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95-705ORIGINAL Presented By Referred To Council File � 9J � Green Sheet � 23894 WH&REAS, Appendix H of the Saint Paul Legislative Code provides that the City may designate a non-profit entity (Designated Entity) or entities to manage public and educational access and community programming on the local cable television system; and AHEREA3, a Contract for services between the City of Saint Paul and Cable Access St. Paul, Inc. was extended on November 9, 1994 which outlines the duties, responsibilities and obligations of the parties with respect to the provision of goods and services by the Designated Entity; and WHERSAS, the previous contract has been revised by the City to incorporate information learned from needs assessments conduoted by the City and Cable Access St. Paul, Inc. during the past year; and WSEREAS, the current contract e�ires June 30, 1995; and WHBREAS, the City has determined that Cable Access St. Paul, Inc. has performed its duties as Desiqnated Entity in a manner satisfactory to the City; now therefore be it RE30LVED, that the contract for services between the City of Saint Paul and Cable Access St. Paul, Inc. be entered into and be in effect until June 30, 1996. Requested by Department of: Adopted by Council: Date �a8'� \°1qS Adoption Certified by Council Secretary � App� � � Form Approved by City Attorney: By. �C�---- � � r�( �+-yr G � � �s �� Approve�' y Mayor or �vb 'ssio to Council: �v7 B RESOLUTtON CITY OF SAINT PAUL, MINNESOTA a?c,! � . , .` . ,,, ,. qS-7a5 � DEPARTMENT/pFFICE/COUNCIL DATE INITIATED N° 23 8 9 4 �z�aaiacEJca�zE° cor�vicnTZONS �� 6 i� 9s � GREEN SHEET CONTACT PERSON & PHONE INRIAVDATE INRIAUDATE �.DEPqRTMENTDIqECTOR CITYCOUNCIL I1551GN � CfIVATTORNEY ��+Yl ti1'1L G� CITYCLERK HOLLY YERZGAN 266-8875 NUYBEp FOB O UDGET DIRECTOF � FIN. & MGT. SERVICES DIR. MUST BE QN CqUNCIL AGENOA BY (�A7E� pp�qG ��Ep � MAYOfl (OR ASSISTANn ❑ TOTAL # OF SIGNATURE PAGES (CLIP ALL LOCATIONS FOR SIGNATURE) ACTION RE�UESTED: Approve new contract with Cable Access-St. Paul (CASP) to provide public and educational access and community programming services. - RECOMMENOATIONS: Approva (A) or peject (R) pERSONAL SERVICE CONTRACTS MUST ANSWER THE FOLLOWING �UESTIONS: _ PLANNING COMMISSION _ CIVIL SERVICE COMMISSION �� Has this person/firm ever worked untler a contract for this departmerrt? _ CBCOMMfTTEE YES �NO , — 2. Has this personflirm ever been a city employee? _ STAFF — YES NO _ DISTRICT CoURr _ 3. Does this personRirm pos5ess a skill not normally possessetl by any current ciry employee? SUPPOATS WHICH COUNCII OBJECTIVE> YES NO Explain el1 yes answers on separete sheet and anaeh to green sheet INITIATING PROBLEM, ISSUE, OPPORTUNITY (Who, WM1a1. WM1en, Where, Why�: The current contract with CASP was extended by City Council Resolution # 94-1597 to June 30, 1995. The new contract continues the provision of services until June 30, 1996. JUN 19 1996 ADVANTAGESIFAPPROVED: gp gqo qp 'Iq A �6� e'� GP��OFn� The new contact provides additional services for the City of St. Paul including coveraqe of live remote programs. It also increases community and educational programming and out reach requirements. Finally, it calls for the development of a plan for community access to new technologies DISADVAN7AGES IF APPRWED: ' None l DISADVAI�ITAGES fF NOT APPRWED� The city would need to find a new provider for these services. This would be a lengthy and expensive process. TO7AL AMOUNT OF TRANSAC710N $ S �C , OOO ANNUALLY COSTlREVENUE BUDGE7ED (CIFiCLE ONE) YES NO FUNDIfdGSOURCE Giant fTOm Continental Cablevision pCTIVIiYNUMBER FINANCIAL INFORMATION (EXPLAIN) ' � I .�- �, .. PERFORMANCE AGREEMENT between CABLE ACCESS - ST. PAUL, INC. (CASP) and the CITY OF SAINT PAUL 9S �o� An Agreement by and between the City of Saint Paul, Minnesota, a Minnesota municipal corporation hereinafrer refened to as "City", and Cable Access — St. Paul, Inc, a Minnesota non-profit corporation hereinafter referred to as "CASP". Contents of This Document DEFINITIONS ........................................................... I. SERVICES .................................................. II. EVALUATTON ............................................... III. EQUIPMENT OWNERSffiP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . IV. STATUS OF EMPLOYEES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . V. HUMAN RIGHTS ORDINANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Vi. OFFICIALS DESIGNATED — CASP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . VII. OFFICIALS DESIGNATED — CTTY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . VIII GRANT ..................................................... IX. SEVERABILITY .............................................. X. SIJBCONTRACTING ............................... ........... XI. TERMINATION .............................................. XII. CONDTTIONS OF DISSOLUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . X1II. DISPOSITTON OF DOCUMENTS/MATERIALS . . . . . . . . . . . . . . . . . . . . XIV. COMPLAINTS ............................................... XV. CONTINGENT FUNDING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . XVI. TERM OF AGREEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . XVII. AMENDMENTS TO AGREEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . XVIII. AGREEMENT WHOLE AND CONCLUSIVE . . . . . . . . . . . . . . . . . . . . . . XIX. SIGNATURES ................................................ 2 3 7 7 8 8 8 8 8 9 9 9 10 10 10 10 11 11 11 12 1 9s-��s v.wrr.��r:� It is mutually agreed by and between the City and CASP as follows: DEFINZITONS For purpose of this Agreement: °Acceas° shall 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, shall be available on a first-come, first-served non-discriminatory basis. "Access Channels" shall mean ihose channels dedicated by law, rule, regulation, or commitment of Cable Company to the programming use of the general public and educational institutions. "Access services" shall refer to services, equipment, and/or facilities provided to the general public and educational institutions in support of the Access ChanneLs. It shall not include services, equipment, and/or facilities of the City. "Access Programming" shall mean programming under the editorial control of access users. "Access Users" shall mean those members of the community who create and/or present programming for playback on the access cable channels. "Appendix H" shall mean Appendix H of the Saint Paul Legislative Code. °Business° shall mean all appropriate business activities in support of access users and the production of access and community programming. Such business shall include the solicitation of gifts of in-kind and monetary support. CASP shall not engage in commercial for-profit productions. "Cable Company° shall mean Continental Cablevision of Saint Paul, Inc., its successors and assigns. CASP. "Community Programming" shall mean programming under the editorial control of "Designated Entity" shall mean a non-profit entity or entities designated by the City and further defined by Appendiz H. "Equipment" shall mean any purchases made with funds provided by the Cable Company. 2 9�' �� I. SERVICES For the consideration hereinafter stated, the Ciry names CASP as the Designated Entity for the term of this contract and CASP agrees to provide management and promotional services to support Access and Community Programm;ng in accordance with this contract and Appendix H. TASK I. Training 1. CASP will conduct an introductory access orientation course. The wurse shall consist of public access television philosophy, CASP policies and procedures, audience development, how to use public access, CASP course offerings, publicity and promotion, and tours of the studios, edit suites, access equipment and vaa The introductory access orientation course shall consist of at least three contact hours per class, and such classes will be held at least once per month. 2. Basic level courses in video production, including studio production, field production, and editing, shall be offered at least once every five weeks. 3. Intermediate level courses in video production, including studio production, field production, and editing, shall be offered at least once every two months. 4. Advanced level wurses in advanced video production techniques shall be offered at least once every two months. 5. CASP will take an active role in recruiting access users for its classes. Class recruitment should be included in at least 80% of all promotion materials. 6. CASP will provide at least two speeial training or orientation programs per year to meet special needs of local institutions and/or organizations. 7. By November 1, 1945, CASP will develop a formal internship program for involving at least 10 students annually from the secondary and post secondary education communities in Saint Paul. 8. Each year, no later than August 1, CASP will submit a revised training and education plan to the City's Cable Communications Officer. The revised plan will include e�cpansion of and outreach to new audiences and provide cooperative educational opportunities to the education community and the community at-large. 9. CASP will manage the scheduling, registration, record keeping, production of materials, evaluation, and other administrative tasks including quarterly reports, far all of its educational and training activities. Such reports shall include student evaluations of their training. 3 qS- 7as Task II: Equipment and Facilities L CASP wi71 maintain inventory wntrol and records of all Equipment with a purchase price of $300 or more. The inventory shall include the make and model number of the Equipment, serial number, purchase date and price, and current location and condition of each piece of Equipmeni Any Equipment wluch is disposed of shall continue to be carried on the inventory with a notation of date of disposal and value received. 2. CASP shall maintain and repair Equipment in a timely manner keeping record of maintenance and repair, and maintain a plan for the purchase, replacement and acquisition of Equipment. Such plan and revisions shall be submitted to the City's Cable Communications Officer with each annual report. 3. CASP will implement policies for check out and use of Equipment and facilities, manage Equipment/facilities check out and use, and maintain a current log of 8quipment check out and use. CASP facilities will be open at least 50 hours per week on at least six days per week. 4. CASP will maintain a log of complaints and responses regarding Equipment condition and use policies. 5. CASP will maintain insurance in an amount and form acceptable to the City on all Equipment and facilities managed by CASP, naming Yhe Designated Entity as the insured and the City as w-insured. All insurance documents shall be submitted to the City's Cable Communications Of�cer on an annual basis and whenever amended. 6. CASP will maintain facilities for training, production, and administration of Access and Communiry Programming consistent with this Agreement. 7. CASP shall conduct a study of community needs as they relate to access to other technologes (computet, wireless, telecommunicadons). CASP shall create a plan to provide access to new technologies and submit it to the City's Cable Communications Officer by November 15, 1995. Task III: Access and Community Programming Channel Time 1. CASP shall maintain and implement policies and procedures for allocating, reserving and using time on the designated Access ChanneLs. Such policies and all subsequent policy changes shall be submitted to the City's Cable Communications Officer. No program cablecast on an access channel shall violate federal, state, or local statutes. 2. CASP shall be responsible for the playback of video, audio and te� programming on the three designated Access channeLs, one Government access channel, and one Community Programming channel in accordance with CASP's established policies and procedures. CASP shall staff playback facilities to insure program playback of no less than 95 hours per week and a failure rate of no more than 5 percent of the total piayback hours. qs �os 3. CASP will produce and provide Community Programming, including, but not limited to, local sports events, parades, social and political events consisting of an average of 20 hours per month. Such programming shall include the City Council and Mayoral Inauguration, the Mayor's State-of-the-City Address, the Jr.— Sr. Royalty Pageant, the Truth-in-Taxation Hearing, and up to three other public hearings or town meetings as requested by the Cable Communications Officer. The City will provide a liaison on a staff available basis for the produdion of city govemment related programming. 4. CASP will provide a full-time Educational Access Coordinator to serve the educational access community. Furthermore, CASP will establish an Educational Access Committee comprised of representatives from public and private schoo]s, both K-12 and post secondary to work with CASP in the coordination and provision of Access services to the educational community in Saint Paul. Task IV: Promotion of Access 1. CASP shall create and make avaIlable to the public at least one printed document describing the Access and Community Programming resources available in the City of Saint Paul and how citizens of Saint Paul may make use of the described resources. 2. CASP shall provide informadon about Access and Community Programming activities on a regular basis for publication in Saint Paul community newspapers and other media at least once a month. 3. CASP shall print, or arrange for printing, and distribute monthly schedules of programs cablecast on the designated Access Channels and Government Access Channel. At least 2,000 schedules should be distributed each month. 4. CASP shall provide or arrange for speakers to discuss Access and Communiry Programming activities and opportunities in Saint Paul. Such speaking opportunities shall be arranged at least once a month. 5. CASP shall conduct an outreach progtam intended to increase CASP membership, access users, viewers for access and community programming, and its visibility in Saint Paul. CASP shall report its progress in the quarterly reports submitted to the Ciry's Cable Communications Officer. 6. CASP shall take full advantage of promotional activities deta$ed in Article III, § 6 of Appendiz H. 7. CASP shall take advantage of its own video productian services and produce programs about how to use CASP services and to describe to the community what is available at CASP. In addition, CASP will be eapected to actively promote a community based forum and produce it rivice a month. 8. CASP shall hold open houses on a quatterly basis and invite the general public, schools, local organizations and institutions. 9S-7o 9. CASP shall provide a Strategic Community Programming plan to City's Cable Communications OfFcer no later than 120 days after the effective date of this contract. 'The plan will descdbe CASP's strategy to target and collaborate with other Saint Paul community organizations to ptoduce wmmunity relevant programming. Task V: Other Management Services 1. CASP will provide notices and minutes of annual and special membership meetings and notices and minutes of all Boazd of Directors' meetings to the Ciry's Cable Communications Officer. 2. CASP will maintain records of Equipmentjfacilities purchase, use, and maintenance; use of Access and Community Programr„ing channel time; records of Access training; and complaints or disputes related to Access or Community Programming. 3. The city shall have the right to inspect CASF's business records and copy them at no elcpense to the Ciry. CASP's business records shall be maintained in conformance with this Agreement and shall be available for inspection during regularly scheduled business hours or at such other time mutually agreed to by the City and CASP. 4. CASP will provide copies of current insurance documents and budgets, related to terms and conditions of this Agreement, to the City's Cable Communications Officer upon request. 5. CASP will prepare and submit to the City's Cable Communications Officer a balanced annual operating budget for the subsequent year at least 60 days before the end of CASP's fiscal yeaz. Such budget shall adhere to standard accounting and record keeping practices. As part of its business operation, CASP shall submit to the City's Cable Communications Officer monthly operating statements and shall, at its eapense, contract for a year-end audit by a Certified Public Accountant. 6. Any circumstances that cause or could cause the budget to be out of balance shall be reported to the City's Cable Communications Officer within seven (7) days of discovering the matter. 7. All paid positions, including that of the F�ecutive Director, shall be subject to a fair and open hiring process. CASP shall comply with or eacceed all federal, state, and local laws and regulations relating to equal employment opportunity. CASP will submit, to the City's Cable Communications Officer, for review any revisions to its staff'mg plan, outlining its proposed personnel commitments to fulfill the tasks in this Agreement; including training, general access, educational access, program playback, Community Programming production, and volunteer and staff development. 8. At least once during the term of this contract CASP shall conduct a community needs assessment using standard survey methods to collect data encompassing all aspects of CASP services. The City's Cable Communications Officer shall have the opportunity to comment on the survey instrument before it is used. CASF shall provide a copy of the survey results to the City's Cable Communications Officer. CASP shall review survey results and respond to priority 0 qs 7 os needs as established by the CA.SP Board. For �ample, new projects should relate to resuits of needs assessment as well as requests for changes to this contract. 9. CASP will prepare and submit four quarterly reports and an annual year end report to the City's Cable Communications Officer on the activities and tasks enumerated in this agreement Reports shall be based on CASP's fiscal year and submitted on September 15, December 15, March 15, and 7une 15. The Annual Report shall be submitted on July 15. 10. CASP shall submit to the City's Cable Communications Officer a report on the Board of Directors nomination process. The process shall be committed to rec,zvitment of individuals representing diverse communities of interest and relevant business and professional e�cperience. Within 30 days following its Annual Meeting, CASP shall report to the City's Cable Communicauons Officer the Board of D'uectors election results. The report shall include a complete Board roster (including appointed members) and a brief biography of each. 11. As part of its fourth quarter report, CASP shall provide to the City's Cable Communications Off"icer any revisions to its four year business plan and budget. 12. CASP will include in its Annual report dated July 15 the results of its efforts to secure additional funding and in-kind contributions to supplement and enhance the services and programming contemplated herein. Both parties desire that such contn'butions will increase on an annual basis. II. EVALUATION CASP agrees that an overall written evaluation of its performance under this Agreement, including an on site inspection, may be performed quarterly as determined by the City's Cable Communications Officer following receipt of the Annual Report. Any evaluation shall be based on the fulfillment of the terms and conditions herein. Should the Ciry find any instances of noncompliance after a quarterly review, the Cable Communications Officer shall transmit in writing a description of the areas of noncompliance to CASP within 30 days. CASP shall respond to such notices within 15 working days of receipt in writing, detailing corrective actions, to be taken. III. EQUIPMENT OWNERSHIP CASP agrees that everything purchased with funds provided by the Cable Company is the sole property of the Designated Entity with no right, tide, or interest therein vesting in CASP. During such time as CASP, its successors and assigns, is acting as the Designated Entiry, it is understood that CASP is only the temporary custodian of such property and that CASP has no rights of ownership with respect to such properry. CASP may not dispose of or otherwise use said property so as to enrich CASP or to deprive any future Designated Entity of the full benefits of this propetty. The Designated Entity shall have the right to dispose of old, outmoded and superIluous equipment in accordance with ordinary business practices so long as gs �os any benefits arising from such disposition accrue to the Designated Entity only. CASP shall submit in writing to the City's Cable Communications Off'icer any plans to dispose of equipment at least two weeks prior to any such action. City agrees that everything purchased with funds other than those provided by the Cable Company is the sole properry of CASP with no right, title, or interest therein vesting in the City. IV. STATUS OF EMPLOYEES At all times, CASP is an independent contractor. Neither CASP nor its agents or its employees aze employees of the City and are entitled to none of the rights, privileges, and benefits granted regular City employees. V. HUMAN RIGHT5 ORDINANCE CASP agrees to be bound by Chapter 183 of Saint Paul Legislative Code. VI. OFFICIALS DESIGNATED — CASP CASP designates its Executive Director as the person to be contacted by the City regarding this Agreement. The Board of Directors of CASP shall be the fmal authorily in any CASP policy determinations. VII. OFFICJALS DESIGNATED — CIT'I' The City designates the Cable Communications Officer of the Finance and Management Services Department as the person to be contacted by CASP regarding this Agreement. VIII. GRANT For CASP's faithful performance of the services set forth in this contract, the City agrees to direct the Cable Company to pay the operating payment to CASP as follows: the Cable Company shall pay $SA0,000 as an operating payment in 1992 dollars directly to CASP, escalating as described below. In 1993, the Company paid $540,000, plus an amount equal to $540,000 multiplied by the percentage inctease in the Minneapolis — Saint Paul CPI for 1992. Sitnilarly, each year thereafter, the operating payment will be increased over the operating payment for the prior year by a percentage amount equal to the annual percentage increase for the Minneapolis — q� �os Saint Paui CPI for the prior year. One-quarter of the operating payment for a calendar year will be paid on February 15, another quarter on May 15, another quarter on August 15, and the remaining amount on November 15. In addition, the City will pay CASP, from franchise fees a total of $8,500 annually for the provision of agreed promotion and playback services. The City further agrees that within 30 days of the acceptance of this agreement by the City, the Ciry will release to CASP all capital equipment payment funds paid by the Cable Company to the City resulting from the terms of the franchise ordinance as amended in September, 1992, plus all accrued interest, less any funds already received by CASP. These funds are e�ressly for the purpose of capital equipment purchases. T'he City, upon the recommendation of the Cable Communications Officer, also reserves the right to withhold payment for noncompliance with this Agreement, and further reserves the right to reallocate fmancial support to another Designated Entity or to other cable-related purpose for public benefit pursuant to Article III, Section 6d of Saint Paul Legislative Code Appendix H. Should the City decide to withhold one or more payments for noncompliance as determined in section II, the Ciry shall send a written notice to CASP at least fourteen working days in advance containing the following information: Amount being withheld Specific reasons for withholding payment; Corrective actions requested; Identification of dates by which corrective action is to be completed. IX. SEVERABII,ITY In the event any provision of this Agreement is deemed unconstitudonal, illegal or void as a matter of law, the parties agree that all of the provisions of this Agreement which are not affected by such an occurrence shall constitute a full and complete Agreement between the parties. X. SUBCONTRACTING CASP may not subcontract portions of this Agreement until written approval is received from the City's Cable Communications Officer; such approval shall not be unreasonably withheld. 9s �D s XI. TERD�IINATION The City and CASP reserve the right to terminate this Agreement or CASP's selection as the Designated Entity without cause or penalty on sixry days written notice. Notwithstanding any provision contained in this Agreement ta the contrary, CASP shall be entitled to pay its expenses incurred in the normai course of its business until such time as it is obligated to effect the below-referenced transfer. XII. CONDiTIONS OF DISSOLUTION Subject to CASP's right to pay its normal operating expenses, as set forth above, in the event that the City transfers responsibilities to another Designated Entity, or in the event of the dissolution of CASP, any unspent or unobligated funds of current or past annual Operating Payments shall be paid to any other Designated Entity, within 90 days of notification of reallocation or dissolution. CASP shall immediately release control of all equipment and materials to the City, excepting those items which are identified in the books and records of CASP as purchased with funds other than those received from the Cable Company. XIlI. DISPOSITION OF DOCUMENTS/MATERTALS In the event that the City transfers responsibility to another Designated Entity, or in the event of the dissolution of CASP, CASP shall provide the City with copies of all CASP documents, files, computer disks, videotapes, etc, including but not limited to lists of trained and certified access users and their respective levels of training and certification; forms necessary to the day-to-day operations of access; operating policies and procedures. This requirement shall not include any CASP membership lists. XIV. COMPLAINTS CASP may, at any tune, file in writing with the Office of Cable Communications, complaints concerning the operation of the cabie �yatem that have a bearing on CASP's performance under this Agreement. The Cable Communications Officer shall investigate the complaints pursuant to Saint Paut Legislative Gode §430.d34. XV. CONTINGENT FUNDINC Continued performance of this Ageement by the City is contingent upon continued funding of Access and Community Programming in accordance with Appendis H of the Saint Paul Legislative Code. 10 �� �vs XVI. TERM OF AGREEMENT This Agreement shall commence on the date the Council resolution approving this document goes into effect and shall remain in effect until June 30, 1996. XVII. AMENDMENTS TO AGREEMENT This Agreement may be amended upon the mutual agreement of CASP and the City. All amendments shall be in writing and effective upon c�ecution by duly qualified officers of CASP and the Ciry. XVIII. AGREEMENT WHOLE AND CONCLUSIVE The parties eapressly state that this Agreement, together with Appendixes and Amendments, constitutes the whole understanding of the parties as to the performance of CASP pursuant to Saint Paul I.egislative code, Appendix H, Art.III, Section 6 and that no understandings outside of the Agreement are pertinent to CASP's performance. No right or privilege is ganted or confened by the Agreement except those specifically prescribed herein. In accepting this contract CASP acknowledges that its rights hereunder are subject to the lawful exercise of the police power of the City to adopt and enforce general ordinances necessary to the safety and welfare of the public, and futther that CASP shall at all times comply with all applicable present and future ]aws, rules and regulations. 11 q5-�os XIX. SIGNATURES IN WITNFSS HEREOF, the parties have set their hands on the dates indicated. CTTY OF SAINT PAUL Approved as to form: ,�� � � � Assistan Ci Attomey � j,�r�r Date G�!�G�G{i ����� orm Coleman Ma or , �L��� Date CABLE ACCESS - SAINT PAUL, INC. � 1 � � � / IZ;r� L.t � d / . . � . _ ,. / � ..- - � Y Y\ Ar.1f V19�� V`�� Director, Deparatment of Finance Services ����r95 Date CIS\CABLE\CASP�AGREE195 12