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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.