I. Purpose & Definition
This Memorandum of Understanding (hereinafter, the “MOU”) outlines how the NC
LIVE consortium will be formed and operated. It includes the agreed upon mission,
governance structure, funding, coordination, and support structure, and the processes by
which this MOU shall be amended and reviewed. This MOU shall be in effect from 1
July 2014, until terminated.
NC LIVE – a consortium of North Carolina libraries working together – helps member
libraries to better support education, enhance economic development and improve the
quality of life of all North Carolinians.
NC LIVE shall provide all North Carolinians – students, faculty, business people, and
residents in all stages and walks of life – access to an array of essential and powerful
online resources and related services. The consortium leverages the scale and diversity of
its members and its unique position as a statewide provider of knowledge services to
acquire, partner for, develop, and distribute information and resource sharing solutions
that deliver value to the libraries represented by the State Library of North Carolina, The
University of North Carolina, the North Carolina Community College System, and the
North Carolina Independent Colleges and Universities.
III. Communities of Interest
As of the date of this MOU the term “Community of Interest” (COI) refers to the
following groups of libraries, represented by the indicated state-level parent
1. Public Library COI – the public libraries of North Carolina shall include the State
Library of North Carolina (State Library) and those publicly funded libraries
recognized by the State Library as eligible for State Aid (see Appendix A). The
state-level parent organization representing the Public Library COI (PL COI) is
the State Library, through the Secretary of Cultural Resources or his/her designee;
2. Community College COI – The libraries and learning resource centers serving the
constituent institutions of the North Carolina Community College System
(NCCCS). The NCCCS shall serve as the state-parent level organization
representing the Community College COI (see Appendix A), through the NCCCS
president or his/her designee;
3. North Carolina Independent Colleges and Universities COI – The libraries serving
member institutions of the North Carolina Independent Colleges and Universities
(NCICU). The NCICU shall serve as the state-parent level organization of the
NCICU COI (see Appendix A), through the NCICU president, or his/her
4. University of North Carolina COI – The libraries serving the constituent
institutions of The University of North Carolina (UNC). UNC shall serve as the
state-parent level organization of the UNC COI (see Appendix A), through the
UNC president, or his/her designee.
1. The cost of participation in NC LIVE by the UNC COI, the CC COI, and the PL
COI shall be paid with State funds appropriated by the General Assembly to the
respective state-level parent organizations for the purpose of providing shared
digital library content and services.
2. In addition to the aforementioned, the UNC COI shall use State funds to pay for
infrastructural services related to operating the NC LIVE consortium on behalf of
the CC COI, the PL COI, and the UNC COIs.
3. The cost of participation in NC LIVE by the NCICU COI will be equal to the cost
of adding its libraries to any and all group licenses, contracts, purchase
agreements, or other shared library-related arrangements. The NCICU COI shall
pay an annual assessment to help offset NC LIVE’s technical infrastructure costs.
4. The cost of participation in NC LIVE by additional COIs not specified above will
be equal to the cost of adding its libraries to any and all group licenses, contracts,
purchase agreements, or other shared library-related arrangements. The
additional COIs shall pay annual assessments equal to that paid by the NCICU
COI to help offset NC LIVE’s technical infrastructure costs.
C. Consortium Expansion
The COIs share the goal of expanding participation in the consortium. Any new COI
shall be represented by a state-level parent organization that shall be responsible for
the full cost of its libraries participation in the NC LIVE consortium.
A. Member Communities of Interest
The members of the NC LIVE consortium are the CC COI, the NCICU COI, the PL
COI, the UNC COI, and such other members whose COIs may later qualify for
membership under B, below.
B. Requirements for Membership – Communities of Interest
1. To qualify for membership in NC LIVE, a COI shall meet all of the following:
a. be a non-profit or state-funded organization;
b. be represented by a state-level parent organization such as a state agency or a
statewide organization or authority that provides full funding for the
participation in NC LIVE of the constituent libraries in its COI, and that has
or has been granted the administrative structure to act on the constituent
libraries’ behalf both fiscally and legally;
c. represent 10 or more independently administered libraries;
d. consent to this MOU, as attested by the ratifying signature of its chief
executive officer; and
e. assume prescribed fiscal responsibility for support of NC LIVE. Such fiscal
responsibility shall include the payment of annual dues, proportional costs of
any joint projects, and other assessments as shall be properly authorized. All
new COIs shall support their participation through an additional annual fee for
NC LIVE’s operational infrastructure support that will be a fair and
proportionate share of the costs of annual support, as determined by the NC
LIVE Librarians Council and approved by the Governance Council (see
2. The Governance Council shall determine the addition or removal of a member
“COI.” Removal from membership does not relieve a COI of financial
obligations to NC LIVE incurred prior to the removal.
3. Continuance of NC LIVE membership for a COI requires that all annual dues and
assessments applicable to a fiscal year be remitted within the current fiscal year.
4. The chief executive officer of the state-level parent organization for any member
COI may withdraw her/his COI from membership in NC LIVE by written notice
to the NC LIVE executive director and the chief executive officer of every other
COI. Such notice shall be given with enough advance notice (but under no
circumstances fewer than two years) to allow the COI to fulfill all current thirdparty
contracts and licenses to which the COI, through its membership in NC
LIVE, is obligated. Should a COI cease operation with less than two years
advance notice, NC LIVE will seek to remove the libraries represented by the
COI from existing third-party contracts without cost. Failure to achieve the
removal of the withdrawing COI without cost will obligate each institution in the
withdrawing COI to pay an amount based on the number of its full time
equivalent students or individuals within its service area, proportional to the sum
of all full time equivalent students or individuals of the withdrawing COI. If
withdrawal is due the unavailability of funds, notice shall be given as soon as
possible after notice of the unavailability of funds.
C. Membership Dues
1. Membership dues and the payment schedule for each COI shall be determined
annually by the Librarians Council and authorized by the Governance Council.
2. Annual membership dues and the payment schedule for each COI shall be
specified in an Addendum of Current Practice to this MOU. This document shall
be approved by the Librarians Council and delivered to the Fiscal Agent for the
purpose of creating annual dues invoices to be issued to each COI.
3. Membership dues shall be comprised of the following:
a. Community College COI: Content and Services Dues.
State funds appropriated by the North Carolina General Assembly to
the budget of the NC Community College System for the purpose of
providing shared digital library content and services. Dues shall cover
only the cost of content and services;
b. NCICU COI: Content, Services, and Operational Infrastructure Dues.
Funds in the amount determined by content and service vendors to
include the libraries represented by the NCICU COI to the NC LIVE
shared agreements. In addition, the NCICU COI shall pay an amount
agreed upon by the Librarians Council for the operational
infrastructure related to providing the shared content and services;
c. Public Library COI: Content and Services Dues.
State funds appropriated by the North Carolina General Assembly to
the budget of the State Library for the purpose of providing shared
digital library content and services. Dues shall cover only the cost of
content and services;
d. UNC COI: Content, Services, and Operational Infrastructure Dues.
State funds appropriated by the North Carolina General Assembly to
the budget of The University of North Carolina for the purpose of
providing shared digital library content and services. Dues shall cover
the cost of content, services, and infrastructure related to operating the
1. Governance Council
a. Function. The Governance Council:
1. establishes policy, and sets strategic directions for NC LIVE;
2. authorizes changes in member COI dues;
3. admits and removes members; and
4. authorizes the creation of NC LIVE staff positions.
b. Membership. The governing body of NC LIVE shall be the Governance
Council (GC), which shall have no fewer than eight (8) members. Each COI
shall be represented by two individuals: one person in a leadership position
within the state-level parent organization and one person in a library
leadership position. The foregoing positions shall not be held by the same
individual at the same time. Additionally, NC LIVE’s Fiscal Agent and
Contractual Agent (defined in VI, below) shall each be represented by an ex
officio, non-voting member.
1. The chief executive officer of the state-level parent organization for the
COI or his/her designee shall serve as its representative to the GC.
2. Each COI shall have one library leadership representative appointed in the
§ The CC COI library representative shall be the person of or shall be
appointed by the President in consultation with the current chair of the
Council of Community College Library Administrators (CCCLA).
§ The NCICU COI library representative shall be the person of or shall
be appointed by the President of the North Carolina Independent
Colleges and Universities.
§ The UNC COI library representative shall be the person of or shall be
appointed by the President of The University of North Carolina.
§ The PL COI library representative shall be elected by the North
Carolina Public Library Directors Association (NCPLDA).
3. The Fiscal Agent/Host Institution and Contractual Agent shall be
appointed by the chief administrative officer of the relevant library,
administrative unit, or other institution, as appropriate. (See Section VI.)
4. All appointments are made and/or renewed every three years.
d. Meetings and conduct of business. The GC shall meet no less than once per
year. The Secretary of Cultural Resources or his/her designee shall serve as
convener of the group. A quorum shall consist of one representative from the
state-level parent organization of each COI. When formal votes are taken,
each COI in good standing has one vote, which shall be cast by the COI’s
representative of the state-level parent organization in consultation with the
COI’s library leadership representative. No action or project shall be
undertaken nor any policy adopted without the unanimous consent of all
COI’s in attendance. The NC LIVE executive director or his/her designee
shall serve as secretary to the GC. Minutes of the GC will be posted on the
NC LIVE Web site.
2. Librarians Council
a. Function. The Librarians Council:
1. shall prepare recommendations for the GC on matters as directed by the
GC or addressed on its own;
2. approves NC LIVE’s annual budget, based on dues approved by the GC;
3. implements the policies, budgets, and strategic directions set by the GC;
4. takes action on matters otherwise reserved to the GC when the GC (1)
delegates to the Librarians Council authority to address a specified matter
or (2) delegates to the Librarians Council the authority and function of an
executive committee with respect to any matters that may arise between
meetings of the GC.
b. Membership. The body responsible for NC LIVE’s operational decisionmaking
is the Librarians Council (LC) which shall have no fewer than nine (9)
members. Each COI shall be represented by the individuals serving on the
GC as the library leadership representatives. The membership shall also
include as ex officio, non-voting members: 1) the State librarian; 2) any
person serving as the chair of an NC LIVE Advisory Committee (as appointed
under V.A.3., below). In addition, any person appointed to serve as the
representative of the Fiscal Agent/Host Institution, the Contractual Agent, or
any other person(s) deemed relevant as determined by the LC shall serve the
LC in an ex officio capacity.
c. Terms of service. A member’s term of service with the LC shall be as
1. Library Leadership Representative: see V.A.1.b.-c., above;
2. NC LIVE Advisory Committee Chairs: see V.A.3.d., below;
3. Contractual Agent: see V.A.1.c., above;
4. Fiscal Agent and Host Institution: see V.A.1.c. and VI.C.7.-8., below.
d. Meetings and conduct of business. The LC shall meet no less than once each
quarter. Each COI shall have one vote. The LC shall make all decisions by
unanimous consent of the COIs in good standing. Any action or decision
failing to achieve unanimous consent of all COIs in good standing will not be
adopted or enacted. Minutes of meetings of the LC shall be forwarded to the
GC members by the respective library leadership representative, and posted
on the NC LIVE Web site.
3. Advisory Committees
a. Function. To assure that planning and implementation of NC LIVE are
responsive to the needs of libraries and library users and to achieve the
strategic priorities of NC LIVE, the LC may from time to time establish
Advisory Committees. Based on the general direction of the GC, the LC will
form and direct the work of the Advisory Committees. Advisory Committees
will be responsible for advising the LC and the NC LIVE executive director.
b. Membership. Each COI’s library leadership representative on the LC shall be
responsible for ensuring that his/her COI appoints representatives to the
Advisory Committees in a manner determined by the COI.
c. One or more NC LIVE staff, appointed by the NC LIVE executive director,
shall serve as ex officio members of each Advisory Committee.
d. Terms of service. Members of Advisory Committees shall serve three-year
renewable terms. Committee chairs and vice chairs shall serve one-year
terms, renewable for two additional, consecutive terms.
e. Meetings and conduct of business. The LC shall appoint advisory
committee chairs in a manner that provides the greatest balance and equity
among the COIs. The LC shall appoint Advisory Committee chairs from not
less than three COIs.
VI. COORDINATION AND SUPPORT
Only and programs and activities that are shared by all COIs are governed by this
document. Obligations other than those shared by all COIs (such as contracts of service
managed by NC LIVE on behalf of subsets of COIs or member libraries) shall exist under
separate agreements, and shall not be part of this MOU.
A. Contractual Agent
1. The University of North Carolina General Administration shall be the
Contractual Agent for all NC LIVE, and shall be the signatory for all licenses,
agreements, and contracts for online books, journals, and other library
2. The Contractual Agent may be evaluated and may be re-negotiated with the
consent of the GC.
1. Under the general direction of the LC, the State Library shall coordinate and
provide training and professional development as needed by the libraries of all
2. The State Library shall maintain the NC LIVE archives.
C. Fiscal Agent and Host Institution
1. North Carolina State University shall serve as the Fiscal Agent for NC LIVE, and
shall receive and disburse funds subject to budget approval by the LC and within
the dues limits set by the GC.
2. The fiscal year of NC LIVE shall begin on July 1st of each year and end on June
30th next ensuing.
3. Accounts maintained by the Fiscal Agent for NC LIVE shall be subject to annual
audit by the State of North Carolina.
4. North Carolina State University Libraries shall serve as the Host Institution,
providing staffing and supervision on terms agreeable to the GC and the Host
5. The Host Institution shall not be responsible for funding non-personnel operating
expenses, equipment, or furniture. These expenses shall be funded through the
NC LIVE budget.
6. All licenses and contracts for non-library resources shall be signed by authorized
representatives of the Fiscal Agent after approval by the LC.
7. The Host Institution and Fiscal Agent may be evaluated and may be re-negotiated
with the mutual consent of the GC, the Contractual Agent.
8. All contracts entered into by NC LIVE shall have an “availability of funds”
clause acknowledging that decreases in the funds available for NC LIVE
shall be grounds for contract re-negotiation or termination.
NC LIVE shall access such staff as may be necessary to support the goals of the
organization. NC LIVE staff shall be paid from State funds appropriated by the
General Assembly into the budget of the Fiscal Agent, from grant funds, or from
other funds within the NC LIVE budget.
1. Staff at Host Institution. All permanent and temporary staff needed to operate the
server site are under the direction of the Host Institution. The selection, salary,
and conditions of appointment of these staff are set within the framework
governing professional and support appointments at the Host Institution.
2. Temporary Staff. NC LIVE may access temporary project staff as appropriate to
pursue funded projects. Member institutions may also assign staff as appropriate
3. Additional Staff. The NC LIVE GC may approve plans, terms, and conditions for
hiring additional permanent staff as the need arises. These plans shall be
specified in the Addendum of Current Practice.
E. Technical and Organizational Infrastructure and Support
The LC, with input and feedback from the Advisory Committees, shall provide the
minimum requirements for the technical and organizational infrastructure through
which all services will be delivered. The following are some responsibilities of COIs
to help provide the needed resources.
1. The UNC COI and NCICU COI agree to provide the financial support to manage
the hardware, software, network access, service administration, (e.g., publicity,
promotional and instructional materials, training, travel and meeting expenses,
including meals and refreshments), and staffing to support access to resources as
part of NC LIVE.
2. Each COI agrees to be responsible for assuring the availability of the technical
infrastructure and support to enable access to the full range of library resources.
The LC shall adopt technical standards to be followed by all COIs.
F. Other Support
Upon agreement by the COIs, any COI may serve NC LIVE by housing projects,
supplying content or services, or contributing staff resources.
VII. AMENDMENT AND REVIEW
A. Amendment and Review
This MOU may be amended by unanimous approval of the COIs in good standing
represented on the GC.
B. Addendum of Current Practice
The Addendum of Current Practice shall be prepared by the LC and reviewed
annually by the GC no later than September 1 or within 45 days after the official
adjournment of the North Carolina General Assembly, whichever occurs later.
VIII. DURATION AND TERMINATION
This MOU shall continue in force until terminated. This MOU may be terminated upon
the mutual agreement in writing of all COIs.
IX. STATEMENTS OF AUTHORITY & OTHER REPRESENTATIONS
A. Each State-level parent agency represents that:
1. it has authority to enter into this MOU for itself and each of the institutions
whose COI it represents, through the signature herein below of its chief
2. to the best if its knowledge, it has, at the time of execution of this MOU, such
funds and other resources available for the purposes of its respective duties
and responsibilities and those of the institutions whose COI it represents under
this MOU, as will permit it to enter into this MOU;
3. by entering into this MOU, it does not purport to waive, nor can it waive
under law, any provision of law or public policy of this State applicable to its
respective contracts as a public agency of the State of North Carolina.
B. Should one or more COIs have insufficient funds to perform the activities of the
MOU, such COI(s) shall be removed from any and all agreements, licenses, and
contracts with third-party vendors. Such removal shall not relieve the COI from
payment for services rendered prior to its removal. All sufficiently funded COIs shall
continue under the MOU after the removal of the insufficiently funded COI;
C. Should the State not appropriate funds to any of the COIs sufficient to perform the
MOU, the MOU shall terminate after the termination of all third-party agreements it
This MOU may be executed in counterparts, and each executed counterpart shall be
considered as an original of this MOU. Signatures by facsimile shall have the same force
and effect as an original.