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HomeMy WebLinkAbout25E - AGMT - VIDEO PRODUCTION SRVSREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 7, 2014 TITLE: AGREEMENT WITH VIDEO ENGINEERING SERVICES FOR VIDEO PRODUCTION AND CABLE EQUIPMENT SERVICES CITY MAIIAGER RECOMMENDED ACTION Authorize the City Manager and the Clerk of th e Engineering Services for video production and annual amount not to exceed $56,045, subject to Manager and City Attorney. DISCUSSION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Council to execute an agreement with Video cable equipment services for one year in an non - substantive changes approved by the City Video Engineering Services provides technical expertise for the purchase, installation and maintenance of City owned audio and video equipment in the City Council Chambers. In addition, Video Engineering Services provides production staff to televise City Council meetings occurring in the Council Chambers. Video Engineering Services also assists the City Clerk and other users of the Council Chambers with audio recordings and lighting in the Council Chambers, and provides technical assistance on other audio /visual related projects. This agreement includes $17,745 for Base Engineering and Equipment Maintenance, $5,000 for the filming of the State of the City event, $17,700 for the taping of the first Council meeting of the month, and $15,600 for the taping of the second Council meeting of the month at a remote location, for a total agreement amount not to exceed $56,045. The Parks, Recreation and Community Services Agency is satisfied with the quality of Engineering Services and recommends approval of this agreement. 25E -1 services provided by Video Agreement with Video Engineering Services January 7, 2014 Page 2 FISCAL IMPACT Funds for this agreement are available in the PRCSA Administrative Services, Contract, IServices account (no. 01113200 62300). Gerardo Mouet, Executive Director Parks, Recreation and Services Agency APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez, Executive Director Finance and Management Services Agency 25E -2 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this 7s' day of January, 2014 by and between Video Engineering Services, a sole proprietorship (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of video production and cable /video equipment maintenance and use. B. Consultant represents that it is able and willing to provide such services to the City. C. hi undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide technical expertise for the purchase, installation and maintenance of audio and video equipment in City Council Chambers, and televise City Council meetings and the Mayor's annual State of the City presentation, as set forth in Exhibits A, B, C and D, attached hereto and incorporated by this reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit D. The total sum to be expended under this Agreement shall not exceed $56,045.00, during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This services provided pursuant to this Agreement shall commence on February 1, 2014 and terminate on January 31, 2015, unless terminated earlier in accordance with Section 12, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer- employee relationship, a joint venture relationship, or to allow the City to 25E -3 exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self- insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in fall force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be famished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. 25E -4 e. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and farther agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 25E -5 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 Fax 714 -647 -6956 With courtesy copies to: and Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M -23) P.O. Box 1988 Santa Ana, California 92702 City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 To Consultant: Tom Bystry 16875 Donwest Tustin, California 92780 A party may change its address by giving notice in writing to the other party. Thereafter, communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, 25E -6 promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 12. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 25E -7 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Cleric of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: GERARDO MOUET Executive Director of the Parks Recreation and Community Services Agency 25E -8 CITY OF SANTA ANA DAVID CAVAZOS City Manager VIDEO ENGINEERING SERVICES THOMAS E. BYSTRY President EXHIBIT A VIDEO ENGINEERING SERVICES BASE ENGINEER 1. Consult shall confer with the Executive Director of Parks, Recreation and Community Services or assigned staff to evaluate needs and supervise maintenance activity of all city owned audio /video facilities. Said facilities include, but are not limited to, City Hall, recreation centers, senior centers, Stadium, Soccer fields. Etc. 2. Review and make recommendation for the repair and /or replacement of said audio /video facilities. 3. Design layout of electrical circuitry for existing and /or acquired audio /video equipment. 4. Ensure compliance with local, state, and federal safety codes and regulations. 5. Establish and maintain equipment log and data base to keep inventory and records of maintenance and to track equipment performance. 6. Help establish and enforce Agency wide policies for equipment use. Provide operation instruction for staff. 7. Conduct regular security checks on the City's production equipment. 8. Prepare preventative maintenance schedules and execute said maintenance on a routine basis. 9. Supervise annual asset inventories and tagging of new assets, as needed. 10. Coordinate equipment repair with outside agencies. 11. Coordinate acquisition of new production equipment. 12. Facilitate and supervise use of facilities or equipment by outside agencies, persons, other City employees or cable franchisee staff. 13. Facilitate completion of production services requested by City staff (including making dubs, editing and shooting videos, setting up equipment, delivering equipment, setting up operating facilities as needed.) 14. Provide updates to Executive Director and /or assigned staff on progress of equipment install, maintenance, building projects and anticipated completion dates. 15. Assist City Clerk and other staff on use of Council Chambers: video, audio, lighting, powerpoint, elmo or other technical needs. COMPENSATION Annually $17,745 City will pay contractor $65 (sixty five) per hour. For an average of 10.5 hours every two weeks. The first and third Tuesdays of the month (Council Meetings) shall be two regularly assigned workdays for Contractor. 25E -9 EXHIBIT B VIDEO ENGINEERING SERVICES State of the City Address Consultant shall produce the mayor's state of the city address, including • Hiring and supervising crew for camera operations, audio mixing, cable running, equipment load in and load out. • Directing the show for video. • Renting all needed video equipment and editing the finished video for playback. Flat fee - $5,000 Itemized invoicing for this item will occur once a year. Does not include a video to be used by the Mayor in his presentation. 25E -10 EXHIBIT C VIDEO ENGINEERING SERVICES Council Meetings VIDEO ENGINEERING SERVICES (Thomas E. Bystry) will serve as Prod ucer /Adm in istrator for City of Santa Ana City Council meetings. Said services include hiring and supervision of video production staff. Consultant shall provide production services in live meeting coverage and playback for up to twenty -four (24) meetings, including City Council meetings held the first and third Mondays of the month, Candidates Forum, Election coverage and swearing -in ceremonies biannually, and various additional meetings as selected by the Clerk of the Council and /or City Manager. Production services shall include all responsibility for graphics during the presentations, video roll -ins and all audio /visual needs. Additionally, Consultant shall provide technical assistance for city production crews and staff. Services shall include: 1) Serve as Video Producer for all council meetings and cable- casting events in council chambers. 2) Maintain open communications with city clerks' office for special needs or changes pertinent to the agenda for each council meeting. 3) Communicate and confirm with the cable administration office in Parks and Recreation regarding council meeting coverage and playback related to the city channel. Report of technical playback and council problems and remedies to the cable office. 4) Provide, hire and supervise all video production crew and staff which will include Director, Camera Robotics Operator, Audio Operator, Graphics Designer and Playback Operator. These positions may be consolidated in one person. 5) Schedule video production staff. Pre - arrange and notify crew of video productions and changes. 6) Provide maintenance of playback equipment located in City Hall and necessary for City Council meeting. 7) Provide for office administration and payroll for video production crew and playback. 8) Provide and be responsible for all production staff training and hands -on use of equipment for video crews. 9) Direct communication with City Council members and Clerk of the Council. 10) Review any needs or concerns related to production request: includes powerpoint, overheads, video roll -ins and presentations, review cueing system, proper use of microphones for Council. 11) Arrange for and design overall look and style of productions. 12) Arrange for input of council graphics prior to the meeting. Run a spell check. Arrange for graphics to state replays during the meeting, approximately every 30 minutes during program. Compensation for Video Engineering services shall not exceed $33,300 annually, as follows: $17,700 for first Monday meeting each Month. $15,600 for third Monday of the Month - if televised. This is flat rate amount regardless of duration of council meetings. Said fee includes all required crew and insurance required by City Hall. All invoices submitted shall be itemized. 25E -11 EXHIBIT D BUDGET SUMMARY FOR CONSULTANT AGREEMENT (CONTRACT) Between The City of Santa Ana and Video Engineering Services (Thomas E. Bystry). Annual budget for Exhibit A: $17,745 Base Engineer Annual budget for Exhibit B $5,000 Produce State of The City Address Annual budget for Exhibit C $17,700 First council meeting of month Annual budget for Exhibit C $15,600 Second council meeting of the month - if televised. TOTAL ANNUAL AMOUNT APPROPRIATED FOR COMPLETE CONTRACT: $56,045 Consultant shall submit itemized monthly invoice detailing services provided and costs associated with those services. 25E -12