HomeMy WebLinkAboutResolution - 1386 - Contract - CTIC Associates - Services On Cable Television Oridnances - 05/12/1983JCR:cl
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RESOLUTION 1386 - 5/12/83
BE IT.RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock a Contract for
Consulting Services between the City of Lubbock and CTIC Associates, attached
herewith which shall be spread upon the minutes of the Council and as spread
upon the minutes of this Council shall constitute and be a part of this Reso-
lution as if fully copied herein in detail.
Passed by the City Council this 12th day of May 1983.
__ 1Z �OL
ALAW H,EXRY MAYO PRO TEM
I} _
ATTEST:
E elyn Gaflfga, City ecre y -Treasurer
APPROVED AS TO CONTENT:
Q ICS
Bob Cass, Assistant City Manager
APPROVED AS TO FORM:
J C. Ross, Jr., City Attorney' .
RESOLUTION 1386 - 5/12/83
STATE OF TEXAS
COUNTY OF LUBBOCK
CONTRACT FOR CONSULTING SERVICES
This agreement made and entered into this 12th day of
May , 19839 by and between the City of Lubbock, Texas,
hereinafter referred to as City, and CTIC Associates, a for
Profit corporation organized and existing under the laws of the
Commonwealth of Virginia, having its principal place of business
at 1800 N. Kent Street, Suite 1007, Arlington, Virginia 22209,
hereinafter referred to as CTIC, WITNESSETH:
WHEREAS, on the 25th day of February, 1965, City passed
Ordinance #4627 awarding a franchise for cable television
operations within the City of Lubbock to Lubbock Television Cable
Co., Inc., and
WHEREAS, on the 10th day of September, 1970, City did pass
Ordinance #5917 consenting to the assignment of said Franchise
Ordinance (04627) to Cox Cable Communications, Inc., and
WHEREAS, the term of the franchise set forth in Ordinance
#4627 was for a period of twenty years and said term will expire
on approximately March 13, 1985, and
WHEREAS, great advancements have taken place in the cable
television industry since the granting of the franchise contained
in Ordinance #4627, and
WHEREAS, the City deems it to be in the best interest of the
citizens of the City of Lubbock to engage the services of CTIC to
review the existing cable television system in Lubbock, to render
analytical and technical advice to City as to the type of service
the City of Lubbock could expect to receive given recent advances
in the industry, to assist the City in preparing an up to date
franchise ordinance and related documents, to assist the City in
development of such franchise and to render such other technical
and professional services as may be appropriate under the
premises, and
WHEREAS, the City is interested in obtaining the best
possible cable television service for the consumers in City's
service area, and
WHEREAS, CTIC represents and warrants that it is profes-
sionally competent to undertake the services contemplated by this
agreement, and
WHEREAS, CTIC further represents that the professional
members of its staff will cooperate with members of the City
staff, and
WHEREAS, both parties to this agreement intend to comply
with the requirements of the Federal Antitrust Laws.
NOW THEREFORE, the parties do mutually agree as follows:
I. SERVICES TO BE PERFORMED BY CTIC
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A. EVALUATION OF EXISTING OPERATIONS - In order for CTIC
to render analytical and technical advice to the City as to
the type of service City could expect to receive from cable
television operations given the advancements in said
industry, both parties hereto agree that it is essential for
CTIC to evaluate the existing cable television operation in
the City of Lubbock. City does hereby appoint CTIC as its
limited agent to evaluate the existing cable television
operation carried on within the City with information
supplied by the operator. CTIC agrees to undertake such
evaluation in the following manner:
1. Technical review of existing system - CTIC will
provide a technical consultant who is a staff member of
CTIC to perform an technical review of the existing
cable television operations in the City of Lubbock. The
technical review shall consist of the following:
(a) Consultant will evaluate the existing system to
determine whether or not operating problems exist
with the current system, whether or not there
exists any technical problems in the current
system, determine the causes of any problems
identified and suggest possible remedies that
would improve reliability and acceptability of
signal quality.
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(b) Consultant will make an technical appraisal of the
existing cable system design, quality of received
television signals, whether off -air or by micro-
wave, the possible excessive deterioration of
amplifiers, construction practices, maintenance
procedures and the quality of signals delivered to
subscribers.
(c) Consultant will provide to City an original report
together with ten copies of consultant's technical
evaluation of the existing cable television system
in Lubbock, Texas. The report shall be prepared
in such a way as to give City an objective basis
of understanding the cause and extent of any
problems identified by consultant together with
consultants recommendation as to remedies that may
be needed to assure improved, state of the
industry and reliability and acceptable television
signal quality.
2. FINANCIAL REVIEW OF EXISTING SYSTEM - CTIC will
undertake a financial review of the existing cable
television operation in the City of Lubbock. CTIC will
undertake such review in the manner it deems most
appropriate to develop the following information:
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(a) What system modernization and rebuilding is
planned? At what annual cost and on what sched-
ule?
(b) What new services are proposed and what is their
estimated impact on expenditures and revenues?
(c) What accounting practices have been utilized and
to what extent have they been consistently
followed over the years? This would include a
comparison of the company's accounting assumptions
to industry wide practices regarding such items as
rates of depreciation, capitalization and expens-
ing of costs, determinations of capital structure
and amortization of indebtedness.
(d) How do the operating expenditures compare with
industry norms? Does the system appear from this
data to be efficiently run or are some of the
expenditures unusually high in comparison with
similar type cable systems with similar signal
problems and levels of penetration?
(e) What has been the rate of return and what is the
projected rate of return assuming any proposed
rate increases?
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Upon completion of the financial review CTIC shall
provide City with an original report together with ten
copies of its findings together with any comments CTIC
deems appropriate.
B. OVERBUILD (Economic) ANALYSIS - CTIC represents that
its staff possesses the capability to undertake an overbuild
(economic) analysis of the service market for cable tele-
vision in the City of Lubbock. CTIC agrees that it will
undertake such analysis and that said analysis will address
the following:
1. Define the service market area for cable tele-
vision within the City of Lubbock.
2. Based upon the service market area, determine the
economic feasibility and effects of awarding multiple
franchise for cable television service within the
market area. ,
3. Based upon the service market area, determine the
economic feasibility and effect of awarding a single
franchise for cable television service within the
market area.
4. List any relevant market characteristic which
should be brought to the City's attention in deter-
mining whether or not to award multiple franchises for
the defined service areas.
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5. List any relevant market characteristic which
should be brought to the City's attention in deter-
mining whether or not to award a single franchise for
the defined service area.
6. Prepare an original and ten copies of a report
containing its overbuild analysis and assist the City
in reviewing the options outlined in said study.
C. EDUCATIONAL WORKSHOPS - CTIC has indicated that a very
important part of the consulting service rendered by it
consists of certain educational activities carried on in
City. CTIC will therefore conduct the following educational
workshops in the City of Lubbock:
1. The first workshop will be designed to assist the
City, its governing body and City staff in gaining
understanding of the advantages or disadvantages in
awarding a single franchise or multiple franchise
within the service area.
2. The second workshop will be designed to include
all of the officials described in subparagraph 1 above
and in addition will involve various City departments
and members of the public. The purpose of this
workshop will be to develop an understanding of the
current state of the art technology available in the
cable television industry. The workshop will also
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cover the application of such technology to the service
area in Lubbock, Texas, along with the cost impli-
cations of such activity.
D. NEEDS ASSESSMENT - As a follow-up to the educational
workshops CTIC will develop a needs assessment procedure for
use by the City staff. The procedure prepared by CTIC will
include materials to allow City staff to make the following
assessments:
1. A determination of the desires of the community
residing within the service area of the City for
possible expansion of cable television system and
services.
2. An assessment of the current effectiveness of
local regulation of cable television within the service
area.
3. An assessment of the desirability for more or less
local regulation of cable television within the service
area.
4. An assessment of local community needs as well as
local government needs which should or may be provided
through cable television within the service area.
Upon completion of the needs assessment by City staff CTIC
will review same and submit any comments deemed appropriate
to City.
E. ASSISTANCE IN DRAFTING CABLE TELEVISION ORDINANCE,
FRANCHISE AND OTHER NECESSARY LEGAL DOCUMENTS. - In the
preparation of any legal document, documents, instrument or
instruments, necessary or appropriate to address the
regulations and franchising of cable television within the
service area of the City, CTIC will provide the following:
1. Any ordinance necessary or appropriate to provide
local regulation of cable television within the service
area of the City.
2. Any franchise necessary or appropriate for the
regulation of cable television within the City and
authorize such activity within the service area.
3. Any other legal documents or instruments deemed
necessary or appropriate under the premises.
In discharging this responsibility it is understood that
CTIC shall coordinate its work with the office of the City
Attorney.
F. ASSISTANCE IN DEVELOPING FRANCHISE FOR SERVICE AREA.
-CTIC will render assistance and service, as hereinafter set
forth, in the developing of any franchise or related legal
document necessary for the procurement of cable television
within the service area of the City. However, both parties
to this agreement understand that the franchise may be
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developed in one of several methods. Depending upon the
developing mode deemed most acceptable to City, CTIC will
perform the following services:
1. In the event that the developing mode deemed most
appropriate by City is to place the franchise out for
formal competitive bids, CTIC will be performing the
following services:
(a) Prepare all bid documents necessary to solicit
formal bids including by way of illustration only
the following:
(1) Instructions to Bidders
(2) Bid Specifications
(3) Copy of Proposed Franchise
(4) All other documents deemed appropriate for
the bidding process.
(b) Following preparation of the bid documents as set
forth in subparagraph (a) above, CTIC shall assist
the City in preparing formal advertisements for
bids to be placed in a national publication
available to the cable television industry. City
will secure a publisher's affidavit as to the date
of such publication together with a copy of the
advertisement as published. The advertisement
shall provide a reasonable time for all interested
bidders to obtain a copy of the bidding documents
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(c)
(d)
and to prepare and file sealed bids with City. The
advertisement shall also set a deadline after
which sealed bids will no longer be accepted. The
advertisement shall also state that the City
reserves the right to reject any or all bids. In
addition, the advertisement for bids shall place
all bidders on notice that after sealed bids have
been opened they shall be forwarded to CTIC for
evaluation and that each bidder shall respond to
all inquiries by CTIC concerning this bid.
Bids shall not be submitted to the governing body
of the City for action until such time as CTIC has
completed this evaluation of each bid submitted.
This fact shall be made known to all bidders.
CTIC will utilize the following three techniques
in evaluating bids:
(1) Comparison of individual line -item data (such
as homes passed, subscribers served, channel
usage, and staffing) to industry references
and to CTIC's file information. This type of
analysis is called "horizontal -sectioning
comparison" and the resulting data are
presented in comparative tables throughout
the report.
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(2) Internal comparison of each proposal for
self -consistency, completeness of answers,
responsiveness to the desires of the City,
baseline assumptions, and the reasonableness
of the offering. This is called "vertical -
integration comparison."
(3) Development of interpretative narratives on
each topic and requirement, which entails
identifying areas of concern and noncompli-
ance.
(e) For all bids received, CTIC shall prepare a
preliminary evaluation report, which report shall
set forth questions and comments on bids received
and each bidder will be given an opportunity to
respond to said preliminary report.
(f) For all bids received CTIC shall prepare a final
evaluation report to present to City. The
evaluation report shall contain the following:
(1) Bidder's ownership structure.
(2) Bidder's ability to obtain financing.
(3) Bidder's financial projections.
(4) Evaluation of bidder "s system design and
engineering details of bid.
(5) Description of the program package and
proposed services.
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(6) Identification of the elements of the bid
that exceed, equal or fail to meet speci-
fications.
(7) CTIC summary and recommendations.
(g) After CTIC has completed its final evaluation
report for all bids submitted, it shall notify
City of such fact, forward copies of its reports
to City, and be available to be present in the
City to respond to questions, explain its reports
and assist in the formal bid award process.
2. In the event that the developing mode deemed most
appropriate by City is to call for request for propo-
sals, then in such event CTIC will perform the follow-
ing services:
(a) Prepare the request for proposed documents which
shall consist of the following:
(1) Franchise application form.
(2) Copy of proposed franchise and other related
legal documents.
(3) Instructions for submitting proposal
(4) Any other information deemed appropriate.
(b) Following preparation of the request for proposal
documents as set forth in subparagraph (a) above,
CTIC shall assist the City in preparing a formal
advertisement notifying applicants that the City
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is seeking requests for proposals to provide cable
television service within the City. The adverti-
sing notice shall contain the following:
(1) The address of where any applicant may obtain
copies of the request for proposal docu-
ments.
(2) State the time when request for proposals
will no longer be accepted.
(3) State that the City reserves the right to
reject any or all proposals.
(4) Notify each applicant that all proposals
received by City will be evaluated by CTIC
and that no action of the governing body
shall be taken until such time as said
evaluations are complete and have been
received and reviewed by City.
(5) List the address where all proposals are to
be returned by each applicant.
(6) Notify each applicant that it will be
required to respond to inquiries from CTIC
concerning its proposal during the evaluation
process conducted by CTIC.
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(c) Proposals shall not be submitted to the governing
body for action until such time as CTIC has
completed this evaluation of each proposal
submitted and this fact shall be made known to
each applicant.
(d) CTIC shall use the same techniques in evaluating
proposals received by City as set forth in para-
graph (F) subparagraph 1(d) of Section I of this
agreement.
(e) CTIC recognizes that a call for request for
proposals by interested applicants varies from a
formal bidding procedure in that in the former
case the City is interested in receiving an
objective analysis of how applicant would supply
the service to City that City has inquired about
in its request, whereas in a formal bid procedure
the bidder is required to meet City specifications
as to how the service shall be performed. CTIC
shall therefore in its instructions to applicants
identify the minimum requirements that each
proposal shall contain together with a statement
that each applicant is free to add additional
points to his proposal as applicant deems pru-
dent.
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(f) For all proposals received, CTIC shall prepare a
preliminary evaluation report, which report shall
set forth questions and comments on proposals
received and each applicant will be given an
opportunity to respond to said preliminary
report.
(g) For each proposal received by City in response to
its request, CTIC shall prepare an evaluation
report to present to the City. The evaluation
report shall contain the following:
(1) Applicant's ownership structure.
(2) Applicant's ability to obtain financing.
(3) Applicant's financial projections.
(4) Evaluation of applicant's system design and
engineering details of said system.
(5) Description of applicant's program package
and proposed service.
(6) Evaluation of any addition to the proposal
supplied by applicant in excess of the
minimum requirements identified in instruc-
tion to applicant.
(7) CTIC summary and recommendations as to each
proposal.
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(h) After CTIC has completed its final evaluation
report for each proposal submitted, it shall
notify City of such fact, forward copies of its
reports to City, and be available to be present in
the City to respond to questions, explain its
reports, and assist in the selection of the best
proposal or proposals.
3. In the event that the developing mode deemed most
appropriate by City is to award a franchise or fran-
chises for cable television service within the City
through open negotiations, then in such event CTIC will
perform the following services:
(a) Prepare a negotiation packet to be given to each
person interested in entering into negotiations
with City for cable television service within the
service area of City. The packet shall contain
the following:
(1) A listing of the items of service and
programing City deems acceptable.
(2) Furnish to each interested party a copy of
the proposed franchise.
(3) Prepare a standard operating procedure as to
how negotiations will be conducted with each
applicant.
(4) Any other information deemed appropriate.
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(b) CTIC shall be present and assist the City in all
negotiations conducted with each interested
party.
(c) CTIC shall assist the City in preparing an
advertisement available to the cable television
industry to the effect that City will entertain
negotiations for a franchise or franchises for
cable television within its service area. The
advertisement shall contain the following:
(1) The address of where any interested party may
obtain a copy of the negotiation packet, copy
of proposed franchise, and copy of standard
operating procedures concerning negotia-
tions.
(2) State a time in which all interested parties
shall notify the City of their desires to
enter into negotiations with City and beyond
which no person shall be deemed eligible to
negotiate.
(3) That at the conclusion of negotiations with
each interested party, said party's final
offer shall be reduced to writing and
submitted to the City.
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(4) That all final offers will be evaluated by
CTIC and that no action of the governing body
shall be taken on any offer until such time
as CTIC evaluation of each offer is received
by City.
(5) The City retains the right to reject any or
all offers.
(6) The address to which any interested party may
reply to notify City of said party interest
to enter into negotiations with City.
(d) CTIC shall use the same techniques in evaluating
any final offer received from any interested party
as set forth in paragraph F subparagraph 1(d) of
Section I of this agreement.
(e) For all final offers received, CTIC shall prepare
a preliminary evaluation report, which report
shall set forth questions and comments on offers
received and each interested party will be given
an opportunity to respond to said preliminary
report.
(f) For all final offers received by City from any
interested party, CTIC shall prepare an evaluation
report to present to City. The evaluation report
shall contain the following:
(1) The party's ownership structure.
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(2) The party's ability to obtain financing.
(3) The party's financial projections.
(4) Evaluation of the party's system design and
engineering details of same.
(5) Description of the party's program package
and proposed service.
(6) Evaluation of any additional matters con-
tained in party's final offer.
(7) CTIC summary and recommendations.
(g) After CTIC has completed its evaluation report for
each final offer submitted to City, it shall
notify City of such fact, forward copies of its
reports to City, and be available to be present in
the City to respond to questions, explain its
reports, and assist in the selection of an offer
or offers.
4. In the event that the development mode deemed most
appropriate by City is negotiations with the existing
franchise holder, then in such event CTIC shall perform
the following services:
(a) Prepare a standard operating procedure as to how
negotiations will be conducted between the City
and franchise holder. The procedure shall clearly
state the following:
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(1) That at the conclusion of negotiations
between City and franchise holder, that the
offer of franchise holder shall be reduced to
writing and submitted to City.
(2) That the offer will be evaluated by CTIC, as
hereinafter set forth, and that no action of
the governing body of City shall be taken on
such offer until such time as CTIC has
completed its evaluation.
(3) That the City retain the right to reject any
offer received.
(b) Be prepared to assist City in negotiations with
current franchise holder.
(c) Assist City in developing a negotiation strategy.
(d) Be prepared to furnish to franchise holder a copy
of any proposed franchise or other legal instru-
ment deemed appropriate to negotiations.
(e) Be prepared to explain the terms and conditions of
any new proposed franchise or other legal instru-
ment to franchise holder when such explanation is
appropriate.
(f) CTIC will use the same techniques in evaluating
any offer received from franchise holder as set
forth in paragraph F, subparagraph 1(d) of Section
I of this agreement.
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(g) For the final offer received by City from fran-
chise holder,CTIC shall prepare an evaluation
report to present to City. The evaluation report
shall contain the following:
(1) The party's ownership structure.
(2) The party's ability to obtain financing.
(3) The party's financial projections.
(4) Evaluation of the party's system design and
engineering details of same.
(5) Description of the party's program package
and proposed service.
(6) Evaluation of any additional matters con-
tained in party's final offer.
(7) CTIC summary and recommendations.
(h) After CTIC has completed its evaluation report for
the final offer submitted to City, it shall notify
City of such fact, forward copies of its report to
City, and be available to be present in the City
to respond to questions, explain its report, and
assist the City in determining whether or not to
accept such offer.
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5. In the event that the development mode deemed
appropriate by City is none of the modes heretofore set
forth and an additional mode is selected, then in such
event CTIC shall perform the following services to be
selected by City:
(a) Upon request,.prepare a report listing the maximum
and minimum service and program requirements
deemed appropriate for the service area in the
City and such report shall identify alternatives
subject to negotiation.
(b) Upon request prepare a report evaluating the
applicant or applicant's offer or proposal to
include the following:
(1) Ownership structure.
(2) Ability to obtain financing.
(3) Financial projections.
(4) Evaluation of the system design and engi-
neering details of same.
(5) Description of program package and proposed
service.
(6) Evaluation of any additional matters deemed
appropriate by City.
(7) CTIC summary and recommendations.
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(c) Upon request, handle or assist the City in all
negotiations leading to the granting of a fran-
chise for the service area in the City.
(d) Furnish to the appropriate person or persons a
copy of the proposed franchise document or other
legal documents deemed appropriate under the
premises.
(e) Upon request, and when appropriate, assist City in
preparing necessary advertising to call to the
attention of interested persons the mode in which
the franchise is to be developed and how such
person may participate in the process.
(f) Upon request and when appropriate, assist in
preparation of bid documents or request for
proposals in accordance with the procedures set
forth elsewhere in this contract.
(g) Upon request, render assistance to the City in
preparing any one of the followings
(1) Instructions to bidders.
(2) Instruction for submitting request for
proposals.
(3) Standard operating procedures for nego-
tiations.
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(h) Upon request and in the event negotiations are to
be used as the mode to market the franchise for
cable television service in the City, to assist
the City in developing specific negotiation
strategies.
(i) Upon request and in the event negotiations are
employed to review all such negotiations with City
and to assist City.in understanding consequences
of counter-offers.
(j) Upon request, perform any other service, within
the capability of CTIC, to assist the City in
developing the franchise for cable television in
the service area of City.
It is the intention of the parties hereto in providing
for this additional developing mode to build enough elas-
ticity and flexibility into this agreement to provide a
scope of service to be furnished by CTIC in the event City
advances a development mode not set forth in paragraph F,
subsections 1-4 of Section I of this contract.
It is further understood by the parties hereto that if
a development mode is advanced by City under this subsection
(5), that the City shall have the full authority to select
and authorize CTIC to perform any one or all of the services
herein above set forth which City deems necessary to
implement the development mode agreed upon.
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It is further understood that the City shall have full and
final authority to select which development mode will be
used by it and that City may select any one of the modes set
forth in Section I, paragraph (F), subsections 1-5 of this
agreement.
G. SERVICES OF CTIC TO BE PERFORMED IN PHASES - The
services to be performed by CTIC as set forth in Section I,
paragraphs A - F of this agreement are to be performed in
phases and CTIC shall not enter upon the performance of any
of the services set forth in Section I, paragraphs A - F
until authorized in writing by the City Manager or his
representative to undertake such service.
II. COMPENSATION
A. City hereby agrees to compensate CTIC for services
authorized by City and furnished by CTIC in the following
manner:
1. Services rendered by principal consultants shall
be paid for by City at the rate of eighty dollars per
hour ($80.00).
2. Services rendered by staff members shall be paid
for by City at the rate of forty ($40.00) to seventy
($70.00) dollars per hour.
3. Services rendered in furnishing typing and shall
be paid for at the rate of twenty-five dollars ($25.00)
per hour.
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4. In addition to the above, City agrees to pay to
CTIC direct expenses and an overhead charge of 19% on
those expenses.
B. CTIC will submit its statement for services rendered to
City on a monthly basis.
C. City agrees to pay each statement submitted within
thirty days of the invoice date and shall receive a two
percent discount on all statements paid within thirty days
of invoice date. Payment shall be deemed made within 30
days of invoice date if City has placed its check in the
United States Mail addressed to CTIC at its mailing address
within 30 days of the date shown on the face of the state-
ment.
D. City agrees to pay CTIC, an additional overhead
expense, one and one half percent per month or part thereof
on all statements that have not been paid within 60 days of
the date of the statement. Both parties hereto, however,
further agree that such payment shall not be charged to a
statement or a part thereof that is in dispute between the
parties.
E. In the event the City disputes any of the charges
submitted by CTIC in any of its monthly statements, City
shall notify CTIC in writing within 15 days of receipt of
the statement setting forth its objections. In all such
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cases CTIC and the City agree to meet and review in detail
the statement submitted and to diligently attempt to resolve
the dispute.
III. OUTSIDE TECHNICAL ASSISTANCE
A. In the event that outside technical assistance is
deemed necessary by CTIC to perform its obligation under-
taken in accordance with the terms of this agreement, then
in such event the following conditions shall apply:
1. CTIC shall define the nature of the problem which
requires outside technical assistance.
2. CTIC shall define the limited scope of the outside
technical assistance required.
3. CTIC shall submit a list to City of individuals or
firms capable of rendering the required assistance.
4. CTIC shall not be authorized to retain the
services of outside technical assistance unless
authorized to do so in writing by the City Manager or
his representative.
5. CTIC shall not duplicate the services of any
outside technical assistance received.
6. Any outside technical consultant retained shall
submit a monthly itemized statement of services
rendered and to the extent said charges exceed the fees
City has agreed to pay CTIC, City shall be given a
credit against any amount owed CTIC.
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B. In the event that the parties hereto agree that outside
technical assistance is required to perform this contract
and said assistance is required to address problems outside
the scope of service which CTIC has agreed to perform under
this agreement, then in such event the following conditions
apply:
1. CTIC shall define the nature of the problem which
requires outside technical assistance.
2. CTIC shall define the limited scope of the outside
technical assistance required.
3. CTIC shall demonstrate that the area to be
addressed is outside the scope of services agreed to be
performed by CTIC under this agreement.
4. CTIC shall submit a list to City of individuals or
firms capable of rendering the required assistance.
S. City shall pay the cost of such outside technical
assistance for the limited assistance deemed necessary
by the parties.
6. The outside consultant or firm furnishing such
services shall furnish a monthly itemized bill to the
City.
7. The outside technical assistance must be au-
thorized in writing by the City Manager or his rep-
resentative.
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IV. CITY'S RESPONSIBILITIES - In addition to the compensation
City has heretofore agreed to pay to CTIC, City does hereby agree
to perform the following activities to assist CTIC:
A. City shall supply to CTIC current demographic data in
possession of City to include by way of illustration the
following:
1. Total street miles within City.
2. Current population of City based on last preceding
Federal Census.
3. All population trends and projections in City's
possession.
4. Identification of areas within City where under-
ground lines are required.
5. Local requirements for underground line instal-
lations.
6. All census tract information in City's possession.
7. Copies of all City planning studies and reports
deemed helpful by CTIC.
8. Any other demographic data in City's possession
deemed helpful by CTIC.
B. City will assist CTIC in organizing and holding any
public meeting deemed necessary by CTIC.
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C. The office of the City Attorney will be available to
work with CTIC in the drafting of all legal documents
required under this contract and to advise CTIC on matters
of municipal law.
D. City designates the City Manager or his designated
representative as its representative with respect to this
contract, whose duty it shall be to act as liaison officer
between the City and OTIC. Said representative shall have
authority to, transmit instructions to CTIC, receive
information from CTIC, communicate City policies and
decisions as to the work covered by this contract and
provide additional local assistance as agreed between the
parties.
E. City further agrees to make members of its staff
available for meeting with CTIC and to assist CTIC in
obtaining any other information in possession of City which
CTIC deems helpful in discharging its obligations under this
contract.
V. TERM OF AGREEMENT - This agreement shall commence and be
effective upon its execution by the parties hereto as hereinafter
provided and shall terminate upon the completion of the work to
be performed by CTIC under this agreement, unless otherwise
terminated in the manner hereinafter provided.
VI. HOLD HARMLESS
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A. City hereby agrees to indemnify and hold harmless CTIC
from and against any loss, cost or expense arising out of
legal actions, lawsuits or administrative proceedings of
whatever type, nature or description due to the negligence
or tortious acts of City, its officers, employees, agents,
(other than CTIC), or appointees and to further indemnify
and hold harmless CTIC from any breach of this contract by
the City, its officers, agents (other than CTIC) or ap-
pointees.
B. CTIC hereby agrees to indemnify and hold harmless City
from and against any loss, cost or expense arising out of
legal actions, lawsuits, or administrative proceedings of
whatever type, nature or description due to the negligence
or tortious acts of CTIC, its officers, employees, agents or
contractors and to further indemnify and hold harmless City
from any breach of this contract by CTIC, its officers,
agents, employees or contractors.
VII. CONTRACT DOCUMENTS - It is agreed between the parties hereto
that all reports, studies, evaluations, recommendations, papers,
research and legal instruments of any type whatsoever submitted
to City by CTIC shall become the property of the City and may be
used by City for any purpose whatsoever. This provision shall
not apply to working papers and other material used by CTIC in
formulating any material to be presented to City and not sub-
mitted to the City.
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. , .
VIII.CHANGES IN SCOPE OF SERVICE - In the event it becomes
necessary to alter or increase the scope of services to be
performed by CTIC the City Manager or his designated repre-
sentative is hereby authorized to approve such alterations as may
be necessary or such additional work as deemed necessary, not to
exceed the sum of $159000.00 for any one change of scope of
services.
In the event it becomes necessary to alter or increase the
services to be furnished by City under this agreement in such
event the City Manager or his designated representative shall be
authorized to approve such alterations or additions deemed
necessary.
IX. ASSIGNABILITY - This contract shall not be assigned by CTIC
without the written consent of the City.
X. GENERAL COMPLIANCE WITH LAWS - CTIC agrees that the services
performed under this agreement by it or anyone acting on its
behalf will comply with State, Federal and local laws that are
applicable to the entry into and the performance of this agree-
ment.
XI. TERMINATION - It is agreed and understood by the parties to
this agreement that either party shall have the right to termi-
nate this agreement by delivering to the other party by certified
mail return receipt requested, postage prepaid, 15 days written
notice of termination. A termination notice to either party
shall be addressed to such party at said party's office address,
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. P '
as hereinafter set forth, unless a different address shall have
been specified as the official address of such party by written
notice to the other party. It is further agreed that should City
terminate this agreement prior to completion of authorized work
under progress by CTIC, that the City shall be liable to pay time
and expenses of CTIC for the work completed by CTIC as of the
date of termination and that CTIC shall deliver to City all such
completed work. In the event CTIC terminates this agreement
prior to completion of authorized work under progress, the
parties shall follow the same procedure as set forth above as if
City had terminated the agreement.
XII. OFFICIAL ADDRESS - The official address of City shall be
P.O. Box 2000, Lubbock, Texas 79457, and the official address of
CTIC shall be 1800 N. Kent Street, Arlington, Virginia 22209.
XIII.MISCELLANEOUS PROVISIONS - The following miscellaneous
provisions shall apply to this agreement:
A. For the purpose of determining the place of this
agreement and the law governing it, this agreement is
entered into in the City and County of Lubbock, State of
Texas, and shall be governed by the laws of the State of
Texas.
B. CTIC agrees to attend any public hearing held before
the governing body of City upon request and CTIC shall be
compensated therefore in accordance with the terms of this
agreement.
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C. The paragraph headings contained in this agreement are
for reference purposes only, and shall not in any way affect
the meaning or interpretation of this agreement.
D. This agreement constitutes and expresses the entire
contract between the parties and shall not be amended or
modified except by written instrument signed by both
parties.
E. To the extent authorized by law, CTIC shall consider
its relationship with the City to be confidential and will
not release documents, reports, studies or work product to
any person other than an authorized agent of the City
without expressed authorization of City.
F. It is understood by both parties hereto that this
agreement shall be executed in duplicate originals with each
party hereto to receive an original agreement.
G. If any provision of this agreement is finally declared
inconsistent with any ordinance, state statute, federal law
or legal decision by any court having jurisdiction over this
agreement, then in such event either party hereto shall have
the option to terminate this agreement as hereinabove
provided. In addition, if the parties agree that the
provision struck down by legal decision of any court having
jurisdiction over this agreement will not materially effect
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-o •
the overall performance of the agreement, then in such event
the parties can elect to perform the balance of this
agreement.
IN WITNESS WHEREOF, the parties have caused this agreement
to be executed on the day and year first above written.
CITY OF LUBE K CTI ASSO IA INC.
LAN'HEN : -3r,. Ma or P r em TFarold E. Horn, President
ATTEST:
Evelyn Gbffga, Ci'ty6lretary
APPROVED AS TO CONTE T:
q 0,sS>
ob C -ass, Asst. Citya�1 nager
APPROVED AS TO FORM:
o n C. Ross, Jr., Cit Attorney
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ATTEST
Wi Hess
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IL
SUB BO CSG
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762-6411
CITY SECRETARY -TREASURER P. O. Box 2000
LUBBOCK, TEXAS 79457
.lune 13, 1983
Mr. Harold E. Horn, President CERTIFIED MAIL 463762
CTIC ASSOCIATES, INC.
1800 N. Kent Street, Suite 1007
Arlington, Virginia 22209
RE: Resolution 1386 - May 12, 1983
Contract for Consulting Services
Sir:
Enclosed herewith to you is the duplicate original of the above
referenced contract, duly signed by all the appropriate officials.
If I need to do anything further, please let me know.
EVELYN GAFFGA, CMC
City Secretary
Enclosure
cc: Bob Cass - Asst. City Manager --
Public services