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Res 1538 - Agrmt WCAT Video Ser COUNCIL BILL NO. 1964 RESOLUTION NO. 1538 A RESOLUTION ENTERING INTO AN AGREEMENT WITH WOODBURN CABLE ACCESS TELEVISION, INC. (WCAT) FOR VIDEO PRODUCTION SERVICES. WHEREAS, the City recently installed video production equipment in the City Council Chambers, and WHEREAS, Woodburn Cable Access Television, Inc., (WCAT), a non-profit corporation whose function is to administer and manage public, educational and government access television, appears able to provide video production services and to operate the City's video production equipment in an efficient manner, NOW, THEREFORE, THE CITY OF WOODBURN RESOLVES AS FOLLOWS: Section 1. That the City of Woodburn enter into an agreement, a copy of which is attached hereto as Attachment "~' and by this reference incorporated herein, with Woodburn Cable Access Television, Inc. (WCAT) to provide video equipment services and to operate the City's video production equipment. Section 2. That the Mayor of the City of Woodburn is authorized to sign said agreement on behalf of the City. ~ 1 Approved as to fonnm ~ Mf') tf _ ~I ~'1 City Attorney Dat Approved: ~.........~ / Ric ard Jennin~"< Passed by the Council Submitted to the Mayor Approved by the Mayor Filed in the Office Of~~ ATTEST: ~ Mary ennant City Recorder City of Woodburn, Oregon May 24, 1999 May 25, 1999 Mav 25. 1999 May 25, 1999 Page 1 - COUNCIL BILL NO. 1964 RESOLUTION NO. 1538 'I VIDEO PRODUCTION SERVICES AGREEMENT This Agreement made and entered into by and between the City of Woodburn, Oregon, an Oregon municipal corporation, hereinafter called "the City", and Woodburn Cable Access Television, Inc., an Oregon non-profit corporation, hereinafter called "WCAT". RECIT ALS WHEREAS, the City has recently installed video production equipment in the City Council Chambers; and WHEREAS, WCAT is a non-profit corporation whose activities are described in the Cable Access Management Agreement with the City and whose role is to administer and manage public, educational and governmental access television, as specifically provided for in the City's cable television franchise ordinances; and WHEREAS, WCAT appears able to provide video production services and to operate the City's video production equipment in an efficient manner while continuing to meet its obligations under the Woodburn Cable Access Management Agreement; and WHEREAS, the purpose of this Agreement is to use the City's video production equipment in a manner which conserves public resources, avoids duplication of effort, and meets the needs of the City, WCAT, and the general public; NOW, THEREFORE, in consideration of the terms, conditions, covenants and performances contained herein, the parties agree as follows: WCAT OBLIGATIONS 1. WCAT agrees to operate for the City the video production equipment installed in the City Council Chamber and to provide to the City the video production services stated in this Agreement. WCAT shall operate said equipment in a manner to ensure optimum performance and the highest level ofbroadcastltechnical standards available with the installed equipment. 2. WCAT agrees to cablecast "live" and videotape for later cablecast (within the following two weeks, as the programming schedule allows) the following events using the City's video production equipment: a. Two City Council meetings per month. b. Two City Planning Commission meetings per month. c. One Recreation and Parks Board meeting per month. d. Eight hours of other government related programming per month, as requested by Page 1 - Agreement . ~ the City, provided that reasonable notice is given to WCAT to cablecast the event, and that WCA T personnel is available. 3. Any other event not specified in paragraph 2 above that the City requests WCA T to have taped or cablecast shall be considered separate from this Agreement. WCAT will consider such requests for productions not specified above, provided that WCAT has personnel, programming, and other resources available, and that at least two weeks notice is given to WCAT by the City. WCAT reserves the right to refuse any additional production requests, if resources are not available to cover the event. 4. WCAT's Board of Directors shall authorize its Production and Community Outreach Coordinator to administer and carry out WCA T production obligations under this Agreement. 5. WCAT shall provide to the City a list of trained, and qualified operators to run the City's video production equipment. Such operators shall be trained by WCAT staff and shall possess the degree of skill and diligence normally employed by trained video equipment operators in the State of Oregon. WCA T agrees to assume responsibility for these operators, who shall not be employees of the City. Initial operators for the equipment shall be WCAT's Production and Community Outreach Coordinator, with WCAT's President and Treasurer (Board of Directors) serving as backup operators in the absence of the Production and Community Outreach Coordinator. WCA T shall notify the City of any change in the above listed individuals. 6. WCAT and the City agree to keep an in-house log of equipment use, along with a discrepancy report, with the operator's initials for all operators who use the video equipment. A schedule of events and upcoming usage schedule shall be posted in a convenient location at Woodburn City Hall. WCAT shall be given reasonable notice by the City of any scheduled use of the City's video production equipment, so an operator can be provided to record/air the government event. 7. WCAT shall make every effort to assure that technical breakdowns do not occur. In the event of technical failure, WCA T will make all reasonable efforts to secure the use of alternate video equipment in its possession to make up any deficiencies in equipment and to assure uninterrupted service to the City and government programming. In the event a technical failure occurs and alternate equipment is not available, WCAT shall notify the City in writing of such occurrence. WCAT will make all reasonable efforts to "make-up" the production to the satisfaction of both parties in a timely manner. 8. Both parties understand that WCAT has no discretionary control over the audio and video quality of its cablecast signal, beyond the point of the video equipment (modulator), and to the point of demarcation. WCAT agrees to take all reasonable steps to communicate with North Willamette Telecom, Inc., dba DirectLink of Oregon, any noticeable and apparent deficiencies in the transport facilities from the point of demarcation at the Council Chambers, to the homes of the cable subscriber. WCAT shall work with DirectLink to correct deficiencies when necessary. WCAT shall communicate any findings/results of inquiries /repairs, etc. to the City in a timely manner. Page 2 - Agreement '--'" "-.'"T"""'---~--~.~"'-,..-..,--.,.-.........---.. CITY OBLIGATIONS 9. The City shall pay to WCAT during the first term of this Agreement the sum of$2,700.00 for the operation of the City's video production equipment. During the second and subsequent terms of this Agreement, the City shall pay to WCAT the sum of$5,400.00 per year for the operation of the City's video production equipment. Such payment shall be made quarterly ($1,350.00 each payment), and shall be deposited into WCAT's General Operating Fund account. Said monies will be overseen by WCAT's Board of Directors, and administered as outlined in WCAT's bylaws and budget policies. WCAT shall provide to the City a written log of the actual hours worked by the video equipment operators as supporting documentation. 10. The City shall be responsible for providing videotape for the purposes of recording a cablecasting government programming over the public access channel. The City shall also be responsible for any maintenance costs for the equipment not already covered under vendor/equipment warrantees, maintenance, or service agreements. 11. Funds paid by the City to WCAT for under this Agreement shall have a separate line item in WCAT's budget and any expenditures shall be indicated and itemized as such according to specifications set forth by the City. 12. The City shall assume the financial responsibility for future City owned equipment upgrades and purchases (for use by City) and the City shall be responsible for any costs incurred due to fire, theft, vandalism, or loss incurred due to equipment failure beyond normal repair or replacement. WCAT will, upon request by the City, research and obtain equipment specifications and provide advice to the City on future equipment upgrades, purchases, and replacement should such advice be needed or requested by the City. WCAT agrees to assume financial responsibility for operator error (i.e., loss of program, recklessness with equipment) and shall reimburse the City for costs associated with the lost program/damaged equipment. GENERAL PROVISIONS 13. Term The term of this Agreement shall be from its date of execution until October 25, 1999. This Agreement may thereafter be renewed by mutual agreement of the parties for successive one year terms. Renewals of this Agreement shall be by a written memorandum signed by the City Administrator and an authorized representative ofWCAT. 14. Performance Review. The City shall review from time to time WCAT's performance in the management and operation of the video production facility. If, in the opinion of the City, the service by WCAT is not to acceptable standards, a notice of deficiency shall be issued to WCAT by the City. WCAT shall have 30 days from the date of notice to correct said deficiencies. 15. Service. WCAT shall provide a professional level of service and technical support to the City, shall remain objective in its coverage of government productions, and shall conform to local and state rules and regulations regarding media coverage of Oregon's public meetings. Page 3 - Agreement 16. Independent Contractor Status. WCAT understands and agrees that for all purposes related to this Agreement, WCAT is deemed to be an independent contractor while performing labor or services for remuneration. 17. Assignment. WCAT shall not assign, transfer or subcontract any part of the work to any person other than an employee ofWCAT without prior written consent of the City except that money due to WCAT may be assigned, if the City is given written notice thereof, but any assignment of money shall be subject to all proper setoffs and withholdings in favor of the City. 18. Contacts. WCAT's designate and primary contact shall be its Production and Community Outreach Coordinator; the City's primary contact shall be its City Administrator. Any notices required by this Agreement shall be in writing and mailed or personally delivered to these contacts at their business address. 19. Termination. Any agreement between the City and WCAT may be terminated by either party by giving the other party a 60 day written notice. In the event such agreement is terminated in mid-quarter, WCAT agrees to refund/reimburse the City an agreed, pro-rated amount of monies covering the length of service remaining in the current quarter for productions scheduled to be covered 20. Worker's Compensation Insurance. WCAT is a subject employer under the Oregon worker's compensation law and shall comply with ORS 656.017 which requires it to provide worker's compensation coverage for all their subject workers. 21. Statutory Provisions. This being a public contract, WCAT agrees to comply with the statutory requirements contained in Appendix A, which is attached to this Agreement and by this reference incorporated herein. CITY OF WOODBURN WOODBURN CABLE ACCESS TELEVISION BY:~' ___6:'\ .. ~ Richard Jennin~ Date: 5-c:25 -7 '7 By: Date: ATTEST: J1l~~ Mary Tennan , City Recorder City of Woodburn Page 4 - Agreement , ATTACHMENT ~ Page.-::2- of APPENDIX A Contractor shall observe all applicable state and local laws pertaining to public contracts. ORS Chapter 279 requires every public contract to contain certain provisions. Pursuant to ORS Chapter 279, the following provisions shall be a part of this contract, as applicable. . Pursuant to ORS 279.312, the contractor shall make payments promptly, as due, to all persons supplying to such contractor labor or material for the prosecution of the work provided for in such contract. The contractor shall pay all contributions or amounts due the Industrial Accident Fund from such contractor or subcontractor incurred in the performance of the contract. The contractor shall not permit any lien or claim to be filed or prosecuted against the state, county, school district, municipality, municipal corporation or subdivision thereof, on account of any labor or material furnished. The contractor shall pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. . Pursuant to ORS 279.313, in every public contract for demolition the contractor shall salvage or recycle construction and demolition debris, iffeasible and cost-effective. In every public contract for lawn and landscape maintenance the contractor shall compost or mulch yard waste material at an approved site, if feasible and cost-effective. . Pursuant to ORS 279.314, if the contractor fails, neglects orrefuses to make prompt payment of any claim for labor or services furnished to the contractor or a subcontractor by any person in connection with the public contract as such claim becomes due, the proper officer or officers representing the state, county, school district, municipality, municipal corporation or subdivision thereof, as the case may be, may pay such claim to the person furnishing the labor or services and charge the amount of the payment against funds due or to become due the contractor by reason of such contract. The payment of a claim in the manner authorized by ORS 279.314 shall not relieve the contractor or the contractor's surety from obligation with respect to any unpaid claims. . Pursuant to ORS 279.3 16, no person shall be employed for more than 10 hours in any one day, or 40 hours in anyone week, except in cases of necessity, emergency, or where the public policy absolutely requires it, and in such cases, except in cases of contracts for personal services as defined in ORS 279.051, the employee shall be paid at least time and a halfpay for all overtime in excess of eight hours a day or 40 hours in anyone week when the work week is five consecutive days, Monday through Friday; or for all overtime in excess of 10 hours a day or 40 hours in anyone week when the work week is four consecutive days, Monday through Friday; and for all work performed on Saturday and on any legal holiday specified in ORS 279.334. The contractor shall give notice to employees who work on a public contract in writing, either at the time of hire or before commencement of work on the contract, or by posting a notice in a location frequented by employees, of the number of hours per day and days per week that the employees may be required to work. In the case of contracts for personal services as defined in ORS 279.051, an employee shall be paid at least time and a half for all overtime worked in excess of 40 hours in anyone week, except for individuals under these contracts who are excluded under ORS 653.010 to 653.261 or under 1 - Appendix A (Rev. 2199) .. ATTACHMENT A Page~. of ~. ___ 29 U.S.c. sections 201 to 209 from receiving overtime. Persons employed under contracts for services shall receive at least time and a half pay for work performed on the legal holidays specified in a collective bargaining agreement or in ORS 279.334(1)(a)(C)(ii) to (vii) and for all time worked in excess of 10 hours a day or in excess of 40 hours in a week, whichever is greater. The contractor shall give notice to employees who work on a contract for services in writing, either at the time of hire or before commencement of work on the contract, or by posting a notice in a location frequented by employees, of the number of hours per day and days per week that the employees may be required to work. . Pursuant to ORS 279.320, in every public contract, the contractor shall promptly, as due, make payment to any person, copartnership, association or corporation, furnishing medical, surgical and hospital care or other needed care and attention, incident to sickness or injury, to the employees of such contractor, of all sums which the contractor agrees to pay for such services and all monies and sums which the contractor collected or deducted from the wages of employees pursuant to any law, contract or agreement for the purpose of providing or paying for such service. In every public contract, all employers working under the contract are subject employers that shall comply with ORS 656.017. . Pursuant to ORS 279.352(2), a fee is required to be paid to the Commissioner of the Bureau of Labor and Industries as provided in ORS 279.375(1). The fee shall be paid to the Commissioner pursuant to the administrative rule of the Commissioner. . Pursuant to ORS 279.445, in each contract awarded by a public contracting agency, the contractor shall include in each subcontract for property or services entered into by the contractor and a subcontractor, including a material supplier, for the purpose of performing a construction contract, a payment clause that obligates the contractor to pay the subcontractor for satisfactory performance under its subcontract within 10 days out of such amounts as are paid to the contractor by the public contracting agency under such contract, and an interest penalty clause that obligates the contractor to pay to the subcontractor an interest penalty on amounts due in the case of each payment not made in accordance with the payment clause included in the subcontract pursuant to ORS 279.445(4)(a), for the period beginning on the day after the required payment date and ending on the date on which payment of the amount due is made, and computeed at the rate specified in ORS 279.435. The contractor shall include in each of its subcontracts, for the purpose of performance of such contract condition, a provision requiring the subcontractor to include a payment clause and an interest penalty clause conforming to the standards of ORS 279.445(4) in each of its subcontracts and to require each of its subcontractors to include such clauses in their subcontracts with each lower-tier subcontractor or supplier. 2 - Appendix A (Rev. 2/99) W'