HomeMy WebLinkAboutNovus Exhibit C
Software Licensing Agreement
Auburn/Novosolutions(video streaming)
1.30.2013
Page 1 of 7
1sT AMENDMENT TO SOFTWARE LICENSE AGREEMENT
BETWEEN NOVUSSOLUTIONS AND THE CITY OF AUBURN
RELATING TO VIDEO STREAMING
THIS 13t Amendment is made and entered into this C0 day of 62 , 2013,
by and between INOBAR, L.L.C, a Florida limited liability company doi g business as
NOVUSOLUTIONS, ("Licensor") and the CITY OF AUBURN, a municipal corporation of the
State of Washington ("Licensee"), as an addendum to the Agreement between the parties for
agenda management software executed on June 9, 2009.
RECITALS:
1. The parties entered into an agreement on June 9, 2009, by which Licensor provided its
NovusAGENDA software suite for Licensee's use ("Original Agreement").
2. Licensor also has available an add-on module called the Extensible Automated Streaming
Engine ("EASE") that will allow the City to provide, among other services, real-time video
streaming of its meetings, and integration of the recorded meetings with published agendas.
3. The parties wish to amend the Original Agreement to add the "EASE" software and
associated hardware.
NOW THEREFORE in consideration of their mutual covenants, conditions and promises, the
PARTIES HERETO HEREBY AGREE as follows:
1. The Original Agreement is amended by adding a new Exhibit C, "NovusAGENDA
EASE"as set forth in Attachment"A"to this 1 st Amendment.
2. That all other provisions of the Original Agreement shall remain unchanged, and in full
force and effect. If there are any conflicts between this 1st Amendment and the Original
Agreement, the Original Agreement shall control.
Exhibit C
Software Licensing Agreement
Aubum/Novosolutions(video streaming)
1.30.2013
Page 2 of 7
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and
year first above written.
CITY OF BURN INOBAR, L.L.0
d/b/a NOVUSSOLUT
By: ! By:
Name: Peter B.Lewis Name: JC)ISI P
Title: Mayor Title:
ATTEST: i
Danielle-&Daskam,City Clerk
AP PRO D A O FORM:
D el B.Heid,City Attorne
i
Exhibit C
Software Licensing Agreement
Aubum/Novosolutions(video streaming)
1.30.2013
Page 3 of 7
ATTACHMENT"A"
1. Hardware to be provided and prices:
A. T110 Dell Server, Encoder Software Installation, System Burn-In, Rackmount Kit (4
posts-universal), Includes up to 25 internal users
B. Branded Video Library Design, Branded Player Design
C. Remote Install (Typically 3 hours)
D. Licenses for Software/Tools(Flash Media, EASE, HTML5, Microsoft OS)
E. Viewcast Osprey Video Capture Card with Simulstream Software (260-e)
Subtotal: $4,925.00
2. Services: I year of 24/7 SD video stream of meetings and events.
Subtotal: $3,000.00
Minus 5% Client Discount($396.00)
Total: $7,529.00 +applicable tax.
3. Second and third year of service costs shall be at $3,000 per year for basic services. Any
increase in services shall be at Licensee's cost to be negotiated when adding the service.
4. Optional indexing services: The Licensee may, but is not required to, add "Package 4," under
which Licensor will provide indexing services for up to 50 indexed meetings per year
(including live feed), at a cost of$750.00 per month or $9,000 per year total cost of service.
This fee includes services offered above so the total cost of indexed services with streaming
is $9,000 per year.
5. Service Provider: The Parties agree that services under this Exhibit C may be provided by
Licensor's subcontractor, Swagit Productions, LLC of Plano, Texas. Licensor shall remain
solely liable to Licensee for performance of this obligations under this Exhibit C, and shall
hold Licensee harmless and indemnify it against all claims by Swagit Productions arising out
of the performance of this work.
6. Notice and contacts: In addition to the notice provisions in Exhibit A of the Original
Agreement, Swagit Productions may be contacted as follows:
Sales: sales @swagit.com
Support/Technical: support@swagit.com
Video Editing Department: editors @swagit.com
Fax: 214-750-9513
Phone: 214-432-5905
Toll Free: 1-800-573-3160
Physical Address: 850 Central Parkway East; Ste #100
Exhibit C
Software Licensing Agreement
Auburn/Novosolutions(video streaming)
1.30.2013
Page 4 of 7
Plano, TX 75074
7. Implementation Timeline and Responsibilities:
Implementation Timeline
Week 0 - Project Initiation/Design
• Proposal
• Site inspection and installation checklist created in consultation with Channel
engineers and City I.T. staff
Week 1 -Hardware Provisioning/Development
• Hardware ordered(out of stock items may impact delivery)
• Hardware assembled by Swagit engineers
• Operating system installed and configured per installation checklist
• Swagit EASE Encoder software installed
• System burn-in testing conducted under fail-test load
• Hardware sign off by Swagit
Week 2 -Web Element Design
• Video library and player designed by Swagit in consultation with city webmaster
• Linking instructions provided to city webmaster
• Design sign off by city
Week 3—Deployment/Implementation
• Onsite hardware installation completed
• Remote configuration and testing of audio/video feed quality by Swagit engineers
• Confirmation of correct video library linking and integration with city website
• Installation sign off by Swagit
Week 4 -Acceptance Testing
• Dry run of meeting capture, indexing and encoding process using next available
meeting rebroadcast, alternate content or live meeting
• Final signoff by city and fulfillment of purchase order
Deliverables
• Installation checklist
• Configured, tested and installed Swagit EASE Encoder
• Secure FTP account for pre-edited digital content
• Customized video library
• Customized video player
• Monthly usage statistics
Exhibit C
Software Licensing Agreement
Auburn/Novosolutions(video streaming)
1.30.2013
Page 5 of 7
The Checklist
What Swagit Needs From You
Design Elements
In order to design a branded player with the look and feel of your site, Swagit
needs any logos, graphics and text you can provide.
Additionally please forward the URL for a page within your site that Swagit
should use as the basis for styling your video library/archive.
n/a Internet Connectivity
Swagit's encoding servers are equipped with 10/100/1000 Base-TX Ethernet
adaptors. We recommend that at least 1.5Mbps of outbound Internet
bandwidth is allocated to support optimal live and on-demand service.
Encoders should preferably have outbound access to TCP ports 21, 80, 443,
1935, 5721 and UDP port 123.
Encoders implement host-based firewalls limiting access to administrative
addresses. More specific details for implementation in network-based
firewalls are available on request.
n/a Broadcast Schedule
We need to know when your shows and programming air in order to set
recording times for your specific content. Where possible, please also include
average and maximum expected runtimes.
Preferred Labeling of Content Categories
Depending on service, content is broken up into categories for easier access
(e.g. Council, Planning, Arts Board, etc.) If you desire specific labeling for
these categories please let us know.
n/a Broadcasting System
If Swagit is installing a remote broadcast camera control systems, then it must
be accessible on TCP port 2001 of an external IP address. If you have
multiple systems being installed, additional TCP socket ports will be needed
(i.e. 2002, 2003, etc.).
Technical Contact Information
In case we need to get in contact with someone concerning any technical
issues that may come up that directly affect service (i.e. power failure, no
Exhibit C
Software Licensing Agreement
Auburn/Novosolutions(video streaming)
1.30.2013
Page 6 of 7
audio, bad video feed, etc.).
Billing Address and Information
If there is a certain department that invoices need to be addressed to please let
Swagit know.
Tax Exempt Certificate
If you are exempt from paying tax on this service please fax your certificate to
214-750-9513 or e-mail to corporate @swagit.com.
Google Analytics Address
To view stats via the Google Analytics system we use, you will first need to
have an account. If you don't already, then you can create one here:
https://www.google.com/accounts/NewAccount
After you have an account, we will need the email address you used so we can
make it available to you.
What to expect from Swagit
Linking Instructions and URLs
Typically we see clients linking directly to their video from within their
existing navigation structure. In the most basic form you may simply link to
the main video page, which includes links to your live feed, as well as links
for each of your video categories.
FTP Account Details
We have FTP space setup for you to upload content that you want processed
and placed into your specialty category. Please feel free to upload in a video
compression format that is native to you and our staff.
Client account details
Once our staff has finished encoding the video it will be made available in the
specialty tabs of the archive and on certain URLs. You may find it easier to
take linking information from the categories listed under the "Special"
dropdown of our client site, which is accessible at http://client.swagit.com.
Usage stats and reports account details
The availability of reports that track usage of streamed programming can be
accessed via the Google Analytics system we use.
Designed player with look and feel
r
Exhibit C
Software Licensing Agreement
Auburn/Novosolutions(video streaming)
1.30.2013
Page 7 of 7
A designed video player that is branded to your entity's look and feel is
created and delivered for video playback of your content.
Estimated install date
Depending on the equipment ordered, Swagit will notify you of an estimated
install date once all hardware has been received and configured by us.
n/a iTunes channel setup
Swagit will set-up and submit for a channel on Apple's iTunes service to list
your podcast files. The channel and its subscription link will be embedded in
your player as well.