HomeMy WebLinkAbout03/16/2010, C3 - SAN LUIS OBISPO COUNTY PUBLIC ACCESS, INC. (SLOCOPA) AGREEMENT RENEWAL council March 16, 2010
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CITY O F SAN LUIS O B I S P O
FROM: Shelly Stanwyck, Assistant City Manager
Prepared By: Elaina Cano, City Clerk
SUBJECT: SAN LUIS OBISPO COUNTY PUBLIC ACCESS, Inc. (SLOCOPA)
AGREEMENT RENEWAL
RECOMMENDATION
1. Approve the renewal of the Agreement with SLOCOPA for the continued use of the public
portion of the PEG Access funds for a term of three years expiring on March 31, 2013 and
authorize the Mayor to execute the agreement.
2. Approve the waiver of the requirement for year-end financial statements to be audited by an
independent certified public accountant.
DISCUSSION
Background
In 1995, the City of San Luis Obispo entered into a 15-year Franchise Agreement with Charter
Communications that included a commitment by the cable company to establish a PEG (public,
education, government) Access account containing funds equal to 1% of Charter's annual gross
revenues for the purchase of capital equipment for local PEG Access broadcasting purposes. (These
funds cannot be used for operational purposes nor can they be used for anything other than PEG
Access broadcasting.)
In July 2005, the Council approved the Public, Educational and Government (PEG) Access
Operating Plan, as required under the current franchise agreement with Charter Communications.
The Operating Plan provides for the release of PEG access funds collected from Charter's
customers. Based on the approved Operating Plan, there are three partners in this program and each
is responsible for its respective type of access (as indicated in parentheses):
1. SLOCOPA (public)
2. San Luis Coastal Unified School District (educational)
3. City of San Luis Obispo (government)
Under the Operating Plan, each partner was allocated one-third of the money provided to the City by
Charter Communications for the sole purpose of acquisition and maintenance of equipment and
facilities.
SLO County Public Access Annual Report Page 2
In January 2007, the California Digital Infrastructure and Video Competition Act (Cal. Pub. Util.
Code §§ 5800 et seq., "DNCA") took effect. However, because the City and Charter
Communications had an existing franchise, it remains valid under DIVCA until its expiration.
Under DNCA, the City retains revenue from Charter Communications for PEG purposes. Charter
currently provides studio space and staff support for public access productions. The City's Charter
Communication representative conveyed that the studio space currently utilized by the City's public
access contractor and the staff person who coordinates use of that space will continue to be provided
pursuant to a separate County franchise agreement, which does not expire until 2015. Thus, it
appears that the City and SLOCOPA can maintain use of the facility at least until the expiration of
the County franchise. However, should the relationship between the County and Charter change, it
would be necessary to relocate the City's equipment and for SLOCOPA to obtain alternative studio
space.
Renewal of a Three-Year Agreement
Operating under the basis that there is funding for public access facilities until 2015, as described
above, the City entered into a three-year Agreement with SLOCOPA, a non-profit organization; in
March 2006. In exchange, SLOCOPA agreed to operate a public access television channel and
manage a video production facility and equipment for use by the residents of the City of San Luis
Obispo. As of February 2010, the City has released approximately $196,800 of the $398,000 funds
that have accrued for the public portion of PEG Access funds. These funds are released only upon
submittal of an annual budget, a list of equipment needs for the upcoming year, and upon receipt of
invoices and/or written estimates by the vendors providing the equipment.
As a result of concerns and complaints the City had received regarding the public access channel,
particularly allegations of unlawful discrimination, on July 1, 2008, Council directed the Human
Relations Commission (HRC) to investigate whether there was evidence of discrimination on the
part of SLOCOPA. The HRC did not find any specific evidence of discrimination. Staff has not
received any further concerns or complaints regarding these issues during the last ten months.
SLOCOPA has met all the recommended commitments to date. As also stated in the letter from
Chairman Sal Espana (Attachment 1), SLOCOPA has worked diligently to expand its membership,
programming, and community outreach.
Section 18 of the Agreement contained a provision that allowed the extension of the Agreement for
two additional periods of three years. However, in April 2009, staff recommended that the
Agreement be extended only for an additional one-year term. The one-year extension was
recommended to: 1) coincide with the termination of the City's Franchise Agreement with Charter
Communications; 2) allow the City to more thoroughly assess the relationship between the
SLOCOPA Board, its members, and its non-member producers as recommended by the Human
Relations Commission; and 3) allow SLOCOPA to obtain additional public feedback, improve its
outreach, and provide the City with additional information that would assist it in assessing
SLOCOPA's effectiveness as a public access television services provider. On April 21, 2009,
Council approved the extension of the one-year Agreement.
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SLO County Public Access Annual Report Page 3
As indicated by SLOCOPA's representative, it is more than willing to renew its existing Agreement
with the City. Because relations have improved, it is staff and SLOCOPA's recommendation that
this renewal be for the originally contemplated three year term.
Section 20 of the Agreement does articulate a Termination Clause. The City retains the right to
terminate the Agreement upon 30 days written notice to SLOCOPA for: Breach of terms; defined
inappropriate behaviors; and loss of 501(c)(3) status by SLOCOPA. Should the Agreement be
terminated SLOCOPA shall transfer all properties and assets purchased with funds received under
this Agreement to the City.
Waiver of Audit of Year-End Financial Statements
Staff is also recommending that the Agreement no longer include the requirement for year-end
financial statements to be audited by an independent certified public accountant.
In the prior agreement, SLOCOPA was required to submit an audit of its year-end financial
statements by an Independent Certified Public Accountant. For the past three years the City has
received a request to waive the audit requirement. Because of the small size of SLOCOPA's budget
and revenues (about$5,000 annually), the City concurred that such an audit was unduly burdensome
for SLOCOPA and waived the requirement. Staff is concerned that should a financial need arise
that cannot be met with the funding provided by the City for equipment or facilities, this provision
could result in SLOCOPA having to cease operations. Although staff is recommending the
requirement for an audit no longer be required, SLOCOPA will still be required to submit its year-
end financial statements with its Annual Report.
CONCURRENCES
The Finance and Informational Technology Director has reviewed these recommendations and
concur with the recommended actions.
FISCAL IMPACT
Because the funding for the equipment purchased by SLOCOPA has been provided by Charter
Communications using PEG funds collected pursuant to its Franchise Agreement with the City,
there is no fiscal impact on the City's general fund.
ALTERNATIVES
The Council could decide not to enter into the proposed Agreement. However, release of PEG
funds by Charter Communications to the City was based on approval of the City's Operating
Agreement, which included SLOCOPA as operators of the public access cable channel and
community access center. Charter may require a revised Operating Plan with a new proposal by the
City indicating who would assume responsibility for these services and the disposition and use of
the equipment purchased for public access purposes.
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SLO County Public Access Annual Report Page 4
ATTACHMENTS
1. Letter from SLOCOPA Requesting a Three-Year Renewal of Its Agreement
2. Letter from SLOCOPA Requesting to Waive the Year End Financial Statements.Audit
3. Proposed Agreement with SLOCOPA
COUNCIL READING FILE
1. City PEG Operating Plan (Resolution No. 9708 —2005 Series)
2. DIVCA Ordinance
G:\709-08 PEG Access\Public\Agreement Request\201 0\3-16-10 Council Agenda Report-Agreement Extension.DOC
'ATTACHMENT
RECEIVED
February 19, 2010 FFR 1 % 2010
SLO CITY CLERK
SLOCOPA
P.O. Box 7155
Los Osos, CA 93412.
Attn: Elaina Cano City Clerk
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
Re: Renewal of Franchise Agreement
On behalf of San Luis Obispo County Public Access,the SLOCOPA Board of Directors would like to
request a renewal of the Franchise Agreement Between The City Of San Luis Obispo And SLO County
Public Access pursuant to Section 21 of said Agreement. As stipulated in the Agreement, SLOCOPA is
requesting a three year extension concluding March 31, 2013.
Over the past year, SLOCOPA has worked diligently to expand communication among its Membership.
In addition to hosting various social functions, we have received increased Member input at our open
Board Meetings held at a new, larger location hosted by The Housing Authority of the City of San Luis
Obispo. SLOCOPA has also developed and offers a regularly scheduled selection of classes covering
all aspects of television production free to its Membership. As a result, many new programs have been
added to our schedule, with more due to premiere in the coming months. Additionally, the SLOCOPA
web site has been upgraded, including the creation of an on line Forum where Producers and members
of the community can discuss Public Access issues, talk about programming, as well as seek and
volunteer assistance.
More importantly, SLOCOPA has focused its efforts on promoting outreach into the local community.
We have begun building a local presence at the San Luis Obispo Fanners Market, with plans to expand
our involvement further in the coming year. SLOCOPA has offered workshops with Oscar winning
editor Neil Travis(Dances with Wolves)and longtime Hollywood actor/director Charles Briles (The
Big Valley)to the entire community, providing vast, personal insight into the television production
process. Furthermore, we are currently creating a Community Outreach Committee to implement many
of the suggestions made by Producers during a lengthy discussion on this topic at our most recent
Membership Meeting,
COP is 1 oking forward to continuing its work with The City of San Luis Obispo to promote the
verse e f voic wing on the Central Coast.
i
Salvador Espana
Chairman of the Board of SL COPA
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ATTACHMENT 2-
RECEIVED
February 24, 2010 FE8 2 2Ci 1
SLO CITY CL
SLOCOPA ERK
P.O. Box 7155
Los Osos, CA 93412.
Attn: Elaina Cano City Clerk
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
The SLOCOPA Board of Directors has authorized me to request that the San Luis Obispo City Council
waive the audit required by our contract for the duration of our three year extension.
As of February 8, 2010, SLOCOPA maintains a current balance of$1,403.27 in our Rabobank account
#2026028911. Despite our best efforts, SLOCOPA is unable to acquire the services of a certified
accountant willing to complete the audit at a rate that would not significantly diminish our funds and
seriously affect our organization.Additionally, SLOCOPA has acquired the responsibility of purchasing
the required liability insurance, which totaled $2,769.91 in 2009.
W ppreciate your understanding in this matter.
S cere ,
spana
SLOCOPA Chair
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ATTACHMENT 3
AGREEMENT BETWEEN THE CITY OF SAN LUIS OBISPO
AND
SLO COUNTY PUBLIC ACCESS
This Agreement is made this day of March 2010, by and between the City of
San Luis Obispo; a municipal corporation ("City"), and SLO County Public Access, a
nonprofit corporation ("SLOCOPA"), who agree as follows:
RECITALS
WHEREAS, the City desires to provide support for the use of cable television
public, educational, and government ("PEG") access channels operated pursuant to
federal law; and
WHEREAS, the State has granted a franchise to Charter Communications to
operate a cable television system in the City under the Digital Infrastructure and Video
Competition Act (DIVCA); and
WHEREAS, said franchise pursuant to DIVCA and Ordinance 1542 (effective April
1, 2010) provides that certain channel capacity be made available for PEG access; and
WHEREAS, DIVCA and Ordinance 1542 applicable to Charter Communications
provides that certain initial and ongoing payments shall be made by Charter
Communications for PEG access capital equipment and facilities; and
WHEREAS, DIVCA and Ordinance 1542 provide that certain payments shall be
provided by Charter Communications to support.the operations of the PEG access
facilities, equipment and channels; and
WHEREAS, SLOCOPA, as a nonprofit public access management entity, has
indicated its interest in serving the community by providing the public programming and
services portion (P portion) of PEG access.
NOW, THEREFORE, in consideration of the mutual promises and covenants set
forth herein, the parties agree as follows:
SECTION 1. SCOPE OF SERVICES. In exchange for the funding provided by the City to
SLOCOPA, pursuant to this Agreement, SLOCOPA shall provide the following services:
A. OPERATE PUBLIC ACCESS CABLE CHANNEL. Operate the public access
cable channel for publictcommunity access programming purposes in a
manner which is consistent with the principles set forth in Ordinance No. 1542,
with the primary purpose being to administer, coordinate, and assist those
requesting access on a nondiscriminatory basis.
ATTACHMENT
Agreement with SLO County Public Access. Page 2
B. OPERATEA COMMUNITYACCESS CENTER. Manage a video production
facility and equipment, available for public use at such hours and times as are
determined by SLOCOPA. Access to equipment and facilities shall be open to
all those who satisfactorily complete training class(es) provided by SLOCOPA
C. PROVIDE EQUAL ACCESS. Provide access to the use of the equipment,
facilities, channels, and services provided hereunder on a non-discriminatory
basis to all members of the community for non-commercial programming
purposes, whether individuals, groups, or organizations, on a first-come, first-
served nondiscriminatory basis, pursuant to operating policies and
procedures promulgated by SLOCOPA and consistent with the principles set
forth in Ordinance No. 1542.
D. DEVELOP OPERATING POLICIES AND PROCEDURES. Subject to City
approval, develop policies and procedures for use and operation of the public
access equipment, facilities, and channel and file such policies and
procedures with the City.
E. COMPLIANCE WITH LAWS RULES, AND REGULATIONS. Administer the
public access channel and facilities in compliance with applicable local, state
and federal laws, rules, regulations, including but not limited to DIVCA and
Ordinance 1542.
F. TRAINING. Train City residents in the techniques of video production, and
provide technical advice in the execution of productions.
G. PLAYBACK/CABLECAST. Provide for the playback/cablecasting of programs
on the public access channel. SLOCOPA shall cablecast an average of fifty-
six (56) hours of local original, replayed and outside programming per week
(eight hours/day, seven days/week).
H. MAINTENANCE OF EQUIPMENT. Provide regular maintenance and repair of
all video equipment purchased with monies received pursuant to this
Agreement.
I. SPECIAL NEEDS GROUPS. Support special needs groups, including but not
limited to those with hearing impairments, in program production through
training and other means.
J. PROMOTION. Actively promote the use and benefit of the public access
channel and facilities to cable subscribers, the public, public access users, and
Charter Communications.
K. PERFORMANCE REVIEW. As a condition of agreement.renewal, SLOCOPA
shall, after three (3) years of operation under this Agreement, contract with an
entity expert in public access matters to conduct a performance review of / ^/
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ATTACHMENT 3
Agreement with SLO County Public Access. Page 3
SLOCOPA's operations. This review shall include an opportunity for public
access users and cable subscribers to provide input. Upon completion, a copy
of the performance review shall be submitted to the City.
L. OTHER ACTIVITIES. Undertake other public access programming activities
and services as deemed appropriate by SLOCOPA and consistent with the
obligation to facilitate and promote access programming and provide
nondiscriminatory access.
SECTION 2. CHANNELS OPEN TO PUBLIC: SLOCOPA agrees to keep the public
access channel open to all potential users regardless of their viewpoint, subject to FCC
regulations and other relevant laws. Neither the City, nor Charter Communications, nor
SLOCOPA shall have the authority to control the content of programming placed on the
public access channel so long as such programming is lawful. Provided that, nothing
herein shall prevent SLOCOPA, the City, or Charter Communications from producing or
sponsoring programming, prevent the City or the Charter Communications from
underwriting programming, or prevent the City, Charter Communications, or SLOCOPA
from engaging in activities designed to promote production of certain types of
programming or use by targeted groups as consistent with applicable law and rules for
use of channels. SLOCOPA may develop and enforce policies and procedures which are
designed to promote local use of the channel and make programming accessible to the
viewing public, consistent with such time, manner, and place regulations as are
appropriate to provide for and promote use of public access channels, equipment and
facilities.
SECTION 3. INDEMNIFICATION. SLOCOPA shall indemnify, defend, and hold harmless
the City, its officers, agents, and employees and volunteers from and against any and all
claims, suits, actions, causes of action, losses, damage, or liabilities of any kind, nature
or description, including, payment of litigation costs and attomeys'fees, brought by any
person or persons for or on account of any loss, damage or injury to person, property or
any other interest, tangible or intangible, sustained by or accruing to any person or
persons, howsoever the same may be caused, directly or indirectly arising or resulting
from any alleged acts or omission of the SLOCOPA, its officers, employees, agents or
subcontractors arising out of or resulting from the performance of this Agreement.
SLOCOPA shall indemnify and hold harmless City, its officers, agents, employees and
volunteers from and against any and all claims or other injury, including costs of litigation
and attorneys fees, arising from or in connection with claims or loss or damage to
person or property arising out of the failure to comply with any applicable laws, rules,
regulations or other requirements of local, state or federal authorities, for claims of libel,
slander, invasions of privacy, or infringement of common law or statutory copyright, for
breach of contract of other injury or damage in law or at equity which claims, directly or
indirectly, result from SLOCOPA use of channels, funds, equipment, facilities or staff
granted under this Agreement.
City shall indemnify, defend, and hold harmless SLOCOPA, its officers, agents, and
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ATTACHMENT
Agreement with SLO County Public Access. Page 4
employees and volunteers from and against any and all claims, suits, actions, causes of
action, losses, damage, or liabilities of any kind, nature or description, including,
payment of litigation costs and attomeys'fees, brought by any person or persons for or
on account of any loss, damage or injury to person, property or any other interest,
tangible or intangible, sustained by or accruing to any person or persons, howsoever the
same may be caused, directly or indirectly arising or resulting solely from any alleged
acts or omission of the City, its officers, employees, agents or subcontractors arising out
of or resulting from the City's performance of this Agreement.
SECTION 4. COPYRIGHT CLEARANCE. Before cablecasting video transmissions
SLOCOPA shall require all users to agree in writing that they shall make all appropriate
arrangements to obtain all rights to all material cablecast and clearances from broadcast
stations, networks, sponsors, music licensing organizations' representatives, and without
limitation from the foregoing, any and all other persons as may be necessary to transmit
its or their program material over the public access channel that is operated and
managed by SLOCOPA. SLOCOPA shall maintain for the applicable statute of
limitations for City's inspection, upon reasonable notice by City and for the term of the
applicable statute of limitations, copies of all such user agreements.
SECTION 5..COPYRIGHT AND OWNERSHIP. SLOCOPA shall own the copyright of
any programs which it may choose from time to time to produce. Copyright of
programming produced by the public shall be held by such person(s) who produces said
programming.
SECTION 6. DISTRIBUTION RIGHTS.
A. SLOCOPA shall require that all programs produced with funds, equipment,
facilities, or staff granted under this Agreement shall be distributed on the
channel whose use is authorized by this Agreement. This subparagraph shall
not be interpreted to restrict other distribution (beyond distribution on channels
authorized by this Agreement), so long as such other distribution is consistent
with any pertinent guidelines established in the public access operating
policies and procedures.
B. At least at the beginning and end of each day that video programming is
cablecast on the public access channel whose use is authorized by this
Agreement, SLOCOPA shall display a credit stating "Partial funding for the
operation of this channel is provided by the City of San Luis Obispo." Such
credit shall also state that opinions expressed in public access programs are
the sole responsibility of the program producers.
SECTION 7. EQUIPMENT AND FACILITIES.
A. SLOCOPA shall be responsible for maintenance of all equipment and facilities
owned, leased or loaned to it under this Agreement or purchased with funds
provided pursuant to this Agreement.
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ATTACHMENT
Agreement with SLO County Public Access. -� Page 5
B. The City of San Luis Obispo shall retain ownership of all equipment and
facilities acquired by SLOCOPA and purchased with funds received pursuant
to this Agreement, and upon termination or non-renewal of this Agreement all
such equipment or facilities purchased with funds received pursuant to this
Agreement shall be returned to the City.
C. Upon the dissolution of SLOCOPA or termination of this agreement with
SLOCOPA, SLOCOPA shall, subject to the approval of the City, transfer all
assets of SLOCOPA representing City-funded equipment and facilities, and/or
the proceeds of either to the City, or at the City's option, to such organization
or organizations designated by the City to manage public access which shall at
the time qualify as a tax exempt organization(s) under Section 501(c)(3) of the
Internal Revenue Code (or the corresponding provisions of any future United
States Internal Revenue Law).
SECTION 8. INSURANCE. SLOCOPA shall maintain in full force and effect at all times
during the term of this Agreement insurance as required by this Section. The cost of
such insurance shall be bome by SLOCOPA and may be included in SLOCOPA annual
budget.
A. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial General
liability insurance, including protective, completed operations and broad form
contractual liability; property damage and personal injury coverage, and
comprehensive automobile liability including owned, hired, and non-owned
automobile coverage. The limits of such coverage shall be: (1) bodily injury
including death, $1,000,000 for each person, each occurrence and aggregate;
(2) property damage, $1,000,000 for each occurrence and aggregate.
Defense costs must be paid in addition to limits.
B. EQUIPMENT INSURANCE. Insurance shall be maintained on all equipment
and facilities, including fixtures, funded in whole or in part under this
Agreement to replacement cost. The insurance shall include, at a minimum,
insurance against loss or damage beyond the user's control, theft, fire or
natural catastrophe. The City shall be shown as lien holder on all policies.
C. WORKERS'COMPENSATION. Full Workers' Compensation Insurance and
Employer's Liability with limits as required by California law with an insurance
carver satisfactory to the City.
D. CABLECASTER'S ERRORS AND OMISSION INSURANCE. Insurance shall
be maintained to cover the content of productions which are cablecast on the
access channel in, at minimum, the following areas: libel and slander,
copyright or trademark infringement; infliction of emotional distress, invasion of
privacy; plagiarism; misuse of musical or literary materials. This policy shall
not be required to cover individual access producers.
C-/
ATTACHMENT
Agreement with SLO County Public Access. Page 6
E. CITY AS CO-INSURED OR ADDITIONAL INSURED. The City shall be named ,
as a co-insured or additional insured on all aforementioned insurance
coverages. The policies shall provide that no cancellation, major change in
coverage or expiration may be affected by the insurance company or
SLOCOPA without first giving the City thirty (30) days written notice prior to the
effective date of such cancellation or change in coverage. Any insurance or
self-insurance maintained by the City, its officers; agents, employees, or
volunteers shall be in excess of the SLOCOPA insurance and shall not
contribute to it.
F. NOTIFICATION OF COVERAGE. SLOCOPA shall file with the City proof of
insurance coverage as follows: (1) Commercial General Liability and Workers'
Compensation upon commencement of the employment of the Executive
Director; (2) equipment insurance upon the acquisition of any equipment; (3)
cablecaster's error and omission insurance within thirty (30) days of the
commencement of cablecasting of programming on the designated access
channel. Original endorsements effecting general liability and automobile
liability coverage required by this section must be provided before work
commences..
SECTION 9. NON-DISCRIMINATION IN EMPLOYMENT AND SERVICE.
A. SLOCOPA shall not discriminate against any person, employee or applicant
for employment or subcontractor on the basis of race, color, creed, religion,
sex, sexual preference, marital status, ancestry, national origin or physical or
mental handicap.
B. Grantee shall not discriminate in the delivery of services on the basis on race,
color, creed, religion, sex, sexual preference, marital status, ancestry, national
origin or physical or mental handicap.
SECTION 10. INDEPENDENT CONTRACTOR. It is understood and agreed that
SLOCOPA is an independent contractor and that no relationship of principal/agent or
employer/employee exists between the City and SLOCOPA. If in the performance of this
Agreement any third persons are employed by SLOCOPA, such persons shall be entirely
and exclusively under the control, direction and supervision of SLOCOPA. All terms of
employment, including hours, wages, working conditions, discipline, hiring and
discharging or any other term of employment shall be determined by SLOCOPA and the
City shall have no right or authority over such persons or terms of employment.
SECTION 11. ASSIGNMENT AND SUBLETTING. Neither this Agreement nor any
interest herein shall be assigned or transferred by SLOCOPA, except as expressly
authorized in writing by the City.
SECTION 12. ANNUAL REPORTS. Prior to May 31 of each year, SLOCOPA shall
submit to the City an annual report for the preceding calendar year (January 1 -
ATTACHMENT J�
Agreement with SLO County Public Access. Page 7
December 31). This report shall contain, at a minimum, the following information:
A. Statistics on programming and services provided.
B. Current and complete listing of Grantees' Board of Directors.
C. Year-end financial statements that fairly present its financial results of operations
and beginning and ending financial condition for the preceding calendar year by May 31
in a format acceptable to the City. '
D. An inventory of equipment purchased with funds provided by the City.
SECTION 13. FISCAL RECORDS.
A. SLOCOPA shall maintain all necessary books and records, in accordance with
generally accepted accounting principles.
B. Upon reasonable request from the City, SLOCOPA shall, at any time during
normal business hours, make available all of its records with respect to all
matters covered by this Agreement.
SECTION 14. FUNDING AND OTHER RESOURCES. The City agrees to make the
following funds and resources available to SLOCOPA:
A. Charter Communications has dedicated certain channel capacity (spectrum on
the cable system) for PEG access use. The City agrees to permit SLOCOPA
to manage channel capacity for public access programming purposes.
B. Funding for Public Access Facilities and Equipment. The City agrees to
provide to SLOCOPA up to thirty-three percent (33%) of all funds that it
receives from Charter Communications for PEG access. SLOCOPA shall
utilize such funds for the purchase of equipment and facilities to be used for
the purposes delineated in this Agreement. SLOCOPA shall access funding
using one of the following methods:
1. Submit paid invoices to the City. Upon receipt of paid invoices from
SLOCOPA, the City shall reimburse SLOCOPA within thirty (30) days of
the request.
2. Submit unpaid invoices to the City. Upon receipt of unpaid invoices, the
City shall process the request and make payments directly to vendors
within 30 days of the request.
3. Funds may not be claimed by SLOCOPA until such funds are received by
the City from Charter Communications per the franchise agreement.
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ATTACHMENT
Agreement with SLO County Public Access. Page 8
C. Funding for Public Access Services. The City agrees, at its discretion, to
provide SLOCOPA thirty-three percent (33%) of the fees paid to the City by
Charter Communications for PEG Access: These funds shall be held in a
special account by the City, designated "Cable Public Access Support Fund"
available only to support public access as designated under this Agreement,
and shall be available to support the public access services described
previously in the "Scope of Services" of this Agreement. These funds shall be ,
disbursed to SLOCOPA in accordance with the timeline specified in Section 17
of this Agreement.
SECTION 15..ANNUAL BUDGET AND ACTIVITIES PLAN.
A. On or before August 15th of each year in which this Agreement is in effect,
City shall provide SLOCOPA with an estimate of the funds that it will receive
from Charter Communications that will be available to SLOCOPA for the
upcoming fiscal year. As used herein, the fiscal year begins on January 1 and
ends on December 31.
B. On or before September 30 of each year in which this Agreement is in effect,
SLOCOPA shall provide to the City an Annual Budget and Activities Plan
outlining activities and programs planned for the following fiscal year with
funds and channel(s) received from the City. Such plan shall contain:
1. A statement.of anticipated number of hours of local original public access
programming.
2. Training classes to be offered and frequency of classes.
3. Other access activities planned by SLOCOPA.
4. A detailed operating and capital equipment and facilities budget.
SECTION 16. EXPENDITURE OF FUNDS. SLOCOPA shall spend funds received from
the City solely for the purposes listed in its Annual Budget and Activities Plan and
Section 1 (Scope of Services) of this Agreement. Funds not expended in the year
covered by the Annual Budget and Activities Plan may be carred over for use by
SLOCOPA into succeeding years. Upon termination of this Agreement all funds
designated for public access and not expended by SLOCOPA shall remain with the City.
SECTION 17. RECEIPT OF APPROVED FUNDING. For each year in which SLOCOPA
has submitted the Annual Budget and Activities Plan to the City as required under
Section 15 of this Agreement, City shall make payments to SLOCOPA or on behalf of
SLOCOPA as specified in SECTION 14.13. above.
SECTION 18. FUNDING.FROM OTHER SOURCES. SLOCOPA may, during the course
of this Agreement, receive supplemental funds from other sources, including, but not
ATTACHMENT -3
Agreement with SLO County Public Access. Page 9
limited to fundraising activities.
SECTION 19. TERM OF AGREEMENT. This Agreement shall be for a period of three (3)
years commencing on April 1, 2010 and ending on March 31, 2013
unless terminated earlier, as provided in this Agreement. This Agreement may be
extended, by mutual agreement of the City and SLOCOPA, in writing, for two additional
periods of three (3) years each in accordance with Section 21 of this Agreement.
SECTION 20. TERMINATION OF AGREEMENT: TRANSFER OF ASSETS.
A. The City shall have the right upon thirty (30) days written notice to SLOCOPA
to terminate this Agreement for:
1. Breach of any provision of this Agreement by SLOCOPA;
2. Malfeasance, misfeasance, misappropriation of public funds; or
3. Loss of 501(c)(3) status by SLOCOPA.
B. SLOCOPA may avoid termination by curing any such breach to the
satisfaction of the City within thirty (30) days of notification or within a time
frame agreed to by the City and SLOCOPA. The City may also terminate this
Agreement at the expiration of its term, or any extension thereof.
C. Upon termination of this Agreement, SLOCOPA shall immediately transfer to
the City all equipment, real property, fixtures, contracts, leases, deposit
accounts or other assets received by or purchased by SLOCOPA with funds
received pursuant to this Agreement.
SECTION 21. EXTENSION OF AGREEMENT. This Agreement may be renewed or
extended for two additional periods of three (3) years each; pursuant to the following
process:
A. If SLOCOPA seeks an extension of this Agreement it shall submit to the City a
letter of intent requesting extension.
B. The City shall respond to SLOCOPA letter of intent to request extension. If the
City intends to refuse to extend the Agreement, it shall explain the reasons for
this decision in its response to SLOCOPA. The City may not refuse to extend
the contract based upon a failure of SLOCOPA to comply with the terms of this
Agreement unless the City has provided SLOCOPA a notice of its failure to
comply with the terms and the opportunity to cure said noncompliance.
SECTION 22.TIME. Time is of the essence in this Agreement and for the performance
of all covenants and conditions of this Agreement.
SECTION 23. COOPERATION. Each party agrees to execute all documents and do all
things necessary and appropriate to carry out the provisions of this Agreement.
ATTACHMENT3
Agreement with SLO County Public Access. Page 10
ECTION 24. APPLICABLE LAW. This Agreement shall be interpreted and enforced
under the laws of the State of California.
SECTION 25. NOTICES. Ali notices and other communications to be given by eiir-,�'
party may be given in writing, depositing the same in the United States mail; postaz
prepaid and addressed to the appropriate party as follows:
To Attn: Elaina Cano, City Clerk
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
To President
SLO County Public Access Television, inc.
P.O. Box 7155
San Luis Obispo, CA 93412-7155
Any party may change its address for notice by written notice to the other party at any
time.
SECTION 26. ENTIRE AGREEMENT. This Agreement is the entire agreement of the
parties and supersedes all prior negotiations and agreements whether written or oral.
This Agreement may be amended only by written agreement and no purported oral
amendment to this Agreement shall be valid.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
written above.
ATTEST: CITY OF SAN LUIS OBISPO,
A Municipal Corporation
By:
City Clerk Mayor
APPROVED AS TO FORM: CONTRACTOR
By:
City Attorney SLO County Public Access