work or create derivative works on the condition that the original author is credited,
and that any derivative distribution is licensed in the same way. Unless otherwise indicated, you have the right to use
Shared Content contributed by others according to the same Creative Commons license.
What rights do PUBLIC LIBRARY and BiblioCommons have to use Shared Content?
By contributing content such as reviews and comments to the BiblioCommons Service, you are granting BiblioCommons
and PUBLIC LIBRARY the right to use this content broadly. BiblioCommons may display Shared Content in the services
that we sell to libraries or other third parties. Unless otherwise indicated, when you post Public Content, you grant,
represent and warrant that you have the right to grant BiblioCommons and PUBLIC LIBRARY an irrevocable, perpetual,
non-exclusive, transferable, royalty-free, worldwide license, with the right to sublicense, to use, copy, publicly display,
reformat, translate, excerpt, perform, adapt, create derivative works from, and distribute such content with the name or
username you have chosen to display.
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If you do not want to give BiblioCommons and PUBLIC LIBRARY these rights, please do not contribute Shared Content
on the BiblioCommons Service.
What are my responsibilities when I choose to post Shared Content?
You are solely responsible for the Shared Content that you post to the BiblioCommons Service, or transmit to or share
with other users. Please read carefully the section in these Terms of Use entitled "Appropriate Use" to ensure that you
understand the responsibilities that you incur when you post Shared Content.
BiblioCommons respects the intellectual property of others, and we ask our users to do the same. You represent and
warrant that you own or otherwise control all of the rights to the content that you post; that use of the content you supply
does not violate these Terms of Use and will not cause injury to any person or entity; and that you will indemnify us for
all claims resulting from content you supply. BiblioCommons may, at our discretion, disable and/or terminate the
BiblioCommons accounts of users who violate these Terms of Use.
What can I do if I see content that infringes on my intellectual property rights?
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide
BiblioCommons’ copyright agent the written information specified below. Please note that this procedure is exclusively
for notifying us that your copyrighted material has been infringed. BiblioCommons’ copyright agent can be reached via
email at copyright@bibliocommons.com, or at the above mailing address. Please provide:
x An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
x A description of the copyrighted work that you claim has been infringed upon;
x A description of where the material that you claim is infringing is located on the site;
x Your address, telephone number, and e-mail address;
x A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright
owner, its agent, or the law;
x A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that
you are the copyright owner or authorized to act on the copyright owner's behalf.
Our Address:
BiblioCommons
119 Spadina Avenue, suite 1000
Toronto, ON M5V 2L1, Canada
tel. 647 436 6381
Is Shared Content ever removed from the BiblioCommons Service for other reasons?
Some users may not wish to view all user generated content. BiblioCommons users who are logged-in have the option of
blocking, "ignoring" or collapsing content from specified users on an individual basis. Ignoring a user can be
reversed. The BiblioCommons Service also offers the ability to collapse user-generated content that other users have
flagged as containing content that they consider offensive or otherwise inappropriate.
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BiblioCommons will allow all Users to collapse user-generated content based on their individual viewing preferences. But
an individual User’s viewing preferences shall not affect the viewing preferences of other Users.
All posted content is subject to the Appropriate Use standards of these Terms of Use. If you see content that violates the
Appropriate Use standards, you may flag the content by using the ‘Report This’ tool that is adjacent to all Shared Content
when you are logged in.
If content is flagged by a number of different users – three at this time – it is reviewed for compliance with the Terms of
Use. If such content is found to violate the Terms of Use, it may be removed from public view and an email will be sent to
the User who authored the content, notifying the User of the right to appeal the initial determination. The email will notify
the User that BiblioCommons has removed the flagged content, indicate the specific Terms of Use that were violated, and
state the process for appealing BiblioCommons’ initial determination. A User’s failure to submit a written appeal in the
manner described in the email notice within thirty (30) days of the date of the notice will render the decision to remove
the content final.
BiblioCommons will give Users who appeal the initial determination within 30 days as provided above an opportunity to
explain why the flagged content complies with the Terms of Use. BiblioCommons will review the information provided
by the User in support of the appeal and shall decide, after considering that information, whether the content complies
with or violates the Terms of Use. BiblioCommons shall decide an appeal within 30 days of receiving it.
If BiblioCommons determines that the flagged content does not violate the Terms of Use, it shall restore the flagged
comment. If BiblioCommons determines that the flagged content violates the Terms of Use, it shall promptly notify the
User of its decision not to restore the flagged content and the reason for the decision.
The BiblioCommons Service is not intended for the storage of valuable or irreplaceable data.
Appropriate Use Standards
All visitors to the BiblioCommons Service agree not to:
x access or attempt to access areas of the BiblioCommons Service in which they are not authorized;
x use or attempt to use another person’s account without our authorization, or falsely state or otherwise
misrepresent yourself, your age or your affiliation with any person or entity;
x solicit personal information from anyone under the age of 18, use the BiblioCommons Service to arrange a
meeting with anyone under the age of 18 or solicit passwords or personally identifying information for
commercial or unlawful purposes;
x disable, overburden, impair the proper performance or functionality of the BiblioCommons Service or otherwise
use or attempt to use the BiblioCommons Service to organize a meeting with any individual who is under 18
years of age;
x use or access the BiblioCommons Service or related systems in a way that adversely affects the performance or
function of the service;
x use any automated system to harvest or capture any BiblioCommons Content (as defined below) from the
BiblioCommons Service, except as may be specifically permitted using RSS/XML feeds;
x co-brand the BiblioCommons Service or portion thereof ("co-branding" means to display a name, logo, trade-
mark, or other means of attribution or identification of any party in a manner reasonably likely to give a user the
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impression that such other party has the right to display, publish, or distribute the BiblioCommons Service or
BiblioCommons Content);
x "frame" the BiblioCommons Service or portion thereof so that the BiblioCommons Service or BiblioCommons
Content appears in the same window with a portion of another website.
If you choose to register, you agree to:
x provide and maintain accurate, current and complete information;
x ensure that your account is used in keeping with all terms governing the use of the BiblioCommons Service,
including these Terms of Use;
x maintain the security of your password and username;
x not register for more than one account.
Appropriate Use When Posting Content
Remember that the Service is used by visitors with a broad range of ages and sensibilities. You agree not to use the
Service to upload, post, transmit, share, store or otherwise make available any content that:
x violates the Appropriate Use Standards;
x is unrelated to the specific book, movie, music or other library material that is the subject of the post or
displayed page;
x is unlawful, threatens or incites violence, physical intimidation or other unlawful action or otherwise creates a
genuine risk of imminent harm or direct threat to safety;
x consists of or depicts obscene material as defined by applicable state, provincial or national law;
x constitutes unlawful multi-level marketing, such as a pyramid scheme;
x constitutes unsolicited or unauthorized advertising, solicitations, promotional materials, junk mail, spam and/or
chain letters for commercial or personal gain;
x is private information about or belonging to any third party, including, without limitation, home addresses,
home phone numbers, personal email addresses, personal identification numbers and credit card numbers, the
disclosure of which would constitute an invasion of privacy or otherwise be prohibited under applicable law;
x contains software viruses, worms, or any other computer code, files or programs designed to interrupt, gain
illegal access, destroy or limit the functionality of any data, software, hardware, or telecommunications
equipment;
x infringes upon or violates the rights of any individual or entity under applicable state, provincial or national law
including without limitation, intellectual property rights;
x constitutes, encourages or provides instructions for a criminal offense or that would otherwise create liability or
violate any local, state, national or international law.
Warning About Content
You understand that by using the BiblioCommons Service, you may encounter content that may be considered indecent or
otherwise objectionable. Consequently, you agree to use the BiblioCommons Service at your sole risk and you agree that
neither BiblioCommons nor any Participating Library shall have any liability to you for any such content that may be
found to be indecent or otherwise objectionable.
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BiblioCommons does not verify the accuracy, truthfulness or reliability of any information posted by users, endorse any
opinions, or confirm the credentials of any users who may post information. You should always exercise caution and not
rely or act upon any information available on the BiblioCommons Service, particularly information that relates to your
legal rights, financial arrangements or health.
BiblioCommons may at any time use automated translation tools to make the BiblioCommons Service or portions of it
available in languages other than English. Such tools have significant limitations and only the English version of any
translated content is considered the definitive version.
The BiblioCommons Service contains functionality that will enable you to collapse user-generated content that has been
flagged by Users who feel the content does not conform to the Terms of Use or is otherwise inappropriate for all users.
Enabling this functionality will help decrease the likelihood of encountering objectionable material when using the
BiblioCommons Service.
How are feedback and suggestions managed?
BiblioCommons accepts feedback, questions, comments, ideas, concepts, or techniques for new services or products
through the Service ("Suggestions"). When you submit Suggestions you agree that they will not be considered
confidential, and that they may be stored with your name and email address in a database that may be located outside of
your country. By submitting any Suggestions, you grant BiblioCommons an unrestricted, irrevocable, world-wide,
royalty-free right to use, communicate, reproduce, publish, display, distribute and exploit such Suggestions in any manner,
and you agree that we may contact you via email for clarification or additional feedback.
BIBLIOCOMMONS CONTENT
The services and content provided on BiblioCommons ("BiblioCommons Content") are comprised of 1) services and
content provided by Participating Libraries, BiblioCommons and third-party providers ("Service Content"); and 2) Shared
Content contributed by users. All BiblioCommons Content is protected by law, and its use is governed by the rights
described below.
Can I display BiblioCommons Content on other websites?
The Service makes it possible for you to feature public BiblioCommons Content on external third party websites or
applications. This is encouraged under the terms described here. Pages on any external third-party websites and
applications that display BiblioCommons Content must provide a link from each extract to an original presentation of that
material on a BiblioCommons webpage. We reserve the right, at any time and without notice, to object to or require the
removal of any link that is misleading, or interrupts or interferes with the Service provided by BiblioCommons.
Are there any restrictions on my use of the Service Content in other environments?
BiblioCommons and PUBLIC LIBRARY grant our authorized users a limited, personal, non-transferable, revocable license
to access and use the Service and Service Content for personal, non-commercial use. All other rights are reserved. Except
as arranged by separate agreement, you may not copy, reproduce, republish, download, post, broadcast, transmit, make
available to the public, or otherwise use the Service Content in any way except for your own personal, non-commercial
use; nor may you disassemble, decompile, or reverse engineer the Service. The Service Content is the intellectual property
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of Participating Libraries, BiblioCommons, or their affiliates or their licensors, and is protected by US and international
copyright law. Some elements of the Service Content are also protected by trademark law and laws related to trade dress,
trade secrets, and unfair competition.
OTHER NOTICES
Overdue Notification Service
Reminder notifications are not a replacement for keeping track of your borrowing. Neither BiblioCommons nor PUBLIC
LIBRARY take responsibility for fines that result from missed reminders. You can check your account status by visiting
My Borrowing.
Warning About Links to Other Sites
The BiblioCommons Service may contain links to other websites and resources that are not a part of the Service ("Linked
Sites"). We provide links to Linked Sites as a convenience to the Users of the Service and such links do not imply any
endorsement of the Linked Sites by us. We have no control over the content of Linked Sites. Users must be aware that the
Linked Sites may also have terms of use or privacy policies that differ significantly from those of the Service. All use of
Linked Sites is at your own risk.
General
You may not assign these Terms of Use or any of your interests, rights or obligations under these Terms of Use. If any
provision of these Terms of Use is found to be invalid by any tribunal having competent jurisdiction, the invalidity of such
provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force
and effect. Any waiver of any portion of these Terms of Use or of any right or remedy of BiblioCommons must be in
writing in order to be effective.
Limitation of Liability
To the extent permitted by law and to the extent that BiblioCommons or Participating Libraries are otherwise found
responsible for any damages, BiblioCommons or Participating Libraries are responsible for actual damages only. To the
extent permitted by law, in no event shall BiblioCommons, its affiliates, its licensors, its suppliers, participating libraries,
or any third parties mentioned at the Service be liable for any incidental, indirect, exemplary, punitive or consequential
damages, lost profits, or damages resulting from lost data or business interruption resulting from the use of or inability to
use the Service or the Content, regardless of the theory of law upon which such claim may be based, including warranty,
contract, tort, and whether or not BiblioCommons or Participating Libraries are advised of the possibility of such
damages. To the extent permitted by law, the remedies stated in these Terms of Use are exclusive and are limited to those
expressly provided for in these Terms of Use.
Any action or claim related to these Terms of Use or arising from your use of the Service must be brought within twelve
(12) months of the existence of the alleged facts giving rise to the action or claim.
Disclaimer of Warranties
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Neither BiblioCommons nor Participating Libraries make any representations with respect to the BiblioCommons Service,
including any representations related to results that may be obtained by using the BiblioCommons Service. All use of the
Service is at the sole risk of the user.
The BiblioCommons Service and the BiblioCommons Content are provided on an "as is" basis and BiblioCommons and
Participating Libraries disclaim any and all warranties to the fullest extent permissible by law, including implied and/or
statutory warranties, including but not limited to implied warranties of merchantability, non-infringement of third parties'
rights, and fitness for a particular purpose. Neither BiblioCommons nor the Participating Libraries make any
representations or warranties about (and specifically disclaim any responsibility for) the accuracy, completeness, security
or timeliness of the BiblioCommons Service and its content. No warranties may be made in relation to the website or its
contents except as contained in these Terms of Use.
You agree and acknowledge that the limitations and exclusions of liability and warranty provided in these terms of use are
fair and reasonable.
Indemnity
You agree to defend, indemnify, and hold harmless BiblioCommons and the Participating Libraries (as well as their
officers, directors, employees, agents, successors and assigns) from and against any third party claims, actions or demands
(including, without limitation, costs, damages and reasonable legal and accounting fees) alleging or resulting from, or in
connection with your use of this Service or your breach of these Terms of Use.
Your First Amendment and Other Rights
BiblioCommons has worked extensively with libraries across the United States to ensure that these Terms of Use protect
your First Amendment and other rights as a library patron. These Terms of Use (including the mechanics around
removing Shared Content as described above) have been created and are revisited from time to time, to ensure that they
are reflective of, and otherwise protect, your First Amendment and other library patron rights. These Terms of Use should
not be interpreted in any matter to lessen or remove your First Amendment rights or any other statutory rights you may
have as a library patron.
Jurisdiction and Forum
Your use of the Service and these Terms of Use shall be governed by and construed in accordance with the laws of the
Province of Ontario, Canada, excluding (a) its conflicts of law rules and (b) the United Nations Convention on Contracts
for the International Sale of Goods (including all related protocols). Any dispute, claim or action related to your use of the
Service or under these Terms of Use shall be resolved by arbitration under the Arbitration Act (Ontario) by a single
arbitrator sitting in Toronto, Ontario, in the English language, and you further agree and submit to the exercise of personal
jurisdiction of such arbitrator(s) for the purpose of litigating any such claim or action.
Notwithstanding any provision of this section of the Terms of Use, BiblioCommons shall be free to seek interim or
injunctive relief before any court of competent jurisdiction for a breach or a threatened breach of any provision of these
Terms of Use that may, in our absolute discretion, require an urgent remedy. For the purposes of the foregoing, you
expressly attorn to the jurisdiction of the courts of the Province of Ontario and the Federal Court of Canada sitting in
Toronto, Ontario and waive any claim or defense that such forum is not appropriate. You agree that the limitations on
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liability, disclaimer of warranties and indemnity provisions of this Terms of Use are for the benefit of BiblioCommons,
our Participating Libraries and their successors.
Compliance with Law
You agree to use the BiblioCommons Service in strict compliance with all applicable laws and regulations. You shall take
no actions which would cause BiblioCommons or Participating Libraries to be in violation of any laws, rulings or
regulations applicable to BiblioCommons or Participating Libraries.
Complete Agreement
Except as expressly provided in a separate written agreement between you and BiblioCommons, these Terms of Use
constitute the entire agreement between you and BiblioCommons with respect to your use of the BiblioCommons Service.
Updating these Terms of Use and the Service
The BiblioCommons service is constantly evolving in order to provide the best possible experience for our users, and our
terms may change accordingly. However we will not reduce your rights under these Terms of Use without your explicit
consent. We will post any changes to the Terms on this page and, if the changes are significant, we will provide a more
prominent notice on the Service. Your continued use of the BiblioCommons Service signifies your acceptance of any
revised Terms of Use.
Without specific notice to you, BiblioCommons may change, supplement, delete or update any portion of the Service; or
establish or change, at any time, general practices and limits concerning our products and services.
Termination
You agree that BiblioCommons, in its sole discretion, may terminate or suspend your use of the BiblioCommons Service
and BiblioCommons Content at any time regardless of whether the BiblioCommons Service remains accessible by others.
BiblioCommons may discontinue the BiblioCommons Service at any time without liability to you. Upon termination of
the license, you shall cease all use of the BiblioCommons Service.
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SCHEDULE “G”
ADDITIONAL FEES
Additional fees may apply in certain circumstances as referenced in the Agreement. The following fees are in effect on the
date hereof. Data exports will be completed after payment from Subscriber has been received and provided that
Subscriber is not in material breach of any of its material obligations under this Agreement.
G.1 - Patron-Contributed Data Export Upon Termination – BiblioCore and BiblioWeb
Fee: $2,000.00, except that no fee shall be payable by Subscriber in the event of a breach of this Agreement by
BiblioCommons that is not remedied as provided for in clause 7.1.b.
Format: .csv format or such other format that the Parties may agree upon
Scope: Shared Content that has been submitted by Users via the BiblioCore and BiblioWeb products
G.2 - Staff-Contributed Data Export Upon Termination – BiblioWeb
Fee: $500.00
Format: XML format
Scope: Content that is in production that has been created by Subscriber’s staff in the BiblioWeb product
G.3 – Mediated Remote Access
Fee: $10,000.00
As provided for in Schedule “D.”
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