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HomeMy WebLinkAboutKCBX Broadcast Operator~i ~(S r ' 1P,.. L 6 / f;,o r AGREEMEN T THIS AGREEMENT is made and entered into in the City of San Luis Obispo on this day o f dJOU (vj& (2007, by and between the CITY OF SAN LUIS OBISPO, a municipal corporation , hereinafter referred to as City, and KCBX/KCBXnet,hereinafter referred to as Contractor . WITNESSETH : WHEREAS, on August 22nd, 2007 the City requested proposals for the cablecast operations tha t would provide for live coverage of City Council and Planning Commission meetings and other cablecas t related services per Specification No . 90785 . WHEREAS, pursuant to said invitation No . 90785 Contractor submitted a proposal that wa s accepted by City for said cablecast operations for live coverage of City Council and Planning Commissio n meetings and other cablecast related services . NOW THEREFORE, in consideration of their mutual promises, obligations and covenant s hereinafter contained, the parties hereto agree as follows : 1.TERM .The term of this Agreement shall be three years and six months beginning on January 1, 2008 and ending June 30, 2011 . The agreement may be extended by mutual agreement for a n additional two years . 2.INCORPORATION BY REFERENCE .City Specification No . 90785 and Contractor's proposal dated September 27, 2007, are hereby incorporated in and made a part of thi s Agreement . 3.CITY'S OBLIGATIONS .For providing services as specified in this Agreement, City will pay and Contractor shall receive therefore compensation in a total sum not to exceed $29,800 per year . 4.CONTRACTOR'S OBLIGATIONS.For and in consideration of the payments and agreements hereinbefore mentioned to be made and performed by City, Contractor agrees with City t o provided services as set forth in Exhibit A (Experience, Qualifications and Work Experience) attache d hereto and incorporated into this Agreement . Contractor further agrees to the contract performance term s set forth in Exhibit B (Contract Performance) attached hereto and incorporated in the Agreement . 44s 5.AMENDMENTS .Any amendment, modification or variation from the terms of thi s Agreement shall be in writing and shall be effective only upon approval by the City Administrative Office r of the City . 6.COMPLETE AGREEMENT .This written Agreement, including all writing s specifically incorporated herein by reference, shall constitute the complete agreement between the partie s hereto . No oral agreement, understanding or representation not reduced to writing and specificall y incorporated herein shall be of any force or effect, nor shall any such oral agreement, understanding o r representation be binding upon the parties hereto . 7. NOTICE .All written notices to the parties hereto shall be sent by United States mail , postage prepaid by registered or certified mail addressed as follows : City Clerk City of San Luis Obisp o 990 Palm Street San Luis Obispo, CA 9340 1 KCBX/KCBXne t 4100 Vachell Lane San Luis Obispo, CA 934 0 8.AUTHORITY TO EXECUTE AGREEMENT .Both City and Contractor do covenan t that each individual executing this agreement on behalf of each party is a person duly authorized an d empowered to execute Agreements for such party . IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the da y and year first above written. City Contractor CITY OF SAN LUIS OBISP O By : City Administrative Office r ATTEST : /., APPROVED AS TO FORM : CONTRACTO R City A mey B ~•EXHIBiT "A''• Experience, Qualifications and Work Progra m The partnership of KCBX and KCBXnet, (KCBX) two 501(c)(3) non-profi t organizations, have worked together for more than 10 years, sharing facilities an d resources as they promote community building through community media . The tw o agencies operate under the direction of a parallel Board of Directors . The two organizations became partners to share resources as technologies converge an d as the two groups move toward a shared goal of increasing the services and quality o f community media for our region . The organizations currently operate a training center that provides low-cost and fre e training for local San Luis Obispo residents . The training center is also available to other nonprofit organizations at no charge or at extremely low rates . The room is also utilized by commercial organizations for various training activities . The room i s equipped with 25 state of the art computers and a projector, with the ability to provid e conferencing and other multi-media functions . KCBX proposes to meet all specifications included in CABLECAST OPERATION S Specification No . 90785 . KCBX is pleased to have been working with the City of San Luis Obispo since 2000 i n this capacity . It has been a successful collaborative partnership, working in concert t o improve the quality of the cablecast as well as improve the cablecast systems . When the City purchased new cablecast equipment, KCBX offered advice, training , and feedback . KCBX staff helped to develop a checklist for operators as well as a control room manual and control room quick reference guide . Feedback from KCBX staff was instrumental in improvements that were made by th e equipment provider . ID Solutions . subsequent to the installation of the equipment . KCBX staff members have demonstrated that they can professionally and effectivel y operate all of the cablecast equipment . If awarded this contract, KCBX will utilize th e procedures and checklists that have been adopted in consultation with City staff , refining them as necessary to assure excellence . In regard to Special Consideration,KCBX would subcontract with Matrix Mobile TV , to provide off-site meetings or special programs . KCBX staff has worked with, and i s familiar with the professional, state-of-the-art equipment owned and available fo r complex as well as simple programs . KCBX will continue the current agreement to provide information regarding City o f San Luis Obispo meetings and activities via our online calendar and our broadcas t calendar . A link to the city, as our cablecast partner, is posted under "Community" o n our website :http ://www .kcbx .org . KCBX will provide a minimum of two employees for each session . We will continue t o have a minimum of four trained operators to allow for illness, vacation, or othe r required substitutions . One employee will arrive on-site a minimum of 60 minutes prior to the start of eac h session to prepare for cablecasting . Compensation will be based on dollar amounts contained in the proposal submitta l summary . The payment schedule will follow procedures stated in Specification No . 90785 . The talented and qualified professionals at KCBX assure that we will meet and excee d the City of San Luis Obispo's cablecast operation requirements : Project Managemen t Frank Lanzone,General Manager, KCBX since 1980 and past manager of public radi o KCSM serving the San Francisco Bay Area . For several years he instructed TV an d radio operation classes on the faculty of the Telecommunications Dept . at the Colleg e of San Mateo before moving to California's Central Coast . Frank is currently th e president of California Public Radio . Henry Hadley,Operations Manager, KCBX since 1988, and Video Broadcast Directo r for the City of San Luis Obispo's cablecast operations since 2000 . Experience include s an intensive video production internship with Continental Cablevision of California . B S in Broadcast Communications, University of the Pacific, Stockton, CA . Operations/Production Managemen t Christopher Correa .KCBX Studio Operator since 2004 . Chief Operator and primar y trainer for KCBX cablecast operations . He wrote the broadcaster's training manual , quick-reference guide and pre-meeting checklist for SLO cablecast operations . H e advised city staff on how to redesign the equipment's main control panel for ease o f operation and to be more user-friendly . All recommendations were accepted . H e designed banner graphics to increase the visibility of logos, enhance the overal l aesthetics of the broadcast and designed the banners to represent SLO City colors. H e customized the character generator's text so that main title slides at each meetin g matched the City's official font . Additionally, he has provided City department head s and the Community Relations Team with presentations about the equipment an d cablecast operations . He is an excellent troubleshooter, identifying anomalies an d errors, devising solutions, and communicating that information to other cablecas t staffers . BA in History, UCLA . Gary Squibbs,Cuesta College Broadcast Technician/Lab Advisor and Supervisor sinc e 2005 . Senior Operator for KCBX cablecast operations and Broadcast Operator fo r KCBX public radio since 2002 . Full resumes available on request . EXHIBIT "A " Section F PROPOSAL SUBMITTAL SUMMAR Y The undersigned declares that she or he has carefully examined Specification No . 90785, which is hereb y made a part of this proposal ; is thoroughly familiar with its contents ; is authorized to represent th e proposing firm ; and agrees to perform the specified work for the following cost quoted in full : Description of Service Estimated Pe r Year Per Meeting o r Event (specify) Tota l Cablecast/recording Regular City Counci l Meetings 24 429 $10,29 6 Cablecast/recording Special City Counci l Meetings 8 429 $3,43 2 Cablecast/ recording Regular Plannin g Commission Meetings 24 429 $10, 29 6 Cablecast/ recording Special Planning Commission Meetings 2 429 $85 8 Cablecast/ recording Special Events 6 300 ***$1,80 0 Weekly maintenance updates to scheduler (typically on a weekly basis)52 60 $3, 12 0 TOTAL $$s 29,802 Hourly rate for advance programming of video playback or other supplementa l services (including "Special Considerations"as outlined in the proposal). O Certificate of insurance attached ; insurance company's A .M . Best rating: Firm Name and Addres s KCBX/KCBXne t 4100 Vachell Lan e San Luis Obispo, CA 9340 1 Contact Frank Lanzone, Jr .Phone 549-885 5 SignatureofAuthorized Representativ e iC.Ay Date September 22, 200 7 ***Special events are to be billed at the hourly rate as set-up may vary , depending on the venue and the complexity of the event . For instance, a n hour event, in chambers, would be billed for as little as $156 (2 individual s at $26/hour X 3 hours). $2 6 ~ EXHIBIT "B " CONTRACT PERFORMANCE 1.Ability to Perform .The Contractor warrants that it possesses, or has arranged throug h subcontracts, all capital and other equipment, labor, materials, and licenses necessary t o carry out and complete the work hereunder in compliance with any and all federal, state , county, city, and special district laws, ordinances, and regulations . 2.Laws to be Observed .The Contractor shall keep itself fully informed of and shal l observe and comply with all applicable state and federal laws and county and City of Sa n Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 3. Payment of Taxes .The contract prices shall include full compensation for all taxes tha t the Contractor is required to pay . 4. Permits and Licenses .The Contractor shall procure all permits and licenses, pay al l charges and fees, and give all notices necessary . 5. Safety Provisions .The Contractor shall conform to the rules and regulations pertainin g to safety established by OSHA and the California Division of Industrial Safety . 6.Preservation of City Property .The Contractor shall provide and install suitabl e safeguards, approved by the City, to protect City property from injury or damage . If City property is injured or damaged resulting from the Contractor's operations, it shall b e replaced or restored at the Contractor's expense . The facilities shall be replaced o r restored to a condition as good as when the Contractor began work . 7.Immigration Act of 1986 .The Contractor warrants on behalf of itself and al l subcontractors engaged for the performance of this work that only persons authorized t o work in the United States pursuant to the Immigration Reform and Control Act of 198 6 and other applicable laws shall be employed in the performance of the work hereunder . 8.Contractor Non-Discrimination .In the performance of this work, the Contractor agrees that it will not engage in, nor permit such subcontractors as it may employ, t o engage in discrimination in employment of persons because of age, race, color, sex , national origin or ancestry, sexual orientation, or religion of such persons . 9.Work Delays .Should the Contractor be obstructed or delayed in the work required to b e done hereunder by changes in the work or by any default, act, or omission of the City, o r by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out o f defense or war programs, then the time of completion may, at the City's sole option, b e extended for such periods as may be agreed upon by the City and the Contractor . In the event that there is insufficient time to grant such extensions prior to the completion dat e of the contract, the City may, at the time of acceptance of the work, waive liquidate d damages that may have accrued for failure to complete on time, due to any of the above , after hearing evidence as to the reasons for such delay, and making a finding as to th e causes of same . BET b 6 10.Payment Terms .The City's payment terms are 30 days from the receipt of an origina l invoice and acceptance by the City of the materials, supplies, equipment or service s provided by the Contractor (Net 30). 11.Inspection .The Contractor shall furnish City with every reasonable opportunity for Cit y to ascertain that the services of the Contractor are being performed in accordance with th e requirements and intentions of this contract . All work done and all materials furnished, i f any, shall be subject to the City's inspection and approval . The inspection of such work shall not relieve Contractor of any of its obligations to fulfill its contract requirements . 12.Audit .The City shall have the option of inspecting and/or auditing all records and othe r written materials used by Contractor in preparing its invoices to City as a conditio n precedent to any payment to Contractor . 13.Interests of Contractor .The Contractor covenants that it presently has no interest, an d shall not acquire any interest—direct, indirect or otherwise—that would conflict in an y manner or degree with the performance of the work hereunder . The Contractor furthe r covenants that, in the performance of this work, no subcontractor or person having suc h an interest shall be employed . The Contractor certifies that no one who has or will hav e any financial interest in performing this work is an officer or employee of the City . It is hereby expressly agreed that, in the performance of the work hereunder, the Contracto r shall at all times be deemed an independent contractor and not an agent or employee o f the City as set forth in the government code Conflict of Interest provisions . 14.Hold Harmless and Indemnification .The Contractor agrees to defend, indemnify, protect and hold the City and its agents, officers and employees harmless from an d against any and all claims asserted or liability established for damages or injuries to any person or property, including injury to the Contractor's employees, agents o r officers that arise from or are connected with or are caused or claimed to be caused b y the acts or omissions of the Contractor, and its agents, officers or employees, i n performing the work or services herein, and all expenses of investigating an d defending against same; provided, however, that the Contractor's duty to indemnify and hold harmless shall not include any claims or liability arising from the establishe d sole negligence or willful misconduct of the City, its agents, officers or employees . Th e obligations set forth herein shall not extend to any claims or causes of action arisin g from any alleged misuse by the City's copyright protected material, which is no t directed or controlled by the Contractor . 15.Contract Assignment .The Contractor shall not assign, transfer, convey or otherwis e dispose of the contract, or its right, title or interest, or its power to execute such a contrac t to any individual or business entity of any kind without the previous written consent o f the City . 16.Termination .If, during the term of the contract, the City determines that the Contracto r is not faithfully abiding by any term or condition contained herein, the City may notif y the Contractor in writing of such defect or failure to perform . This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said wor k or cure the deficiency . •EXHiBIT "8 ., If the Contractor has not performed the work or cured the deficiency within the ten day s specified in the notice, such shall constitute a breach of the contract and the City ma y terminate the contract immediately by written notice to the Contractor to said effect . Thereafter, neither party shall have any further duties, obligations, responsibilities, o r rights under the contract except, however, any and all obligations of the Contractor's surety shall remain in full force and effect, and shall not be extinguished, reduced, or i n any manner waived by the termination thereof . In said event, the Contractor shall be entitled to the reasonable value of its service s performed from the beginning date in which the breach occurs up to the day it receive d the City's Notice of Termination, minus any offset from such payment representing th e City's damages from such breach. "Reasonable value" includes fees or charges for good s or services as of the last milestone or task satisfactorily delivered or completed by th e Contractor as may be set forth in the Agreement payment schedule ; compensation for an y other work, services or goods performed or provided by the Contractor shall be base d solely on the City's assessment of the value of the work-in-progress in completing th e overall workscope . The City reserves the right to delay any such payment until completion or confirme d abandonment of the project, as may be determined in the City's sole discretion, so as t o permit a full and complete accounting of costs . In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal .