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HomeMy WebLinkAbout12-12 • Resolution No. 12-12 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITI I BTE VIDEO, INC. FOR TV PRODUCTION PROGRAMMING AND VIDEO SERVICES BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN. ILLINOIS, that pursuant to Elgin Municipal Code Section 5.02.020B(9) the City Council hereby linds that an exception to the requirements of the procurement ordinance is necessary and in the best interest of the city; and BE IT FURTHER RESOLVED that Sean R. Stegall, City Manager, be and is hereby authorized and directed to execute an agreement on behalf of the City of Elgin with BTE Video, Inc. for TV production programming and video services, a copy of which is attached hereto and made a part hereof by reference. s/ David J. Kaptain David J. Kaptain, Mayor Presented: January 11, 2012 Adopted: January 11, 2012 Vote: Yeas: 5 Nays: 0 Attest: s/ Kimberly Dewis Kimberly Dewis, City Clerk • CITY OF ELGIN AGREEMENT FOR TV Production Programming, Video Services 2012 This Agreement is made and entered into this 11 day of January/ by and between the City of Elgin("the CITY"),a municipal corporation organized and existing under the laws of the State of Illinois,and$TE Video.Inc.,incorporated in the state of Illinois and having a principal place of business at 10208 W.Dameier Road.Lena.IL 61048("the CONTRACTOR"). ARTICLE I. DEFINITION. "THIS CONTRACT" as used herein shall mean this Agreement and all attachments hereto, the Request for Proposal(RFP)including all documents referenced therein and the Contractor's bid response(bid)thereto incorporated by reference herein and made a part hereof. The CONTRACTOR agrees to provide the goods and/or services all in accordance with the RFP and CONTRACTOR'S Bid. In the event there is a conflict between this Agreement and the bid documents, the bid documents shall supersede this Agreement. ARTICLE It. SCOPE OF WORK. The CONTRACTOR shall provide video production for 12 Elgin Today programs (1 per month)at a cost of$2,875 per show and for the 2012 Independence Day Parade for a cost of$2,625. ARTICLE 1]j. DURATION. The CONTRACTOR shall commence the performance of THIS CONTRACT upon receipt of a fully executed contract from the City of Elgin and shall end December 31,2012. ARTICLE IV. TERMINATION. The following shall constitute events of default under THIS CONTRACT: a) any material misrepresentation made by the CONTRACTOR to the CITY, b) any failure by the CONTRACTOR to perform any of its obligations under THIS CONTRACT including, but not limited to, the following: (i) failure to commence performance of THIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the CONTRACTOR's reasonable control,(ii) failure to perform THIS CONTRACT with sufficient personnel and equipment or with sufficient material to ensure the completion of THIS CONTRACT within the specified time due to a reason or circumstance within the CONTRACTOR's reasonable control, (iii) failure to perform THIS CONTRACT in a manner reasonably satisfactory to the CITY,(iv) failure to promptly re-perform within reasonable time the services that were rejected by the CITY as erroneous or unsatisfactory, (v) failure to comply with a material term of THIS CONTRACT, including, but not limited to the Affirmative Action requirements, and (vi) any other acts specifically and expressly stated in THIS CONTRACT as constituting a basis for termination for cause. The CITY may terminate THIS CONTRACT for its convenience upon fourteen(14)days prior written notice. ARTICLE V. DAMAGES. From any sums due to the CONTRACTOR for goods or services, the CITY may keep for its own the whole or any part of the amount for expenses, losses and damages as directed by the Purchasing Director, incurred by the CITY as a consequence of procuring goods or services as a result of any failure,omission or mistake of the CONTRACTOR in providing goods or services as provided in THIS CONTRACT. ARTICLE VI. GOVERNING LAWS AND ORDINANCES. This CONTRACT is made subject to all the laws of the State of Illinois and the ordinances of the CITY and if any such clause herein does not conform to such laws or ordinances, such clause shall be void(the remainder of the contract shall not be affected)and the laws or ordinances shall be operative in lieu thereof. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in connection with this agreement shall be in the Circuit Court of Kane County, Illinois. ARTICLE VII. AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, religion, sex, ancestry, national origin, place of birth, age or physical handicap which would not interfere with the efficient performance of the job in question. The CONTRACTOR will take affirmative action to comply with the provisions of Elgin Municipal Code Section 3.12.100 and will require any subcontractor to submit to the CITY a written commitment to comply with those provisions. The CONTRACTOR will distribute copies of this commitment to all persons who participate in recruitment, screening, referral and selection of job applicants and prospective subcontractors. The CONTRACTOR agrees that the provisions of Chapter 3.12 of the Elgin Municipal Code, 1976,is hereby incorporated by reference,as if set out verbatim. ARTICLE VIII. ASSIGNABILITY. The CONTRACTOR shall not assign, sell or transfer any interest in THIS CONTRACT without prior written consent of the CITY. ARTICLE IV. AMENDMENTS. There shall be no modification of the CONTRACT,except in writing and executed with the same formalities of the original. ARTICLE X. I4OTICES.Any notice given under this CONTRACT shall be in writing and shall be deemed to have been given when hand delivered or deposited in the U.S. mail, certified or registered, return receipt requested, addressed, if to CONTRACTOR, at the address set forth above to the attention of the project manager or undersigned representative, and if to the City,to the attention of the City Manager, 150 Dexter Court, Elgin, IL 60120 or to such other address and/or authorized representatives as either party shall designate in writing to the other in the manner herein provided. ARTICLE XI. INDEMNIFICATION. To the fullest extent permitted by law, Contractor agrees to and shall indemnify,defend and hold harmless the City, its officers, employees,boards and commissions from and against any and all claims, suits,judgments,costs, attorney's fees,damages or any and all other relief or liability arising out of or resulting from or through or alleged to arise out of any acts or negligent acts or omissions of Contractor or Contractor's officers, employees, agents or subcontractors in the performance of this agreement, including but not limited to, all goods delivered or services or work performed hereunder. In the event of any action against the City, its officers, employees, agents, boards or commissions covered by the foregoing duty to indemnify, defend and hold harmless, such action shall be defended by legal counsel of the City's choosing. The provisions of this Article shall survive any expiration and/or termination of this agreement. ARTICLE XIL PUBLICITY, The CONTRACTOR may not use, in any form or medium, the name of the City of Elgin for public advertising unless prior written permission is granted by the CITY. AJITj(J,E Xllt. APPROPRIATIONS.The fiscal year of the CITY is the 12 month period ending December 31. The obligations of the CITY under any contract for any fiscal year are subject to and contingent upon the appropriation of funds sufficient to discharge the obligations which accrue in that fiscal year and authorization to spend such funds for the purposes of the contract. If,for any fiscal year during the term of the CONTRACT, sufficient funds for the discharge of the CITY'S obligations under the contract are not appropriated and authorized, then the CONTRACT shall terminate as of the last day of the preceding fiscal year, or when such appropriated and authorized funds are exhausted, whichever is later, without liability to the CITY for damages, penalties or other charges on account of such termination. ARTICLE XIV. NO AGENCY. This agreement shall not be construed so as to create a joint venture, partnership, employment or other agency relationship between the parties hereto. ARTICLE XV. CONFLICT. In the event of any conflict between the terms provided in any attachments hereto and the body of this CONTRACT,the terms and provisions of this CONTRACT shall control. ARTICLE XVI.. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement of the parties. There shall be no promises, terms, conditions or obligations other than those contained therein; and this CONTRACT shall supersede all previous communications,representations,or agreements,either verbal or written,between the parties. ARTICLE XVII. COMPLIANCE WITH LAWS. Notwithstanding any other provision of this CONTRACT it is expressly agreed and understood that in connection with the performance of this CONTRACT that the CONTRACTOR shall comply with all applicable Federal, State, City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, CONTRACTOR hereby certifies, represents and warrants to the CITY that all CONTRACTOR'S employees and/or agents who will be providing products and/or services with respect to this CONTRACT shall be legal residents of the United States. CONTRACTOR shall also at its expense secure all permits and licenses,pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work,and/or the products and/or services to be provided for in this CONTRACT. The CITY shall have the right to audit any records in the possession or control of the CONTRACTOR to determine CONTRACTOR'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the CONTRACTOR shall make available to the CITY the CONTRACTOR'S relevant records at no cost to the CITY. CONTRACTOR shall pay any and all costs associated with any such audits" The person signing THIS CONTRACT certifies that s/he has been authorized by the CONTRACTOR to commit the CONTRACTOR contractual and has been authorized to execute THIS CONTRACT on its behalf. IN WITNESS WHEREOF the parties have hereto set their hands the day and year first above written. CONTRACT 476344...„/ CITY O a GIN 41*-1:47 Name and Title S;4' R. Stegal / C Manager FEIN NO.31.93g39o5 EPORT TO MAYOR & MEMBERS OF CITY COUNCIL E LG I N THE CITY IN THE SUBURBS AGENDA ITEM: G MEETING DATE: December 21, 2011 ITEM: Contract for TV Production Programming and Video Services ($37,125) OBJECTIVE: Continue to provide informative television programming highlighting city services and events. RECOMMENDATION: Approve the contract with BTE Video Inc. for 2012 Programming in the amount of$37,125. BACKGROUND The city council first approved an agreement with BTE Video, Inc. in December 2004 and launched its government access programming endeavors with two shows on Elgin's Channel 17 in January 2005. Those two shows — Elgin Today and Elgin Up Close — feature long-time Elgin on-air personality Jeff Myers, who showcases city happenings and events in a bi-weekly, news magazine format. BTE with Jeff Myers has routinely provided the city with these shows per con- tract for the last six years. The city also hosts the program on the website. OPERATIONAL ANALYSIS Anecdotally, Elgin Today and Elgin Up Close are programs the community appreciates and en- joys. Residents have come to expect Jeff Myers at major city functions with many Elginites call- ing to request his attendance at events. While there is virtually no way to accurately measure the market share of these programs, Elgin Today and Elgin Up Close are programs of which res- idents identify and anticipate. Because of budgetary constraints in 2010, staff was asked to reduce the cost of providing tele- vision services from the nearly $80,000 paid in 2009 for three half-hour monthly broadcasts. Since that time Elgin Up Close has ceased to air and BTE has focused efforts on one monthly program, Elgin Today. The revamped Elgin Today includes the community segments highlighting events and city happenings and now also includes a segment with the Mayor that used to be a separate program, Elgin Up Close. This format has worked well given the budgetary constraints presented and a continuation of the existing program would continue to provide staff with an opportunity to provide residents with city information in a timely manner. A copy of the contract is attached as Exhibit A. INTERESTED PERSONS CONTACTED None. FINANCIAL ANALYSIS The cost for twelve episodes of Elgin Today and production of the Independence Day Parade totals $37,125. Funds have been appropriated in the 2012 proposed general fund budget, ac- count 010-0302-711.30-99, "Miscellaneous Professional Service" to award this contract to BTE Video Inc. BUDGET IMPACT FUND(S) ACCOUNT(S) PROJECT#(S) AMOUNT AMOUNT BUDGETED AVAILABLE General Fund 010-0302-711.30-99 N/A N/A N/A LEGAL IMPACT The proposed agreement requires an exception to the procurement ordinance which requires approval by two-thirds of the members of the city council. ALTERNATIVES If the item is not approved, the city will no longer provide Elgin Today programming or re- broadcast of the Independence Day Parade from an outside vendor. NEXT STEPS Staff to prepare the necessary resolution. Originators: Karla Persky, Multimedia Production Specialist Final Review: Colleen Lavery, Chief Financial Officer William A. Cogley, Corporation Counsel/Chief Development Officer Richard G. Kozal, Assistant City Manager/Chief Operating Officer Sean R. Stegall, City Manager �I{{ JE=; ► 2 ATTACHMENTS A: Contract with BTE Video Inc. for TV Production Programming r • rm. 3 CITY OF ELGIN AGREEMENT FOR TV Production Programming, Video Services This Agreement is made and entered into this day of December,2011 by and between the City of Elgin("the CITY"),a municipal corporation organized and existing under the laws of the State of Illinois, and BTE Video, Inc. , incorporated in the state of Illinois and having a principal place of business at 10208 W.Dameier Road,Lena,IL 61048("the CONTRACTOR"). ARTICLE I. DEFINITION. "THIS CONTRACT" as used herein shall mean this Agreement and all attachments hereto, the Request for Proposal(RFP)including all documents referenced therein and the Contractor's bid response(bid)thereto incorporated by reference herein and made a part hereof. The CONTRACTOR agrees to provide the goods and/or services all in accordance with the RFP and CONTRACTOR'S Bid. In the event there is a conflict between this Agreement and the bid documents,the bid documents shall supersede this Agreement. ARTICLE H. SCOPE OF WORK. The CONTRACTOR shall provide video production for 12 Elgin Today programs (1 per month)at a cost of$2,875 per show and for the 2012 Independence Day Parade for a cost of$2,625. ARTICLE III. DURATION. The CONTRACTOR shall commence the performance of THIS CONTRACT upon receipt of a fully executed contract from the City of Elgin and shall end December 31,2012. ARTICLE IV. TERMINATION. The following shall constitute events of default under THIS CONTRACT: a) any material misrepresentation made by the CONTRACTOR to the CITY, b) any failure by the CONTRACTOR to perform any of its obligations under THIS CONTRACT including,but not limited to,the following: (i) failure to commence performance of THIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the CONTRACTOR's reasonable control,(ii) failure to perform THIS CONTRACT with sufficient personnel and equipment or with sufficient material to ensure the completion of THIS CONTRACT within the specified time due to a reason or circumstance within the CONTRACTOR's reasonable control,(iii) failure to perform THIS CONTRACT in a manner reasonably satisfactory to the CITY,(iv) failure to promptly re-perform within reasonable time the services that were rejected by the CITY as erroneous or unsatisfactory, (v) failure to comply with a material term of THIS CONTRACT, including, but not limited to the Affirmative Action requirements, and (vi) any other acts specifically and expressly stated in THIS CONTRACT as constituting a basis for termination for cause. The CITY may terminate THIS CONTRACT for its convenience upon fourteen(14)days prior written notice. 41111) ARTICLE V . DAMAGES. From any sums due to the CONTRACTOR for goods or services,the CITY may keep for its own the whole or any part of the amount for expenses, losses and damages as directed by the Purchasing Director, incurred by the CITY as a consequence of procuring goods or services as a result of any failure,omission or mistake of the CONTRACTOR in providing goods or services as provided in THIS CONTRACT. ARTICLE VI. GOVERNING LAWS AND ORDINANCES. This CONTRACT is made subject to all the laws of the State of Illinois and the ordinances of the CITY and if any such clause herein does not conform to such laws or ordinances, such clause shall be void (the remainder of the contract shall not be affected) and the laws or ordinances shall be operative in lieu thereof. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in connection with this agreement shall be in the Circuit Court of Kane County, Illinois. ARTICLE VII. AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race,color, religion, sex, ancestry,national origin, place of birth, age or physical handicap which would not interfere with the efficient performance of the job in question. The CONTRACTOR will take affirmative action to comply with the provisions of Elgin Municipal Code Section 3.12.100 and will require any subcontractor to submit to the CITY a written commitment to comply with those provisions. The CONTRACTOR will distribute copies of this commitment to all persons who participate in recruitment, screening, referral and selection of job applicants and prospective subcontractors. The CONTRACTOR agrees that the provisions of Chapter 3.12 of the Elgin Municipal Code, 1976,is hereby incorporated by reference,as if set out verbatim. ARTICLE VIII. ASSIGNABILITY. The CONTRACTOR shall not assign, sell or transfer any interest in THIS CONTRACT without prior written consent of the CITY. ARTICLE IV. AMENDMENTS. There shall be no modification of the CONTRACT,except in writing and executed with the same formalities of the original. ARTICLE X. NOTICES. Any notice given under this CONTRACT shall be in writing and shall be deemed to have been given when hand delivered or deposited in the U.S. mail,certified or registered,return receipt requested,addressed, if to CONTRACTOR,at the address set forth above to the attention of the project manager or undersigned representative, and if to the City,to the attention of the City Manager, 150 Dexter Court, Elgin, IL 60120 or to such other address and/or authorized representatives as either party shah designate in writing to the other in the manner herein provided. • ARTICLE XI. INDEMNIFICATION. To the fullest extent permitted by law,Contractor agrees to and shall indemnify,defend and hold harmless the City, its officers,employees, boards and commissions from and against any and all claims, suits,judgments,costs, attorney's fees,damages or any and all other relief or liability arising out of or resulting from or through or alleged to arise out of any acts or negligent acts or omissions of Contractor or Contractor's officers, employees, agents or subcontractors in the performance of this agreement, including but not limited to, all goods delivered or services or work performed hereunder. In the event of any action against the City, its officers,employees, agents, boards or commissions covered by the foregoing duty to indemnify,defend and hold harmless, such action shall be defended by legal counsel of the City's choosing. The provisions of this Article shall survive any expiration and/or termination of this agreement. ARTICLE XII. PUBLICITY. The CONTRACTOR may not use, in any form or medium,the name of the City of Elgin for public advertising unless prior written permission is granted by the CITY. • ARTICLE XIII. APPROPRIATIONS.The fiscal year of the CITY is the 12 month period ending December 31. The obligations of the CITY under any contract for any fiscal year are subject to and contingent upon the appropriation of funds sufficient to discharge the obligations which accrue in that fiscal year and authorization to spend such funds for the purposes of the contract. If,for any fiscal year during the term of the CONTRACT, sufficient funds for the discharge of the CITY'S obligations under the contract are not appropriated and authorized, then the CONTRACT shall terminate as of the last day of the preceding fiscal year, or when such appropriated and authorized funds are exhausted, whichever is later, without liability to the CITY for damages, penalties or other charges on account of such termination. ARTICLE XIV. NO AGENCY. This agreement shall not be construed so as to create a joint venture, partnership, employment or other agency relationship between the parties hereto. ARTICLE XV. CONFLICT. In the event of any conflict between the terms provided in any attachments hereto and the body of this CONTRACT,the terms and provisions of this CONTRACT shall control. ARTICLE XVI. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement of the parties. There shall be no promises, terms, conditions or obligations other than those contained therein; and this CONTRACT shall supersede all previous communications,representations,or agreements,either verbal or written,between the parties. ARTICLE XVII. COMPLIANCE WITH LAWS. Notwithstanding any other provision of this CONTRACT it is expressly agreed rand understood that in connection with the performance of this CONTRACT that the CONTRACTOR shall comply with all applicable Federal, State, City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, CONTRACTOR hereby certifies, represents and warrants to the CITY that all CONTRACTOR'S employees and/or agents who will be providing products and/or services with respect to this CONTRACT shall be legal residents of the United States. CONTRACTOR shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work,and/or the products and/or services to be provided for in this CONTRACT. The CITY shall have the right to audit any records in the possession or control of the CONTRACTOR to determine CONTRACTOR'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the CONTRACTOR shall make available to the CITY the CONTRACTOR'S relevant records at no cost to the CITY. CONTRACTOR shall pay any and all costs associated with any such audit." The person signing THIS CONTRACT certifies that s/he has been authorized by the CONTRACTOR to commit the CONTRACTOR contractual and has been authorized to execute THIS CONTRACT on its behalf. IN WITNESS WHEREOF the parties have hereto set their hands the day and year first above written. CONTRACTOR CITY OF ELGIN Name and Title Sean R. Stegall City Manager FEIN NO. _ . . Li ELGIN THE CITY IN THE SUBURBS- DATE: February 8, 2012 TO: Karla Persky, Multimedia Production Specialist FROM: Kimberly Dewis, City Clerk SUBJECT: Resolution No. 12-12, Adopted at the January 11, 2012, Council Meeting Enclosed you will find the agreement listed below. Please distribute this agreement to the other party and keep a copy for your records if you wish. If you have any questions please feel free to contact our office 847-931-5660 and we will do our best to assist you. Thank you. • Agreement with BTE Video, Inc. for TV Production Programming and Video Services