04-862Council �le # (�-�,2-
Green Sheet # 202212
RESOLUTION ��
OF SAINT PAUL, MINNESOTA
Presented
Referred To
Committee Date
RESOLUTION...
1 WFIEREAS, the cable franchise agreement with Comcast of St. Paul, Inc. provides that the City xnay designate a
2 non-profit enrity, hereinafter referred to as the "Designated Enfity," or entifies to manage public and educarional
3 access and community progra on the local cable television system; and
4 WHEREAS, a conlract for services (Performance Agreement) between the City of Saint Paul and Cable Access-St.
5 Paul, Inc., d/b/a Saint Paul Neighborhood Network, hereinafter referred to as "SPNN," which outlines the dufies,
6 responsibilities and obligations of the parties with respect to the management and provision of public and
7 educarional access and community prograumiing by the Designated Entity, and which names SPNN as the
8 Designated Enrity, has been in effect and will expire on 5eptember 30, 2004; and
9 WHEREAS, a new contract has been negotiated and approved by the SPNN Board of Directors; and
10 WHEREAS, the City has deternuned that SPNN has perforrned its duties as Designated Entity in a sa6sfactory
11 mam�er and the City desires that SPNN conrinue its role as the Designated Entity; now, thereFore, be it
12 RESOLVED, that SPNN is hereby designated the City's current Designated Entity for the term of this Agreement,
13 October 1, 2004 - September 30, 2005. for the purposes pursuant to the Agreement and the cable franchise; and be it
14 FURTHER RESOLVED, that the proper City officials are hereby authorized to execute the Performance Agreement
15 between SPNN and the City of Saint Paul, a copy of which is attached and incorporated herein by reference.
Adopted by Council: Date: �`'+'r""� � �� °�-`'��"
Adoption Certified by Council Secretary
B Gf.���-v'^� � �'
Form Approved by City Attorney
�.
o�-�c�z
PERFOR.MANCE AGREEMENT
between
CABLE ACCESS — ST. PAUL, INC.
d.b.a. SAINT PAUL NEIGHBORHOOD NETWORK
and the
CITY OF SAINT PAUL
October 1, 2004 — September 30, 2005
An Agreement by and between the City of Saint Paul, Minnesota, a Minnesota municipal
corporation hereinafter referred to as "City," and Cable Access — St. Paul, Inc., a Minnesota non-
profit corporation, d/b/a/ Saint Paul Neighborhood Nerivork, hereafter referred to as "SPNN."
�y-��.
Table of Contents
DEFINITIONS ... ....... ................ . ....... . . ...... ............ .......... ........ .. .... . ..... .... .. ....3
I . DESIGNATION .....................................................................................4
II. SERVICES ...........................................................................................4
A. Training ........................................................................................4
B. Equipment and Facilities .....................................................................4
C. Access and Community Prograxnming Channel Time ...................................5
D. Promotion of Access .........................................................................6
E. Other Management Services ................................................................6
III. REPORTING .......................................................................................8
IV. EVALUATION ...................................................................................10
V. INSURANCE ........ . . . ...... . ... ..... . . ... .. . ..... ......... ...... . .. .. ... . .. ...... .. ...... .. ....11
VI. EQUIPMENT OWNERSHIP ...................................................................12
VII. STATUS OF EMPLOYEES .....................................................................12
VIII. I�i_JMAN RIGHTS ORDINANCE ..............................................................13
IX.
X.
XI.
XII.
XIII.
XIV.
XV.
XVI.
XVII.
XVIII.
�.
XX.
XXI.
XXII.
XXIII.
XXIV.
VENDOR DEVELOPMENT OUTREACH PROGRAM ...................................13
OFFICIALS DESIGNATED — SPNN .........................................................13
OFFICIALS DESIGNATED — CITY ..........................................................13
CITYAPPOINTEES ..............................................................................13
GRANT .............................................................................................13
SEVERABILITY.................................................................................14
SUBCONTRACTING........................... .................................... ............14
TERMINATI ON . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14
CONDITIONS OF DISSOLUTION ............................................................14
DISPOSITIONS OF DOCUMENTS/MATERIALS .........................................15
COMPLAINTS...................................................... ..............................15
CONTINGENT FiJNDING .....................................................................15
TERM OF AGREEMENT .......................................................................15
AMENDMENTS TO AGREEMENT ..........................................................15
AGREENIENT WHOLE AND CONCLUSIVE ..............................................15
SIGNATIJRES............................................................... ......................16
� ..�
WIINESSETH:
It is mutually agreed as follows by and between the City of Saint Paul, a municipal corporarion
of the State of Mivnesota, hereinafter referred to as "the City," and Cable Access — Saint Paul,
Inc., a non-profit corporation incorporated under the laws of the State of Minnesota, d/b/a Saint
Paul Neighborhood Network, hereinafter referred to as"SPNN":
DEFINIfiION5
For purpose of this Agreement:
"Access" will mean the privilege of any one who works or lives in Saint Paul to use the facilities,
Equipment, and the cable Access Channels provided by Minnesota Statutes and local
ordinance. All such access, including channel time, Equipment, and staff, will be
available on a first-come, first-served non-discriminatory basis.
"Access Channels" will mean those channels dedicated by law, rule, regulation, or commihnent
of Cable Company to the progra.mming use of the general public and educational
institutions.
"Access Services" will refer to services, classes, Equipment, and/or facilities provided to the
generat public and education institutions in support of the Access Channels. It will not
include services, Equipment and/or facilities of the city.
"Access Progranuning" will mean progranuning under the editorial control of Access users.
"Access Users" will mean those members of the community who create and/or present
programming for playback on the Access Channels.
"Business" will mean all appropriate business activities in support of Access users and the
production of access and community programming. Such business may include the
solicitation of gifts of in-kind and monetary support.
"Cable Company" will mean, Comcast of St. Paul, Inc., its successors and assigns and any other
cable franchise granted by the City.
"Community prograimning" will mean progranuuing under the editorial control of SPNN.
"Designated Entity" will mean a non-profit entity or entities designated by the City and fiutlier
defined by the Franchise Agreement. This term applies to SPNN while this Agreement
is in effect.
"Equipment" will mean any dutabie goods purchased with funds provided by the Cable O(.t _��Z
Company.
"Franchise Agreement" will mean C.F.# 98-234, the renewal franchise granted to Comcast of
St. Paul, Inc., by the City of Saint Paul and any subsequent amendments approved by the
Saint Paul City Council.
I. DESIGNATION
For the considerarion hereinafter stated, the City names SPNN as the Designated Entity for the
term of this contract.
II. SERVICES
SPNN agrees to provide management and promofional services to the public to support Access
and Community Programming in accordance with this contract and the Franchise Agreement.
A. Training
1. SPNN shall provide training that meets the City's goal that access training,
Equipment, and facilities will be widely available to all members of the
community and a111evels of video production experience, from beginning through
advanced. With this goal in mind, SPNN shali on an annual basis determine the
objectives for the types of classes, class hours, level of training and number of
students and intemships. These objectives will include production and edidng
techniques of all levels. SPNN will conduct orientation classes for the general
public and training classes for members on a continuing basis. Specific levels of
training are to be determined by SPNN based upon assessment of inember and
constituent needs. The objectives will then be reviewed by SPNN on a quarteriy
basis. Results of the quarterly review will be submitted as part of the quarterly
reports to the City. A report identifying SPNI�'s training and access objectives
for the term of this Agreement will be submitted to the City by December.l5.
2. SPNN will manage the scheduling, registration, record keeping, production of
materials, evaluation, and other administrative tasks, including quarterly reports,
for all of its education and training activities. Such reports will include student
feedback and evaluations of their training.
B. Equipment and Facilities
1. SPNN will maintain faciliries for training, production, and admnustration of
Access and Community Prograzmning consistent with this Agreement.
2. SPNN will maintain inventory control and records of all Equipment with a
purchase price of $300 or more. The inventory will include the make and model
number of the Equipment, serial number, purchase date and price, current facility
�
locarion and its depreciation. Any Equipment, which is disposed of, will continue O�- p�QZ
to be carried on the inventory with a notation of date of disposal and value
received.
3. SPNN will maintain and repair Equipment in a timely manner keeping record of
maintenance and repair, and maintaining the capital equipment
replacemenUacquisition plan, developed in 2001, for the purchase, replacement
and acquisition of Equipment. Such plan and revisions will be submitted to the
City's Cable Communications Office with each annual report.
4. SPNN will implement and enforce policies for check out and use of Equipment
and facilities, manage EquipmenUfacilities check out and use, and maintain a
current log of Equipment check out and use. SPNN faciliries will be open at least
50 hours per week on at least sis days per week except for the following holidays:
New Yeaz's Day, Martin Luther King Jr. Day, Presidents Day, Memorial Day
(last Monday in May), Independence Day, Labor Day, Thanksgiving, Chrisrinas
Eve Day, and Chrishnas Day. SPNN will provide the City a two-week notice of
any changes to the preceding holiday schedule.
5. SPNN will maintain a log of complaints and responses regazding Equipment
condition and use policies. The log will be available at all reasonable times for
inspection by the City.
6. SPNN will submit a plan to the City by October 15, 2004 for SPNN's move from
the Union Depot. The plan shall address the transirion for playback, studio
production, equipment check out, editing, training, administrative functions, and
any other functions that affect access users.
C. Access and Community Programming Channel Time
1. SPNN will maintain and enforce policies and procedures for allocating, reserving
and using time on the designated Access Channels. Such policies and all
subsequent policy changes will be submitted to the City's Cable Communications
Office within thirry (30) days of a change. No program cablecast on an Access
Channel will violate federal, state, or locallaws and regulations.
2. SPNN will be responsible for the playback of video, audio and tea�t prograzmniug
on the four (4) designated Access Channels, and one (1) Community
Programm;ng channel in accordance with SPNN's established policies and
• procedures. SPNN will stafFplayback facilities to insure program playback seven
days per week and an average of twelve hours per day per channel, and a failure
rate of no more than 5 percent of the total playback hours.
3. SPNN will produce and provide Community Prograrruning, including, but not
limited to: local sports events, pazades, community and political events.
Community Progranuning shall consist of an average of twenty (20) hours per
month and no less than sixteen (16) hours per month. Such progranzming will
include the City Council and Mayorai Inaugurations, the Mayor's State-of-the-
5
City Address, the Jr.-Sr. Royalty Pageant, the Truth-in-Taxation Hearing, and up Ot.��g�2
to three (3) other public events or meetings as requested by the Cable
Communications Office. The City will provide its Video Producrion Supervisor,
or other staff, on a staff-available basis for the production of City governinent
related pxogramming,
4. SPNN shall maintain and adhere to its written policy regarding the fair and equal
treatment of political candidates with respect to programs produced by and public
events covered by SPNN. SPNN shall notify the City 30 days in advance of any
praposed changes tn the policy.
5. SPNN will not engage in commercial production activities with for-profit entiries
or engage in production or other acrivities, which adversely affect SPNN's ability
to perform or provide the services specified in this Agreement.
6. SPNN will provide a full-time Educa6on Access Coordinator to serve the
educational access communiTy.
7. SPNN shall conduct a needs assessment of Saint Paul education institufions (K-
12, Higher Education, and Lifelong Learning) and submit it to the City by June
15, 2005. The assessment will focus on determining the current and future needs
of educational institutions that can be met by educational access television.
D. Promotion of Access
1. SPNN will promote its resources and programs to the public of St. Paul through
its channels, other media, printed material and brochures, public speaking
engagements, web site, newsletter, and other means of pubiicity to increase
viewers, members, and users of SPNN's facilities and prograzmning. SPNN will
evaluate the success of its promotional efforts on an annual basis with the results
reported as part of the annual repot due July 15, and will include a list and
examples of al promotional material generated.
2. SPNN will make its programming schedules for the Access Channels available,
and will provide information on training and volunteer opportunities for the
community. Methods of delivery include a regulazly published newsletter, a
regulazly updated web site, public service announcements (PSA's), and other
means by which the information can be made generally available.
3. SPNN will hold two (2) Open Houses for the public to become familiar with the
facilities, equipment, progranuning, and personnel throughout the term of this
Agreement. One of these meeflngs may take place in conjunction with SPNN's
annual meering.
E. Other Management Services
�
1. SPNN will provide to the City's Cable Communications Office a meeting packet �_��-
either through e-mail or the delivery of a hard copy, at least three (3) business
days prior to and for all meetings in which a meeting packet is prepazed and
delivered to the Board of D'uectors.
2. SPNN will maintain the following records and keep them available for review by
the City.
a. EquipmenUfacilities purchase, use, and maintenance;
b. Use of Access and Community Progranuning channel tune;
c. Access traiuing provided; and
d. Complaints or disputes related to Access or Community Prograiuming.
3. The City wlll have the right to inspect SPNN's business records and copy them at
no expense to the City. SPNN's business records will be maintained in
conformance with this Agreement and will be available for inspecfion during
regulazly scheduled business hours or at such other time as mutually agreed to by
the City and SPNN.
4. SPNN will not incur any debt obligations through loans or lines of credit for its
operating fund or its facilities fund. However, SPNN, in the normal course of
business, may assume short-term obligations which aze within the budget
submitted to the City and which will be repaid within thirty (30) days. By
example, permitted short-term obligations include credit cazd obligations,
equipment purchase Agreements, revolving accounts for the purchase of supplies,
and accrued but unpaid employee benefits (e.g., accrued vacation days).
5. SPNN wili not borrow funds to meet operational expenses from permanently
restricted accounts, including its facilities fund, without first submitting a written
request to do so and receiving written pertnission from the Cable
Communications Officer. This request must include the reason for the request,
the amount requested, and the time line for repayment.
6. SPNN will maintain an Equipment reserve account balance of at least $75,000.
SPNN's Equipment reserve fund balance will be displayed as a clearly labeled
specific line item under current assets on SPNN's monthly balance sheet in
SPNN's financial statements.
7. Any circumstances that cause or could cause SPNN to experience meaningful
financial difficulty or otherwise represent a significant unplanned reduction in
revenues or increase in expenditures or losses will be reported to the City's Cable
Communications Officer within seven (7) days of discovering the matter, and
ongoing corrective action will be periodically reported to the City's Cable
Communications Officer until the Cable Communications Officer determines the
matter is satisfactorily resolved.
8. All paid positions, will be subject to a fair and open hiring process. SPNN will
comply with all federal, state, and local laws and regulations relating to equal
employment apporlunity. SPNN will submit to the City's Cable Communications
7
Officer for review, any revisions to its staffing positions and the impact of those r
revisions on Access and Community Programaning. ����EZ
9. SPNN will abide by and remain in compliance with its organiza.tional bylaws.
10. SPNN shall update its Equipment Replacement Plan and provide a copy of its
updated plan to the City by April 30. The plan shall include equipment
descriptions and proposed locations, descriptions of who will use the equipment,
equipment cost estimates, funding sources, and purchase timeframes.
III. REPORTING
SPNN shall submit the following reports:
A. A report identifying SPNN's traiuing and access objectives far the term of this
Agreement will be submitted to the Ciry by December 15.
B. SPNN will prepare and submit to the City's Cable Communications O�ce a balanced
annual operating budget for the subsequent yeaz bg Mazch 1. Such budget will be
approved by the SPNN Boazd of Directors and adhere to standard accounting and record
keeping practices.
1. The format of the proposed budget shall provide data for a three-yeaz period: the
proposed budget, the current year's budget, and the previous year's actuai revenues and
expenditures.
2. Any amendments made to the budget sha11 be approved by the SPNN Board of
Directors and submitted to the City.
C. SPNN will submit audited financial statements to the City's Cable Communications
Office by July 15.
D. SPNN will provide the City's Cable Communications Office a copy of its complete
monthly compiled financial statements prepared by a CPA within thirry (30) days of the
previous month's end. For assets and liabilities subject to significant measurement
uncertainties, SPNN will disclose how the reported amounts were derived and expiain the
estimates, assumptions, and judgments about future events considered in their
measurement. Also, unless otherwise provided in the report of compiled statements,
SP1VN will provide a statement of cash flow. The cash-flow statement will be prepazed
and provide on a monthly basis as part of its compiled financial statements. The monthly
financial statements and the budget sha11 track the same items, so as to enable the reader
of the statements to easily compare the actual revenues and expenditures to the budget.
E. SPNN will submit four (4) quarterly reports to the City's Cable Communications Office.
Reports will be submitted by September 15, December 15, March 15, and June 15. The
reports will include SPNN's review of progress towards specific target results and goals
and will include at least the following:
1. Programtning statistics on a per-channel basis for the past quarter and year-to-v��
date, including number of hours and programs of first-run local programming,
nuxnber of hours and programs of first-run outside programming, total hours of
programming cablecast by week for quarter, and cablecast failure rate for quarter.
2. A list of all complaints, by category, received during the quarter and how and
when they were resolved.
3. Training staristics for pubiic and educational access for the past quarter and year-
to-date, including course schedules, attendance, recruiting efforts, dates, etc. for
the quarter.
4. List use of Equipment and facilities for the quarter and year-to-date.
5. Report on Equipment and facilities maintenance and repair activities.
6. Report on number of visitors to SPNN web site.
7. Quarterly cash flow forecasts. These are to be a rolling forecast, which builds
upon the previous quarter by adding to it the next quarter's projecfions.
Projections are to be refined each quarter based on an analysis of variances from
actual results in the eaziier quarter.
F. SPNN will submit an annual year-end report to the City's Cable Communications Office.
The Annual Report wil] be submitted on July 15, and will contain at least the following
information:
i. Membership statistics at year end; including number of inembers under each
membership category and prices for each category.
2. Programming statistics on a per-channel basis for the past year, including number
of hours and programs of first-run local programming, number of hours and
programs of first-run outside prograulming, and cablecast failure rate.
3. A list of all complaints received during the past yeaz by category.
4. Training statistics for public and education access for the past year.
5. Evaluation results of promotional efforts.
6. The public access training plan for the coming yeat and results of the prior year
plan.
7. The educarional access plan for the coming yeaz and results of the prior year plan.
8. The Community Progratmning plan for the coming year and results of the prior
year plan.
0
9.
10_
11.
12.
13.
14.
15.
16.
17.
1$.
A list of any Equipment disposed of during the past fiscal yeaz, including
description of item, how disposed of, and any compensation received.
Cuixent Equipment inventory, and any revisions to the capital Equipment
replacementlacquisition plan that was developed in 2Q01.
Current insurance documents.
Updated business plan, including fund-raising inifiatives and other plans to
generate revenue.
A description of any changes to its strategic plan and reasons for the changes.
Current mission statement.
Current list of Board of Directors with short biographies.
Current list of stafFmembers and organizational cl�art.
Current employee and workplace policies.
Current access user and channel policies.
19. A list of any vendors identified in Saint Paul Administrative Code 84.06 Vendor
Outreach Program SPNN used during the contract year, and total dollars SPNN
spent with such Vendors.
20. A list and examples of all promotional material generated.
G. By June 25, SPNN shall submit a report to the City of Cable Communications Office on
the Boazd of Directors member election results, appointments to the Board, and election
of Officers. The report will include a complete Board roster with a brlef biography of
each member. The report will also include an analysis of the nominating process to
recruit individuals representing diverse communities of interest and relevant management
and professional experience to serve on the SPNN Board of Directors. Any changes to
the Board makeup are to be reported ptomptly in writing to the Cable Communications
Office.
IV. EVALUATION
SPNN agrees that an evaluation of its performance under this Agreement, inciuding an on-site
inspection, may be performed quarterly as determined by the City's Cable Communications
Officer and following receipt of the Annual Report. The City's Cable Communications Office
may conduct an in-person evaluation session with the SPNN Boazd of Directors and senior
management as part of the annual review. Any evaluation wiil be based on the fulfillment of the
terms and conditions herein. Should the CiTy find any instances of noncompliance after a
10
review, the Cable Communications Officer wili transmit in writing a description of the areas of 6 , t_��2
noncompliance to SPNN within thiriy (30) days. SPNN will respond to such notices tlurty (30) �t
working days of receipt in writing, detailing corrective actions to be taken to bring the matter
back into compliance.
V. INSURANCE
A. SPNN shail carry insurance of the kind and 'm the aznounts shown below for the life of
the Agreement. Insurance certificates should state that the City of Saint Paul, its
employees and officials are "Additionai Insureds" where the policy pernuts.
1. Public Liability Insurance
a. Bodily Injury: $1,000,000 each occurrence, $2,000,000 aggregate.
b. Property Damage: $1,000,000 each accident, $2,000,000 aggregate.
c. Policy must include an "a11 services, products, or completed transactions"
endorsement.
2. Automobile Insurance
a. Bodily Injury: $750,000 per person, $1,000,000 per accident.
3. Properiy damage not less than $50,000 per accident
4. Worker's Compensation and Employer's Liability
a. Worker's Compensation per Minnesota Statute.
b. Employer's Liability sha11 have minimum limits of $500,000 per accident;
$500,000 per employee; $500,000 per disease policy limit.
5. Properiy Insurance
a. SPNN shail carry insurance in an amount sufficient to replace a11 property,
contents, Equipment and buildings at fuli replacement cost for the life of the
Agreement.
b. SPN1V shall name the City of Saint Paul as an"Additional Loss Payee" on all
items or properiy that have been purchased with funds provided by the City, per
the terms and conditions ofthis Agreement.
6. General Insurance Requirements
a. All policies aze to be written on an occurrence basis or as acceptable to the City.
11
b. Certificates of insurance must indicate if the policy is issued on a claims-made or ��- ��p,Z
occurrence basis. All certificates of ivsurance shall provide that the City be given
not less than sixiy (60) days prior written notice of cancellation, non-renewal or
any material changes in the policy; including, but not limited to, coverage
amounts. Agent must state on the certificate if policy includes errors and
omissions coverage.
c. The City reserves the right to review SPNN's insurance policies at any time to
verify that City requirements have been met.
d. Nothing shall preclude the City from requiring SPNN to purchase and provide
evidence of addirional insurance. SPNN is also encouraged to purchase any
additional insurance that it feels protects its interests.
7. Hold Hannless
SPNN shall indemnify, save and hold liannless, protect, and defend the City, its officers,
agents, and employees from all claims, actions or suits of any charactez brought for or on
account of any claimed or alleged injuries or damages received by any person or
property, including the City, resulting from any act or omission by any person employed
by SPNN in canying out the terms of this Agreement.
VI. EQUIPMENT OWNERSHIP
A. SPNN agrees that everything purchased with funds provided by the Cable Company is
the sole property of the City with no right, title, or interest therein vesting in SPNN.
SPNN also agrees that fixnds provided by the Cable Company for the purpose of
purchasing Equipment aze for the sole pwpose of Equipment acquisition and that these
funds aze to be used only for Equipment-related expenses. As such, all revenues
recognized from the sale of Equipment and all Equipment purchased from these funds aze
permanently restricted. During such time as SPNN, its successors and assigns, is acting
as the Designated EntiTy, it is understood that SPNN is only the temporary custodian of
such pzoperty and tt�at SPNN has no rights of ownership with respect to such property.
SPNN may not dispose of or otherwise use said properiy so as to enrich SPNN or to
deprive any future Designated Entity of the full benefits of this property. SPNN will
have the right to dispose of old, outmoded and superfluous Equipment in accordance with
ordinary business practices so long as any benefits arising from such disposition accrue to
the Designated Entity only. SPNN will submit in writing to the City's Cable
Communicafions Office any plans to dispose of Equipment at least two (2) weeks prior to
any such acrion.
B. City agrees that everything purchased with funds other than those provided by the Cable
Company is the sole property of SPNN with no right, tifle, or interest therein vesting in
the City.
VII. STATUS OF EMPLOYEES
At all times, SPNN is an independent contractor to the City. Neither SPNN, nor its agents or its
12
employees, aze employees of the City and are entitled to none of the rights, privileges, and ��_ �� �
benefits of City of Saint Paul employees.
VIII. HUMAN RIGHTS ORDINANCE
SPNN agrees to be bound by Chapter 183 Human Rights, of Saint Paul Legislative Code, and
that any complaints or potential violations shall be reported immediately to the City's Cable
Communications Officer.
IX, VENDOR DEVELOPMENT Oi7TREACH PROGRAM
The City has a goal of assisting economicaily disadvantaged businesses to participate in public
contracts through its Vendor Development Outreach Program, which is addressed in Chapter 84
of the Saint Paul Administrative Code. The City requires SPNN to make a good faith effort to
purchase goods, supplies, and services in compliance with the Vendor Outreach Program during
ttris contract period.
X. OFFICIAL DESIGNATED — 5PNN
SPNN designates its Executive Director as the person to be contacted by the City regarding this
Agreement. The Boazd of Directors of SPNN will be the final authority in any SPNN policy
determinarions.
XI. OFFICIALS DESIGNATED - City of Saint Paul
The City designates the Cable Communications Officer, and/or his/her designee, as the person to
be contacted by SPNN regazding this Agreement.
XII. CITY APPOINTEES
The City, at its discretion, may appoint up to three persons to serve one (1) or two (2) year terms
on the SPNN Boazd of Directors, consistent with SPNN's by laws.
XIII. GRANT
A. For SPNN's faithful performance of the services set forth in this contract and providing
SPNN has a valid and binding contract with the Cable Company to provide PEG services,
the City agrees to direct the Cable Company to make payments to SPNN according to
Section 304 of the Franchise Agreement and subject to any subsequent amendments to
the Franchise Agreement.
B. The City, upon the recommendation of the Cable Communications Officer, also reserves
13
the right to withhold payment for noncompliance with this Agreement, and futther (��� ��2Z.
reserves the right to reallocate financial support to another Designated Entity or to other
cable-related purposes for public benefit pursuant to the Franchise Agreement, Secrion
304. Should the City decide to withhold one or more payments for noncompliance as
deteimiued in Section TII ofthis Agreement, the City will send written notice to SPPN at
least fifteen (15) working days in advance containing the following information:
1. Amount being withheld,
2. Specific reasons for withholding payment,
3. Corrective acfions requested, and
4. Identification o£ dates by which conrective action is to be compieted.
XIV. SEVERABILITI'
In the event any provision of this Agreement is deemed unconstitutional, illegal or void as a
matter of law, the parties agree that a11 of the provisions of this Ageement, which are not
affected by such an occurrence, will constitute a full and complete Agreement between the
parties.
XV. SUBCONTRACTING
SPNN may not subcontract portions of this Agreement until �uritten approval is received from
the City's Cable Communications Officer. Such approval will not be unreasonably withheld.
XVI. TERMINATION
The City and SPNN reserve the right to terminate this Agreement or SPNN's selection as the
Designated Entity without cause or penalty on sixty (60) days written notice. Notwithstanding
any provision contained in this Agreement to the contrary, SPNN will be enfitled to pay its
expenses incurred in the normal course of its business until such time as it is obligated to affect
any transfer pursuant to paragraph XV I.
XVII. CONDITIONS OF DISSOLUTION
Subject to SPNN's right to pay its normal operating expenses, as set forth in paragraph XV, in
the event that the City transfers responsibilities to another Designated Entity, or in the event of
the dissolution of SPNN, any unspent or unobligated funds received from the Cable Company as
the Designated Enfity, will be paid to any other Designated Entity, within ninety (90) days of
nofification of reallocation or dissolurion. SPN1V will immediately release control of all
Equipment and materials to the City, excepting those items which are idenfified in the books and
records of SPNN as purchased with funds other than those received from the Cable Company.
14
c��- �c�z
XVIII. DISPOSITION OF DOCUMENTS/MATERIALS
In the event that the City trausfers responsibility to another Designated Entity, or in the event of
the dissolution of SPNN, SPNN will provide the Ciry with copies of ali SPNN docuxnents, files,
computer disks, videotapes, etc., including but not limited to lists of trained and certified Access
users and the'u respective levels of training and certification; forms necessary for the day-to-day
operations of Access; and operating policies and procedures.
/�► � ul' 1I\1►`YY.`!
SPNN may, at any time, file in writing with the Office of Cable Communications, complaints
conceming the opera$on of the cable system that have a bearing on SPNN's performance under
this Agreement. The Cable Communications Office will investigate the complaints pursuant to
Saint Paul Legislative Code 430.034 Complaints Procedure.
XX. CONTINGENT FUNDING
Continued performance of this Agreement by the City is contingent upon continued funding of
Access and Community Prograumiing in accordance with the Franchise Agreement and subject
to any subsequent amendments to the Franchise Agreement.
XI�iII. TERM OF AGREEMENT
Ttus Agreement will commence on October 1, 2004, and will remain in effect until September
30, 2005.
.��i :_u� . � i .r . � • � �
This Agreement may be amended by mutual Agreement of the parties. Additionally, both parties
acknowledge the City may grant additional cable franchises, and therefore, both parties agree
this Agreement may be amended by the City so as to not be inconsistent with any such additional
franchises granted by the City.
�III. AGREEMENT WI30LE AND CONCLUSIVE
The parties expressly state this Agreement, together with Appendices and Amendments,
including the Franchise Agreement, constitutes the whole understanding of the parties as to the
performance of SPNN piusuant to this Agreement and no understandings outside of the
Agreement aze pertinent to SPNN's perforxnance. No right or privilege is granted or conferred
by the Agreement except those specifically prescribed herein. In accepting this contract SPNN
acknowledges its rights hereunder aze subject to the lawful exercise of the power of the City to
adopt and enforce generat ordinances necessary to the safety and welfare of the public, and
fiu that SPNN will at a11 times comply with a11 applicable present and future laws, rules and
regulations.
15
• :
XXIV. SIGNATURES
IN WITNESS HEREOF, the parties have set their hands on the dates indicated.
Cable Access St. Paul, Inc. d/b/a
SAINT PAUL NEIGHBORHOOD NETWORK
�� �� J � �
Date
./��
Executive ire tor
Mayor
Date
CITY OF SAINT PAUL
Cable Communications Officer
S���oY
Date Date
Director, Office of Technology
Date
Approved as to form
Assistanf City Attomey
Date
16
Depar6nenUofice/council: Date Initiated Green Sheet No. 202212 �—���
Office of Cable Communications 8/30/04
Co�d Person 8 Phone: � Initiauaate Initiautlate
Holly Hansen, 266-8875 I��m,e„x D;�_�- a cnyco�o�
Must Be on Council Agenda by (Date) �si9n 2 CityAttomey _CityClerk
Number Fix�ancial Serv D"v. Financial Secv/
For 3 Mayor (Or Asst.)_ _, Civit Service Commission
Se tember 8, 2004 Routing
p Order
To41 # of Signature Pages t (Clip Ail Locatior� for Signature)
Action Requested:
Approve renewal of Yhe Cii}�s conhact wiTh Saint Paut Neip�borhood Nerivork (SPNI� for Yhe provision of Public and Fducational access services and
community programming.
Recommendations: Approve (A) or Reject (R) Personal Service Contracts Must Answer the Following Questions:
1. Has this persoNfirm ever worked under a contract for this department?
Planning Commission Yes No
CIB Committee 2. Has this personffirtn ever been a city employee?
Civil Service Commission Yes No
3. Does this person/firm possess a skill not normally possessed by any current city
employee? Yes No
Expiain all yes answers on separate sheet and attach to green sheet
Initiating Problem, Issue, Opportunity (Who, What, When, Where, Why):
The Ciry's wrsent contract with SPNN will expire September 30, 2004. There would be no Designated Entiry to provide PEG (Public Education, and
Govemment) access services to St Paul citizens, communiry agencies, and schools who use these services if the contract is not renewed.
AdvanWges If Approved:
Current PEG contract services will not be interrupted and SPNN will remain accountable for contract performance regarding Public and Educational
access services and communiTy pro�amming. ,
o�5aa��a9�iraPP.o�ea: AUG 3'U
2�04
None. MAYOR'S OFFICE
Disadvantages If Not Approved:
There would be no "Designated Enrity" to provide Public and Educational access services and community programming. These services would be
disrupted, adversety affecting the public, community organizations, and educational institutions.
To41 AmouM of Transaction: § NA CosURevenue Budgeted: NA
Funding Source Activity Number:
�� c
�4: a� �°,�
Pinancial Infortnafion: (F�cplain)
��� � 120�