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Home My WebLink About23I325 - Image Access Inc.CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Premium Maintenace Agreement - Amendment 1 Image Access, Inc. Joy Ray MaintenanceRenewal@ImageAccess.com Provide maintenance services for KIC Machine (Amendment adding 1 year and compensation) $1,060 + $1,092 + $1,124 = $3,276 3 Year (9/16/22 - 9/15/25) N/A Joy Ray: MaintenanceRenewal@ImageAccess.com Information Technology Larry Klingaman N/A 23I325 #1 Yes No Yes Department N/A Yes Sole Source Documents attached. Cumulative Spend $5,044. 9/9/24 Rene Sanchez Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 Page 1 of 4 Revised: 10.31.23 AMENDMENT NO. 1 TO THE PREMIUM MAINTENANCE AGREEMENT 23I325 BETWEEN THE CITY PALM SPRINGS AND IMAGE ACCESS, INC. 1. Parties and Date. This Amendment No. 1 to the Premium Maintenance Agreement is made and entered into as of this 9th day of September, 2024, by and between the City of Palm Springs (“City”) and Image Access, Inc., a Florida Corporation, with its principal place of business at 543 NW 77th Street, Boca Raton, FL 33487 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” 2. Recitals. 2.1 Agreement. The City and Contractor have entered into an agreement entitled “Premium Maintenance Agreement” dated December 12th, 2023 (“Agreement”) for the purpose of retaining the services of Contractor to provide Maintenance Services to the Palm Springs Public Library KIC Machine (SN: 184740587) for an amount of $2,152 and a term of 9/16/2022 to 9/15/2024. 2.2 Amendment. The City and Contractor desire to amend the Agreement to extend the scope of the agreement and add additional compensation. 2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to Maintenance Duration and Prices section of the Agreement. 3. Terms. 3.1 Maintenance Duration and Prices. the Maintenance duration and Prices section of the Agreement is hereby modified to include the following language: “An additional 1-year term and compensation in the amount of $1,124 is hereby added to this agreement via Contract Amendment #1 for term 9/16/22 to 9/15/2025 and a new not to exceed value of $3,276. “Exhibit A is attached hereto and incorporated herein by reference.” 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1. Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 Page 2 of 4 Revised: 10.31.23 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1. 3.4 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 Page 3 of 4 Revised: 10.31.23 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND IMAGE ACCESS, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _____________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: N/A Item No. N/A APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 9/11/2024 9/11/2024 Page 4 of 4 Revised: 10.31.23 Exhibit A: Year 3 Renewal Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 __________________________________________________________________________________________ 543 NW 77th Street | Boca Raton, FL 33487 | www.ImageAccess.com January 5, 2024 Subject: Sole Source Declaration To whom this may concern: This letter serves as notification that Digital Library Systems Group at Image Access Boca Raton, FL, the manufacturer of KIC (Knowledge Imaging Center) software and the Click Mini scanners, is the sole source, worldwide, for KIC software and for Click Mini scanners for the academic and research and public library communities. Sincerely, Theodore Webb CEO, DLSG at Image Access Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 CITY OF PALM SPRINGS 3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92262 (760) 322-8328 BUSINESS LICENSE CERTIFICATE Fees Paid:$174.00 ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE LICENSEE TO OPERATE OR MAINTAIN A BUSINESS IN VIOLATION OF ANY OTHER LAW OR ORDINANCE. THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY NOR OF THE APPLICANT'S QUALIFICATIONS. Business Name:Image Access, Inc. DBA: Owner:Image Access, Inc. Mailing Address:543 NW 77th St. Boca Raton, FL 33487 License Number:OC-002488-2023 Expiration Date:10/31/2024 PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO RENEW AND UPDATE THIS LICENSE ANNUALLY. Business Location:543 NW 77th ST, Boca Raton, FL 33487 Business Description:Retail/Wholesale TO BE POSTED IN A CONSPICUOUS PLACE Docusign Envelope ID: A354D5F0-19EA-4C69-B94C-217DAA984A25 CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Signatures: Insurance: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 6.13.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Image Access Image Access Inc. Joy Ray MaintenanceRenewal@ImageAccess.com Provides service for the KIC machine. $1,092 9/16/23-9/15/24 N/A Tish Goodspeed: maintenancerenewal@imageaccess.com Information Technology Larry Klingaman N/A 23I325 N/A Yes No Yes Yes N/A No Cumulative total $3,920 Business license attached. N/A N/A N/A 8/8/23 Kendall Bradley DocuSign Envelope ID: 0D9D25D1-29E3-40AA-BEF3-D269FB16A41B Service Agreements Overview PRODUCTS COVERED Bookeye® ClickMini® BookEdge® WideTEK® Scanners BSCAN ILL® Document Delivery Workflow MOBILE ILL Central Control Software and Cart Software Opus FreeFlow®/WorkFlow® Preservation Scanning Software KIC® Self-serve Scanning Systems Certain 3rd party scanners SERVICES PROVIDED Technical Support provided by Phone, Email and Webinar On-site* and Depot Equipment Repair Equipment Loan and Replacement Parts (Shipping Included*) Software and Documentation Updates; Including Major Releases Discounted Rates for Software Customization Trade-in Credit toward the purchase of a new product/package * U.S. and Canada onlyNo Finger Pointing Between VendorsOur Service handles the hardware and the Software. Whatever the problem seems to be, simply email or call our support team of highly trained and technically qualified service representatives and they will diagnose and repair hardware and software together. Priority Response As our maintenance agreement client, you will receive the highest level of response available in the industry. Phone, Email & Webex Support If you have a question, our technical staff is prepared to assist our maintenance agreement clients at no additional charge. One Low, Fixed Cost to Keep You Operational No haggling over every repair bill, no more budget approval needed, and no wasting time managing each service call. Access to Our Parts Inventory We determine in advance the necessary parts to keep on hand at our facilities to prevent unnecessary down time when you have a problem. We also keep an extensive stock of loaner equipment. Software Subscription Included Your maintenance agreement with DLSG provides free software updates, including new features, enhancements and fixes for both the hardware and software in your DLSG systems. Installation, Support & Training From delivery to set up and support, we're here to help. We'll also train your staff. Training continues throughout our relationship with you. On-site and webinar training are available to meet your staff's busy schedule. User manuals, instructional videos, group and training are just some of the services we offer. Ask us for more details! High-cost Repairs and Full Replacement Included You’re even covered for the most expensive repairs, including full replacement of any hardware component. Efficient Service Model Means Low Prices Our "hub and spoke" service model for our direct service areas allows us to maintain the highest staff training standards possible and provide the highest quality service possible. Outside the US and Germany, we rely on value added resellers. I'm extremely impressed with the level of service and dedication. It’s always a pleasure using DLSG products! — Heidi Nance, Head Interlibrary Loan, University of Washington DocuSign Envelope ID: 0D9D25D1-29E3-40AA-BEF3-D269FB16A41B The Premium Maintenance Agreement is a required purchase for the first year. Coverage begins after the installation date and lasts for a term of one year. Renewal for second and subsequent years is optional. Each year, approximately 45 days before your Premium Maintenance program expires you will be sent a quote/invoice for renewal. Like most digital technology vendors, DLSG offers full service for five years. However, unlike other vendors, DLSG does not require, but instead, recommends replacement at that time, and in addition, DLSG offers service agreements at regular prices for an additional two years, for a total of seven years. Maintenance Agreement prices normally increase 3% annually for inflation but can increase by a higher percentage if inflation is higher than 3%. In special cases, DLSG will offer extensions for eighth and nineth years of service. However, due to significantly higher service costs, including costs of maintaining a supply of compatible replacement parts, a higher chance of high-cost repairs or full replacement, and potentially higher software subscription costs, annual service agreements for the eighth year is increased by 20% plus the usual annual inflation adjustment, and again by 20% more plus the inflation adjustment for the nineth year. Documentation and Support Hardware products are shipped with Setup/Assembly and Operation Manuals. Product information and technical specifications may be found at www.DLSG.com. To obtain additional copies of setup manuals or to ask questions regarding installation, operation, and maintenance, please contact our Service Department. at 1-8 00-378-5432, Ext. 4, or send email to ServiceDepartment@DLSG.com. Software products are shipped with a User's Manual which includes installation instructions. KIC systems contain Unpacking & Assembly instructions, and a Setup Guide. For additional copies or for technical assistance contact our Service Department at 800-378-5432, Ext. 4. Technical Support The sudden loss of productivity, even temporarily, may seriously affect your ability to meet commitments. Downtime can become very expensive when both the actual cost of the repair and lost productivity are considered. Image Access products have been designed to provide the functionality, performance and durability required to provide uninterrupted service in busy production environments. Our Premium Maintenance Agreement is your assurance of minimal downtime. Equipment Repair, Loan, & Replacement, Including Telephone Problem Isolation Support For expedited problem determination, technicians connect to and diagnose scanners through the internet. For large scanners, such as the Bookeye® V1A, WideTEK® 36/42/48, and at its discretion, other scanners, Image Access will service the scanner on-site within 24 – 72 hours of report and determination of equipment failure. For other scanner models (e.g., Bookeye® V2 and V3, WideTEK® A2 and A3, Click Mini® and BookEdge®), Image Access may opt to provide an overnight ‘loaner’ within 24 – 48 hours of report and determination of equipment failure. If a ‘loaner’ scanner provided by Image Access is the same model and is in the same or better condition as the customer’s scanner (e.g., it has performed approximately the same or fewer scans as the customer’s scanner and its appearance is the same or better), Image Access reserves the right to permanently replace the customer’s scanner with the ‘loaner’. Image Access will bear all shipping costs, provided shipping arrangements are made by Image Access and the customer follows Image Access’ scanner return procedures. Allow an additional 5 business days for customers outside of the Continental US (Alaska, Canada, Hawaii, Caribbean, etc.). Software & Hardware Update Procedures Software updates and firmware updates for hardware are a very important part of the life cycle of a product. • Software: Customers will receive an email notification as updates are released. The customer may contact our Service Department to schedule its deployment and training, or the Service Department may contact the customer. • Hardware: Firmware updates can resolve unique hardware function problems, and as such are not required for every customer. Our Service Department personnel will determine whether a firmware update is appropriate and will notify you. Premium Maintenance Agreement PRODUCTS COVERED Bookeye® ClickMini® BookEdge® WideTEK® Scanners BSCAN ILL Document Delivery Workflow MOBILE ILL Central Control Software and Cart Software Opus FreeFlow/Workflow Preservation Scanning Software KIC Self-serve Scanning Systems Certain 3rd party scanners Maintenance Duration and Prices SERVICES PROVIDED Technical Support provided by Phone, Email and Webinar On-site and Depot Equipment Repair Equipment Loan and Replacement Parts (Shipping Included) Software and Documentation Updates; Including Major Releases Discounted Rates for Software Customization Trade-in Credit toward the purchase of a new product/package DocuSign Envelope ID: 0D9D25D1-29E3-40AA-BEF3-D269FB16A41B Scanner Warranty and Service Exclusions The Manufacturer's Warranty and the Premium Maintenance Agreement do not apply to scanners that have been exposed to one or more of the following conditions: X Damage resulting from accident, alteration, misuse, abuse, fire, flood, acts of God, improper installation, or use of products not approved by Image Access. X Damages resulting from improper packaging and shipping of returned equipment; not in accordance with Image Access' shipping guidelines. X Removal of any product component without company’s explicit permission, or breakage of a connector, cover, glass, seal, etc. X Damage or failures incurred from service, modification(s) or repair(s) not performed by Image Access, including tampering, use of counterfeit or other non-Image Access components, assemblies, accessories, or modules. X Repairs to parts or systems resulting from unauthorized modifications. X Damage or failures caused by misuse, unreasonable handling or maintenance, mistreatment, operator error, failure to provide proper supervision or maintenance, including use of cleaning products or other accessories not approved by Image Access or use in contravention of recommended procedures or specifications. X Damage or failures caused by environmental conditions such as excessive heat, moisture or other unsuitable physical operating environment, corrosion, staining, electrical work external to the product or failure to provide electrostatic discharge (ESD) protection as needed. If a major service repair is required on equipment that has been used excessively, Image Access reserves the right to charge an additional 1/2¢ - 1¢ per scan for scans beyond the rated usage (pro rata). See table below for rated usage assuming a 5-year product life. Disclaimer and Limitation of Liability EXCEPT AS OTHERWISE STATED IN THE MANUFACTURER'S WARRANTY AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, IMAGE ACCESS MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO IMAGE ACCESS PRODUCTS. IMAGE ACCESS DISCLAIMS ANY LIABILITY FOR INDIRECT, CONSEQUENTIAL, PUNITIVE, OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST DATA, LOST REVENUE, LOST PROFITS, OR REPLACEMENT PRODUCT COSTS ARISING OUT OF THE PURCHASE, USE, OR PERFORMANCE OF IMAGE ACCESS PRODUCTS, EVEN IF IMAGE ACCESS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THIS LIMITATION OR EXCLUSION MAY NOT APPLY TO SOME CUSTOMERS. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THIS MANUFACTURER'S WARRANTY GIVES THE CUSTOMER SPECIFIC LEGAL RIGHTS, AND THE CUSTOMER MAY HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE. THE PRICE OF PRODUCTS DISTRIBUTED BY IMAGE ACCESS OR ITS AUTHORIZED DEALERS REFLECTS THE ALLOCATION OF RISK ARISING FROM THE WARRANTY EXCLUSIONS AND THIS DISCLAIMER AND LIMITATION OF LIABILITY. IF THERE IS ANY CONFLICT BETWEEN OTHER SECTIONS OF THIS DOCUMENT AND THE MANUFACTURER'S WARRANTY, THE TERMS OF THE MANUFACTURER'S WARRANTY PREVAIL TO THE EXTENT PERMITTED BY APPLICABLE LAW. IMAGE ACCESS RESERVES THE RIGHT TO CHANGE AT ANY TIME ANY OF ITS PROCEDURES FOR OBTAINING WARRANTY AS SET FORTH IN THIS DOCUMENT. Customer Responsibility BY REQUESTING SERVICE, THE ELIGIBLE CUSTOMER ACKNOWLEDGES THE TERMS OF THE MANUFACTURER'S WARRANTY, INCLUDING THE DISCLAIMER AND LIMITATION OF LIABILITY PROVISIONS. Rated Usage over 5 Year Life Excessive Use Fee at Image Access' discretion BookEdge System Face-down Scanning 1/ million scans 1¢ per scan Click Mini Systems Face-up Scanning 1/ million pages 2¢ per page Bookeye Systems Face-up Scanning 2 million pages 1¢ per page DocuSign Envelope ID: 0D9D25D1-29E3-40AA-BEF3-D269FB16A41B Revised 4.13.23 Page 11 of 17 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date:Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: N/A Item No. N/A APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 DocuSign Envelope ID: 0D9D25D1-29E3-40AA-BEF3-D269FB16A41B 12/12/2023 12/12/2023 Image Access, Inc. 543 NW 77th Street Boca Raton, FL 33487 Phone 5618862900 / Fax 5614312766 QUOTATION Date 07/19/2023 ESTIMATE #Q2301925 Amount Due $1,092.00 DLSG is a division of Image Access, Inc. Please make checks payable to Image Access, Inc. Palm Springs Public Library Attn: Accounts Payable 300 S. Sunrise Way Palm Springs, CA 92262 Contact Us ARTeam@ImageAccess.com 5618862938 Quote Good For 59 days Quote Prepared For: Description Quantity Price Total Maintenance Renewal Service: KIC Click Mini T&V Wide KStand + Kodak i1150 ADF + FAX SN: 184740587 Maintenance term will run from 09/16/2023 through 09/15/2024 1 $1,092.00 $1,092.00 *If paying by ACH, a 2.5% discount can be applied. *Your next step: This is just a quotation. In order for your Scanning System and/or Software to remain under maintenance contract, please send a Purchase Order or an email requesting an invoice (please include the quote number from this quote) to MaintenanceRenewal@ImageAccess.com *No Sales Tax charged If required, please pay taxes directly to your state taxing authorities. TOTAL $1,092.00 Page 1 of 1 DocuSign Envelope ID: 0D9D25D1-29E3-40AA-BEF3-D269FB16A41B CITY OF PALM SPRINGS 3200 E TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92262 (760) 322-8328 BUSINESS LICENSE CERTIFICATE Fees Paid:$174.00 ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE LICENSEE TO OPERATE OR MAINTAIN A BUSINESS IN VIOLATION OF ANY OTHER LAW OR ORDINANCE. THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY NOR OF THE APPLICANT'S QUALIFICATIONS. Business Name:Image Access, Inc. DBA: Owner:Image Access, Inc. Mailing Address:543 NW 77th St. Boca Raton, FL 33487 License Number:OC-002488-2023 Expiration Date:10/31/2024 PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO RENEW AND UPDATE THIS LICENSE ANNUALLY. Business Location:543 NW 77th ST, Boca Raton, FL 33487 Business Description:Retail/Wholesale TO BE POSTED IN A CONSPICUOUS PLACE DocuSign Envelope ID: 0D9D25D1-29E3-40AA-BEF3-D269FB16A41B