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HomeMy WebLinkAboutMountain View Community Television (KMVT) 02.20.25 Town of Los Altos Hills Page 1 of 5 Short form Updated 4/26/22 AGREEMENT THIS AGREEMENT is made and entered into on the 20th day of February, 2025 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Mountain View Community Television (hereinafter referred to as "CONTRACTOR"). In consideration of their mutual covenants, the parties hereto agree as follows: 1. CONTRACTOR. Shall provide or furnish the following specified services and/or materials: Mountain View Community Television will provide video services for City Council meetings, Planning Commission Meetings, and Fire Commission Meetings. Mountain View Community Television will also manage a digital bulletin board in Town Hall. 2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated 12/02/2024 3. TERMS. The services and/or materials furnished under this Agreement shall commence 07/01/2025 and shall be completed by 06/30/2026, unless terminated pursuant to Section 5(f). 4. COMPENSATION. For the full performance of this Agreement: a. TOWN shall pay CONTRACTOR an amount not to exceed Forty-thousand dollars and zero cents ($40,000.00) within thirty (30) days following receipt of invoice and completion/delivery of services/goods as detailed in Sections 1, 2, and 3 of this Agreement and only upon satisfactory delivery/completion of goods/services in a manner consistent with professional/industry standards for the area in which CONTRACTOR operates. Subject to extended meeting durations as defined in Addendum A. b. Town shall not reimburse for any of CONTRACTOR's costs or expenses to deliver any services/goods. Town shall not be responsible for any interest or late charges on any payments from Town to CONTRACTOR. c. CONTRACTOR is responsible for monitoring its own forces/employees/agents/ subcontractors to ensure delivery of goods/services within the terms of this Agreement. TOWN will not accept or compensate CONTRACTOR for incomplete goods/services. Town of Los Altos Hills Page 2 of 5 Short form Updated 4/26/22 5. GENERAL TERMS AND CONDITIONS. a. HOLD HARMLESS. CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of personal injury (including death) and property damage of any nature, caused by or arising out of the performance of CONTRACTOR under this Agreement. With regard to CONTRACTOR’S work product, CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability o f any nature to the extent caused by the negligent performance of CONTRACTOR under this Agreement. b. INSURANCE. CONTRACTOR shall file with the TOWN a certificate of insurance before commencing any services under this Agreement as follows: i. WORKERS COMPENSATION INSURANCE: Minimum statutory limits. ii. COMMERCIAL GENERAL LIABILITY AND PROPERTY DAMAGE INSURANCE: General Liability and Property Damage Combined. $1,000,000.00 per occurrence including comprehensive form, personal injury, broad form personal damage, contractual and premises/operation, all on an occurrence basis. If an aggregate limit exists, it shall apply separately or be no less than two (2) times the occurrence limit. c. NON-DISCRIMINATION. No discrimination shall be made in the employment of persons under this Agreement because of the race, color, national origin, age, ancestry, religion or sex of such person. d. INTEREST OF CONTRACTOR. It is understood and agreed that this Agreement is not a contract of employment and does not create an employer-employee relationship between the TOWN and CONTRACTOR. At all times CONTRACTOR shall be an independent contractor and CONTRACTOR is not authorized to bind the TOWN to any contracts or other obligations without the express written consent of the TOWN. In executing this Agreement, CONTRACTOR certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of TOWN. e. CHANGES. This Agreement shall not be assigned or transferred without advance written consent of the TOWN. No changes or variations of any kind are authorized without the written consent of the City Manager. This Agreement may only be amended by a written instrument signed by both parties. f. TERMINATION. This Agreement may be terminated by TOWN upon seven (7) days written notice to CONTRACTOR. Monies owed for work satisfactorily completed shall be paid to CONTRACTOR within 14 days of termination. Town of Los Altos Hills Page 3 of 5 Short form Updated 4/26/22 g.RECORDS. All reports, data, maps, models, charts, studies, surveys, calculations, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that are prepared or obtained pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the TOWN. CONTRACTOR hereby agrees to deliver those documents to the TOWN at any time upon demand of the TOWN. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the TOWN and are not necessarily suitable for any future or other use. Failure by CONTRACTOR to deliver these documents to the TOWN within a reasonable time period or as specified by the TOWN shall be a material breach of this Agreement. TOWN and CONTRACTOR agree that until final approval by TOWN, all data, plans, specifications, reports and other documents are preliminary drafts not kept by the TOWN in the ordinary course of business and will not be disclosed to third parties without prior written consent of both parties. All work products submitted to the TOWN pursuant to this Agreement shall be deemed a "work for hire.” Upon submission of any work for hire pursuant to this Agreement, and acceptance by the TOWN as complete, non- exclusive title to copyright of said work for hire shall transfer to the TOWN. The compensation recited in Section 4 shall be deemed to be sufficient consideration for said transfer of copyright. CONTRACTOR retains the right to use any project records, documents and materials for marketing of their professional services. h.CONTRACT ADMINISTRATION. The TOWN hereby appoints the Deputy City Manager and the City Manager as Contract Administrator for this agreement. The CONTRACTOR shall only take direction regarding the services provided under this Agreement from the Contract Administrator. Furthermore, CONTRACTOR agrees that the Contract Administrator shall be included any meeting, teleconference or written communication between any Town representative including Committee members and the CONTRACTOR. The TOWN may modify the Contract Administrator at any time upon providing written notice to the CONTRACTOR. i.ENTIRE AGREEMENT. This Agreement represents the entire agreement between the Parties. Any ambiguities or disputed terms between this Agreement and any attached Exhibits shall be interpreted according to the language in this Agreement and not the Exhibits. 6.INVOICING. Send all invoices to the contract coordinator at the address below. This Agreement shall become effective upon its approval and execution by TOWN. In witness whereof, the parties have executed this Agreement the day and year first written above. Peter Pirnejad (Mar 7, 2025 09:24 PST) Peter Pirnejad 07/03/2025 Addendum A Extended Duration of Meetings: Government meetings can encounter extended discussions due to a wide range of factors. There are two situation that would warrant additional billings: A)Additional meetings beyond the budget meetings for the year B)The duration of a meeting exceeds the budget hour estimate. In the case of an additional meeting beyond the budgeted meetings per year, the cost would use the existing formula for the event time, plus one hour setup and one hour tear down at the $120/hour rate. For a specific month, adding one additional 2 hour meeting would create an invoice of $480. Proposal for Video Services for the Town of Los Altos Hills Submitted by: KMVT15 Community Media Date: 12/2/24 Contact: Joshua Young, Operations Manager, jyoung@kmvt15.org, (408)581-0261 1. Executive Summary KMVT15 is pleased to submit this proposal to provide professional video production services to the Town of Los Altos Hills. Our team brings extensive experience in creating high-quality, engaging, and compelling video content that meets the needs of our clients. We are excited for the opportunity to build upon the relationship we already have with the Town of Los Altos Hills. Our proposal focuses on cost-effective solutions for enhancing civic transparency, fostering community engagement, and ensuring professional-quality video production tailored to the unique needs of Los Altos Hills 2. Scope of Work Overview We propose to provide comprehensive video production services, including but not limited to: ● Filming of city council, planning commission, and fire commission meetings. ● Working with city staff to increase the visibility of these meetings on multiple platforms. ● Improving the standards of video production for city meetings. ● Promote city programs, services, ceremonies, and initiatives to KMVT’s entire community through our community cable channel. ● Managing innovative displays of city-related information (or digital bulletin boards). ● Using the KMVT studio to record video announcements from the city and its partners. Deliverables ● HD-quality video coverage for at least 13 council meetings per year (or as specified by the city’s needs). ● HD-quality video coverage for at least 11 planning, and fire commission meetings per year (or as specified by the city’s needs). ● Monthly updates to the city’s digital bulletin board system (or on an as-needed basis). 3.Approach and Methodology ●Pre-Production: KMVT will collaborate with city staff to schedule our operators. KMVT will work with the city to understand the city’s needs, and train our operators to meet, or exceed those expectations. ●Production: Utilize the city’s state-of-the-art equipment to capture, record, and broadcast high-quality video and audio of city meetings. ●Post-Production: KMVT operators will report any issues, and recommend any enhancements to deliver professional-grade audio & video. Editing services may also be obtained for additional costs. ●Quality Assurance: Ensure all content meets city guidelines and accessibility standards. ●Delivery and Broadcast: KMVT would work alongside city representatives in order to utilize the existing equipment to expand the distribution of these recorded city events to increase civic engagement. ●Strengthening Resilience: Our unique expertise allows us to recommend installing preventative measures to prepare for unforeseen issues, such as failing equipment, or urgent requests. 4.Company Qualifications About Us With nearly four decades of experience covering city government meetings, KMVT specializes in this type of video production. We are a community-based organization with a mission that focuses on transparency, community engagement, story-telling, and media literacy. Our partnerships with city governments help us build on our mission. Other City Partnerships ●City of Mountain View ●City of Los Altos ●City of Sunnyvale ●City of Cupertino Team Expertise All of the KMVT’s operators have extensive production experience with equipment currently being used in the control room at the Los Altos Hills’ city hall. We’ve covered over 120 city meetings in 2024 alone. This experience allows us to propose low-cost solutions for improving quality and efficiency. Our expertise in these environments will also enable us to quickly identify any issues, or potential problems that could arise (like during a power outage, for example). A KMVT technician would also be available to consult with city representatives during any design or equipment updates to ensure a smooth operation. Community Building KMVT has a long history of working with our governmental, educational, and nonprofit partners to film local events, and produce stories within our community that can be shown around the world. Our staff regularly records in-studio & on-location interviews, festivals, conferences, town hall meetings, high school sporting events, concerts, ribbon cuttings, and many other types of ceremonies. As part of our mission, we would be excited to work with the Town of Los Altos Hills in order to expand our coverage into events like the CERT Academy’s annual drill, the Barn Lighting Ceremony, the Town Picnic, and other community events. 5. Cost Proposal Service Annual Cost (USD) Events per year Budgeted Hours per Meeting City Council Coverage $9,360.00 13 4 Planning Commission $6,600.00 11 3 Fire Commission $5,280.00 11 2 Digital Bulletin Board Management $5,760.00 12 4 KMVT Documentation of Standard Operating Procedures, General Engineering services $5,040.00 Estimated at 36 hours per year Subtotal Cost for regular meetings $32,040.00 Monthly Cost for Scheduled production $2,670.00 Option for Additional Commissions Optional: Coverage of other commissions $5,280.00 11 Up to 1 meeting per month Monthly Cost with an additional Commission $3,110.00 Note: Prices are subject to a one-year review based on the scope of work and deliverables. If there are significant variances in the budgeted hours per meeting, the city acknowledges that KMVT will request compensation for the overages. 6.Timeline After a signed contract is completed, KMVT operators will coordinate a time to work with city staff to jointly film a live city meeting. The purpose would be to establish standard operating procedures, and to better understand the current policies & expectations for production quality. KMVT may request that city staff be present for the beginning of a second live city meeting to ensure the correct policies and procedures are followed. A digital bulletin board would take 1-3 weeks to set-up, depending on the direction of city staff, and the number and type of monitors the city wants to use for this project. The digital bulletin board would be updated monthly, or as needed. Within the first three months of implementation, KMVT will conduct a service evaluation meeting with city staff to refine procedures and ensure alignment with expectations for a digital bulletin board, and city meeting coverage. 7.Compliance and Legal ●KMVT complies with all local, state, and federal regulations. ●Proof of insurance and relevant certifications can be provided upon request. 8.Conclusion We are excited about the opportunity to expand our partnership with the Town of Los Altos Hills and are committed to exceeding your expectations. We invite you to collaborate with us to deliver video coverage that informs, engages, and builds our community. Our team is ready! We look forward to hearing from you. Joshua Young Operations Manager KMVT Community Media KMVT_FINAL AGREEMENT_2025-2026 Final Audit Report 2025-03-07 Created:2025-03-06 By:Joram Parcutilo (jparcutilo@losaltoshills.ca.gov) Status:Signed Transaction ID:CBJCHBCAABAApLowoB9u6PHaoOZNVuFptx5Qj-3npEXL "KMVT_FINAL AGREEMENT_2025-2026" History Document created by Joram Parcutilo (jparcutilo@losaltoshills.ca.gov) 2025-03-06 - 3:15:21 PM GMT Document emailed to Peter Pirnejad (ppirnejad@losaltoshills.ca.gov) for signature 2025-03-06 - 3:15:25 PM GMT Email viewed by Peter Pirnejad (ppirnejad@losaltoshills.ca.gov) 2025-03-06 - 3:15:31 PM GMT Document e-signed by Peter Pirnejad (ppirnejad@losaltoshills.ca.gov) Signature Date: 2025-03-07 - 5:24:52 PM GMT - Time Source: server Agreement completed. 2025-03-07 - 5:24:52 PM GMT