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CATV - CABLE TELEVISION (13) 1j " f' 1 MEMORANDUM OF AGREEMEN'T between THE CITY OF CLEARWATER, FLORIDA and VISION CABLE OF PINELLAS, INC. I . - '" ~-.~ This memorandum of agreement between the City of Clearwater (City) and Vision Cable of Pinellas, Inc. (Company) contains specific clarifications and documentation regarding the construction and operation of a cable communication system by the Company within the City. This memorandum, alon,g with the Company.s llApplication for a Cable Communication System Franchise for the "City of Clearwater, Florida" dated September 10, 1979, shall be attached to the Clearwater Cable Communications Franchise Ordinance (Franchise) as Exhibit A and shall become a part thereof and become binding on, the Company. 1. CHANNEL CAPACITY Upon completion of initial constr,uction and activation of the cable commun- ications system pursuant to Article II, Section 3 of the Franchise, the system , shall have a downstream capacity of 54 to 400 MHz pe rmitting the activation and delivery of 51, 6 MHz television channels to all subscribers. The attached memorandum from the company's equipment vendor verifies that the necessary electronic components will be available to the Company to permit the timely construction and activation of the system as proposed by the Company. It is hereby agreed that the Company's inability to procure the necessary system components shall n,ot be justification for failure to meet the construction and activation timetable, nor grounds for an extension pursuant to Article I, Section l7(G) and Article II, Section 3 of the Franchise, unless such inability re suIts from acts of God, strike s, lockouts, or other events beyond the contr 01 oi the Company's supplie r. 2. CONSTR UCT ION SCHEDULE The attached map and construction schedule specifies the timing anp activation of the system by planning districts within the City. The Company !'f-{C.' ," (ff), ':' ~ - ", . ~-... 1 shall diligently pursue the obtaining of all permits necessary to furnish '- cable service to District 1. If such permits are obtained and construction of such service to District 1 is logically and economically feasible at an earlier date, the construction to District 1 will be advanced and other construction tiInes then occurring thereafter shall be adjusted accordingly. 3. VERIFICATION OF FINANCIAL RESOURCES Attached are documents verifying that the Company has sufficient financial resources specifically allocated to the Clearwater cable commun- ications system to construct, operate and maintain the system for the full 0' franchise term and in full compliance with the franchise. 4. LOCAL PROGRAMMING It is agreed that the programming produced and presented to subscribers within the City of Clearwater as part of basic service, shall include but not be limited to the following regularly scheduled programs, and shall be available within 24 months from the date of this agreement: "TENNIS, HOW TO" Internationally renowned tennis pro Harry Hopman "SHELLS AND THINGS" Clearwater Marine Science Center. "INSIDE GOLF II Innisbrook golf pro Mike Souchak. "FLORIDA GULF COAST SYMPHONYII Our own syTIlphony under the baton of Maestro Irwin Hoffman. "PHILADELPHIA PHILLIES'I Spring training games and other coverage. IlKAHLUA CUP AND SORC RACINGII Florida sailing at its finest. IIYOU AND THE LAW" Legal forUIl1s and noted speakers presented by the Clearwater Bar As sociation. liTHE PERFORMING AR TS" Programming from the Performing Arts Center & Theater, Inc., if and when constructed. lIAR TS AND CRAFTSII Featuring: Jewelry making Pottery Woodworking Painting Glas s blowing W oodburning Gourmet Cooking_ Art of Choosing Wine -2- , " "TRAFFIC COiROL" -, ,",' l Up_to-the-minute traffic control on Memorial Causeway (including bridges), the Clearwater Pass Bridge, and beach parking reports for Clearwater. "NEWSBEA T" Nightly news from the Clearwater perspective. "FLORIDA FISHINGlI Sport fishing featuring Capt. Ky Lewis of the Daisy Mae. "HERE'S TO YOUR HEALTHlI Health and physical fitness featuring Dr. John Dormois, well known cardiologist. 5. During the period of construction of the Clearwater system, Company . :a~ shall advise City of any new franchises that it may be granted or may purc~se. :~~Sj~"li .. Company agrees not to commence construction of any new franchises granted or construction of the Clearwater system. , ! purchased hereafter, other than Belleair, prior to commencement of the 6. The City and the Company consider the Franchise agreement to embody iInportant property and contractual rights in favor of the City, its citizens and the Company. In the event that the Federal or State government purports to change any term of the Franchise, it is agreed that the City is empowered to fully enforce all terms of the franchise as a matter of contract, at its option, notwithstanding any legislation or regulation superseding the Franchise. 7. Whenever the Company believes, or has reason to believe, that it has violated any provision of the Franchise, or any applicable local, state or federal low or regulation, the Company shall immediately notify the City by written letter to the City Clerk of any such violation. The Company shall be conclusively preswned to know the requirements of this memorandwn of ent and the Clearwater Cable Communications Franchise Ordinance. Attest: City ~anager ~".ll. ~ ~ City Clerk INC. B Title coun0tJ~ IJ tU1 Mayor-Commissioner Date: -z.-,/?p#C> I I