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HomeMy WebLinkAbout220-05 RESOLUTION• • RESOLUTION NO. 220-05 A RESOLUTION AUTHORIZING THE MAYOR AND THE CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF FAYETTEVILLE AND THE UNIVERSITY OF ARKANSAS, UATV TO OPERATE THE FAYETTEVILLE EDUCATION CHANNEL FOR A TWO-YEAR PERIOD. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council of the City of Fayetteville, Arkansas hereby authorizes the Mayor and the City Clerk to execute an agreement between the City of Fayetteville and the University of Arkansas, UATV, to operate the Fayetteville Education Channel for a two-year period. A copy of the agreement, marked Exhibit "A," is attached hereto and made a part hereof. PASSED and APPROVED this 15th day of November, 2005 ATTEST: By: ��=••tea m •��•��_ ea - E —laza O.Z"0.: 17 °GST • 5: • -ccsoidij :NNNllllllllllllll SONDRA SMITH, City Clerk APPROVE By: DAN COODY, Mayor • • • EDUCATIONAL ACCESS ADMINISTRATION AGREEMENT BETWEEN THE CITY OF FAYETTEVILLE AND UATV, UNIVERSITY OF ARKANSAS THIS AGREEMENT is made and entered into this 154{1 day of November, 2005, by and between the City of Fayetteville, a municipal corporation of the State of Arkansas (hereafter City), and UATV, a service of the University of Arkansas (hereafter UATV), for the operation of the educational channel. SECTION 1. AGREEMENT PERIOD A. The agreement period shall begin the I" day of November, 2005, and shall continue until the 31' day of October 2007. SECTION II. SERVICES/DUTIES A. UATV hereby agrees and shall be responsible for operating the educational channel for educational purposes, which shall include the following: 1. Scheduling of programs on the educational channel. 2. Cablecasting of programs on the educational channel. 3. Promoting use of the educational channel by the Fayetteville Public School district, the University of Arkansas and other educational entities in Northwest Arkansas. 4. Solicit and select programming from local educational institutions which: a. Promotes parental involvement in education. b. Supports and encourages professional development for teachers. c. Disseminates information which affects the educational institutions and education professionals in Northwest Arkansas. d. Educates the public about the availability of educational opportunities in Northwest Arkansas. B. UATV shall provide, oversee, administer and carry out all the activities and services set out in this Agreement with such satisfactory performance as is determined solely by the City in accordance with all the terms, provision and requirements of the Agreement. C. In furtherance of the above referenced services and duties, the parties hereby agree as follows: 1. There shall be no charge for programs cablecast on the educational channel. 2. All communication between the City and UATV with regard to matters under this agreement will be directed through the Cable Administrator, or any other such representative as may be appointed by the City, and UATV's duly appointed representative. In the event of a disagreement over the administration of this agreement • • either party may appeal to the Telecommunications Board who shall make recommendations to the Mayor or City Council, as may be required. 3. UATV will work in cooperation with the Fayetteville Public Schools television production studio to facilitate FPS live studio broadcasts. UATV will also fully consider request from live broadcast from other educational institutions but is under no obligation to provide the studio or equipment. 4. UATV will determine programming content and technical quality under the following guidelines: a. Local programming will be preferred over imported programming. b. Promotion of commercial products and services will be allowed on the channel only if they are an indivisible part of an imported program provided free of charge to the channel. No more than 20 percent of a week's programming may contain commercial messages and no program whose predominant purpose is to promote a commercial product or service will be cablecast. c. A fair and equitable division of available programming hours will be made by UATV as demanded by programming produced and request for live broadcasts submitted by Fayetteville Public Schools and the various educational entities. 5. UATV will maintain policies under which decisions can be made concerning the submission of programming by the various educational entities. All programming submitted to UATV for broadcast must meet the following criteria; a. It must be on one of the following formats; DV Cam, Mini -DV or S -VI IS b. It must contain 30 seconds of bars and tone at the beginning of the program. c. It must not contain any discernable audio or visual deficiencies. d. Programming must be of suitable or appropriate subject matter that relates to the purposes and objectives of the Educational channel. e. All pre -produced programming and requests for live broadcast must be submitted to UATV well in advance of the requested broadcast time. The UATV Staff will retain the right to determine the broadcast schedule of said programs, with full consideration given to its other programming. 6. UATV will establish an Educational Advisory Committee whose makeup will give fair represcntation to all the educational entities who might be users of the educational channel; set up regular meetings with the Committee; and work with the Committee to promote use of the educational channel. 7. If a program submitted for broadcast on the educational channel is refected or determined to be unsuitable for broadcast the producer or a representative of said programming will be allowed to appeal that decision to the Telecommunications Board. 8. The UATV Staff will present quarterly written reports to the Telecommunications Board regarding the programming and operations of the station during the previous • A quarter. At minimum, these reports should contain: a. The number of hours of programming cablecast weekly during the quarter. b. A breakdown of the programming as to whether it is locally produced or imported; whether it is new or repeat; live or pre -produced and from what educational entity it was submitted. SECTION III. LEGAL AUTHORITY A. UATV assures and guarantees that it possesses the legal authority to enter into this Agreement. Further, that the person or persons signing and executing this Agreement on behalf of UATV have been fully authorized by the University of Arkansas to execute this Agreement on behalf of UATV, and that such authority shall legally bind UATV to all the terms, performances and provisions herein set forth. A copy of such resolution shall be provided upon execution of this Agreement. B. The City may exercise its right to either temporarily suspend or permanently terminate this Agreement if there is a dispute as to the legal authority of either UATV or the person signing the Agreement to enter into this Agreement. SECTION IV. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS. A. UATV shall comply with all applicable laws, regulations, procedures and polices of the Federal, State and local govemmcnts. SECTION V. CONSIDERATION A. In consideration of UATV administering and supervising the programming of the Education Channel on the City's behalf, the City of Fayetteville grants UATV exclusive control of its educational access channel. B. Funding for any and all use of the educational channel shall be the responsibility of those providing programming for such use. UATV is not responsible for providing production facilities for the educational channel. SECTION VI. ENTIRE AGREEMENT A. This Agreement constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understanding, or other commitment antecedent to this Agreement, whether written or oral, shall have no force or effect whatsoever, nor shall any agreement, assertion, statement, understanding, or other commitment occurring during the term of this Agreement, or subsequent thereto, have any legal force or effect whatsoever unless properly • • executed in wnting and if appropriate, recorded as an addendum to, or amendment of, this Agreement. SECTION VII. TERMINATION OF AGREEMENT A. This agreement may be terminated by either party with a thirty day written notice to the appropriate individual as set forth in Section II.C.2. above. SECTION VIII. SEVERABILITY A. If any section, subsection, sentence, clause, phrase or word of this Agreement is held to be invalid or unconstitutional by any court of competent jurisdiction, such section, subsection, sentence, clause, phrase or word will be deemed to be a separate, distinct and independent provision, and such holding will not affect the validity of the remaining provisions of this Agreement. Signed this the 15#L day of Ne uo rn b.2r , 2005. UATV CITY OF FAYETTEVILLE, ARKANSAS D.O. PEDERSON Vice Chancellor WITNESS: By: AN COODY Mayor ATTEST: By: By: (-j Sondra Smith, City Clerk 4 a, aTnR,'� n,,, .....`,aW _U: ;FAYETTEVILIE' �• 7KANSPOJ2' .. C' T�.�N,G`,•• Susan Thomas Submitted By • City of Fayetteville Staff Review Form City Council Agenda Items or Contracts 11/15/2005 City Council Meeting Date Public Information Division Action Required: • General Government Department Approval of a contract with UATV, a service of the University of Arkansas, for the operation of the educational channel. Cost of this request Account Number Project Number Budgeted Item Category / Project Budget $ Funds Used to Date $ Remaining Balance Budget Adjustment Attached Program Category / Project Name Program / Project Category Name Fund Name Sent ec or Dep Dir City ttorney� Finance and Internal Service Director /044/05 -- Date /d/ic15 Date Date Mayor Date Previous Ordinance or Resolution # Original Contract Date: Original Contract Number: Comments: • • CITY COUNCIL AGENDA MEMO To: Fayetteville City Council Thru: Mayor Dan Coody From: Susan Thomas, Public Information & Policy Advisor Date: October 27, 2005 Subject: Education Channel Contract Renewal RECOMMENDATION The Telecommunications Board and City Administration recommend approval of a contract with UATV, a service of the University of Arkansas, for the operation of the education channel. BACKGROUND From 1991 to 1998, the City of Fayetteville approved resolutions which in their entirety stated, 'The Channel designated for educational use shall be operated by the University of Arkansas, Fayetteville, for a period of two years from the date of this resolution. The University of Arkansas, Fayetteville, shall be responsible for the programming on said channel, which shall he used only for educational purposes." (sec Resolution 94-91 attached). In 1998, the Council adopted a more formal contractual agreement with the University that included specific information related to how the educational channel was to be operated. The most recent contract with UATV expired in October 2002 (Resolution 145-00 and contract attached). DISCUSSION The revised and updated contract includes the following changes: 1. Section ILA. Part 4 was added to provide additional guidelines for the type of programming solicited for the education channel. 2. Section II.C. Part 3 was added to include the need for UATV to coordinate with the new production studio at Fayetteville High School. 3. Section II.C.• Part 5 was expanded to include specific criteria for video submissions. 4. Section II.C. Part 7 was inserted to provide a process for appealing programming decisions to the Telecom Board. The updated contract will be in effect for two years. BUDGET IMPACT N/A • • RESOLUTION NO. A RESOLUTION AUTHORIZING THE MAYOR AND THE CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF FAYETTEVILLE AND THE UNIVERSITY OF ARKANSAS, UATV TO OPERATE THE FAYETTEVILLE EDUCATION CI-IANNEL FOR A TWO-YEAR PERIOD. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council of the City of Fayetteville, Arkansas hereby authorizes the Mayor and the City Clerk to execute an agreement between the City of Fayetteville and the University of Arkansas, UATV to operate the Fayetteville Education Channel for a two-year period. Af�,o,p. of t1Je agreement, marked Exhibit "A," is attached hereto and made a par.'l ereo�. PASSED and APPROVED this 15th day of NodEm eb r, 2055. 1 APPROVED: I jjj \DAN_OODY, Mayor FAYETTEALLE THE CITY OF FAYETTEVILLE. ARKANSAS TELECOMMUNICATIONS BOARD MEMORANDUM • TO: Mayor Dan Coody and City Council FROM: Greg Boyle, Chair, Telecommunications Boar Susan Cromwell, Member, Telecommunications : oard, DATE: October 24, 2005 RE: UATV Contract Development The UATV contract submitted herein was unanimously approved by the Telecommunications Board at its January, 2005 meeting. The contract language came through subcommittee action to the board between Fall '04 and January '05 when Susan Cromwell was Chair. There has been considerable turn -over of the Board since that time but the following is a statement of facts regarding the development of the UATV contract. We encourage you to endorse the new UATV Contract. The contractual language was discussed on several occasions between Fall '04 and January '05 and revised according to input from the entire board. Former board member, Eliot Nance, chaired the board's subcommittee and worked with Larry Foley at UATV to craft the new language which met all board members' criteria for each issue defined during the revision process. The UATV contract language now specifies how the channel will be shared among educational institutions, including Fayetteville public schools, paving the way for a new collaborative environment for the city's educational channel. Thanks for your support to help the Telecommunications Board follow up to implement the contract between the City of Fayetteville and UATV. • • fir RESOLUTION NO. 145-00 crov-•s+ A RESOLUTION AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF FAYETTEVILLE AND THE UNIVERSITY OF ARKANSAS, UATV, TO OPERATE THE EDUCATIONAL ACCESS CHANNEL TO EXPIRE OCTOBER 31, 2002. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: ,Section 1. That the City Council hereby authonzes the Mayor and City Clerk to execute an agreement between the City of Fayetteville and the University of Arkansas, UATV, to operate the educational access channel to expire October 31, 2002. A copy of the agreement is attached hereto marked Exhibit "A" and made a part hereof. !Q�1(VD APPROVED this :t8, tO�r+ .f ATTEST:' By: eather Woodruff, City'Clerk 17th day of October , 2000. APPROVED By: F ed Hanna, Mayor 9 EXHIBIT �. EDUCATIONAL ACCESS ADMINISTRATION AGREEMENT BETWEEN THE CITY OF FAYETTEVILLE AND UATV, UNIVERSITY OF ARKANSAS THIS AGREEMENT is made and entered into this /7 day of OcID, 2000, by and between the City of Fayetteville, a municipal corporation of the State of Arkansas (hereafter City), and UATV, a service of the University of Arkansas (hereafter UATV), for the operation of the educational channel. SECTION I AGREEMENT PERIOD A. The agreement period shall begin the / % day of OcrC.r , 2000, and shall continue until the 3I st day of October, 2002. SECTION 11 SERVICES/DUTIES A. UATV hereby agrees and shall be responsible for operating the educational channel for educational purposes, which shall include the following: 1. Scheduling of programs on the educational channel. 2. Cablecasting of programs on the educational channel. 3. Promoting use of the educational channel by the Fayetteville Public School district, the University of Arkansas and other educational entities in Fayetteville. B. UATV shall provide, oversee, administer and cavy out all the activities and services set out in this Agreement with such satisfactory performance as is determined solely by the City in accordance with all the terms, provision and requirements of the Agreement. C. In furtherance of the above referenced services and duties, the parties hereby agree as follows: 1. There shall be no charge for programs cablecast on the educational channel. 2. All communication between the City and UATV with regard to matters under this agreement will be directed through the Cable Administrator, or any other such representative as may be appointed by the City, and UATV's duly appointed representative. In the event ofa disagreement over the administration of this agreement either party may appeal to the Cable Board who shall make recommendations to the Mayor or City Council, as may be required. PO, V 118IHX8 • • • 3. UATV will determine programming content and technical quality under the following guidelines: a. Local programming will be preferred over imported programming. b. Promotion of commercial products and services will be allowed on the channel only if they are an indivisible part of an imported program provided free of charge to the channel. No more than 20 percent of a weeks programming may contain commercial messages and no program whose sole purpose is to promote a commercial product or service will be cablecast. c. A fair and equitable division of available programming hours will be made by UATV as demanded by programming produced and submitted by the various educational entities. 4. UATV will develop policies under which decisions can be made concerning the submission of programming by the various educational entities. 5. UATV will establish an Educational Advisory Committee whose makeup will give fair representation to all the educational entities who might be users of the educational channel; set up regular meetings with the Committee; and work with the Committee to promote use of the educational channel. 6. UATV shall send a representative to the Cable Board meeting to present quarterly reports on the operations of the educational channel. The Cable Administrator will ratify UATV when these reports are required. Once UATV obtains a paid staff, quarterly written reports must be presented to the Access Operations Manager to be mailed to Cable Board members in their regular monthly packet of materials. The Operations Manager will notify UATV of the deadlines for the written reports. UATV will notify the Cable Administrator when the staff is hired. At minimum, these reports should contain: a. The number of hours of programming cablecast weekly during the quarter. b. A breakdown of the programming as to whether it is locally produced or imported; whether it is new or repeat; and from what educational entity it was submitted. SECTION III LEGAL AUTHORITY A. UATV assures and guarantees that it possesses the legal authority to enter into this Agreement. Further, that the person or persons signing and executing this Agreement on behalf of UATV have been fully authorized by UATV to execute this Agreement on behalf of UATV, and that such authority shall legally bind UATV to all the terms, performances and provisions herein set forth. A copy of such resolution shall be provided upon execution of this Agreement. B. The City may exercise its right to either temporarily suspend or permanently terminate this Agreement if there is a dispute as to the legal authority of either UATV or the person signing the Agreement to enter into this Agreement. • # SECTION IV COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS. A. UATV shall comply with all applicable laws, regulations, procedures and polices of the Federal, State and local governments. SECTION V CONSIDERATION A. In consideration for providing access to the educational channel by the University of Arkansas, the Fayetteville Public Schools, and other educational entities as shall be determined by UATV, the City of Fayetteville grants UATV exclusive control of its educational access channel. B. Funding for any and all use of the educational channel shall be the responsibility of those providing programming for such use. UATV is not responsible for providing production facilities for the educational channel. SECTION VI ENTIRE AGREEMENT A. This Agreement constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understanding, or other commitment antecedent to this Agreement, whether written or oral, shall have no force or effect whatsoever, nor shall any agreement, assertion, statement, understanding, or other commitment occurring during the term ofthis Agreement, or subsequent thereto, have any legal force or effect whatsoever unless properly executed in writing and if appropriate, recorded as an addendum to, or amendment of, this Agreement. SECTION VII. TERMINATION OF AGREEMENT A. This agreement may be terminated by either party with a thirty day written notice. 3 • 1 SECTION VIII SEVERABILITY A. If any section, subsection, sentence, clause phrase or word of this Agreement is held to be invalid or unconstitutional by any court of competent, jurisdiction, such section, subsection, sentence, clause, phrase or word will be deemed to be a separate, distinct and independent provision, and such holding will not affect the validity of the remaining provisions of this Agreement. 4 ATTEST: By: Title: CITY OF FAYETTEVILLE, ARKANSAS 7 Fred mayor ATTEST - By: Heather Woodruff, City Clerk • • RESOLUTION NO. 94-91 A RESOLUTION REGULATING PUBLIC ACCESS, EDUCATIONAL, AND GOVERNMENTAL CABLE TELEVISION CHANNELS PURSUANT TO THE FRANCHISE AGREEMENT APPROVED BY ORDINANCE NO. 3413, MARCH 7, 1989. WHEREAS, the City of Fayetteville, Arkansas and Warner Cable Communications, Inc. have entered into a franchise agreement regarding the operation of a cable television system in the city; WHEREAS, under Section XVII of the franchise agreement, approved by Ordinance No. 3413 on March 7, 1989, the city has the obligation and authority to regulate three cable television channels designated for public access, educational, and governmental use; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF FAYEITEVILLE, ARKANSAS: Section 1. Public Access Channel. The channel designated for public access shall be operated by Fayetteville Open Channel, Inc. a nonprofit corporation, for the period specified in and under the terms of the contract between Fayetteville Open Channel, Inc. and the City of Fayetteville approved by Resolution No. 161-90, October 16, 1990. Fayetteville Open Channel, inc. shall be responsible for the programming on said channel, which shall be used only for public access purposes. Section 2. Educational Channel. The channel designated for educational use shall be operated by the University of Arkansas, Fayetteville, for a period of two years from the date of this resolution. The University of Arkansas, Fayetteville, shall be responsible for the programming on said channel, which shall be used only for educational purposes. Section 3. Governmental Channel. The channel designated for governmental use shall be operated by the City of Fayetteville. The city shall be responsible for the programming on said channel, which shall be used only for governmental purposes; provided, however, that said channel may from time to time be made available for use by the Fayetteville Public Schools. • • Section 4. Commercial Use Prohibited. The public access, educational, and governmental channels shall not be used for commercial programming or other commercial purposes. PASSED AND APPROVED this 21st day of May , 1991. APPROVED: B ATTEST: By: City CYerk Glance Pearman - Res 220-05 Page 1 From: Clarice Pearman To: Thomas, Susan Date: 11/21/05 4:41 PM Subject: Res. 220-05 Susan, Attached is a copy of the above resolution passed by City Council, November 15, 2005 regarding the UATV. I am forwarding via interoffice mail the original of the agreement for signature of the University. Once you have received a signed copy back from the University please see that I get a copy of the agreement. Thanks. Clarice CC: Bell, Peggy; Deaton, Vicki EDUCA CIONAL ACCESS ADMINISTRATION AGREEMENT BETWEEN THE CITY OF FAYET'CEVILLE AND UATV, UNIVERSI'T'Y OF ARKANSAS THIS AGREEMENT is made and entered into this /5.01 day of November, 2005, by and between the City of Fayetteville, a municipal corporation of the State of Arkansas (hereafter City), and UATV, a service of the University of Arkansas (hereafter UATV), for the operation of the educational channel. SECTION I. AGREEMENT PERIOD A. The agreement period shall begin the I' day of November, 2005, and shall continue until the 31" day of October 2007. SECTION 11. SERVICES/DUTIES A. UATV hereby agrees and shall he responsible for operating the educational channel for educational purposes, which shall include the following: 1. Scheduling of programs on the educational channel. 2. Cablecasting of programs on the educational channel. 3. Promoting use of the educational channel by the Fayetteville Public School district, the University of Arkansas and other educational entities in Northwest Arkansas. 4. Solicit and select programming from local educational institutions which: a. Promotes parental involvement in education. b. Supports and encourages professional development for teachers. c. Disseminates information which affects the educational institutions and education professionals in Northwest Arkansas. d. Educates the public about the availability of educational opportunities in Northwest Arkansas. B. UATV shall provide, oversee, administer and carry out all the activities and services set out in this Agreement with such satisfactory performance as is determined solely by the City in accordance with all the terms, provision and requirements of the Agreement. C. In furtherance of the above referenced services and duties, the parties hereby agree as follows: 1. There shall be no charge for programs cablecast on the educational channel. 2. All communication between the City and UATV with regard to matters under this agreement will be directed through the Cable Administrator, or any other such representative as may he appointed by the City, and UATV's duly appointed representative. In the event of a disagreement over the administration of this agreement • • either party may appeal to the Telecommunications Board who shall make recommendations to the Mayor or City Council, as may be required. 3. UATV will work in cooperation with the Fayetteville Public Schools television production studio to facilitate FPS live studio broadcasts. UATV will also fully consider request from live broadcast from other educational institutions but is under no obligation to provide the studio or equipment. 4. UATV will determine programming content and technical quality under the following guidelines: a. Local programming will be preferred over imported programming. b. Promotion of commercial products and services will be allowed on the channel only if they are an indivisible part of an imported program provided free of charge to the channel. No more than 20 percent of a week's programming may contain commercial messages and no program whose predominant purpose is to promote a commercial product or service will be cablecast. c. A fair and equitable division of available programming hours will be made by UATV as demanded by programming produced and request for live broadcasts submitted by Fayetteville Public Schools and the various educational entities. 5. UATV will maintain policies under which decisions can be made concerning the submission of programming by the various educational entities. All programming submitted to UATV for broadcast must meet the following criteria; a. It must be on one of the following fomiats; DV Cam, Mini -DV or S -VHS b. It must contain 30 seconds of bars and tone at the beginning of the program. c. It must not contain any discernable audio or visual deficiencies. d. Programming must be of suitable or appropriate subject matter that relates to the purposes and objectives of the Educational channel. e. All pre -produced programming and requests for live broadcast must be submitted to UATV well in advance of the requested broadcast time. The UATV Staff will retain the right to determine the broadcast schedule of said programs, with full consideration given to its other programming. 6. UATV will establish an Educational Advisory Committee whose makeup will give fair representation to all the educational entities who might be users of the educational channel; set up regular meetings with the Committee; and work with the Committee to promote use of the educational channel. 7. If a program submitted for broadcast on the educational channel is rejected or determined to be unsuitable for broadcast the producer or a representative of said programming will be allowed to appeal that decision to the Telecommunications Board. 8. The UATV Staff will present quarterly written reports to the Telecommunications Board regarding the programming and operations of the station during the previous • • quarter. At minimum, these reports should contain: a. The number of hours of programming cablecast weekly during the quarter. b. A breakdown of the programming as to whether it is locally produced or imported; whether it is new or repeat; live or pre -produced and from what educational entity it was submitted. SECTION I11. LEGAL AUTHORITY A. UATV assures and guarantees that it possesses the legal authority to enter into this Agreement. Further, that the person or persons signing and executing this Agreement on behalf of UATV have been fully authorized by the University of Arkansas to execute this Agreement on behalf of UATV, and that such authority shall legally bind UATV to all the terms, performances and provisions herein set forth. A copy of such resolution shall be provided upon execution of this Agreement. B. The City may exercise its right to either temporarily suspend or permanently terminate this Agreement if there is a dispute as to the legal authority of either UATV or the person signing the Agreement to enter into this Agreement. SECFION IV. COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS. A. UATV shall comply with all applicable laws, regulations, procedures and polices of the Federal, State and local governments. SECTION V. CONSIDERATION A. In consideration of UATV administering and supervising the programming of the Education Channel on the City's behalf', the City of Fayetteville grants UATV exclusive control of its educational access channel. B. Funding for any and all use of the educational channel shall be the responsibility of those providing programming for such use. UATV is not responsible for providing production facilities for the educational channel. SEC'T'ION VI. ENTIRE AGREEMENT A. This Agreement constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understanding, or other commitment antecedent to this Agreement, whether written or oral, shall have no force or effect whatsoever, nor shall any agreement, assertion, statement, understanding, or other commitment occurring during the term of this Agreement, or subsequent thereto, have any legal force or effect whatsoever unless properly