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02-267
Resolution No. 02-267 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH MUNICIPAL SERVICES ASSOCIATES, INC. FOR CABLE FRANCHISE RENEWAL 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 finds that an exception to the requirements of the procurement ordinance is necessary and in the best interests of the city; and BE IT FURTHER RESOLVED that Olufemi Folarin, Interim City Manager, and Dolonna Mecum, City Clerk, be and are hereby authorized and directed to execute an agreement on behalf of the City of Elgin with Municipal Services Associates, Inc . for Phase I services in connection with negotiations with AT&T Broadband for renewal of its cable franchise agreement, a copy of which is attached hereto and made a part hereof by reference . s/ Ed Schock Ed Schock, Mayor Presented: July 24 , 2002 Adopted: July 24 , 2002 Omnibus Vote : Yeas : 7 Nays : 0 Attest : s/ Dolonna Mecum Dolonna Mecum, City Clerk lk y ► AGREEMENT THIS AGREEMENT, made and entered into this day of AUG; vs 7, 2002, by and between the CITY OF ELGIN, an Illinois municipal corporation (hereinafter referred to as "CITY") and MUNICIPAL SERVICES ASSOCIATES, INC. , an Illinois corporation, (hereinafter referred to as the "CONSULTANT") . WHEREAS, the CITY desires to engage the CONSULTANT to furnish certain professional services in connection with negotiations with AT&T Broadband regarding the renewal of a cable franchise agreement with the City of Elgin (hereinafter referred to as the "PROJECT") . NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the CITY does hereby retain the CONSULTANT to perform the services and undertakings in connection with the PROJECT as described herein, subject to the following terms and conditions : 1 . SCOPE OF SERVICES A. All work hereunder shall be performed under the direction of the Assistant City Manager Sean R. Stegall . B. The CONSULTANT shall perform the services for the PROJECT as set forth in the Proposal for Consulting Services Cable Television Franchise Renewal City of Elgin, Illinois dated February 25, 2002, attached hereto and made a part hereof as Exhibit A. In the event of any conflict between the terms of this agreement and the terms of Exhibit A, the terms of this agreement shall control . 2 . SCHEDULE A project schedule for the PROJECT is attached hereto and made a part hereof as Exhibit B. The CONSULTANT will submit to the CITY with invoices a brief status report keyed to the project schedule. 3 . WORK PRODUCTS All work products prepared by the CONSULTANT pursuant hereto including, but not limited too, reports, designs, calculations, work drawings, studies, photographs, models and recommendations shall be the property of the CITY and shall be delivered to the CITY upon request of the CITY provided, however, that the CONSULTANT may retain copies of such work products for its records . d Y Such work products are not intended or represented to be suitable for reuse by the CITY on any extension to the PROJECT or on any other project, and such reuse shall be at the sole risk of the CITY without liability or legal exposure to the CONSULTANT . 4 . PAYMENTS TO THE CONSULTANT A. For services provided by the CONSULTANT for the PROJECT the CITY shall pay the CONSULTANT the lump sum fee of $53, 950 regardless of actual time expended or actual costs incurred by the CONSULTANT unless substantial modifications to the PROJECT are authorized in writing by the CITY and approved by the City Council . B. The CITY shall make periodic payments to the CONSULTANT based upon actual progress within thirty (30) days after receipt and approval an invoice. Said period payments to the CONSULTANT shall not exceed the amount shown for various activities in Exhibit A, and full payments for each activity shall not be made until the activity is completed and accepted by the CITY. 5 . INVOICES A The CONSULTANT shall submit invoices in a format approved by the CITY. Progress reports (2 above) will be included with all payment requests . B. The CONSULTANT shall maintain records showing actual time devoted and cost incurred. The CONSULTANT shall permit the authorized representative of the CITY to inspect and audit all data and records of the CONSULTANT for work done under this Agreement . The CONSULTANT shall make these records available at reasonable times during the Agreement period, and for a year after termination of this Agreement . 6 . TERMINATION OF AGREEMENT Notwithstanding any other provision hereof, the CITY may terminate this Agreement at any time upon fifteen (15) days prior written notice to the CONSULTANT . In the event that this Agreement is so terminated, the CONSULTANT shall be paid for services actually performed and reimbursable expenses actually incurred prior to termination, except that reimbursement shall not exceed the task amounts set forth under Paragraph 4 above . 2 i 1 7 . TERM This Agreement shall become effective as of the date the . CONSULTANT is given a notice to proceed and, unless terminated for cause or pursuant to Paragraph 5, shall be deemed concluded on the date the CITY determines that all of the CONSULTANT ' s work under this agreement is completed. A determination of completion shall not constitute a waiver of any rights or claims which the CITY may have or thereafter acquire with respect to any term or provision of the Agreement . 8 . NOTICE OF CLAIM If the CONSULTANT wishes to make a claim for additional compensation as a result of action taken by the CITY, the CONSULTANT shall give written notice of his claim within 15 days after occurrence of such action. No claim for additional compensation shall be valid unless so made. Any changes in the CONSULTANT ' s fee shall be valid only to the extent that such changes are included in writing signed by the CITY and the CONSULTANT. Regardless of the decision of the CITY relative to a claim submitted by the CONSULTANT, all work required under this Agreement as determined by the CITY shall proceed without interruption. 9. BREACH OF CONTRACT If either party violates or breaches any term of this Agreement, such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative, contractual or legal remedies as may be suitable to the violation or breach; and, in addition, if either party, by reason of any default, fails within fifteen (15) days after notice thereof by the other party to comply with the conditions of the Agreement, the other party may terminate this Agreement . 10 . INDEMNIFICATION To the fullest extent permitted by law, CONSULTANT agrees to and shall indemnify, defend and hold harmless the CITY, its officers, employees, agents, boards and commissions from and against any and all claims, suits, judgments, costs, attorneys fees, damages or other relief, including but not limited to workers compensation claims, in any way resulting from or arising out of negligent actions or omissions of the CONSULTANT in connection herewith, including negligence or omissions of employees or agents of the CONSULTANT arising out of the performance of this Agreement . 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. 3 I1 t 11 . NO PERSONAL LIABILITY No official, director, officer, agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement . 12 . INSURANCE A. Comprehensive Liability. The CONSULTANT shall provide, pay for and maintain in effect, during the term of this Agreement, a policy of comprehensive general liability insurance written in occurrence form with limits of at least $1, 000, 000 aggregate for bodily injury and $1, 000, 000 aggregate for property damage. The CONSULTANT shall deliver to the CITY a Certification of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty (30) days prior written notice to the CITY. The Certificate of Insurance which shall include Contractual obligation assumed by the CONSULTANT under Paragraph 10 entitled "Indemnification" shall be provided. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. There shall be no endorsement or modification of this insurance to make it excess over other available insurance, alternatively, if the insurance states that it is excess or prorate, it shall be endorsed to be primary with respect to the CITY. B. Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance written in occurrence form covering all owned, non-owned and hired motor vehicles with limits of not less than $500, 000 per occurrence for damage to property. C. Combined Single Limit Policy. The requirements for insurance coverage for the general liability and auto exposures may be met with a combined single limit of $1, 000, 000 per occurrence subject to a $1, 000, 000 aggregate . D. Professional Liability. The CONSULTANT shall carry Professional Liability Insurance covering claims resulting from error, omissions or negligent acts with a combined single limit of not less than $1, 000, 000 per occurrence. 4 �r. 1 A Certificate of Insurance shall be submitted to the CITY as evidence of insurance protection. The policy shall not be modified or terminated without thirty (30) days prior written notice to the CITY. 13. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement, there shall be no discrimination against any employee or applicant for employment because of sex, age, race, color, creed, national origin, marital status, of the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to, but not be limited to, the following: employment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex, race, color, creed, national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory, mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. 14 . ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto; provided, however, that no assignment shall be made without the prior written consent of the CITY. 15 . DELEGATIONS AND SUBCONTRACTORS Any assignment, delegation or subcontracting shall be subject to all the terms, conditions and other provisions of this Agreement and the CONSULTANT shall remain liable to the CITY with respect to each and every item, condition and other provision hereof to the same extent that the CONSULTANT would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY' s advanced written approval . 16. NO CO-PARTNERSHIP OR AGENCY This agreement shall not be construed so as to create a partnership, joint venture, employment or other agency relationship between the parties hereto. 5 s 17 . SEVERABILITY The parties intend and agreed that, if any paragraph, sub- paragraph, phrase, clause or other provision of this Agreement, or any portion thereof, shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect . 18 . HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define, limit or describe the scope of intent of any provision of this Agreement, nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. 19. MODIFICATION OR AMENDMENT This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified, discharged or extended except by written amendment duly executed by the parties . Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. 20 . APPLICABLE LAW This Agreement shall be deemed to have been made in, and shall be construed in accordance with the laws of the State of Illinois . Venue for the resolution of any disputes or the enforcement of any rights pursuant to this agreement shall be in the Circuit Court of Kane County, Illinois . 21 . NEWS RELEASES The CONSULTANT may not issue any news releases without prior approval from the CITY, nor will the CONSULTANT make public proposals developed under this Agreement without prior written approval from the CITY prior to said documentation becoming matters of public record. 22 . COOPERATION WITH OTHER CONSULTANTS The CONSULTANT shall cooperate with any other consultants in the CITY' s employ or any work associated with the PROJECT. 6 ,i 23 . INTERFERENCE WITH PUBLIC CONTRACTING The CONSULTANT certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq. Or any similar state or federal statute regarding bid rigging. 24 . SEXUAL HARASSMENT As a condition of this contract, the CONSULTANT shall have written sexual harassment policies that include, at a minimum, the following information: A. the illegality of sexual harassment; B. the definition of sexual harassment under state law; C. a description of sexual harassment, utilizing examples; D. the vendor ' s internal complaint process including penalties; E. the legal recourse, investigative and complaint process available through the Illinois Department of Human Rights, and the Illinois Human Rights Commission; F. directions on how to contact the department and commission; G. protection against retaliation as provided by Section 6-101 of the Human Rights Act . A copy of the policies must be provided to the Department of Human Rights upon request 775 ILCS 5/2-105 . 25. WRITTEN COMMUNICATIONS All recommendations and other communications by the CONSULTANT to the CITY and to other participants which may affect cost or time of completion, shall be made or confirmed in writing. The CITY may also require other recommendations and communications by the CONSULTANT be made or confirmed in writing. 26. NOTICES All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows : 7 A. As to CITY: Sean R. Stegall Assistant City Manager City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 B. As to CONSULTANT: Stuart G. Chapman President Municipal Services Associates, Inc. 3 Golf Center, #311 Hoffman Estates, Illinois 60195 IN WITNESS WHEREOF, the undersigned have placed their hands and seals upon and executed this Agreement in triplicate as though each copy hereof was an original and that there are no other oral agreements that have not been reduced to writing in this statement . For the CITY: ATTEST: CITY OF ELGIN By By City Clerk City Manger . For the CONSULTANT: Dated this / day ofJU?y , A. D. , 2002 . ATTEST: MUNICIPAL SERVICES ASSOCIATES, INC. By (X.-1_,( 0 By Notary Public P esident "OFFICIAL SEAL" BRUCE H. ARNOUX Notary Public, State of Illinois My Commission Expires 9/30/2003 8 MSA MUNICIPAL SERVICES ASSOCIATES, INC. PROPOSAL FOR CONSULTING SERVICES CABLE TELEVISION FRANCHISE RENEWAL SUBMITTED TO: CITY OF ELGIN, ILLINOIS FEBRUARY 25, 2002 REVISED: MAY 30, 2002 3 Golf Center, Suite 311 •Hoffman Estates, 1160195 TEL 847-882-7773 Fax:847-310-9275 s 1 PROPOSAL FOR CONSULTING SERVICES CABLE TELEVISION FRANCHISE RENEWAL CITY OF ELGIN, ILLINOIS FEBRUARY 25, 2002 REVISED:MAY 30, 2002 INTRODUCTION AND OVERVIEW Thank you for permitting Municipal Services Associates, Inc. (MSA)to tender this proposal to the City of Elgin. MSA is a specialized consultancy dedicated to providing professional telecommunications services to cities, counties, and not-for-profit organizations. Founded in 1992, MSA has served nearly 170 client communities, counties, and not-for-profit agencies in nine states, either directly, or through Councils of Governments (COGs). MSA provides a wide array of services which include cable television franchise management, needs ascertainment, accounting and negotiations, cellular and wireless telephony studies and evaluations, and institutional network needs analyses. A substantial portion of MSA's activities are dedicated to cable television franchise renewal activities; compliance evaluations;and ownership transfers. To this end, MSA recognizes that the outstanding execution of the processes and activities leading up to the actual franchise renewal negotiations are essential for a successful renewal. • The needs assessment processes and activities include our staff conducting a comprehensive needs ascertainment process, including surveys, public meetings, and "roundtable"exchanges with community leaders. • MSA also considers a franchise fee evaluation to be vital in order to identify areas where franchise fees may have been underpaid or not paid at all based on the definition of gross revenues in the franchise agreement or ordinance. • MSA conducts technical evaluations of cable system plant and signal testing, including a records review. This activity is essential in determining the safety of the system plant and the ability of the cable operator to adhere to cable system technical standards established by the FCC. Our experience is that this is a key area where non-compliance is found and documented. MSA is dedicated to providing our clients with the data and information base necessary to justify a strong and balanced franchise agreement which protects the interests of the community and its citizens. MSA's client listing growth since 1992 (now nearly 170 individually and through COGs) attests to the success of our approach and the satisfaction of our clients. EXPERIENCE AND PAST PERFORMANCE MSA has conducted needs ascertainment studies in small and medium cities, as well as metropolitan areas and counties. MSA's ascertainment studies have led to increased support for Public, Educational, and Governmental access programming,establishment orenhancement of institutional networks,implementation and completion of cable system rebuilds and upgrades, and toward development of customer service standards which have led to improved responsiveness by cable operators to subscriber needs. Recent communities served by MSA involving community needs ascertainment studies include the following: St. Charles and Geneva, Illinois (51,000) -Franchise renewal negotiations in progress. Southwest Fox Valley Cable Television and Telecommunications Commission(5 cities,population 42,000)- Franchise renewal negotiations in progress. City of Sunnyvale, California (217,000) -Franchise compliance evaluation completed April, 2001. Follow-up to Technical Evaluation in progress. MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 2 NORDCAT Consortium (5 cities, population 107,100) - Franchise negotiations completed. Continued PEG support and enhanced customer service standards. City of Highland Park, Illinois (31,400) -Franchise negotiations completed November 1999. Enhancements to Institutional Network, $75,000 for construction of Government Access Studio; $250,000/year in annual ongoing support to Public Access for up to 11 years. Through our efforts, many of our client communities have reached notable achievements as a result of our franchise renewal procedures. These include: • Creation of a Government Access Studio and expanded Public Access funding and channel capacity for the City of Highland Park, Illinois. • Creation of dual Institutional Networks from an incumbent cable operator(Educational I-Net) and an overbuilder(Government Office Buildings 1-Net)for the Village of Glen Ellyn, Illinois. • Funding from an incumbent cable operator and an overbuilder for establishment of a Government Access Channel and wiring of the Village Board chamber for robotic cameras for the Village of Wheeling, Illinois. • Negotiation of provision of satellite uplink/downlink equipment for the City of Rolling Meadows, Illinois and the Villages of Elk Grove, Hoffman Estates, Buffalo Grove, and Palatine, Illinois. • Creation of an Institutional Network for the City of Centralia, Illinois, a rural community in Southern Illinois. ORGANIZATION AND PERSONNEL MSA's principal, Stuart Chapman, will conduct the needs ascertainment process described in this proposal, as well as assist the City of Elgin's counsel with the preparation of the franchise ordinance and franchise agreement drafts. Mr. Chapman will also serve as a technical advisor to the City during the negotiation process. PROCESS FOR PERFORMING THE COMPLIANCE WITH THE CURRENT FRANCHISE, ASCERTAINMENT OF COMMUNITY NEEDS, PREPARATION OF FRANCHISE DOCUMENTS AND NEGOTIATIONS ACTIVITY 1.0 CABLE TELEVISION FRANCHISE EVALUATION AND ASSESSMENT 1.1 PERFORMANCE REVIEW 1.1.1 Review of Franchise Documents 1.1.1(a). Review of Municipal Franchise Agreements, Ordinances, and amending documents. 1.1.1(b). Review previous cable related reports: 1.1.1(b)(1) Prior performance reviews 1.1.1(b)(2) Public hearing minutes and/or transcripts 1.1.1(b)(3) Subscriber and Municipal complaints 1.1.1(b)(4) Notices of Franchise violations. 1.1.1(c) Based on the review of the documents, provide recommendations for the new franchise agreement and ordinance. i f MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 3 1.1 PERFORMANCE REVIEW(Continued) 1.1.2 Review operator's performance under the current franchise agreement and ordinance. 1.1.2(a). Identify regulatory and compliance-related criteria in franchise agreement and ordinance and discuss levels of compliance with City staff. 1.1.2(b). Where outstanding compliance issues exist,prepare notification to cable operator and review cable operator's response. 1.1.3 Prepare a report of the performance review, and include recommendations based on the findings. Attend City public meeting to present report. 1.2 NEEDS ASCERTAINMENT 1.2.1 Conduct a five-day interview of government, educational, and community leaders to discuss future cable needs, including needs involving the use of Access channels: 1.2.1(a) One day for municipal government staff and officials 1.2.1(b) Two days for library,community,and neighborhood representatives 1.2.1(c) One day for representatives of elementary and secondary school districts, and for representatives of Judson College and Elgin Community College. 1.2.1(d) One day for coordinators and producers of Elgin Local Origination and PEG access programming, including a survey on equipment condition, training, volunteer identification,production,support,and program expansion. 1.2.2 Conduct two area-wide public meetings to elicit comment on future cable-related needs and interests. 1.2.3 (OPTIONAL) Survey of Subscribers and Non-Subscribers 1.2.3(a) Prepare a Subscriber and Non-Subscriber Survey covering, at a minimum, the following topics: 1.2.3(a)(1) Subscriber and Non-Subscriber Demographics 1.2.3(a)(2) Customer Service Performance 1.2.3(a)(3) Repair Service Performance 1.2.3(a)(4) Programming Mix and Levels 1.2.3(a)(5) Interest in Public, Educational, and Governmental Access Programming 1.2.3(a)(6) Cable Rates and Fees 1.2.3(a)(7) Future Needs and Interests 1.2.3(a)(8) Respondent Comments 1.2.3(b) In conjunction with the City, develop a random sample and distribution method. 1.2.3(c) Tabulate the survey responses. Prepare Summary and Comprehensive Reports. 1.2.3(d) Review the results of the survey with the City. The survey may be incorporated with a Performance Report proposed below. 1.2.4 Prepare a report of the findings of the interviews and hearings. MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 4 ACTIVITY 2.0 TECHNICAL EVALUATION The Technical Evaluation is quite extensive, and will be performed by Kramer.Firm, Inc. of Los Angeles, CA. Mr. Jonathan Kramer, President, assisted the FCC in developing its rules adopted in 1992. The evaluation will be fully documented through tests and photographs by the technical consultant. The technical consultant developed the industry standards and testing methodology which has been recognized by the cable industry as the appropriate way to conduct this type of testing. The technical consultant spends approximately five days on-site and conducts tests at a minimum of 12 test sites within the City of Elgin. The technical evaluation is important to determine the degree to which AT&T Broadband is complying with applicable electrical and electrical safety codes and FCC technical standards. A staff consultant from Municipal Services Associates may accompany the technical consultant for at least one day on-site. Estimated time for conducting of this activity is 70 hours. We allocate 70 percent of the entire project to the physical plant inspection, including that portion of the final report. To assess the physical condition of AT&T Broadband's cable system within Elgin, we shall conduct a 250-point inspection, representing all major portions of the City's franchise area, including single- family, multi-family, and commercial areas. This 250-point inspection may, at our option, be substituted with a drive-out of no fewer than 25 percent of the total plant trunk mileage within the City if we believe that a plant drive-out will yield information that is more useful to the City. The physical evaluation will allow us to assess and quantify the following items: 2.1 Comprehensive analysis of overhead and underground construction techniques in the new build and existing plant, and their impact on reliable system operation consistent with the requirements of the National Electrical Safety Code, and the National Electrical Code (municipally adopted versions)covering communications systems in public and private rights- of-way. 2.2 Power supply construction. 2.3 Comprehensive estimates of additional work(if any)that AT&T Broadband must do to comply with the applicable safety codes, cited above, to correct any physical defects or unresolved construction violation noted during the inspection. 2.4 Assessment of headend, over-the-air antenna, and satellite antenna construction issues. 2.5 Other items deemed pertinent to reliable system operation. 2.6 Photographic documentation may be included as an attachment to our written report to illustrate specific findings and/or violations. 2.7 Grounding Inspection-- Subscriber Network 2.7.1 To provide the City with a comprehensive assessment of AT&T Broadband's level of compliance with its obligation to ground its subscriber drops, we will inspect at least 25 subscriber drop locations throughout the City. Those 25 subscriber drop locations will differ from the physical plant inspection points discussed above. We will determine if AT&T Broadband has complied with the requirements of municipal electrical codes based on the National Electrical Code 820-40 standard. • MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 5 ACTIVITY 2.0 TECHNICAL EVALUATION(Continued) 2.8 Deliverable- Physical Inspection 2.8.1 Our findings regarding AT&T Broadband's achievements and deficiencies (if any) shall be documented in a report to the City. The findings in that report may be supported by representative photographs of any points we believe are required to illustrate issues raised therein. This report will be issued approximately three weeks after we complete inspection of the City. 2.9 Proof-of-Performance Report Reviews 2.9.1 We shall conduct a comprehensive evaluation of the most recent four FCC Proof-of- Performance test reports to assess whether AT&T Broadband has complied with the FCC proofing rules and whether those reports, if reliable, disclose unusual system conditions or FCC rule violations. FCC Proof-of-Performance tests are not routinely submitted to or reviewed by the FCC. The primary responsibility falls on the cable franchisor, here the City, to review and analyze these reports. 2.9.2 Our findings regarding AT&T Broadband's achievements and deficiencies (if any) shall be documented in a report to the City. This report will be issued approximately after we complete our review of AT&T Broadband's Proof-of-Performance records. 2.10 FCC Signal Quality Evaluation (Transmission Inspection) 2.10.1 We shall supervise AT&T Broadband as it conducts an acceptance Proof-of- Performance test at 12 subscriber network distribution locations, each located in a different area or fiber optic nodes (if applicable) in the cable system within the City. The signal quality at the locations will be inspected by AT&T Broadband, at your direction, under our supervision as set forth below. The locations will be representative of the entire system, and will include, but not be limited to, end of line locations, and the last reasonably accessible tap on the longest amplifier and line extender cascade. 2.10.2 A written report, including an executive report, detailing objective technical findings, supporting objective and subjective conclusions will be submitted to the City. The City should direct AT&T Broadband to provide its local system technical staff to conduct the technical tests set out in this Activity Section. By having AT&T Broadband staff perform the tests under our supervision, we will also be able to evaluate the technical skills possessed by the people who are charged with maintaining the quality of service.Also, when AT&T Broadband performs tests using their own staff and equipment, it precludes them from later claiming that the tests were performed inaccurately or that the equipment used was improperly calibrated. Kramer.Firm has used this technique for more than 98 percent of its plant testing during the past 18 years including other inspections of AT&T Broadband systems. Our methods proposed in this document, and specifically in this Activity Section, make AT&T Broadband-not the City-the critical link in accuracy and responsibility. 2.10.3 Test Equipment Calibration. Before the commencement of testing, we require that AT&T Broadband present us with current calibration certificates issued by a competent calibration laboratory for all frequency/voltage sensitive equipment that will be used in the final testing. MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 6 ACTIVITY 2.0 TECHNICAL EVALUATION(Continued) 2.10.4 Testing of Subscriber Tap Locations. As noted above, all testing shall be performed by AT&T Broadband technical staff under our supervision. Tests shall be performed at subscriber taps under the conditions found. These are the logical functions for testing since they are the points to which residential subscriber network users are connected.Additionally, under the FCC technical rules,tests are to be made at these points. To insure that our report reflects the true condition of the system, we shall not permit AT&T Broadband to correct problems found during the course of testing until all data for the failing site is collected. 2.10.5 Simulation of Standard Subscriber Cable Drop. AT&T Broadband shall connect the subscriber tap or service point output to the test equipment input via a 30-meter swept RG-59 or RG-56 drop cable (the length of the cable specified in the FCC rules). This procedure allows us to simulate and document the actual signal levels provided to typical subscribers, usually without interrupting service. We may provide photographs of the test sites as an attachment to the written report to be submitted to the City. 2.10.6 Description of Distribution Tests to be Performed. The following tests shall be performed at each of the distribution test points inspected permitting us to evaluate and report on the technical performance of AT&T Broadband's system: 2.10.6(a) Visual (Picture Signal) Carrier Levels on Each Activated Channel This measurement assesses compliance with FCC Part 76 Subpart K rules governing the minimum signal level permitted on a subscriber's television set. 2.10.6(b) Aural (Sound Signal) Carrier Levels on Each Activated Channel This measurement assesses compliance with FCC Part 76 Subpart K rules governing the minimum signal level permitted at a subscriber's television set antenna terminals. Audio levels that fall outside this permitted range can cause audio distortions or interference to the upper adjacent picture quality. 2.10.6(c) Peak-to-Valley on the Entire Band of Activated Channels This is a summation assessment which provides data about both the physical and electrical conditions of AT&T Broadband's plant. Major physical and/or electrical defects are quickly and clearly identified by this test. Performing this test also permits us to detect system adjustment problems, based on the performance of the system in the next section. 2.10.6(d) Adjacent Channel Video Difference on Activated Channels Another summation assessment, the adjacent channel video difference is computed to assess adherence to the FCC's rules designed to maintain video signals on all adjacent channels within a certain range. Some older television tuners can fail to "lock"onto a channel properly if this specification is greatly exceeded. MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 7 ACTIVITY 2.0 TECHNICAL EVALUATION(Continued) 2.10.6(e) Carrier-to-Noise Ratio Universally regarded by industry engineers as the most critical picture-impacting specification,the Carrier-to-Noise ratio quantifies the amount of"snow"seen in a television picture. 2.10.6(1) Low Frequency Distortions ("Hum") Hum is seen in pictures as one or two wide horizontal bars traveling upward through the picture. It is usually caused by defective or inadequate system electrical powering, filtering, corroded connectors, and/or grounding. 2.10.6(g) Intermodulation Distortions These distortions are commonly seen as a "busy" picture background, usually as herringbone or diagonal line distortions. They are caused by the television channels intermixing within the field amplifiers. Sometimes, these distortions are caused when a cable operator provides its set-top converters with too much signal. 2.10.6(h) RF Signal Leakage Evaluation The FCC sets strict limits for signal leakage from cable systems. The specific limits are frequency dependent. Excess signal leakage can cause interference to other radio services, including military and civilian aircraft,police, fire, amateur, and business radio users. 2.10.6(i) Rating of Picture Distortions on All Activated Channels An evaluation of a cable television system is not truly complete without a visual inspection of the picture. We use the industry- standard scale derived from the FCC's TASO subjective rating scale. 2.10.60) Assessment of Maintenance Program and Grantee Technical Compliance Performing the tests identified above will enable us to assess and report on AT&T Broadband's maintenance procedures, and the technical competence of their staff. By discussing discrepancies noted during the plant inspection, we assess their ability to reason and troubleshoot plant problems. 2.10.7 Signal Quality Measurements to be Made at the Headend for Satellite Services, Locally-Originated, and Over-the-Air Broadcast Television Stations. Prior to the subscriber network distribution plant testing described above, we will observe, document, and report on the following parameters, measured at the headend: 2.10.7(a) Video carrier levels and picture quality on all channels leaving the headend. 2.10.7(b) Audio carrier levels on all channels leaving the headend. 2.10.7(c) FM radio carrier levels, if any. Ids MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 8 ACTIVITY 2.0 TECHNICAL EVALUATION(Continued) Using the methods described above, we have conducted thousands of test point measurements in over one hundred major and two hundred smaller inspection projects since 1984. 2.10.8 Deliverable. Our findings regarding AT&T Broadband's achievements and deficiencies(if any)shall be documented in a report to the City. The findings in that report may be supported by representative photographs of any points we believe are required to illustrate issues raised therein. This report will be issued approximately five weeks after we complete the inspection of the AT&T Broadband system. ACTIVITY 3.0 CABLE ORDINANCE 3.1 Review and Redrafting. In cooperation with the Corporation Counsel, review and rewrite the municipal cable ordinance to address current and anticipated technical, facility, organizational, procedural, operational, franchise, PEG, and service issues. 3.2 Modifications and Finalization. Based upon input from City staff and officials, and, at the option of the City, the Cable Operator, write modifications and finalize ordinance. ACTIVITY 4.0 FRANCHISE AGREEMENT 4.1 Preparation of Initial Agreement Draft. Based on the outcome of the needs ascertainment process, in conjunction with Corporation Counsel, assist in the drafting of the initial franchise agreement. 4.2 Modifications and Finalization. Based upon the outcome of negotiations, prepare modified franchise agreement language and finalize agreement draft. 4.3 Presentation. Attend City Council meeting to present final Franchise Agreement document and answer questions. ACTIVITY 5.0 NEGOTIATIONS 5.1 Serve as a technical advisor to the City during the negotiation of the franchise agreement with the operator. The negotiating hours are capped at 50 hours-- 10 hours for discussions with the operator on the draft ordinance, and 40 hours to negotiate the franchise agreement. The time spent on negotiations is dependent on the cooperation of the cable operator. Any additional hours required to be authorized by the City. Legal counsel is provided by the City unless MSA is directed to secure counsel for the City. <Balance of Page Intentionally Left Blank> • MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 9 PROPOSED TIMELINES MSA proposes the following timelines for the Franchise Renewal Project: CABLE TELEVISION FRANCHISE RENEWAL: 2002 June Review franchise documents July Review operator performance under current agreement August Prepare Performance Review Report Develop Subscriber Survey(Optional) September-October Conduct needs ascertainment interviews Distribute Subscriber Survey(Optional) Conduct Public Meetings November Tabulate Survey Results, Prepare Summary Report(Optional) November-December Complete Final Survey Report(Optional) 2003 January Complete Ascertainment Report February Begin Technical Evaluation March Conduct Physical Plant and Signal Testing Evaluations April Complete Technical Evaluation Report Begin initial cable ordinance Present draft of Cable Ordinance and municipal review of Ordinance May Prepare modifications to Ordinance June Prepare initial Franchise Agreement June-July Begin negotiations November-December Complete negotiations Approve Final Franchise Agreement FEE FOR PROFESSIONAL SERVICES: Activity 1.0, Evaluation and Needs Ascertainment $12,800 Activity 2.0 Technical Evaluation $19,250 Activity 2.0, 3.0 Ordinance/Franchise $ 6,900 Activity 4.0 Negotiations: $ 7,500 FEE FOR PROFESSIONAL SERVICES: $46,450 (Includes fees for negotiations at a cost not to exceed$9,000) OPTIONS: SUBSCRIBER/NON-SUBSCRIBER SURVEY $ 6,000 MSA PROPOSAL TO SERVE THE CITY OF ELGIN- PAGE 10 WHOLE OR PART: To permit the City the greatest flexibility, it may accept all or portions of the professional services offered in this proposal. HOURLY FEES: Fees charged in this proposal represent project fees which are a blended fee range. Services provided outside of the project are charged at the usual and customary fees listed below: Hourly Fees for Additional Requested Services: Municipal Services Associates $150 Kramer.Firm, Inc. $165 COST PER FISCAL YEAR: (May 1 -April 30 FY) Fiscal Year 01-02: $ 5,800 Fiscal Year 02-03: $28,250 Fiscal Year 03-04: $12,400 TOTAL: $46,450 LEGAL CONSULTATION: Legal consultation shall be conducted through the City's counsel. No other legal assistance is provided in this contract. • PAYMENT SCHEDULE: Initiation of Franchise Evaluation/Assessment $ 5,800 Completion of Interviews $4,000 Completion of Needs Ascertainment Report $3,000 Beginning of Technical Evaluation $ 6,250 Completion of Cable System Plant Evaluation Report $ 7,225 Completion of Cable System Signal Testing Report $ 5,775 Completion of Survey Instrument Document $ 1,800 (Optional Service) Completion of Survey Tabulation Summary Report $ 1,900 (Optional Service) Completion of Final Survey Report $2,300(Optional Service) Completion of Cable Ordinance Draft $2,000 Completion of Final Ordinance $ 1,600 Completion of Draft Franchise Agreement $ 1,600 Negotiations As completed to capped figure Final Franchise Agreement $ 1,700 INSURANCE: Municipal Services Associates, Inc. carries General Liability, Automotive Liability, and Professional Liability insurance,including Errors and Omissions coverages. Copies of Certificates of Insurance currently in force may be presented to the client upon request. INVOICES:Expenses incurred during a billing period are added to the amounts shown above, subject to the expenses cap described below. Invoices are due and payable within twenty-five (25) days of receipt. A Purchase Order or written notice to proceed per the terms of this offer shall be acceptable consideration for the initiation of the contract with payment to follow within ten days of the purchase order binder or notice to proceed. LEGAL CONSULTATION: Legal consultation, if any, shall be conducted through the City's counsel. In the event that outside legal consultation is requested from MSA by the City,outside legal consultation through MSA will be with Daniel P. Schuering, Schuering & Kerley, P.C., Springfield, Illinois. Where legal consultation provided through MSA is required by the client, legal consultation will be billed to the client. No other legal assistance is provided for in this proposal. MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 1 NO CONFLICT OF INTERESTS:No employee or subcontractor of Municipal Services Associates, Inc. has ever been employed by AT&T Broadband, its predecessor, TCI, any parent corporation, or any known subsidiary. We do not know of any direct, indirect, perceived, or potential conflicts of interest not mentioned above which might taint or otherwise discredit any work, service, or advice provided to the City. REASONABLE TRAVEL AND OUT OF POCKET EXPENSES:The client is responsible for reasonable travel and out of pocket expenses. MSA's mileage charges are$0.345 per mile. Due to the proximity of the client's office to MSA's offices, MSA will waive its mileage charges. Kramer.Firm, Inc. staff travel by economy class airfare unless the client requires immediate attention. Kramer.Firm, Inc. will cap its expenses at$1,800. Out of Pocket expenses may cover, but not be limited to, lodging, federal express charges, public transportation, car rental, parking fees, tolls, and meals. ACCEPTANCE: This proposal is valid for 60 days. Proposal terms may be extended upon the request of the client. If additional time is needed by the City, please contact us. This Proposal Aut orized By: tuart Chapman President Municipal Services Associates, Inc. Legal advisors to Municipal Services Associates, Inc. -Cable Television Issues:-Daniel Schuering, Attorney, Daniel P. Schuering, Schuering&Kerley, P.C., (Springfield, IL) <Balance of Page Intentionally Left Blank> MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 12 MUNICIPAL SERVICES ASSOCIATES, INC. STUART G. CHAPMAN, PRESIDENT Stuart G. Chapman is President of Municipal Services Associates, Inc.(MSA). Mr. Chapman has a substantive background of over 21 years experience in working with municipal administration and telecommunications related activities. Since founding MSA,Mr. Chapman has served over 165 communities in nine states on a wide variety of activities concerning cable communications, including cable-related needs ascertainment studies, rate regulation, analyses of institutional networks,public, educational and governmental(PEG)programming, system performance evaluations, franchise negotiations, and antenna/tower siting. Among MSA's projects which Mr. Chapman directed include a cable television franchise transfer process covering the suburban Chicago metropolitan region which included 77 local governments and seven regional councils of governments; successful cable television franchise renewals in 18 Illinois and Wisconsin communities;cable television community needs ascertainments for cities in California, Idaho, Illinois, Indiana, Tennessee, and Virginia; and, wireless telecommunications ordinance preparation and tower site inventory services for communities in metropolitan Chicago. Mr. Chapman has also coordinated numerous cable television technical examinations, franchise fee evaluations, and evaluations of PEG programming operations for MSA client communities. From 1986 to 1991, Mr. Chapman served as Administrative Assistant to the Village Manager of the Village of Schaumburg, Illinois, a Chicago suburb with a population of 75,000. As the Village's Cable Television Administrator, he enforced the Village's cable television franchise agreement, and oversaw the transfer of ownership of the franchise from Cablenet Associates to Tele-Communications, Inc. (TCI). Mr. Chapman negotiated modifications to the franchise agreement, and developed cable customer service standards. He directed a conversion of the cable system from a dual cable to a single cable system, and supervised a performance evaluation of the cable system, which included a technical assessment of the system, and an audit of franchise fee payments. Mr. Chapman developed an automated five-year data base of cable television- related complaints and inquiries, and advised the Village Manager, Mayor, and Village Board of Trustees of legislative changes and technological advances in cable TV and related telecommunications which affected City residents and Village government operations. From 1982 to 1985, Mr. Chapman was the Executive Director of the Northeast Nebraska Economic Development District, a 17-county Council of Governments. In this position, Mr. Chapman directed programming, personnel, budgeting, and accounting functions for the agency; administered Community Development Block Grant and Urban Development Action Grant programs and requirements; obtained over $2,000,000 in grant funds for area cities, supervised local comprehensive and downtown improvement planning; and assisted small businesses with identification of funding programs. From 1980 to 1982, Mr. Chapman served as an assistant to the City Manager of Council Bluffs, Iowa, and to the City Administrator of Papillion, Nebraska. Mr. Chapman has addressed the Illinois, Indiana, and Kentucky Municipal Leagues on telecommunications issues. He has spoken at National Association of Telecommunications Officers and Advisors (NATOA) conferences and Illinois NATOA conferences, and has also been a lecturer in 1998, 1999, and 2001 at the University of Wisconsin Seminar on Municipal Telecommunications Regulation. Mr. Chapman holds a Masters degree in Public Administration from the University of Nebraska, and a Bachelor of Arts degree in Political Science from Ohio State University. He has also received a Certificate in Negotiation and Collective Bargaining Skills from the Illinois Public Employer Labor Relations Association. He is a member of the International City/County Management Association, the Illinois City/County Management Association, and the Illinois Institute for Local Government Law, and is a past President of the Illinois Chapter of NATOA. MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 13 REPRESENTATIVE LIST OF MUNICIPAL SERVICES ASSOCIATES, INC. CLIENTELE MUNICIPALITIES: City of Aurora, Illinois Village of Barrington, Illinois City of Batavia, Illinois City of Bloomington, Illinois City of Centralia, Illinois City of Decatur, Illinois Village of Downers Grove, Illinois Village of Elbum, Illinois City of Evanston, Illinois City of Geneva, Illinois Village of Glen Ellyn, Illinois City of Highland Park, Illinois Village of Hoffman Estates, Illinois Village of Lincolnwood, Illinois Village of Lisle, Illinois City of Naperville, Illinois Village of Niles, Illinois City of Nominal, Illinois Village of North Aurora, Illinois Village of Northbrook, Illinois Village of North Riverside, Illinois Village of Park Forest, Illinois Village of River Forest, Illinois City of Rock Island, Illinois City of Salem, Illinois Village of Schiller Park, Illinois Village of South Elgin, Illinois City of Springfield, Illinois City of St. Charles, Illinois Village of Villa Park, Illinois City of West Frankfort, Illinois City of Wheaton, Illinois Village of Wheeling, Illinois City of Big Bear Lake, California City of Sunnyvale, California City of Idaho Falls, Idaho City of Anderson, Indiana City of Indianapolis, Indiana City of Dubuque, Iowa City of Covington, Tennessee City of Lynchburg, Virginia City of West Allis, Wisconsin COUNTIES: Cook County, Illinois Kane County, Illinois Kendall County, Illinois Lake County, Illinois Marion County, Indiana SPECIAL PURPOSE GOVERNMENTS: Lake County, Indiana CATV Consortium: Town of Cedar Lake, Indiana Town of Dyer, Indiana Town of Griffith, Indiana Town of Highland, Indiana City of Hobart, Indiana Town of Lake Station, Indiana Town of Lowell, Indiana Town of Merrillville, Indiana Town of Munster, Indiana Town of Schererville, Indiana Town of St. John, Indiana Town of Whiting, Indiana Village of Glenwood, Illinois Village of Lynwood, Illinois Regional Cable Group-Northwest Suburbs-Chicago, Illinois Village of Buffalo Grove, Illinois Village of Elk Grove, Illinois Village of Hoffman Estates, Illinois Village of Inverness, Illinois Village of Palatine, Illinois City of Rolling Meadows, Illinois Northern DuPage Area Cable Television Agency(NORDCAT)-DuPage County,Illinois Village of Bloomingdale, Illinois Village of Carol Stream, Illinois Village of Itasca, Illinois Village of Roselle, Illinois City of Wood Dale, Illinois Southwest Fox Valley Cable TV& Telecommunications Consortium-Kane/Kendall/DeKalb Counties, Illinois Village of North Aurora, Illinois Village of Oswego, Illinois City of Plano, Illinois City of Sandwich, Illinois City of Yorkville, Illinois Kendall County, Illinois Waubonsee Community College, Sugar Grove, Illinois TCI Regional Due Diligence Steering Committee-Metropolitan Chicago,Illinois DuKane Valley Council DuPage Mayors and Managers Assn. Lake County Municipal League Northwest Municipal Conference South Suburban Mayors/Managers Assn. West Central Municipal Conference Will County Governmental League West Central Cable Agency- Western Suburbs-Chicago, Illinois Village of Indian Head Park, IL Village of LaGrange, Illinois Village of LaGrange Park, Illinois Village of Riverside, Illinois Village of Western Springs, Illinois NOT-FOR-PROFIT AGENCIES: Ginger Ridge Mutual Housing Association-Calumet City, Illinois Public, Educational,and Government Access Programming Providers: Chicago Access Corporation Y r ■ • MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 14 JONATHAN L. KRAMER,RAE PRESIDENT KRAMER.FIRM, INC. Municipal Services Associates, Inc. works closely with Mr. Jonathan Kramer, President and principal of Kramer.Firm, Inc. Mr. Kramer has worked closely with MSA in the past on cable system technical evaluation issues. Mr. Kramer is nationally recognized by the FCC, the U.S. Department of Justice, broadband and cable television service providers, telecommunications business leaders,and local government telecommunications administrators as a leading cable television and communications technology expert and advisor. Mr. Kramer has conducted over 35,000 electrical test point inspections,reviews,and evaluations.Mr.Kramer's background is summarized below: • Licensed by the Federal Communications Commission (General Radio Telephone Operator License PG-11-35289)with Ship Radar and Broadcast endorsements)Previously licensed as a Second Class Radio Telephone Operator, September, 1975; First Class Radio Telephone Operator, November, 1977; General Radio Telephone Operator License, June, 1987. • Licensed by the Federal Communications Commission as an amateur radio operator since November, 1970; Currently licensed as an Extra Class operator(W6JLK); Life member of the American Radio Relay League; ARRL book article author and review editor on amateur radio cable television RF interference matters. • Licensed by the State of California (CSLB C7 433113); Licensed since December, 1982. • Wireless technology advisor to and testifying expert before the FCC State and Local Government Advisory Committee. • Co-author, editor of wireless technology advisory to local governments based on OET Bulletin 65 published by the FCC, Spring 2000(available at http://www.FCC.gov/oet/rfsafety). • Member, International Right of Way Association, Chapter 1. • Chairperson, International Right of Way Association Wireless Subcommittee. • Webmaster of the International Right of Way Association Wireless Subcommittee website: www.IRWA.net. • Former National Board of Directors member,National Association of Telecommunications Officers and Advisors (NATOA), an affiliate of the National League of Cities (Terms: 1992-1994, 1997-2000) • Former Co-chair of National Technical Standards Committee appointed by NATOA, National League of Cities, and U.S. Conference of Mayors to develop the national technical standards for cable television systems adopted by the FCC in February, 1992. • NATOA's 1997 Member of the Year(honored for information delivery to NATOA members) • NATOA's 1991 Member of the Year(honored for achievements in developing and negotiating national cable television technical standards) • Former Co-chair of National Technical Standards committee appointed by NATOA, National League of Cities,and U.S. Conference of Mayors to develop the national technical standardized testing manual to determine compliance with FCC rules. MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 15 • Seniormemberof Society of Cable Telecommunications Engineers(Senior Member since April, 1993). • Member of Society of Cable Telecommunications Engineers(United Kingdom society, elected 1999). • Fellow, Institute for the Advancement of Engineering(FIAE) (Nominated by Institute of Electrical and Electronics Engineers). • Witness before the FCC's State and Local Government Advisory Committee on OET 65, March, 2000. • Witness before the FCC in Cable TV re-regulation hearings, March, 1990, representing NATOA, et al. • Right of Way engineering and management expertise related to telecommunications networks and radio communications siting. • Testifying expert witness in federal and state court cases regarding cable television technology, and state court cases regarding wireless technology. • Technology speaker at every NATOA National Conference since 1988; Technology speaker at many regional and local NATOA meetings. • Communications technology speaker at Society of Cable Telecommunications Engineers conferences and cable industry conferences. • Published author of book and magazine articles on communications technology, plant safety, construction and administration. • Cable system engineering and technical management expertise for six years before forming firm;Chief Technician, Technical Manager, Regional Engineer. • Former Field Engineering representative for Motorola Communications and Electronics, Area F Program Management Team--Areas of experience include microwave radio,baseband RF and audio; digital signaling; UHF and VHF two-way radio (including high stability Simulcast©radio operations); telephony)and command and control communications. • Undergraduate education at California State University-Northridge(CSUN), University of California-Los Angeles (UCLA), Los Angeles Trade Technical College (LATTC), and West Los Angeles College (WLAC). Graduate education: Juris Doctor, Abraham Lincoln University School of Law, November, 2001, (California Bar Candidate 2/2002). t- 1• MSA PROPOSAL TO SERVE THE CITY OF ELGIN-PAGE 16 The following is a partial listing of more than 300 governments and agencies that have relied on Mr. Kramer's broadband and/or radio-telecommunications advice since 1984: Federal Agencies, National Associations, and States: Federal Communications Commission U.S. Department of Justice United States Attorney's Office United States Army United States Marine Corps United States Navy Postgraduate School U.S. Conference of Mayors National League of Cities National Association of Telecommunications Officers National Association of Counties and Advisors State of Michigan Public Utilities Commission State of Connecticut Department of Public Utility Control Local Governments: Aiken County, South Carolina Greenville, Illinois Portland, Oregon Alcoa, Tennessee Half Moon Bay, California Poway, California Anaheim, California Hermosa Beach, California Port Townsend, Washington Avon, Ohio Hidden Hills, California Redondo Beach, California Austin, Texas Highland Park, Illinois Rialto, California Azusa, California Hoffman Estates, Illinois Richmond, California Barrington, Illinois Homewood, Alabama Riverside, California Bellbrook, Ohio Homewood, Illinois Rochester, Minnesota Berkeley, California Indian Wells, California Rolling Meadows, Illinois Big Bear Lake, California Kettering, Ohio San Bernardino Cty., California Birmingham, Alabama Lake County, Illinois San Clemente, California Blount County, Tennessee Lake County, Indiana San Diego County, California Bronxville, New York La Mesa, California City& Cty. of San Francisco, CA Buffalo Grove, Illinois La Quinta, California San Juan Capistrano, California Butte County, California Laguna Beach, California San Luis Obispo, California Calabasas, California Lompoc, California San Luis Obispo Cty., California Canandaigua, New York Los Alamos, California San Marcos, California Canton, Michigan Los Altos, California Santa Ana, California Capitola, California Los Angeles, California Santa Barbara County, California Centerville, Ohio Los Angeles County, California Santa Clara, California Chelan, Washington Lynchburg, Virginia Santa Cruz County, California Chino, California Malibu, California Santa Maria, California Chula Vista, California Maryville, Tennessee Santa Monica, California Cleveland Heights, Ohio Merrillville, Indiana Sistersville, West Virginia Colton, California Miamisburg, Ohio Solon, Ohio Cypress, California Modesto, California Spokane, Washington Darien, Illinois Monterey County, California Springboro, Ohio City/County of Denver, Colorado Moreno Valley, California St. Louis, Missouri Deerfield Beach, Florida Mount Carmel, Illinois Sutter County, California Diamond Bar, California Mount Prospect, Illinois Sunnyvale, California Downers Grove, Illinois Mountain View, California Sutter County, California Duarte, California Munster, Indiana Thousand Oaks, California Dubuque, Iowa New Martinsville, West Virginia Tipp City, Ohio Eagan, Minnesota New Orleans, Louisiana Troy, Ohio Eastchester, New York Newton Falls, Ohio Tuckahoe, New York Elburn, Illinois Niles, Illinois Tucson, Arizona Elk Grove Village, Illinois North Aurora, Illinois Victoria, Texas Escondido, California Oakwood, Ohio Walnut Creek, California Y 3 MSA PROPOSAL TO SERVE THE CITY OF ELGIN- PAGE 17 Local Governments(continued): Flora, Illinois Ojai, California West Allis, Wisconsin Fort Wayne, Indiana Olean, New York West Carrollton, Ohio Franklin, Kentucky Opelika, Alabama West Covina, California Fremont, California Orange County, California West Frankfort, Illinois Fullerton, California Oxnard, California West Milton, Ohio Garden Grove, California Paris, Illinois West Hollywood, California Gardena, California Park Forest, Illinois Wheaton, Illinois Geneva, Illinois Peoria County, Illinois White Plains, New York Germantown, Ohio Piqua, Ohio Wilmette, Illinois Glendale, California Plano, Illinois Yorba Linda, California Glen Ellyn, Illinois Plymouth, Michigan Yucaipa, California School Districts, Colleges, and Universities: University of California, Los Angeles University of Alabama Pepperdine University Orange Coast College Rancho Santiago College Centralia School District Oxnard Union School District Litigation: Schaff Development Group v. S.E. Florida Cable, Inc. d/b/a Adeiphia Cable (Expert for Schaff) Omnipoint v. Garden City, Michigan (Expert witness for Garden City) GTE Mobilenet v. City and County of San Francisco (Expert witness for San Francisco) Playboy Enterprises v. United States of America (Expert witness for FCC and U.S. Department of Justice) US Cellular v. Peoria County, Illinois (Expert witness for Peoria County, Illinois) Jones Intercable v. Chula Vista (Expert witness for City of Chula Vista) West Covina v. Charter Communications (Expert witness for City of West Covina) Sierra East Television v. Westar Cable (Expert witness for Sierra East Television) Booth American v. United States of America (Expert witness for U.S. Army and U.S. Department of Justice) D.B. Cable v. Kalma Busk(Expert for Kalma Busk) Selected Lectures: International Right of Way Association NATOA Illinois Chapter NATOA Minnesota Chapter NATOA Southern California and Nevada Chapter NATOA Texas Chapter NATOA National Conference Personal Communications Industry Association Society of Cable Telecommunications Engineers Sprint Wireless EXHIBIT B PROJECT SCHEDULE 2002 July-August Review Franchise Documents August Review Operator performance under current agreement Begin preliminary negotiations with AT&T September- Conduct Needs Ascertainment Interviews October Prepare Performance Review Report Develop Subscriber Survey November- Complete Final Survey Report December Tabulate Survey Results, Prepare Summary Report Prepare Agreement extension with AT&T 2003 January- Complete Ascertainment Report February Begin Technical Evaluation March Conduct Physical Plant and Signal Testing Evaluations April Complete Technical Evaluation Report Begin initial cable ordinance Present draft of Cable Ordinance and municipal review of Ordinance May Prepare modifications to Ordinance June Prepare initial Franchise Agreement November Complete negotiations December Approve Final Franchise Agreement \ QFE(Ci L �tio Agenda Item No. City of Elgin E A L �� May 3 , 2002 G TO: Mayor and Members of the City Council N = 11,2 4 FROM: Olufemi Folarin, Interim City Manager FINANCIALLY STABLE CITY GOVERNMENT EFFICIENT SERVICES, AND QUALITY INFRASTRUCTURE SUBJECT: Contract for Professional Services with Municipal Services Associates for Cable Franchise Renewal PURPOSE The purpose of this memorandum is to provide the Mayor and members of the City Council with information to award a contract for professional services to Municipal Services Associates (MSA) related to the franchise renewal process with AT&T. BACKGROUND The City has begun preliminary discussions with AT&T Broadband rft. regarding the renewal of the cable franchise which is set to expire in December 2002 . During this time, and over the past several years, issues relating to the renewal process have become increasingly complex due to the customer service performance of AT&T, the technical aspects of Elgin' s aging cable infrastructure, and the lack of cable internet services, etc . Due to the aforementioned, there is a strong desire to retain the services of a well-established firm to guide the City through this complicated and very important process . The City has an excellent opportunity to make a significant impact in the provision of high-quality cable services through the renewal process . To this end, it is being recommended, that Municipal Services Associates, Inc . , (MSA) be retained. MSA, through serving 170 communities, is clearly the preferred provider for this engagement and has a list of community references without peer. For this reason, MSA was readily identified as the firm best suited for the City and no other firms were officially contacted. Quite simply, for cable issues in Northern Illinois, MSA is the firm to contract . Mr. Stuart Chapman, Principal, was interviewed by Assistant City Manager Stegall and Assistant Corporation Counsel Kozal who will be spearheading the renewal process . Cable Franchise Professional Services May 3, 2002 Page 2 • Needs Assessment - The needs assessment processes and activities include MSA conducting a comprehensive needs ascertainment process, including surveys, public meetings, and "roundtable" exchanges with community leaders regarding the performance of AT&T. • Contractual Obligations - MSA also considers a franchise evaluation to be vital in order to identify areas where AT&T has not remained in conformance with the franchise agreement . • Technical Evaluation - MSA conducts a technical evaluation of the cable system plant and signal testing, including a records review. This activity is essential in determining the safety of the system plant and the ability of the cable operator to adhere to cable system technical standards established by the FCC. To assess the physical condition of AT&T Broadband' s cable system within Elgin, MSA shall conduct a 250-point inspection, representing all major portions of the City' s franchise area, including single-family, multi-family, and commercial areas . MSA' s ascertainment studies have led to increased support for Public, Educational , and Governmental access programming, establishment or enhancement of institutional networks, implementation and completion of cable system rebuilds and upgrades, and toward development of customer service standards which have led to improved responsiveness by cable operators to subscriber needs . MSA' s principal , Stuart Chapman, will conduct the needs ascertainment process described in this proposal, as well as assist the Corporation Council with the preparation of the franchise ordinance and franchise agreement drafts . Mr. Chapman will also serve as a technical advisor to the City during the negotiation process. In order to move forward with MSA in such a thorough manner, a one (1) year extension of the current agreement with AT&T must be secured. AT&T has informally indicated a willingness to do as such. Therefore, the timeline for the renewal and MSA' s services is being suggested as follows : 2002 em. May Review franchise documents and operator performance under current agreement . Cable Franchise Professional Services May 3, 2002 Page 3 June Prepare Performance Review Report July Conduct needs ascertainment interviews Distribute Subscriber Survey Conduct Public Meetings September Tabulate Survey Results, Prepare Summary Report October/ November Complete Final Survey Report, Ascertainment Report 2003 February Begin Technical Evaluation March Conduct Physical Plant and Signal Testing Evaluations April Complete Technical Evaluation Report Begin initial Cable Ordinance Present draft of Cable Ordinance and municipal review of Ordinance May Prepare modifications to Ordinance June Prepare initial Franchise Agreement June/July Begin negotiations November/ December Complete negotiations Approve Final Franchise Agreement COST PER FISCAL YEAR: Phase One : Fiscal Year 02 $18, 800 (Jan 1 - Dec 31) Phase Two: Fiscal Year $35, 150 (Jan 1 - Dec 31) TOTAL: $53 , 950 Cable Franchise Professional Services May 3, 2002 Page 4 GROUPS/INTERESTED PERSONS CONTACTED The City has worked very closely with several neighborhood groups and residents to discuss concerns regarding local programming and the customer service being provided by AT&T. FINANCIAL IMPACT This project was not specifically identified in the 2002 Budget . Therefore, it is being recommended that the contract be entered into in two phases . Monies in the amount of $18 , 800 will be required from 2002, as there are sufficient funds available in account number 275-0000-791 . 30-99 Riverboat Miscellaneous Professional Services project #030034 to award the contract for 2002 . For 2003 , monies in the amount of $35, 150 will need to provided via the 2003 Budget Process . LEGAL IMPACT 444A/An exception to the procurement ordinance will be required. ALTERNATIVES 1 . To alter the scope of services of those provided by Municipal Services Associates . 2 . To not award the contract . 3 . To award the contract . RECOMMENDATIONS It is recommended that the City Council approve a contract for Phase I professional services with Municipal Services Associates in the amount of $18, 800 for 2002 . Respectfully submitted, Olu emi F ' rin Inte 'm Ci ger SRS/srs Attachment