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HomeMy WebLinkAboutResolution No. 01-C104r _ RESOLUTION NO. o1 -C104 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA, CALIFORNIA, ADOPTING THE AGREEMENT REGARDING PAYMENT ON REFERRALS OF CABLE TELEVISION AND CABLE MODEM HIGH SPEED DATA SERVICES AND LIGHT & WATER EMPLOYEE INCENTIVE PROGRAM WHEREAS, the City Council embraces providing streamlined services for City residents; and WHEREAS, the City Council encourages and supports new revenue streams to support City services; and WHEREAS, Azusa Light & Water works cohesively with other service providers; and WHEREAS, Azusa Light & Water recognizes and appreciates employee efforts to offer one-stop services for Azusa residents; and WHEREAS, Azusa Light & Water proposes adoption of: 1. Agreement Regarding Payment On Referrals Of Cable Television And Cable Modem High Speed Data Services. 2. Pilot Employee Incentive Program. ; and WHEREAS, these modifications are intended improve and enhance the service which Azusa Light & Water provides to the community and customers; and WHEREAS, the City Council has determined that the proposed agreement and pilot employee incentive program are based on staff analysis and recommendation.. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AZUSA, CALIFORNIA, DOES FIND AND DECLARE THAT: Adoption of Agreement. The City Council hereby adopts the Agreement Regarding Payment On Referrals Of Cable Television And Cable Modem High Speed Data Services which is attached to this Resolution and is incorporated herein as set forth in full. approves a pilot program attached to City Council hereby - Effective Date. The agreement and pilot employee incentive program shall become effective on October 1, 2001. PASSED, APPROVED AND ADOPTED 2001. Mayor ATTEST: Vera Mendoza City Clerk Madrid of September, STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF AZUSA ) I, Vera Mendoza, City Clerk of the City of Azusa, do hereby certify that the foregoing Resolution No. of-cioa was duly introduced and adopted at a regular meeting of the Azusa Light & Water Utility Board on the 24" day of September, 2001, by the following vote, to wit: AYES: COUNCILMEMBERS: NOES:. COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Hardisonr,Stanford,Chagnon,Madrid Rocha None Vera Mendoza, City Clerk AGREEMENT REGARDING PAYMENT ON REFERRALS OF CABLE TELEVISION AND CABLE MODEM HIGH SPEED DATA SERVICES This Agreement is made this 24 day of September , 2001, by and between Azusa Light & Water ("Azusa"), Azusa, California, a municipal utility, and Charter Entertainment III, a Delaware Limited Liability Partnership ("Charter"). Azusa Light & Water and Charter Entertainment III are sometimes hereinafter referred to individually as "Party" and collectively as "Parties." RECITALS WHEREAS; the City of Azusa owns and operates a municipal utility ("Azusa Light and Water") engaged in the business of distributing electric energy and water to retail customers within its service area; and WHEREAS, Charter is the City of Azusa's cable television service provider; and WHEREAS, Azusa Light & Water and Charter would like to institute a program that would allow Azusa Light & Water customer service employees to refer its customers to Charter to purchase cable television services or cable modem high speed data services; and WHEREAS, Charter wishes to compensate Azusa Light & Water for any time spent by employees in gaining referrals for such cable television services and cable modem high speed data services along with Azusa Light & Water's electrical and water services; and WHEREAS, Azusa believes that providing such services to residents and businesses is mutually beneficial to Azusa because its residents are provided with a centralized location to inquire about a variety of different services; and WHEREAS, the existence of this Agreement in no way obligates Azusa to enter into similar arrangements with other persons or entities; and NOW, THEREFORE, in consideration for the promises set forth in this Agreement, the receipt and adequacy of which is hereby acknowledged, Azusa and Charter agree as follows: TERMS 1. Payment and Use of Funds. Charter shall pay to Azusa the following: A. $1.75 per cable installation for the first two hundred (200) cable installations made by Charter in the City of Azusa in any single month. B. $15.00 per cable installation made by Charter that exceeds 200 in any single month. C. $3.50 per high speed data cable modem installation for the first ten (10) installations made by Charter in the City of Azusa in any single month D. $17.00 for any additional high speed data cable modem installation. 2. Authorization: No Obligation. Azusa shall be authorized to seek referrals for Charter's cable television services and cable modem high speed data services to Azusa residents and businesses. Azusa shall in no way be deemed to have accepted any obligation to refer a minimum number of cable television packages, cable modem high speed data services, or other services on behalf of Charter. Azusa customer service representative will make their best effort to refer Charter services in various customer transactional methods or other communication methods agreed upon by both parties. 3. Indemnification. Charter shall defend, indemnify and hold, the City of Azusa and Azusa's Light and Water Department, their officials, officers, and agents free and harmless from any and all claims, liabilities, losses, costs, expenses, and damages, in any manner arising out of or incident to any negligent acts, omissions or willful misconduct in connection with the services provided therein or this Agreement, including without limitation, the payment of all consequential damages, attorneys fees and other related costs and expenses. 4. Timinof Payments. Charter shall pay to Azusa on a monthly basis and within forty-five (45) days after the end of each month the required fees pursuant to Section 1, above. Azusa shall remit an invoice to Charter representing the total fees for the month based upon the total number of new, basic and high speed data installations completed within the City for that month. The number will be fixed through the use of an installation report developed through Charter's billing system. 5. Delivery of Payments. Charter shall mail any payments hereunder to Azusa at the address set forth herein, or such other address provided by Azusa, by first class mail, postage prepaid or hand -delivered to a duly authorized employee of the City. 6. Fund Account. Fees collected shall be deposited into the Light & Water Miscellaneous Revenue Fund to compensate Azusa for the estimated reasonable administrative costs of providing these customer services to Charter. Azusa and Charter hereby agree and acknowledge that, based upon Azusa's analysis and calculations, a reasonable amount has been calculated per referral and is sufficient to compensate Azusa for the administrative costs of the program. The portion of the fees collected that are over and above Azusa's administrative costs will be used to fund employee incentive programs. -2- 7. Assignn ent. No assignment of this Agreement shall be permitted without the written consent of Azusa, which consent may be granted or withheld in Azusa's sole and absolute discretion. 8. Notice. Any notices required or desired to be sent pursuant to this Agreement shall be addressed as follows: AZUSA CHARTER City of Azusa Charter Communications Azusa Light & Water Department 2215 West Mission Road 729 N. Azusa Ave. P. O. Box 1451 Azusa, California 91702 Alhambra, California 91802-1451 9. Attorneys' Fees. In the event any action is commenced to enforce or interpret any term or condition of this Agreement, in addition to costs and any other relief, the prevailing party shall be entitled to reasonable attorneys' fees. 10. Entire Agreement: Termination. This Agreement contains the entire Agreement of the Parties hereto with respect to the matters contained herein. Either Party may terminate this Agreement by providing thirty (30) days written notice to other Party of such termination. 11. Effective Date. This Agreement shall be effective upon execution by both Parties. 12. Signatures. The signatories hereto represent that they have been appropriately authorized to execute this Agreement on behalf of the Party for whom they sign. This Agreement may be executed in any number of counterparts. All such counterparts shall be deemed to be originals and shall together constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] -3- m Lm 0 ATTEST Vera Mendoza, City Clerk APPROVED AS TO FORM City Attomey -4- CHARTER COMMUNICATIONS By: - Date: / I - I Z - • I • AZUSA LIGHT & WATER Proposed Pilot Employee incentive Program To be paid out quarterly as gift certificates to well-known area stores as follows: • 88% to be shared evenly among customer service representatives • 2% to the employee with the most referrals, and • 10% to be shared equally among field service representatives and meter readers