CATV - CABLE TELEVISION (12)
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ORDLNANCE NO. 2084
AN ORDL.'iANCE OF TEE: CITY OF CLEAR'WATER, FLORIDA,
GRANTING A FRANCHISE TO VISION CABLE OF PINELLAS, INC.
ITS SUCCESSORS OR .ASSIGNS; PROVIDING FOR THE
STANDARDS AND PROCEDURES REL<\.TING TO OPERATION
OF TI-<:E SYSTEM; PROVIDING FOR THE ADMINISTRA. TIal
AND REGULATION OF T1-::E SYSTE1vl; PROVIDING FOR THE
PlJ""RCF...ASE OF THE SYSTEM BY TF..E CITY OF CLE-.<\RWATER;
PROVIDING FOR TEE RENEWAL OF THE FRANCHISE;
PROVIDING FOR TEE ACCEPTANCE OF THE FRANCHISE;
PROVIDING FOR REPEAL OF ALL ORDL.~ANCES OR PARTS
OF ORDINANCES IN CONFLICT HEREWITH TO TF..E EXTENT
OF SUCH CONFLICT; PROVIDING FOR THE SEPA..~4..BILITY
OF THE PROVISIONS HEREOF; PROVIDING FOR PROPER t
NOTICE OF PROPOSED ENACTMENT; AND PROVIDING FOR.'
TEE EFFECTIVE DATE OF TEJS ORDIN_.<\NCE.
WEEREAS, the City of Clearwater has, following reasonable
notice, conducted a full public heal"i1lg, ::!Uordi.!lg all persons reasonable
opporl".lllity to be heard, whic~ proceed~ T1~ was concerned with ilie a:1a.lysis
and consideration of the tech:rl.cal ability, fi.cancial condition, legal
qualiiication and general c=.a.racter of the iran~see; and
WEEREA.S, the City of Clearwater a.fter sucl:l consideration,
analysis and deliberation, has approved and found sufficient ti::.e te ch.o.ical
ability, fi.!l.anclal condition, legal qualification, and ch.aracter of said
francl:lisee; and
WHEREAS, the said City of Clearwater has at the said public
hearing, also considered and analyzed the plans of the franchisee for the
construction and operation of the cable co~WJication syste::l and found
the same to be adequate and feasible in view of the needs and requirements
of the eI:i:ire area to be served by the said system.;
NOW, TEER.EFORE~ BE IT ORDAL.~ED BY THE CITY
CO~"llSSION OF THE CITY OF CLEARWATER, FLORIDA:
Sec-:ion 1. The City of Clearwater does ordain t2:lat bere is
hereby created, gra!lted a!J.d establis=.ed a non-exclusive, full a1:.d co~?lete
i:-anchise for a period of fiftee:l (15) u-ears ~or the, i.nsta11atio~ operat=.o:l
and mainteoanc~ of a cable COz:::u::::lu.:rications system within t~e City-of
Clea:,wate:- to Vis ion Cable of Pine Uas, U:.c.
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Provided~ however, fl:::a.t the said franchise shall be subject ~o the iollowiJ:.g
terms and pe=forr=.ance conditions:
AR TrCLE L GRANT OF FRANCBT..5E AND GENER--'\.L PROVISIONS
Section 1. Title of O=di.c2.IlCe
This ordina.nce shall be bow!l and may be cited as the " Clearwater
Cable Communication. Franchise," he=eiDafter "Franchise," and it shall
become a par.t of the ordillances of the City.
Section 2. Definitions
For the purpose of this ordinance the followin.g ter:::::ls, phrases~
words and t!leir derivations shall have t::.e mea.ning given herein. When.
not inconsistent with. t::.e come::, wo=ds used in t::.e present tense i.n.clc,de
the future, words in the plural ,o:w::::ilier include the singular nl1~ber, an.d
words in the singular number include the plural number. The word "sha.UII
is m.andatory and "n:.ay" is per~ssi~.re. 'Words not defined shall be given
their common and ordi.c.ary meaning.
a. "Basic Servicell shall mean all subscriber services provided
by the Company, including the delivery of broadcast sig.=.als, cove=ed by
the ~gu1ar mo.c.th.1y charge paid by all subscribers, excluding optiooal
services for which a separate charge is ~de.
b. "Cable Comm.unication System" or "CATV Syste!:l, II shall mean
a system of anteD..!!as, cables, wires, 1ic.es, towers, wavegcides, or coer
conductors, converters, equipment or facilities, designed and constructed
for the pu:-pose of producin&,- receiving, tran.smitting, amplifyin.g and dis-
tributi.o.g, audio, video alld oilier forms of electro.c.ic or elect=ical sig.:::.als,
located in the City. Said deiici:ion shall !lot i.:l.c1ude any sucb facility t.::at
se:-ves or will serv-e only subscribers in. one or core I::lUlt:?le l"~:t cweP; "'gs
1J.:lder COz::u:::lon ownership, co.c:t=ol or '"':"':~=.a.gemeZJ.t, and does cot use Cit:..
rights -of-way.:
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c. "ClaSS IV Channel" :z=,eans a sig.n.a1;""g path ?=oviced by a
cable commuci.cations system to transmit signals of any type from a
subsc:-iber terr.::ri..r:1al to ao.o'the r point in the cable co~uni.catioIlS system.
d. "Cityl' is the City of Clearwater, a municipal corporation, i:l
the State of Florida.
e. "Company" is Vision Cable of Pine llas, Inc.,
the grac:tee of rights Wlder this ordinance awarding a fran.chise, or the
successor, transferee or a.ssignee.
f. IICoJJ.ve~r" means an electronic device which converts signals
to a f=equency not susceptible to interference within. the televisioI:!. receiver
of a. subsc:-iber, a.nd by an appropriate cha.o.nel selector also pe:-~its a.
subscriber to view all signals included in the basic .se:-vice delivered at
desigDated converter dial locations.
g. "Commission" shall mean the go~rci..n.g body of ~e City of
Clearwater.
he '''Dedication'' shall be liI::o.ited to those rights -of-way for the
benefit of the public and com:olled by City, the terms, conditioD,s or
limitatioc..3 upon which are not inconsistent with the erection, const:-uction
or maio.teo.an.ce of a CATV system.., its st1:'Uctures or equipment.
i. "Easement" shall be li.J::lited to those rights -of-way or easeme.::.ts
of record i:l favor of the City, the terms, conditioIls or limitations upon w::i6
are not inconsistent with the erection, construction or maintenance of a CATV
system, it:! st:-uctu:-es Or equipmem.
j. IIFCC" shall mean the Federal COI::lmu:llcations Com.mission a.o.d
any legally appoiI::.ted, designated or elected ageIlt or successo:,.
k. "Gross Revenues" shall mea.n. all revenue derived di=ectly or
i.c.directly by ~e Cor::.pany, its a.!:5.liates, subsidiaries, pare=.t, anc a~y
person in whio the Company has a financial Urterest, or its successo:"s,
assigns or t:a~ferees, from or' ill connection with ~e operation of a cable
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coz:::ur.wrlcation. systec pursuant to this ordi.oance; provided, however"
all reveI:l:u,es, shall include but not be li=lited to, basic subscriber
service mon:th1y fees, pay cable fees, i.o..stallation and recon.!:lection fees,
leased channel fees, converter rentals, studio rental, production equip-
ment aIld per~0I1lle1 fees, and advertising reveo.ueSj and that this shall
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not include any ta:tes on services furmshed by the Co:r=.pany herein imposed
directly upon any subscriber or user by the state, city or other govern-
m.ental unit and collected by the Company on behalf of said gover:u::o.ental
w:rl.t.
1. "Highway" is a way or place of whatever nature, publicly
mai!ltai.o.ed and open to the use of t::e public for purposes oi vehicula. r
travel. Highway shall include street or alley.
0.. tl!!l.stallation" shall o.ean the co.c.o.ection of the system f:-om.
feeder cable to subscribers' terr::ri.nclls.
.0.. "Public Properlyu is any real property owned by the City
other than a highway, sidewalk, easement or dedication.
o. IISidewalk" is that portioe. of a highway" ether than the :-oadway,
set apart by curbs, barriers, markings Or other delineation for pedestrian
travel, including parkways, not on private lands.
Section 3. Grant
The City herebygra.o:ts to Company a nonexcl'.lsive CATV System
Franchise subject to all the terms and conditions as herein provided.
Section 4. !Ug:hts and Privile2:es of CocDany
The f:-anchise granted by the City pursuant to this ordi.Il2.nce shall
grant to ~e COI::.pany the right and privilege to e:-ect, co.cst:'uct, operate
and cai.::::tain in, upon, along, across, above, over aoc. u;:.der the highways,
sidewaL'<s, easemeD.ts, dec.ications and other public property now in \
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exis~nce and 3:s may be created or established during i:s ter::::.s; any
poles, wires, cable, u::Lderground conduits, n::.aoholes, and oce:- television
conductors and ~":'re s neces sa ~y for the z=.akte:lance and opera.tion oi
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a CATV system for the interception, sale, transmission and distribution
of television programs and other audio-visual electrical signals in,sofar as
is consistent with ordinances of the City of Clearwater and the right to
transmit the same to the inhabitants of the City on the terms and conditions
he reinafter set forth.
Section 5. Ae:reement
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Upon adoption of this franc...~ise and execution hereof by Company,
Company agree~ to be bound by all the terms and co.nditions contained he rein.
Except as may be modified in accordanc'e with Article In, Section 2,
hereof, Company also agrees to Rrovide all services specifically set
forth in its application to provide cable te levis ion service within the co nfines
of the City of Clearwater and by its acceptance of the fran.chise, the Company
specifically grants and agrees that its proposal
and the memorandum of
understanding executed between the parties are thereby incorporated by
referen,ce and made a part of the franchise and this ordinance. In, the event
of a conflict between such~roposals and the provisions of this ordb.ance, that
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provision which provides the greatest benefit to the City, in the opinion of the
Commission, shall prevail.
Section 6. Term
The term of the franchise to be granted by the City pursuant to this
ordinance shall be for a period of fifteen (15) years from and after the
effe ctive date.
Section 7. Effective Date
The fran,chise term shall commence with the adoption of this ordinance,
and its official publication.
Section 8. A rea
This franchise is granted for the entire area of the City of Clearwater
as it exists and as its borde rS may froc time to time be changed.
Section 9. Fees
The City shall, by ordinance, when it deems ap'Propriate~ set or readjust
a franchise fee not to exceed that permitted by federal or state law.
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Section. 10. ?olic~ powers
In accept:in.g this f=anchise, t::.e Coz:::pany ac..1Qowledges that its
righ:s hereunder are subject to the police power of the City to adopt and
eclo~e general ordi,.,:::tnc~s necessary to the safety ane weliare of the
public; and it agrees to comply wi: all applicable generalla:wvs and
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ordi.na.nces 'enacted by the City pursuant to such power.
Any con:f1ict between the provisions of t".;s franchise and ac.y other
present or fu..~re lawful exercise o! tile City's police powers shall be
resolved i.D. :favor of the latter, except that a.r..y such exercise t1::.at is ZlOt oi
genera.l ap?lication in the ju.-isdict:ion or applies e:rc1usively to Co!:::.?any
or CATV systel:S which con::a.ill.s pt'1JvisioIlS bco.r:.siste:::i: 'Wi==' Cis ira.c.c1:is e
shall prevail o.cly if c,?on sua exercise, be City of: nds aJ:. e::erge=.cy e=.s-:s
COIlStit"~g a da.:.ger w health, safe~, p:,oper:y or geI:.eral wel:f.are or sue1=.
e:tercise is .......~ndated by law.
Section. 11. CATV F:-a.c.cl:.ise Recuired
No CATV syste:::c. shall be allowed to occupy or use ce st=eets oi
tb.e City or be allowed to operate W"ioou: a CATV fra.c.cbise.
Se c:io n 12. Use of Con::~anv Fa ci.li"ti e 5
The City shall have the rig~ du=ing the life of t~~s :rancl:.is e, to
i1lstall and n::ail::ta.iJ:. free of cb.a.rge upon the pole s of t:J:le gra:rt~e any wire
a:::.d pole fi:r:-.J.res ~t do .cot u.c=easo.cably i.n..~r!ere witl::. t:e CATV
operations of the grantee. The City agrees to indeI::lJ:li.iy, de!end, and hold
the c:o=-pa:1.y har.....1ess from actio.c.s ~esu1ti:lg froe tb,e City's use t.:lereof.
SectioIl 13. Rates
The City shall by ordina.:1.ce set fair a=.d reaso!2ble rates to bot='
COI:l,?any a:1.d s~bsc:~ibe:rs whie L::. the a.ggregate!::leet all a?,?lic.able C::Jsts
of service, proviced by Co=pany i=.c1udi:l.g !air re<:".J.r:l 01:. i=::ves-:ed c.a?'i:al,
assw:::ri..:lg efficie::::t alld econoo.ical I:::l3.nage:::.ent. The procec:.:=e co c:=.a.::.ge
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sub s c~ibe r ra~e s sb.all be U:l. a cco rance ....-itb. Article !!I, Se c:: 0!:.s 2. a:1.d 4'.
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Section 14. Costs
Costs to be borne by Coz:::pac.y shall include, but shall not be
limited to, all costs of publications of notices prior to any public meeting
provided for pursuant to this franchise, and the co sts incurred by the City
in its st'.J.dy, preparatioc. of proposal documec.ts, evaluatioc. of all
applicatioc.s, and exam.ination of applicants I qualificatioc.s les s the total
amount of application fees received from- all applicants not to exceed
Twenty-Five Thousand Dolla.rs ($25,000.00).
Sectioon 15. Notices
All notices from Company to the City pursua1J.t to this franchise shall be-
to the City Manager or to such officer as designated by the City Coc=.ission.
Company shall maintain with the City, throughout the term of this fran.c=.ise,
an address for service of notices by mail. Company shall also maintain
with the City, a local office and telephone c.wr.ber for the conduct of
matters related to this frac.chise during normal busmess hours.
Section 16. Letter of Credit
a. Withi.n ten (10) days aiter the award of this franchise, the
Company shall deposit with the City an irrevocable letter of credit from a
fi.o.a.ncial institution in the am.ount of $20,000. 00, subject to approval by the
City Attorney for form and content. The letter of credit shall be used to
insure the faithful performance by the Cocpany of all provisions oi this
franchise; and compliance with all orders, permits and directions of any
agec.cy, commission, board, depart=1e1J.t, division or office of the City having
jurisdiction over its acts or defaults u.c.derthis iranchise, and the paycent
by the Cocpany of any cla.iros, liens and ta:e s which a rise by reasoc. oi the
constructioc.. operation or mai.::rl:ena:l.ce of the system.
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b. The letter of credit shall be ~::lic.tained at $201000.00
during !:he entire term of this franchisel even if amounts have to be
withdrawn pursuant to subc;livision a. or c. of this section.
c. If the Company fails to pay to the City any compensation
withill the tin:e fixed herein; orl fails, aiter ten (IO) days' notice to pay
to the City any ta:&:es due and unpaid; or fa Us to repay the City within ten
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(IO) daysl any damages, costs or expenses which the City is compelled
to pay by reasoc. of any act or default of the Company in co.c.nectioc. with
this franchise; or I fails, after three (3) days' notice of such failu:-e by
the City to comply with any provision of this iranchise which 6,e City
reasoo.ably determines can be remedied by deI::ac.d on cl:.e letter of credit,
the City !:lay i=Inediately request pay:t:lent of the amount thereof, with
interest and any penalties, from the ,letter of credit. Upon such request
for payment, the City shall notify the Company of tl:.e amount and date
be reof.
d. The rights reserved to the City with respect to the letter of
credit are in additioc. to all other rights of the City, whether reserved by
this franchise or authorized by lawl and no action, proceeding or exercise
of a right with respect to such letter of credit shall affect any ather right
the City I:la Y have.
e. The le~r of credit shall contain the following endorseoent:
"It is hereby understood and agreed that this letter
of credit m.ay not be cance lled by the is sue r cor
the intention not to renew be stated by the issuer
until thirty (30) days after receipt by the City,
by registered mail, 01: written notice of such
intention to cancel or not to renew."
Sectio c. 17. COc.st:-uctioc. Boc.d
a. Within thirty (30) days after the award of os iranch,isel
the COI::.pany sl:::.all obtai.o. and :-.a..in:taL:l at its cost an.d eX?ec.s el and file
with. the City ~lerk, a corporate su:,ety bond in a cOI::.pany authorized to
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do busines s to. tl::e State of Florida a:ld fou.o.d acceptable by the City
Attorney, in the amount of One Million Dollars ($1,000,000.00)
to guarantee ~e tiz:lely construction and full activation of t1:le CATV systec.
The bond shall proyide, but not be limited to, tb.e following
condition: There shall be recoverable by t:J.e City, joi.o..tly and severally
fror:J. the principal and surety, the am.ou.c.t necessary to satisfa~torily
cOr:J.plete and fully activate the CATV system. throughout ~e franchise area
where the CATV system will be initially availa.ble to all dwellic.g Wlits
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pursuant to the terms and conditions of Article II, Se crion 3 of this
ordinance witb.in twenty-four (24) months.
b. Any extension to the prescribed time limit must be authorized
by the COr::J.m.is sion. Such extension shall be authorized oely wi:.e D. the
Com.m.ission'finds that such exten..sion is necessary and appropriate due to
causes beyond the control of the Company.
c. The construction boo.d shall be terminated only after the
COID..Cis sioo. finds that the Cocpa.o.y bas satisfactorily completed initial
construction and activation of the CATV systec pursuant to the ~rms and
conditions of Article !I, Section 3.
d. The rights reserved to the City with respect to the const:.-uction
bond a~ in addition to all other rights of the City, whether reserved by
this ordi.o.ance or a.uClorized by law, and 0.0 actio!:., proceeding or
exercise of a right with respect to such construction bond shall ai:fect
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a.ny other rights the City may have.
e. The construction boo.d shall contain. the following e ndorse!:leot:
"It is hereby unde rstood and agreed that this boo.d
r:=.ay not be cancelled by the surety nor the inteotion
not to renew be stated by t.:J.e -serety until thirty (30)
days alter rec~ipt by the City, by registered r::-..ail,
a writ:e:l not:.ce of such intent to cancel or oot to
renew. "
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f. In lieu of such constr.:.C'tlon bond, the Company may deposit
with the City an irrevocable letter of credit from a financial institution
in the amount of $'1.000,000. 00 subject to approval by the City Attorney
for fore and coment. The letter of credit shall be used to insure the
timely construction and full activation of the C_~TV system.
g. If the Company fails to fully activate the CATV systec as
provided in Subsection a. of this Section 17# the City may im.mediately
request payment of the amount thereof. with interest and any pe.o.a.lties,
from the letter of credit. Upon such request for payment, the City
shall notify the Company of the a.coWlt and date thereof.
h. The rights reserved to the City with respect to the letter of
credit are in addition to all other rights of the City, whe~er reserved
by thi.s franchise or autb.orized by law, and llO action, proceeding Or
e~ercise of a right with respect to such letter of credit shall affect any
other right the City may have.
i. The letter 01 credit shall contain the following endorsement:
"It is hereby understood and agreed that this letter
of credit may not be cancelled by the issuer nor
the inte.ction not to renew be stated by the is suer
until thirty (30) days a....~er receipt by the City, by
registered mail, of written notice of such intention
to cancel or not to renew. rr
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Section 18. Liabilitv anc: I.o.surance.
a. The Company agrees by the acceptance of this franchise
to i.o.demnify, keep and save the City free and harcless from. liability
00. account of injuries or daoage to persons or property arisi..o.g out of
the construction, maintenance, repair and operation of its cable television
system. In the event that suit shall be brought agai..o.st the City or its
officers or employees, either i.c.dependently Or joi.!ltly with the Company
on account thereof, the Company upon notice by the City shall defend the.
City or its officers or employees in any such suit at the cost of the
Company and in the event of final judgment being obtainec: against the
City or its officers or employees eithe:- independently or jointly with the
Cocpany, the Company shall indeI::l.!Jiiy the City or its officers Or
employees and pay such judgment witb. all costs and hold the City or its
officers or employees harmless therefrom.
b. The Company shall pay a!ld by its acceptance oi the franchise
specifically agrees that it will pay all expense s incurred by the City or
its officers or ez:lployees in defending itself with regard to all damages
and penalties centioned in subsection a. above. These expenses shall
i.o.c1ude all out-of-pocket e:penses, such as attorney fees, and shall also
include the reasonable value of any services rendered by the City Attor.oey,
or his as sistants or any employees of the City or its agents.
c. The Company shall maintain and by its acceptance of the
franchise specifically agrees that it will maintain throughout the term
of the franchise, liability insurance insuring the City and the Coopany witb.
regard to all da-';lges centioned in subsection a. in the ::::::i.obn-. amount
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(l) $ 500, 000 for prope rty da1"'"'.Age to anyone pe rson;
(2) 52,000,000 for property cia~~ge in any oae accident;
(3) $1,000,000 for personal injury to anyone person; a.o.d
(4) 52,000,000 for personal i.o.ju:-y in any oce accident.
d.
The, izuurance policy obtained by t:l:le Company i:. cocpli..ance
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this section I:::!.US: be approved by the City Attorney and such i.1:1.su:-ar.ce
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?olicy, along with wri::en evidence of pay=:ez::: of requi::-ed pre!:'lil:.:ns,
shall be filed and mai.z:.tained with the Cle::-k of the City Con::.m.is sion du:-i.!lg
the rerm of the franchise, and may be cbanged from ti.me to time to reflect
changing liability lim.its. .The Cocpany shall ic.mediately advise City
Attorney of any litigation ~: ::lay develop &: would affect this insu.:-ance.
e. Neither the provisions of this section nor any da;"r'::! ges recovered by
the City thereu.c.der, shall be construed to Or limit the liability of ~e
Company under any iranchise issued hereunder or for da~ges.
i. All-insurance policies mautai..c.ed pursuant to this franchise shall
contain the following endorseme.z:.t:
lilt is hereby understood and agreed 1-'J..,;:;t this i.c.su:-ance
policy may not be cancelled by the insuror !lor the inten-
tion not to renew be stated by the i.c.sur?r un.til t1:.i:-ty (30)
days after receipt by the City, by registered mail, a
written lJ.otice oi such i.ntention to cancel Or not to ren.ew."
Section 19. IndeI:llliiicatioo
, Company shall, at its sole cost and expense, fully indez=.niiy, ciefe:ld
and hold harmless the City, its officers, boards, cOI:nI::lissions and e:=ployees
against any and all claims, suits, actions, liability and judgments for
damages (including but not 1.i=:lited to expenses for reasonable legal fees a.nd
disbursements and liabilities assumed by the City in cOOllecnon therewith):
a.. To persons or property, in any way arising out of Or through the
acts or omissions oi Company, its servants, agents or employees or to which
Cocpany's negligen.ce shall in a.ny way contribute;
b. Arising out oi any claim for invasion oi the right of privacy, for
de!azna.tion of any person, firm or corporation., or the Vlolation Or i.ciri.=.ge-
I::.ent of any copYTight, trademark, trade m :::le, service mark or pate.:lt,
or of any other right of a:lY person, firm or corporation (excluding cla.i.::::.s
a:-isi..!:.g ot.:t of or :-elating to City progra=..=:::illg); a:ld
C. Adsi!1g ou.t of Cocpanyls failure to cO=:J.ply wi~ tbe p:-ovisioc.s of
any federal, state or local star..l~, ordi.:::ance or regulation applicable to
Cocpany in its business hereu..=.der.
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The foregoing indemnity is conditioned upon the following:
The City shall give Company prompt notice of the making of any
claiIn or the commencement of any action, suit or other proceeding
covered by the provisions of this section. Nothing herein shall be deemed
to prevent the City from cooperating with Company and participating in
the defense of any litigation by its own counsel at its sole cost and expense.
No recovery by the City of any swn by reason of the Letter of Credit
required in Article I, Section 16, hereof shall be any limitation upon the
liability of the Company to the City under the terms of this section, except
that any swn so received by the City shall be deducted from any recovery
which the City might have against the Company under the terms of this
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section.
Section 20. Rights of Individuals
a. Company shall not deny service, deny access, or otherwise
discriIninate against subscribers, channel users, or general citizens
on the basis of race, color, religion, national origin, sex, or speech content.
Company shall comply at all times with all other applicable federal, state and
local laws and regulations, and all executive and administrative orders
relating to nondiscrimination which are hereby incorporated and made a
part of this ordinance by reference.
b. Company shall strictly adhere to the equal emplopnent opportunity
requirements of federal, state and local regulations, and as amended from
tiIne to time.
c. No signals of a Class IV cable communications channel shall be
transmitted from a subscriber terminal for purposes of monitoring
individual viewing patterns or practices without the express written
permission of the subscriber. The request for such permission shall be
contained in a separate docwnent with a prominent statement that the
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subscriber is authorizing the per:::lission i.:::1 full k::.owledge of its
provision.. The authori=ation shall be revocable at any ~...me by ce sub-
scriber without penalty of any kind whatsoever. Such authorization is
required for each type or classification of Class IV cable cc~U1lications
activity plan.ned for the purpose, provided, however, 7t...~t ce COI:lpany
shall be e.c.titled to coa.duct system-wide or individually addressed "sweeps II
for the purpose of verifying system illtegrity, conn-oIling retu!"!1.-patb.
transmission, Or billing for pay services. Any utility meter reading
service is exemp~d from the provisions of this Subsection c.
d. The COI:lpany, or any of its agents Or employees, shall not, without
the specific written authorization of oe subscriber involved, sell, or
otherwise ma..1.ce available to any- party:
(1) lists of the names and addresses oi such subscribers, Or
(2) any list which ideo:d.iies ce individual viewillg habits oi
subs cribe 1'5.
Section 21. Public Notice
MiMi'l"':1u=J. public notice of any City public :::leeting relating to this f:"an-
c.hise shall be in accordance with the ordinances of the City of Clearwater.
The Cocpal:lY shallnotiiy its subscribe 1'5 of the meeting by an.o.ouncemect
on at least one (1) chan.o.el of its CATV system between the hours of 7:00 p. c.
and 9:00 p. =:1., for five (5) consecutive days.
Section 22. Severability
If any section, subsection, sentence, clause, phrase Or portion of this
ordinance is for any reason held illvalid or ullconstitutio.c..a.l by any court
of cOI:::.pete:lt jurisdiction, such po rtion shall be de emed a separa:e, disti.=1c-:
and indepe.c.de.u.t provisio!l alld such holdillg shall not at:ec: ce validity of
~e re!:"'...ailllo.g portions thereof.
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AR TICLE Il. CATV SYSTEM EXTENSION
OPERATION, STANDARDS AND
PROCEDURES
Section 1. Company' sProposal Incorporated
Except as may be modified in accordance with Article Ill, Section 2,
hereof, Company shall, in addition to the minirnwn requirements of this
ordinance, Ordinance Nos. 2085 and 2086 and Memorandwn of Agreement,
provide all other services specifically set forth in its proposal and any
supplements to provide cable television service to the City of Clearwater,
and by its acceptance of this ordinance, Ordinance Nos. 2085 and 2086 and
Memorandwn of Agreement, the Company specifically grants and agrees
that its proposal is thereby incorporated by reference and made a part
of this ordinance. In the event of a conflict between such proposal and the
provisions of these ordinances, that provision which provides the greatest
benefit to the City, in the opinion of the Commission, shall prevail.
Section 2. Service Availability and Record Request
The Company shall provide cable communications service throughout
the entire franchis.e area pursuant to the provisions of this franchise and shall
keep a current record for at least two (2) years of all requests for service
received by the Company. This record shall be available for public inspection
at the local office of the Company during regular office hours.
Section 3. CATV System Construction
a. Construction Map and Schedule
(l)Map and Plan (Exhibit A)
Company has submitted a construction plan which is incorporated
herein by reference and made a part hereof as Exhibit A. The plan consists
of a map of the entire franchise area and clearly delineates the phases of
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construction and activiation within the franchise area.
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(2) Public !.c.s"Oedion of Plan
I
The =:locier~ization and e:=:~!lSion plan shall be made available for pu::,lic
inspection during normal business hours at the main local office of Compa~y
at Company's expense.
(3) Earlv Construction and .Extension
Nothing in this section shall prevent the Company from constructing ilie
sys~m earlier than planned. However, any delay in the systec. construcnoc
beyond the times specified in the plalJ. report timetable shall require
application to and consent by the City Com.m.ission. The City may not withhold
consent when Company has shown goo~ cause for the delay but City may
attach reasonable conditions to ensure performance.
(4) Co~encement of Const:-ucnon
Construction. in accordance w~t:l the plan subcitted by Ccz=:;any shall
con:..c.ec.ce as soon. after the gra=.t and acceptance of the fra.::d:::.ise as is
reasonably possible. The City acknowledges that COIn.!::len.cez=.ent of const:-uc:ion
depen.ds in large part upon Company's retention of cable television construction.
crews and upon pole ~e ready by utility companies. Cocpan)- shall seek to
retain and contract with such construction Crews and utility companies with
all due diligence. Failure to proceed e:rpeditiously shall be grounds Ior
revocation of this franchise. Failure to proceed expeditiously shall be
. presumed in the event construction. has not been. substantially completed
according to the construction schedule incorporated herein.
b. Additional }..1andatory Extension - Extension of the system into any
areas not specifically trea~d in the pla.o., Exhibit A, shall nonetheless be
required if the te rInS of any of the following conditions a:-e met:
(1) Ma.::!.dato:-y Ex-te::::.sion Rule
CocpalJ.Y shall ex:eDd systeo. upoc request to any a-:-ea not desig=.ated
for ex:eo.sion in ';"yl-oibit A when potential subscri~ers can be se=vec by
e:r:enslon oi system past occupied' c:wellin.g ~ts equivale.::lt to a den.sity of
forty (40) dwelling u.m:s per mile of cable contiguous to the activated syste~.
~
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(2) Early Extension
In areas not meeting the requirements for mandatory extension of
service, Company shall provide, upon the request of five (5) or more potential
subscribers desiring service, an estimate of the costs required to extend
service to said subscribers. Company shall then extend service upon request
of said pote~tial subscribers according to the rate schedule. Company may
require advance payment or assurance of payment satisfactory to Company.
The amount paid by subscribers for early extension shall be nonrefundable,
and in the event the area subsequently reaches the density required for man-
datory extension, such payments shall be treated as consideration for
early extension.
(3) New Development Undergrounding
In cases of new construction or property development where utilities are
to be placed underground, the developer or property owner shall give Company
reasonable notice of such construction or development, and of the particular
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date on which open trenching will be available for Company's installation of
conduit, pedestals and/or vaults, and laterals to be provided at Company's
expense. Company shall also provide specifications as needed for trenching.
Costs of trenching and easements required to bring service to the
development shall be borne by the developer or property owner; except that if
Company fails to install its conduit, pedestals and/or vaults, and laterals
within five (5) working days of the date the trenches are available, as designated
in the notice given by the developer or property owner, then should the trenches
be closed after the five day period, the cost of new trenching is to be borne
by the Compl. ny and shall not be passed on to the subscribers or be considered
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in establishing rates. Except for the notice of the particular date 00. whicb.
trenching will be available to Company, any notice provided to Cocpany by
City of a prelimi.ca.ry plat request shall satisfy the requirement of reasonable
notice if sent to the local general manager or system engineer of Coopany
prior to approval of the preliminary plat req1:.est.
c. Special Agreements - Nothing herein shall be construed to prevent
CO:cJ.pany from serving areas not cove red under this section upon ag=eement
with developers, property owners, Or residents.
d. Areawide Inte rcon..c.e ction of CATV Syste:cJ.s
(1) Intercocnection. Required
The Company shall interconnect origi..o.a.tion and access
channels of the cable system with any Or all other CA.-TV
systems in. adjacent areas, upon the directive of the City.
Interconc.ection of systems ~y be done by direct cable
coc..c.ection, cicrowave lilL.lt, satelli~, Or other appropriate
method.
(2) Interconnection. Procedure
_Upon receiving the directive of the City to interconnect,
the franchisee shall i.!:DI:l:lediately io.itiate negotiations wi6.
the other affected system Or systems in order that costs
may be sbaredequally for both construction and operation
of the interconnection link.
(3) Relief
The franchisee may be granted reasonable e:r:ensions of
time to interconnect or the City may rescind its order to
inte rcoc.nect upon petition by the franchisee to the City.
The City shall grant said reque st if it finds that the franchisee
has negotiated in good faith and 1::.as failed to obtain an
approval from the system or systems of the proposed l.!lter-
co.c.n.ectioD., or tb.at the cost of the intercocnection would
cause an. unreasonable or UDacceptable increase in subscriber
rates.
(4) Coot)eration Reouired
The franchisee shall cooperate with any intercoD.:lection
corporation, regional interconne ctio n authority or city,
county, state alld federal regulatory agency which may be
hereafter established for the purpose of ~ gulating, fwnc1.c.g,
or ot."lerwise providing for the i.c.tercoc.nection of cable systems
beyoo.d the bOU1ldaries of the City.
(5) lDitial Technical Rec:uire~e~ts to Assure Fut-;;tre :t!l~rco~ec-:-:o~
Ca'Oability
(1) All cable systems receivi.!lg franc~ises to operate wi~i~
the City shall use the sta.o.dard freque::.c:y allocations for
televis.ioIl sig.cals. (2) All cable systecs are required to_use
sig.cal processors a.t the ceadec.d for eac.b. television signal.
(3) The City also urges fra:J.chisees to provide local origi=a:ion
equipment that is COI:::::atible t~rougb.out the a:-ea so t.b.at ...-ideo-
cassettes or videotapf"s can be sb.ared by vadous systems.
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Section 4. Company Services
COmpany shall provide at least the following services:
a. Standard Installation
Standard installation consisting of an aerial drop, not exceeding one
hundred fifty (150) feet, from a single pole attachment to the customer's
residence. Drops in excess of one hundred fifty (150) feet, concealed
'wiring, and all underground drops shall be charged according to the rate
schedule.
b~ Proj ect Prewiring
(1) Company shall provide service to prewired projects according to
the terms and conditions and at such rates provided in the rate schedule.
(2) Company shall review and approve methods and materials, supply
specification, technical assistance, and material according to the rate
schedule.
(3) Company shall prewire a project upon request according to
rate schedule.
c. Deposits
The Company may require a deposit for materials and services
according to the rate schedule.
d. Additional Outlets
The Company shall provide additional outlets as customers may request
according to the rate schedule.
e. Public Schools and Colleges, Municipal Buildings and Public Property.
The Company shall provide installation and service to public schools
and colleges, municipal buildings and public property according to the rate
schedule.
f. Transfers
When a current customer moves from one address within the franchised
area to a second address within the franchised area and there is no lapse in
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service, Company shall transfer service at a rate according to the rate schedule.
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g. Reconnection
Company shall restore service to customers wishing restoration of
service provided customer shall first satisfy any previous obligations owed.
h. Relocation or extens'ion of cable.
When a current customer requests that an extension or relocation of
said customer's cable service be made, Company shall be so according to the
rate schedule.
i. Service Calls
Company shall provide CATV system repair service to customer's
premises to test and repair service.
Section 5. Construction and Technical Standards
a. Compliance with Construction and Technical Standards
Company shall construct, install, operate and maintain its system in
a manner consistent with all laws, ordinances, construction standards, govern-
mental requirements, FCC technical standards, and detailed standards sub-
mitted by Company and approved by the City prior-to acceptance of this franchise.
In addition, Company shall provide the City, upon request, with a written
report of the results of Company's annual proof of performance tests conducted
pursuant to FCC standards and requirements. During or within six months
following any period of system construction, the City may at its sole discretion,
hire an independent engineer at the Company's expense to inspect the system
to verify full compliance with this franchise.
Company shall, commencing April 7, 1980, and monthly thereafter
until the completion of construction, furnish to the City construction reports
that shall itemize the Company's out-of-pocket expenditures for construction
costs during the calendar month next preceding the date of each such report,
and as to such expenditures, if any, furnish the City with mechanics liens,
waivers or releases, or releases of liens from suppliers of labor and
material.
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b. Additional Specifications
Construction, installation and maintenance of the City's cable
co.m.munication system shall be performed in an orderly and workmanlike
manner. All cables and wires shall be installed, where possible, parallel
with electric and telephone lines. Multiple cable coniigurationsshall be
arranged in parallel And bundled with due respect fOr engineering consider-
ations. The Company shall place its wires underground in any area where
both telephone and power utility lines are underground.
--
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4. _"'.....,.. .L, "4ll!lri
"'~~; ::',~..; ;~~" ..'~);~~_,t ..-:,..' ~,. .'C, ..
'''-" '-".~, '~-"- ',-,'
Cocpa::.y sCali at ;11 ti~es co::!:?ly wi:1=.:
I.
NatiClal Elec:-:-ic Saiety Code (as prepared by :=-e
~t:t:lte of Ele c-:,:"ical az:.d Elect-:-oc.ics E.o.gi=.ee:-sj
.
Nati.ocal Elec-:rical Code of t::.e National Fi~ Protec"tion
As so ciation;
.
Bell Systec <;:ocie of Pole Lille Co.o.st:-uc::ion; ac.d
Applicable FCC or other federal, state a::.d local regulatioc.s.
lc.anyevec.t, 1::1e syster:l. shall n~t"eI:.dac.ger Or i.c.terfe:-e with the
safety oi persons or property ill tbe franc.b.ise area or ouer areas where the
CO:c:lpany may have equipment located.
Ally an:ten..na structure used in. the City's cable coz::u::.unication syste::n
shall cOc'ply with construction., ma rkin.g. and lighti.!:.g of a.o:teOl:l3. Sttucture,
requ.ired by t:.e tJ.cited Sta~s Depa.~ellt oi Transportatioc..
All workiJ:..g facili:ie s and coodit:.oc.s used during cons't-:-uc-::O:l.. L::.stallatioc.
and c.a.i.c.tena.nce of the CATV systec shall COI:::.ply with the stancia. rds of ~e
Occ-.:.patioc.a.l Saiety alld Eealth At'''....,; n;stratio.c..
R:f leak3.ge shall be c.b.ecked at reception locatiol:.s 10:- eoerge::.cy radio
se1""V'ic:s to p1:"ove no i..c.r.:-rferen.c: sig.oal cocbi.l:latioc.s are possible. Stray
radiation shall be ceasured adjace.c:t: to a:l.Y proposed aeroc.a.u::.cal I:.2.viga'tio:l.
radio sites to prove no i..o.terference to airbor::.e o.avigatioc.a.l reception. Ul ~e
norc.al flight patterns. FCC Rules and Regulatio.c..s shall gover:l..
- -- -- -- _. _ _._ 4_._ _.. ._ ___.._. _ .
The Coz::pa.::.y shall ::l.aintai.n equipc.ec.t capable of providing stancoy power
io-r headet:.d, n-an.sportation and t,:,,~1.:: a~plii'iers for a ci.~i""""'n;""""" oi 31 ho~rs.
The Cocpany shall ic.corporate into its cable COZ:::=::ll~-i.cat:.on s yste=o. ~e
capability which will permit the City i..o. tiI::es of ez:::e:-gen.cy to o~rride the
audio portion of a.ll cb.a..c..nels si..cultalleously.
Tbe Coz=pany shall de sig~te
a d::.a1l..D.el which will be used for emergec.cy broadcasts oi bee audio an.d r.deo.
The Cocpan.y s1:::.a.ll cooperate with the City in the '.:.se aIld operatioa of ~e
e=ergeacy ale:-t ove:-ride syste:=.
1.c. the event the Coo.cission determines, givi.o.g due regard to tec.=u:.ologic~i.
and economic lirc.itatioJ:lS, that a.ny part or all oi thesystec an.d servi.-ces should
be i=nproved (including without lim.i'tation an increase of activated chac.n.el
capacity), it rIJaY by ordG.ance order such reasonable in:.prove=.en.ts or upgrading
of the systec to be effected by the Company within a reasoc.a.ble Hoe thereai:er.
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If t..he COI:"..mission orders such upgrading or improver::ients, - it s-hall also
r~view rates at t!:le sace time, upon appropriate application of ue COI:l:pa=y.
Section 6. Systeo Construction Standards
a. Authorization to COI:I:l.I:lence Construction
With.i.n mnety (90) days of the graoring of the franchise, the Company
shall apply for all necessary gover"...-eo:tal permits, licenses, certiiicares
and authorizations, provided, however, that the buildi.!lg permit for the head
. '
end Or any new office facility need, not be applied for u.o.til sb: (6) months irom
the granting of the franchise.
Permission by Company for commencement of construction of the cable
com..munications system authorized herein is granted herewith.
b. Power to Contract
Upon grant of this franchise to construc't and r:::.ab.tain a CA TY system
in the City, the Company r::.ay enter into contracts with any public utility
companies or any other owner or lessee of any poles located within or without
the City to whatever extent such coctract Or coclracts maJ- be e:t?edient and
of acvantage to the Company for use of poles and posts necessary for proper
installation of the system, obtain right-of-way permits froc. approp"riate
state, county and iederal officials necessary to cross highways or roads U!lder
their respective jurisdictions to supply main trullk lines from the Company's
receiving antennas, obtain perI:lission from Federal Aviation Administration
to erect a.nd maLc:tain antennas suitable to the needs of the systec and its sub-
.
scribers ao.d obtai.n whatever other permits a city, county, state or federal
agency may require. In the cOIlStruction, i.nstallation and r=.aillte cance of its
systec, Company will use steel, cable and electronic devices, all of
specialized and advanced desig.c. a:td tY'?~; i.c. the operation of its system, ~e
Company will ecploy perso=..o.el wit:!. trai.o.i...c.g, skill aDd e:rperie!!ce in electroc:cs
acd cc=:.=u..:llcations. It shall not be deeced a breach oi ~is provision or of
this franc=-ise i1 Co=::pa.::l.y shows ~~at mate.rialior persoc::.el are not a....-aiLable
to Cocpany due .to war or similar national emergency.
c. bterfereo.ce wit::. Persons and bproveceo.ts
The COI:l;2ny's syste::l, poles, wi:-es, az::.d appurte:J.ances sull be
located, erected and I::"'..aiz::.tai.c.ed so t!:.at non,e of its facilities shall endanger
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or interfere with the lives of persons, or interfere with any irrlprovements
the City may deem proper to make, or unneces sarily hinder or obstruct
the free use of the streets, alleys, bridges, easements or public property.
d. Minimmn Interference with Public Ways
All transmission and distribution structures, lines and equipment
erected by the Company within the City shall be so located as to cause
minimum interference with the proper use of streets, alleys, and other
public ways and places, and to caus e minirnmn interference with the rights
or reasonable convenience of property owners who adjoin any of the said
streets, alleys or other public ways and places.
e. Restoration to Prior Condition
In case of any disturbance of pavement, sidewalk, driveway or other
surfacing, whether privately or publicly owned, the Company shall, at its own
cost and expense and in a manner approved in writing by the owner, replace
and restore all paving, sidewalk, driveway, or surface of any street or alley
disturbed, in as good condition as before said work was commenced and in
accordance with standards for such work set by the Director of Public Works.
f. Relocation of the Facilities
In the event that any time during the period of this franchise the City
shall lawfully elect to alter, or change the grade of any street, alley or other
public ways, the Company, upon reasonable notice by the City, shall remove
or relocate as necessary its poles, wires, cables, underground conduits,
manholes and other fixtures at its own expense.
g. Interference with Utilities
The Company shall not,place poles or other fixtures where the same
will interfere with any gas, electric or telephone facilities or obstruct or
hinder in any manner the various utilities serving the residents of the City.
All such poles or other fixtures placed in any street shall be placed clos e
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to the line of ~e lot abutti=.g oc. said alley, and then in such I:!a.oner as not
to i.nteriere with the usual travel oc. said streets, alleys and public ways.
h. Easements
All necessary easements over and under private property shall be
arranged for by the subscribers.
Se ction 7.
System Maintenance Standards
a. Coopera.tion with Building }"lovers
The Company shall, on the request of a.ny person holding a building movi"'lg
permit, is sued by the City, temporarily raise or lower its wire s to pe rmit the
moving of buildings. The ex:>ense of such temporary removal, raising Or
lowering of wires shall be paid by the persoc. requesting ce sa.=.e, and the
Company shall have the au~ority to require such payment in advance. The
Company shall be given not less than forty-eight (48) hours advan.ce notice
to arrange ior such temporary wire changes.
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b.
Tree TriI:::uning
The Company shall not -remove any tree or trim any portion, either
above, at or below ground level, of any tree within. any publLc place wi~out 6e
prior consent of the City. The Company shall be respoc.sible, shall defend and
hold City harmless for any and all daI:l3.ges to any tree as a result oi tri.m.:::ling,
or to the land surrounding any tree, whether such tree is tr.;....,...~ed or re.=.ovec.
c. Maintenance of Systec
The Company shall erect and maintain all parts of the system in good
conditioc. throughout the entire franchise period.
d. Efficient Service and Repairs
The Company shall rende r e::icient se mce, !'T';:tke repalrs pror::.ptly,
a:ld inte rrupt se rvice ocly for good ca'.lS e and for ce shortest ti=.e pos sible.
Such i=.terruptioc.S, insofar a.s P?ssible, shall be preceded by notice and
shall occur :Juring pe riods oi ci.ci.=.u=:l system us e.
.., A
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e. !llte :-:!e rencewith Reception
Company shall not allow its cable or other operations to interfere
with television reception of persons not served by Cocpany.
".
Section 8.
Continuitv of Service Mandatorv
.
a. It: shall be the right of all subscribers to continue receiving service
insofar as their financial and other obligations to the Cocpany are honored.
In. the event that the Company elects to overbuild" rebuild, modify, or sell
the system, or the City gives notice of intent to terminate or fails to ren.ew
this franchise, the Company shall act so as to ensure that all subscribers
receive contiD.uous, WJ.io.terT'upted service regardless of the ci:-cu:=stac.ces.
I..:l the eve.o.t of a change of franchise, or in t:.e eve.o.t a new operator
acquires the system, the Company shall cooperate with the City, new
francb.isee or opeT'ator in maintaini1lg'coctillUity of seT'vlce to all subscribers.
During such peT'iod, Company shall be entitled to ue revenues for any period
during which it operates the systec, and shall be entitled to
reaiJoaable
~\
tj
costs
for its services when. it 0.0 10ngeT' operates the systec.
b. lc. the event Co::::pan.y fails to operate the system for seven (7)
consecutive days without prior approval of the City or witbout just cause, the
City may, at its option., operate the systec or designate an operator until
such ti.z:::le as Company restores service under conditions acceptable to the
City or a perIT-anent operator is selected. Ii the City is required to ful!ill
this obligation for the Company, the Company shall reimburse the City for
all reasocable costs or da~::lges in e:tcess of revenues from the syster::.
received by the City that a:-e :.he result of be Company's failu.e to periorc.
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Section 9. Complaint Procedure
a. During the term of this franchise, and any renewal thereof, the
Company shall maintain within the City a local business office for the purpose
of receiving and resolving all complaints regarding the quality of service,
equipment malfunctions, and similar matters. The office must be reachable
by a local, toll-free telephone call. The Company must provide the City
with the name, address and telephone number of a person who will act as
the Company's agent to receive complaints regarding quality of service,
equipment malfunctions and similar matters. The local office shall be open to
receive inquiries or complaints from subscribers during normal business hours, -
and in no event less than 9:00 A. M. to 5:00 p. M., Monday through Friday,
excluding legal holidays. Company shall provide the means to accept complaint
calls twenty-four (24) hours a day, seven days a week. Any service complaints
from subscribers shall be investigated and acted upon within twenty-four hours.
Any service complaint shall be resolved within three (3) working days. Upon
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request by a subscriber, the Company shall credit a subscriber's account on
a pro-rata basis for loss of service commencing forty-eight (48) hours after
notification. The Company shall keep a maintenance service log which will
indicate the nature of each service complaint, the date and time it was received,
the disposition of said complaint and the time and date thereof. This log shall
be maintained for two years and shall be made available for periodic inspection
by City.
b. As subscribers are connected or reconnected to the system, the
Company shall, by appropriate means, such as a card or brochure, furnish
information concerning the procedures for making inquiries or complaints,
including the name, address and local telephone number of the employee or
employees or agent to whom such inquiries or complaints are to be addressed,
and furnish information concerning the local office responsible for ad-
ministration of the franchise with the address and telephone number of the office.
\
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Section 10.
CO:::l'Oanv Rule s acd R eQ'ulations
,
The Cocpany sall have the authority to promulgate suo rules,
regulations, ter!"""'s and conditions governing the conduct of its business as
.
shall be reasooably necessary to enable the Com.pany to e:tercise its rights
and perform its obligations under this frao.chise, and to assure an uninterrupted
service to each and all of its customers. Provided, .however, that such rcles,
regulations, terms and conditions shall not be in con...;:"Jict with the provisions
hereof Or applicable State and Federal laws, rules and regulations.
Section 11.
Payment of Fee and Penalties
a. The frao.chise fee and any other cost Or pe:::.a.lties assessed shall
be payable quarterly, to the Ctty Clerk's office and the Co.:::.pallY shall file
a complete and accura~ verified statement of all gross receipts wit:Ull the
City during the period for which said quarterly pay::neo.t is I:::lade, and said
payI::lem shall be I:::lade to the City not later tb.ao. forty-five {45} days after
the expiration of the quarter ~hen due.
b. The City shall have the right to inspect the Coopany1s incooe
records and the right to audit and to recompute any acounts deterI!:ined to be
payable under this ordU:ance; provided, however, that such audit shall take.
place within thirty-six (36) months following the close of each of the Coopa.::.y's
fiscal years. Any additional amount due to the City as a result of the audit
shall be paid within t:b.irty {30} days following writte:l o.ctice to the Company
by the City which notice shall include a copy of the audit report.
c. In the event that any iranchise paycem Or recoI:'lputed acouDt, cost
or penalty, is not cace on Or before the applicable dates heretofore specified,
interest shall be d::.a.rged daily from such date at e:.e a!l1lual pri=:le L=.terest :-ate
as det"e=!:li~ed by r::ajor lencing in.stir.:.tions.
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Section 12. Transfer of Ownership or Control
a. This franchise shall not be assigned or transferred, either in whole
or in part, or leased, sublet, or mortgaged in any manner, nor shall title
thereto, either legal or equitable or any right, interest or property therein,
pass to or vest in any person without the prior written consent of the City.
Company may, however, transfer or assign the franchise to a wholly-owned
subsidiary of the Company and such subsidiary may transfer or assign the
franchise back to the Company without such consent. The proposed assignee
must show financial responsibility as determined by the City and must agree
to comply with all provisions of the franchise. City shall be deemed to have
consented to a proposed transfer or assignment in the event its refusal to
consent is not communicated in writing to Company within sixty (60) days
following receipt of written notice of the proposed transfer or assignment.
b. The Company shall promptly notify the City of any actual or proposed
change in, or transfer of, or acquisition by any other party of, control of
the Company. The word IIcontrolll as used herein is not limited to major stock-
holders but includes actual working control in whatever manner exercised.
Every change, transfer, or acquisition of control of the Company shall make the
franchise subject to cancellation unless and until the City shall have consented
thereto, which consent will not be unreasonably withheld. For the purpose of
determining whether it shall consent to such change, transfer, or acquisition
of control, the City may inquire into the qualification of the prospective
controlling party, and the Company shall assist the City in any such inquiry.
In addition, the Company will annually submit to the City a list of all share-
holders and a list of all officers and directors.
c. The consent or approval of the Commission to any transfer of the
Company shall not constitute a waiver or release of the rights of the City in
and to the streets, and any transfer shall by its terms, be expressly sub-
ordinate to the terms and conditions of this franchise.
d. In the absence of extraordinary circumstances, the City will not
approve any transfer or assignment of the franchise prior to substantial
completion of construction of propos ed system.
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e. I=. :10 eve:::: s=-all a ~a.::lsfer oi cwne::-s1::.:p Or c::=.t::-ol be a??rovec
wi~"",~ successor b. i::te~est becomin.g a. sig::.2.tory to t1::is ira..::lc"; ~ e ag::-ee-
ment.
Section 13.
Availability of Books an.d 3.ecords
Compacy shall :fclly cooperate in I::.aki:g available at reasoo..a.ble ti=les,
andtb.e City shall have the right to inspect t::.e books, records, z=..a.ps, plans
and ot:er li!<e z::aterials of the Compa.::.y applicable to the Clearwate;:- C_'\ TV
syste=:., at any r-=:J.e during norI::03.1 business hours; provided where vob""--e
and convemeo.ce Zlecessitate, Company may ~quire inspection to take place on
Company premises.
Section 14.
Ot~e;:- Peti-r:ons acd A ~1~ cation.s
Copies of all petitions, application.s, c:::JI=.:::.~cat:.Oo.s ac..d re:?orts sub-
.......;t::eci by the COI::.pany to the Federal COI:::.I:::l'..cications Co:::::u:::is sion, Secu:"ities
a=.d uchaz:.ge Co=issio.c., Or a.c.y other iec.eral or'state reg'1htory co"--issioo.
or agency having j'~risdiction Ul respect to any r-::it::ers ~Uecti.:lg c2ble television.
operations authorized pursuant to t1.,o fra.::.c1:ise, shall be provided to City no
later th.a..o. t:le fili.:lg cat'e for such petitions, applications, coz:n.:::.U!licatio.c.s a.o.e
repo rts.
Section 15.
Fis ca.l Re'Oorts
The COl:lpa.c.y shall file an.c.ually wi~ the City Clerk, n.o later .~~o. oo.e
hu.c.dred ~eo:ty (120) days a.i~r the end of ce Co.:::.pany's fiscal j-ear, a copy
of a fi.nancial report audi~d by a cer~';ied public accoUIltant, applicable to the
Clea~a~r C.A TV systeQ, il1cludil:.g a:l il:.co~e sta~:::lent ~pplicable to its
ope:-at!oc.! c.uri.:lg ~e precedi.::.g ~elve (12.) =.o=.::. period, a bala=.ce sheet, ac.d
a s~t~=.e=.t of its i=.vest:::.ec.t U:l. st:.c~ proper-:es co. t:le basis of orig~l cost,
less applicable dep:-eciation. These r-eports s=.a.U be ce:,,~-=iec:: as co:,,:-ec-: by a~
a::.=-o:-i:ed ci::~ce:- of Co::.?a.:Y' a=.d ue:-e sl:.all be s~b""'i=:ea aloI:.g wi=- :.::.e:::.suc:::'
oee:- :-easocable i.::.ior-::ttion as t:.e City shall :-esuest wit..:l :-espec-: to ~e Co=:.pa.:y's
prope rtie s a.o.a e%pe:lse s related to its C.ATV syste::J. operations wi~i.:1.ti:.e City.
The Co=.pac.y, 0:- if applicable, ics pa rec.t coz::.;::.a::.y, shall prcI::ptly ::.le ~:t~ e:.e
City a copy oi its a:::nua.lreport to stockbolce:"s.
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Section 16. Removal of CA TV System
At the expiration of the term for which this franchise is granted, or
upon its termination as provided herein, Company shall forthwith, upon
notice by City, remove at its own expense all designated portions of the
CATV system from all highways, sidewalks, easements, dedications and
public property within the City. If Company fails to do so, City may perform
the work at Company's expense or the. City may claim ownership. A bond shall
be furnished by Company in an amount sufficient to cover this expens e. After
removal, the Company: will, at its own expense, restore all highways, side-
walks, easements, dedications and public property to their original condition.
ARTICLE III. ADMINISTRATION AND REGULATION
Section 1. Rules and Regulations
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a. In addition to the inherent powers of the City to regulate and
control this franchise, and those powers expressly reserved l::>y t,e City
or agreed to and provided for herein, the right and power is h'iereby reserved
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by the City to promulgate such additional regulations as it shall fi~d neces sary
in the exercise of its lawful powers and in furtherance of the terms and con-
ditions of this franchise.
b. The City may also adopt such regulations at the request of Company
upon a pplica tion.
Section 2. Application Procedure
Except as otherwise specifically provided for herein, following the
adoption and acceptance of this franchise, all applications by the Company
such as for changes in rates, services, construction schedules, transfer of
ownership, proposed changes in regulations or ordinances, etc., and as
otherwise authorized by or made pursuant to this franchise, shall be made
and processed according to the following procedure:
a. Applications shall be in a form containing sufficient facts and
information acceptable to the City.
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b. An application r=.ay be rejected for kadequacy by City ii it
contains an inadequate description of what is being applied for, is not in
an acceptable form, or coot~ins U:ts"uic:.ent facts and In::ormation for
adequate consideration.
c.. A rejection of an application for iDa.dequacy shall be ~ writio.g
by notice which shall state the deficiencies. The IlOtice shall not be
construed to limit further and dilierent deficiencies on subsequent
applications .
d. Upon acceptance, the City shall review the application regardiD.g
the necessity of furt:ler sta.fi study and reporting. The staff cay submit
the application to Comeis sion ii it deems it adequate a.c.d complete and i:J.
need of no furtber staff study Or report. The City shall give n.otice to
Company wiBlin thirty (30) days of ac~pta.c.ce if it will st-.J.dy. the application
prior to subI:lission to COm=lission. The study shall be cocipleted within
forty-five (45) u1l1es s such period is extended for up to an additional forty-five
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(45) days by motion of Coo.mission or a longer period of t:..me by agreernect
witb. COI::pany.
At tb.e conclusion of the study, the City I:lay subc.it the applicatioo.
study and other information, documen.ts ao.d exhibits to the Commission for
conside ration.
At the expiration oi the study per iod, if the matte r has not beeo. placed
upon the Cor::u=ission agenda, Company I:laY request the City MaD.ager to place
. tb,e application upon the Cor::.c.ission ageo.ca for the ne;r: regular rneeting.
e. During the study period, Company shall fully cooperate with City
i:l providing iniorcation a:td doc~eD.ts which are related to a!ld reasonably
ne ce s sa ry in 6e prope r evah:.atio!l of the applica:io!:.. Fa.ilure of CO!:l?C-.:JY
to so cooperate or Coc.pany1s unreasocable delaY' in providi!lg inior=atioo.
and doc"..l.I!:leots shall be grounds for a reasooable ex:e::lsioo by Co:r=.r::.ission
of ce study period or, if either the lac-~ of cooperat:cn or tb.e delaY' sub-
sta:ttiallY' i=pairs the study, COc.:::lis sion =:.ay 51'-""-a:-ilY' de.c.y e:e application.
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f. upon submis sion to Comn:is sioD, it shall review the applicatio.::.
and any studies, information and docUI:ents which accompany it. Except
the applications for which a public hearing is otherwise required, Commission
shall approve or deny the applications based on the record within thirty (3D)
days. If COIIlI:lission desires a public hearing, or if one is required7
Commission shall set a public hearing within thirty (30) days. Public llotice
of hearing' shall be given.
. g. At a public heari.c.g pursuant to this a.pplication process, Com.m.issicn
shall hear reports from staff, consultants and the public. COn:u::llS sioc. shall
provide a reasonable but not unlimited opportunity for rebuttal. COmz::lis SlOe.
may il::lpose reasonable ti ~e Ii ~itations 00. verbal pres eo.ta:ioo.s which r:::.ay
be selectively watved to facilitate adequate evaluatioo. of the a.pplication.')
Com.r::c.is sioa. may also limit time for public input.
h. If, at the hearing, COIn.I:lission deter::=.i.:::.es that adciition.a.l infor-
mation or documents are o:eces sary to adequately evaluate the application,
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it :=:ay continue the hearing from time to time pending aug::=entation of the ~
record. A continuance shall not exceed twenty-one {21} days at a time.
i. At the close of the hearing COm..I::lission shall, within thirty (30)
days, approve 7 deny or modify the application. Notice of denial and the
grounds therefore may be i.c. writing if requested. R easoc.able coe.ditions
i.c. furtherance of t.;,e purpose and intent of the franchise cay be atta.ch~d by
Commission to a:::l. approval or modification and I::lay be acted upon by COI::1pa.::1Y
upon accepta.::1ce in writing by Company.
J.
Any tiI::e li.cit may be waived by coo.seo.t of both COr:n=J.issioo. a.::1d
Company.
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Section 3. Perfor::naoce Evaluation Ses sions
a. The City and the Con:.pany shall hold scheduled perlorr:lance
evaluation sessions within. thirty (30) days of the third, fifth and tenth
an.niv.ersary dates of the Company's award of the franchise and as req:dred
by Federal and State law. All such evaluation sessioJ:.s shall be opeo. to the
public.
b. Special evaluation se s si~D.S may be held at any tim e durmg the te ;;-:!l
of the franchise at the request of the City or the Cocpany.
c. All evaluation sessions shall be open to the pm lic and ao.nounced
in a newspaper oi general circulation in. accordance with legal notice.
Company shall notify its subscribers of all evaluation sessioo.s by an.n.ounce-
meo:t on at least one (I) channel of its sys~m betweeo. the hours of 7:00 p. I::l.
and 9:00 p. m. for five coo.secutive days preceding each ses sion.
d. Topics which I:l3.y be discussed at allY scheduled or special
evaluation session may include, but not be ~ited to, service rate
struc-tu::-es; franchise fee; penalties; free or discounted services; application
of new technologies; system pe rformance; se rvice s provided; prograw=ing
offered; customer complaints; privacy; amee.dments to this ordica.!lce;
judicial and FCC rulings; l.i.ne extension policies; and Company or City rules.
e. During a review and evaluatioo. by City, Company shall fully
cooperate with City and shall provide such information a!ld docur=.ents as
City I::laY o.eed to reasonably perform the review.
f. If at anytime during its review, City deter::=.i..!le s that reasonable
evidence exists of i.oadequate CATV syste:::l perforn:.ance, it r::l3.y requi:-e
Company to perfor=:l tests ao.d ao.a.lyses directed toward such sus?ectec
izladequacies. Co.:::.?ny sCall fully cooperate with City ill perfo:,::ling sucl:l
testing and sCall prepare results and a report, if requested, wit=.i=. tl:li=ty
(30) days a:: er notice. Such report shall incbde t:le followi.ng i=ior=ation:
(1) The nature of the complaiJ:.t or proble:::l which
'precipitated ce spec i.a.l te sts.
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Wh.a: syst~=. cc=?oc.e:!.~was ~sted.
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(3) The equip=ec..t used a:tc. procedures e==.ployed i.:1. tes;':~g.
(4) The ~et::.od, if ar::..y, i.:J. whicb. suc1: COc.plaiat or problec.
was r~solved.
(5) Any ot!:ler iclo,rn":::ltion pertil:.eI:t to said ~sts a:td a=.alysis whici:.
may be required.
Ci:y !""":::lY require that tests be supervised, at Cor:::.pa~y's expe::.se, by a pro-
fessiollal engil:.eer to be approved by the City lvianager, not 00. the permane.:::::t
s~t: of the CO::lpany. The engineer should sign all records of special tests
and forward to the City such records with a report interpreting the results of
the tests and recon:.mendio.g actions to be taken..
g. The City's right under Article !II, Section 3, shall be li"""'itea to
requi:,ing tests, analyses, a:.d reports coveri.!lg specific subjects an.d
c!:..a:,aC'teristics based on said co:c::.plail:.ts or o~er eviCe.:::.ce wee.:::. ac.d u.::.de:,
such ci:'C:'Y"'"i"'stances as be City has r~asonable gro~ds to believe tt..:::lt e:.e
cor:::.plaints Or other eviden.ce reqt:.iree:a: ~sts be pe:-:or=ed to protect 6e
public agawt substalldard cable service.
SeC'tioll 4. Ra.te SettinQ:
a. Following tile adoptioc. of this francb.ise, City shall adopt by
o't'diJ::.a.n~ a rate fo't' the fran.c:..b.ise fee and approve a schedule for c.a:rL=:.UI::l
ra=s for services which Compa:.y cay charge. No =a~ shall
be set lower thac. the rate set for s<:ch. sernce in. ci:.e L::.it:.al ordina:lce
e::!:cept with the consec.t of Cocpal:l.Y.
b. City shall set c.a..xiJ::lu.c rates for at least t:le following services:
{I) Installatioc.;
(2) Co c.ve rle r r e c.b.l;
(3) Coc.verter deposit;
(4) Basic =o~y service;
(5) Additional outlets;
(6) Project prewiri.::.g;
(7) I.o.~titutioc.a.l service;
(8) Service to public buildbgs a.:d 5cools;
(9) Transfers;
(IO) Re,con.c.e ctions;
(11) Relocation;
(Il) Service calli; and
(13) Undergro~cii=g.
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c. Company may make application for a revision of the rate schedule at
any time after two years from the date of completion and operation of the
final phase of construction of the cable communications service and shall be
acted upon by ordinance of the City Commission, provided, however, that
the rate schedule shall be reviewed by the City Commission, upon application
by either the City or the Company, at any time that the franchise fee is
modified by the City Commission. Rates covered by this provision include
all rates covered by this ordinance.
d. An application for an increase in the schedule of rates shall be
filed in accordance with procedures established in Article Ill, Section 2.
The application shall be supported by statistical and other proof indicating
that the existing rate is inadequate and unreasonable and that the proposed
increases therein are required to enable the Company to render service to
fulfill its obligations under this ordinance and to derive a reasonable profit
therefrom.
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The Company's petition for a rate increase shall include the following
financial reports which shall reflect the operations of the Clearwater system
only:
( 1 ) Balanc e She et;
(2) Income Statement;
(3) Statement of Sources and Applications of Funds;
(4) Detailed supporting shcedules of expenses, income
ass ets and other items as may be required; and
(5) Statement of current and projected subscribers and
penetration.
The Company's accounting records applicable to the Clearwater system
shall be available for inspection by the City at all reasonable times. The City
shall have access to records of financial transactions for the purpose of
verifying burden rates or other indirect costs prorated to the Clearwater
operation. The documents listed above shall include sufficient detail and/ or
footnotes as may be necessary to provide the City with the information needed
to make accurate determinations as to the financial condition of the system
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and shall be maintained as separate records. All financial statements shall be
certified as accurate by an officer of the Company.
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e. Notwiestanding, the provisioo.s of Article ill, Sectioc 2, a.::.y:
application by the Com.pany for changes in rates ~ which has .not been
expressly denied by the Commission within one hu::.dred-eighty (180) days
from the date of acceptance .of the applicatiO'o. by the City shall be deemed
approved by the Com=ission.
Section 5. Penalties
For the violation of any of the following provisions of this franchise,
pemLlties shall be chargeable to the letter of credit as follows:
a. For failure to complete system construction in accordance with
the plan, Exhibit A, unless the City Commission specifically approves the
delay by.:notion or resolution, due to t!::e occurrence oi conditiocs beyond
Company's control, Company shall pay One Hundred Dollars ($100.00) per
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day for each day, or part thereof, the deficiency continues.
b. For failure to provide data, docu.ments, rep~rts, iclor......ation
or to cooperate with City during an applicatioll process or CATV system.
review, Company shall pay Fifty Dollars ($50.00) per day each violation
occurs or continues.
c. For failure to test, analyze and report on the perfor!"'"'a.nce of the
system following a request pursuant to this franchise, grantee shall pay
to City Fifty Dollars ($50.00) per day for each day, or part thereof, that suo
o.oo.compliance continues.
d. Forty-five (45) days following adoption of a resolution of Commis sion
dete rT"!"li n; ng a failure of Company to COI:::lply with construction, ope rational 0:-
maio.te:Lance standards, Company shall pay to City One Hundred Dol1a:-s
(S100. OO) per day for each day, or part ~e:-eof, that such noo.coC1?lia.:lce
coo.tinue s.
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Se ct:.o r:. 6.
Forfeiture a:Jd 7' .e-:-::-.ill2.t:oo.
a. !.:l acid;.tio.c. to all o6.er rig=.ts a::.e ?owe-:-s :-~2i.:.ed by tl:.e Ci-:-f l~"'~e:-
this frao.chise or otherwise, be C~ty reserves the right to forfeit and ter-
J::lwte ~e fra..c.c1.,ise and all rights and privileges of the Company hereu.::lder
i..c. 6.e e~.c.t of a substantial breach oi its ter!:lS alld conditions. A substa.:.-
tial breach by Com.pany shall include, but sl::.all not be li"""ited to the follo~-r.g:
(1) Violation oi any ca.terial provision of ilie franchise or
an.y material rule, order, regulation or deter:::::i..!l.a.tion
of the City made pursuant to the franchise;
(Z) Attempt to dispose of any of the .f2.cilitie s or prOperly
of its CATV system to pr~~nt the City from purcbasing
it a.s provided for here i.e.;
(3) A~mpt to evade any -~teria.l provision of the iranc=.ise
Or practices ac.y fraud or deceit u?on the City 0:" its
subscriber:s 01:' c".:.stoz=.ers;
{4} Failure to begb const-ruction as provided in ";:"~~;bit A;
failur~ diligeIItly to pursue cl:.e const-:-uction s cb.edule set
forth ill Exbibit A and to =:l.3.ke coc.r....o.uous progress toward
completion; or failure to coz=?lete systen:. con.struction w ;0.1.,:"
Z4 moaths froc cl:.e date of adopt:.on oi this ordil2llce.
(5) Failure to provide ~e semces and tec.h.cical C2.pabilities
'Cror:ri.sed he reu;. -
(6) Failure to. restore service after ci.:lety-si:t {96} coc.sec-
utive hours of uterr'..1pted service, e:tcept when approval
of such i!lterruptioc. is obtai.::.ed from tl:.e City; or
(7) Material misrepresentation of fact La the application for
or negotiation of the franchise.
b. The foregoing shallllot con.sti~~te a. ::J.a.jor breach i.! the violatio.o.
occurs but it is wi~out fault of be Co~pa.:.y Or occurs a.s a result oi
circU1::lsta:lces beyond it.! codrol. Compa.:lY shall not be excused by mere
ecoo.oI:lic hardship nor by r:ri.sieasance or """;llieasa=.ce of its c:irec:ors,
office rs or e=ployees.
c. The Ci:y --::...y -~ke a writ.~e:l de-::=.c: !o....~t ee Co===a=.y co=?ly
wi6 a:lY Sc.c provision., rule, order, or dete:-=i.=.a.t:co. u.=.der 0:' ?u.rsc..a~:
to t::is fra:lchi.se. If t:.e v1:01a.tioc by t::e Co===a.=.y co.o.t:..=.ues fo:' a pe:,ioci
1
~ .' . (~O)' f 11. .... . .. . . . .
01 ...:::..:-ty ~ cays 0 OWUlg suc_ w:'1.t:e=. ce-~:lc. w1.:..::.ou-: wr1.t:e::. ?:'~o: ~t
the co:,,:,ec::.ve action =.as beec. taken or is bei=.g ac-:i.,.ely a::.c: e:rped:ticusly
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pursued, the City r-.ay place e:.e is sue of te rci.oation of ti:.e franchise before
the City COI:lmission.. The City shall cause to be served upon Cocpany,
at least twe.o.ty (20) days prior to the date of such COm.z:::llssion meetillg, a
w'l"itten notice of intent to reque st such termio.ation and t!:e tiI:le and place of
the meeting. Public notice shall be given of the meeting alld issue which
Com.m.ission is to consider.
d. The City Coo.mis s ion shall hear and coo.side r the is sue and shall
hear any person interested therein", and shall determine in its discretion,
whether or not any violation by the Company has occurred.
e. If the City Commission shall determine the violation by the Compao.y
was the fault of CO!::?3-ny and within its cont'l"ol, the City COX=--n:llS sion """a y,
by resolut:.on, declare ~t the franchise of the .Company shall be forfeited
and terminated Wlless bere is compl~a~ce wit.hi.n such period as the City
Commission.I::t2y fu, such period o.ot to be less tha~ si:cty (60) days, provided
0.0 opportunity for compliance need be granted for fraud or cisrepresentation.
f. The iss,:"e of forfeitu'l"e ao.d ter!!'..ination shall automatically be
placed upon the City Coc.mission agenda at the expi:-ation of the time set by
it for compliance. The Commission then oay terminate the franchise iorthwi~h
upon finding that Company has failed to achieve coopliance or may further
e~nd the period, in its disc:-etion.
Section 7. Foreclosure
Upon the foreclosure or other judicial sale of all or a substar:tial
part of the CATV system, or upon the terrn.lnatio:l of any lease coveri.og all
or a substa;Jnal part of the CATV system, the Coc.pa:lY shall notiiy tl:.e City
of such fact, and such notiiicatio!1 seall be treated as a notiiication that a
change in cOllt:-ol of the Coc.pany has take::!. place, ao.d the provisio.o.s oi this
frao.chise gover::!.i~g the COo.sellt of the City Coo.=issio.o. to such c~nge i~
control of the Company shall apply.
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Se c:ioc 8.
Re cei ve :osb:i!:l
The City Co~i:s sioe. sall ha ve the right to ca.c.cel iliis fra c.cl:.i.se one
hundred twenty (110) days a.::ter the appoin'i-.....ent of a receiver, o-r tr'.lstee,
to take over and conduct the- business of the Cocpany, whether i.o. receiver-
ship, reorgani:z:atioe., baok:ouptcy or othe -:- ac:ion Or p-roceeding, unle s s
, .
such receive:osmp Or tt'J.steeship shall have been vacated prio-:- to be
expiratioo. of said one hu.c.creci twenty (lZO).days, or ucless:
a. Within one hund'l'ed twenty (120) days aite'l' his/her electio.o. or
appoi..,! ,-em, such receive!" or t'l'ustee shall have fully cOI:lplied with all tb.e
p'l'ovisio!l.S of cis crdi!la..o.ce and reI::ledied all defaults tl:.ere'U:lde-:-; a~d
b. Such receiver or t-:-ustee, wiilii..o. said one c:.l.!:.d:-ed twe~ty (110)
days, shall have e:ecut=d an agreer=.e.c.t, duly approved by t::.e cou::-t =.aVL:lg
jurisdic:ioIl in the pre:=.ises, whereby suc.b. :-eceive-:- or t:-ustee a.sSl~-es acd
ag!"ees to be bound by each a~d every p-:-ovisioo. 01 :his o-:-oU::.allce ao.d e:.e
f=a.::.c=:.s e g!"amed to the Coc.pa.=.y.
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Sectioc. 9.
Coz=~lia.c.ce wi.th State ao.d Fede!"al Laws
Not-witb.standillg any oce-:- provisions of this fr<lQt"""~ se to the cod:ra ry,
tb.e Com?any shall at all ti""""'!es cO:::l.ply with all laws and :-egulations oi the
State and Federal gover::.::J.em or any at4-i~istrative age:J.cies thereof.
Provided, howeve:-, if any suc.h State or Fede:oal1.aw Or regulation sr:.all
reti'ci=e ilie Coc.pany to perfor:::J. any service, or shall per:::nt the Cocpa.c.y
,to pe-:-iorc any service, or :shall prohibit the Cocpany froJ::::l Fe:-forol.:.;.g a=-y
service, i.o. ccc.flict wib ce t:rCs of tl,; s franchLse or of any law or regula.::.o.c.
of t::.e City, ceo. as sooo. a.s possible followUlg k::.owledge tbe:-ecI, the Cc=.~a=-T
shall :lctify .the City M.ao.ager of tl:.e ?oi.::.t of cocilic: beE.e.-ec. to e:r:.st be~ee::
sue:. :-egc1a:ion or la.w a:J.d ~e la-;:;rs or :-eg-..:.12tio~s oi be City o. 6is I:-a.::.c=-ise.
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Ii be City Co:::::-...=.:.s slon de te :-::nb,e s t~t a :-:'l te::-i.al provisio=. of :.=.i5
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ord:.n.a.nce lS a=ectec. ~Y' a::..y su.oses::.:.e~ ac~oI:. OI be State or ..: ederal
gover=..:=e=.t, the City Cor--issioc. shalll:ave t=.e :-igh:: to ~od:iy an.y oi t.:e
provisions herein to suo reasoc.a.ble extent as may be necessary to car"':y
out the full iJ::.te::.t a.nd pu:-pose of tb.is agree:::.e.c.t.
Sectioc. 10.
For:feit'.l:"~
The grant of franchise p't"ovided for in :his ordinance shall be subject
to right of fOrieiture by t!:e Gramor where any of tb.e te rI:lS and coo.eitions
.
of the grant are violated, suCh fOrfeiture right provided ao.d set ior~ i.o.
Section 3B-ll of the Code of Ordi~c.ces of the City of Clearwater.
...A_'1.TICT F" IV. PtI"3.CF..ASE O? Q.TY SYSTE1Yi BY CITY
Sec:ion 1.
Riqb.t:s to Pu::-cbase
b the eve::.t the Coz::pa.nj- io::-ieit:s and City te::-:::J.i,.,~tes t:lis franc2:.ise
pursua=.t to prcvisioo.s of ~s ora; -a.nce, or at t=.e c.or-~l e~i::-ation 01 clle
!ran6ise ter=. City shall have the :-igb:t, directly or as an i=:.~r=ediary,
to purchase the !:-a.nchi.sed CATV systeo..
Sec'tioc 2.
Franchise Valuatio.c.
a~ lo. the evec.t of purc1:.ase by the City at the o.orr::.a.l e:rpira'tioo. of oe
franc;use terc, the value of tb.e francl:.ise shall be the aggregate of the replace=en:
val1:.e of tangible assets ~.c.d ce goil:.g conce::-.:l value of the franchised C_';"TY s;.-s:ec.
b. u the evec.t oi forfeiture, the value of fra.::.r1.,.; se shall be the value of
tangible assets, less dep.eci2.tion..
Section 3.
RC"::lla.ce-e:lt Yah:.e a.:.d Goodwill
a.. "Repla.ce=e::::t valt:.e'" ,=..all be dete:-:::bed by oe ~t-i.:.-plAc~ =e-:.::.oc..
b. Th.e 'going conce:"!l valt:.e" s~ll z::.ea.o. t2:.e be=.e::::s ..:..~: a::a.c=. to
~e '::i:.si.=.ess as a :-es-.:.lt oi its location u 6e City, Co=?.o.yls :-eputat:on a=or:g
f:-a.:.c=-is e 5U:S crioe:-s or pote:ltial subs cribers
:0-:'
c.e::e =.ca. bili:,,;, a=.c c u..ality
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of service. and a:iy o~er ci:'c~st:ances resulti=.g b pr-obable re-;e=.fioo. oi old
subscribe:-! or acquisitioo. of new su.csc:-ibe:,s; e:ce?t ='0 value s=.all be
assig:led to eit=.er :=.e fra..:.c::.ise itsel! 0:' a:1.Y :-igh:, p:-i....Uege 0:- e~ec-::a=.cy
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ariskg ~o Co=?a~y out oi the right to t'l"aIlsac: bu.si.c.ess ~der the fl"ancb.ise,
a-~ -a,...o..; -la.-ly ....... value .'l...-ll be allowed fo~ a::.y U:.crease in value oarisi.=.g
= 1:' . .:...... ..........= -
out of any expectation of CATV system reve!l~es beyond the forieit-..:.re and'
te roiDatio 0. date or expiratfon date, whic"'''ver is sooner.
Section 4.
Relocation
In the acceptance of this franchise Coopa!:.y e=9ressly waives its rights,
if allY, to relocation costs that might ouerwise be provided by ordi.o.a.nc,e of
the City of Cle a. rwate r 0 r Coun:t:y oi Pine lla.s .
Se ctioo. 5.
Date of Valuation
The date of valu:a.tion shall be 1:.0 earlier ~'l...::ln the da.y followi.:J.g 6e date
of e=piratio::. or terT-';1"":::lncn a::.d =.c later to'l...::!::. ti:.e date City r:::2:-ces a iai:" and
reasonable offer for t:l.e systeo or the date of t:"ansier of ow.c.ershi!:l, which-
ever occurs first.
SectioIl 6.
Tra::.s:fe'l" to City
Upon exercise of '2:1is option. and ~e payce::.t of the above Su.::l by ~e
City a61d its se:-vice 0:: official notice of sucb action upon Co~pany, 6e COI::.?allY
shall ~!"""''''''''ediately transie-:- to the City possession and title to all facilities
and properly, real and perso!la~ of the CATV syste:::l, free f=om any and all
lieo.s a.o.d encu=brances .o.ot agreed to be a.ss".....ed by the City in lieu of some
portion of ee purcbase price set !or-~ above; a.c.d the COI::.pa::.y shall exec-.:.te
s'U.o warra.o...7 deeds Or other i.!lstr"~ents of coc.veyao.ce to Citya.s shall be
necessary for t.:is ?'U.rpose.
Sectioo. i. Arbi't-:-atioo. of Value a!:d Costs
a. :::. ~e eveJ::t Ci.ty a::.d Co......~any can.::.ot ag:-ee ~!:lon ~e vah:.e of CA TV
sys-:==, ei:.=.e=- -A-"! give c.ct~c~ of a. ce=a..::.c. to c.e c~e-:- :0:- ar=i::-a.::.o:..
b. A:"bi:-:-atioo. s=.a.n coz:::..:=.e=.ce a=.c. ?:-oceec acco:-c.i!lg to law exce?t
as follows:
{l} The -:::a:-ties si::.all, wie:.i.=!. ::.:-:eetl (15 days, a?poi=:: o.::.e arbitrator
each who i.s e:rpe:-ie::.ced a=.d k:lcwledgeable i..::. ~e vah:.atioo. 01 busines s prop-
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erty. Arbit:-ators shall each agree upon t!le selection oi a t:U:-d arbitrator,
sin:ti.1a.rly qualified, within fifteen (15) days.
(2.) Within t!lirty (30), days aiter a?pci=lt=.ent of all arbitrators and
upon. ten (lO) days w:-itten notice to parties, the board of arbitrators shall
co~ence a heari:o.g on the issue of valuation.
(3) The heari.ng shall be recoz:ded alld transcribed at the request of
either party. All hearing proceedings, debate and deliberations shall be open
'to the pu1:lic and at such times and places as contained in the notice or as
thereafter publicly stated in the order to adjourn~ except as otherwise
authorized by the City Attor!ley.
(4) At the close of the hearings a~d wie:.in t:ll:-ty (30) days, the beard
shall prepare iindings and decision agreed upon by a =:lajority of 6e board
which shall be filed with the City and "served by T""'!~il upon. the Company.
;
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Uo.le S5 the partie s extend by mur.:a.l agree~ent the til::J.e whi~h the bca rd !:as to
make a decision, the proceedings shall become null and void an.d)shall be
started anew unless findillgs and decision have been,ti=lely filed.
(5) The decision of the board,shall be fi~l and bin.ding upon the parties.
(6) Either party may seek judicial relief in the following circumstan.ces:
(a) a party fails to select 2.0. arbitrator;
(b) the arbitrators fail to select a third arbitrator;
(c) desig.na.ted ti.......e licits have been exceeded; and
(d) based upon the record the board abused its discretion.
(7) I.n the event a court of competent jurisdiction determines the board
has abused its discretion, it may order ilie arbitration procedure repeated.
(8) Cost of arbitration shall be born.e equally unless the board finds
the offer of be City or the de"'-~nd of CO~Fany was 1.:.llreason.:;.ble, ill wl:ic:::'
case, cost -ay be apportioned so t~.a.t less or none of the costs ::::..ay be bor:le
by one party.
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ARTICLE V. RENEWAL OF FRANCHISE
Section I. Application
Company may apply for renewal of the franchise no earlier than two
(2) years before the expiration date. If Company proposes newer or improved
services which do not fall within the scope of this franchise, Company may
apply at any time for a new franchise to commence earlier than the expir-
a tion date of this franchis e.
The application shall be adequate and in a form acceptable to the City
and should include the applicant's present name, business address, business
form and proposal including types of service and operation, technical
standards, and any other proposed amendments.
Section 2. Grant of Franchise Renewal
If, based upon Company's performance during this franchise term, tile
proposal study and report thereon, and the public hearings, Commission
finds a renewal of the franchise with Company within the public interest,
Commission may enter into a renewal of the franchise with Company under such
.
terms and conditions and for a term of not more-than ten (10) years.:
Section 3. All ordinances or parts of ordinances in conflict herewith
are to the extent of such conflict hereby repealed. The Commission may, within
the exercise of its police power, choose not to grant a renewal.
Section 4. Should any section, paragraph, sentence or word of this
ordinance be declared for any reason to be invalid, the same shall not affect
the validity of the ordinance as a whole, or any part thereof other than the
part declared to be invalid.
Section 5. Notice of the propos ed enactment of this ordinance has been
properly advertised in a newspaper of general circulation in accordance with
Section 166.041, Florida Statutes.
Section 6. This ordinance shall become effective inunediately upon
its pas sage and upon the written acceptance by the Company as provided iJil
this ordinance.
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PASSED ON FIRST READING
AS AMENDED
PASSED ON SECOND AND FINAL
READING AND ADOPTED
AS AMENDED
February 7 I 1980
February 21, 1980
&t~is~!AA
Attest:
ce. Jj~
City Cle r k
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ACCEPTANCE
Compao.y accepts and hereby agrees to be bound by all the terms
and conditions of this Franchise.
VISION CABLE OF PINELLAS, INC.
br~c/~
e/~
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Dated: ;t/;l(. / ~D
I {
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing in,strument was acknowledged before me this
26th
day of February, 1980, by
Sidney R. Knafel
Chairman of the Board
of Vision Cable of Pinellas, Inc.
~ #~~d:d~j
(- N~ Public . ~~ _.. Looto
Va') CDlIlIIlinioll Expires Aat. 12, 1911
M ....... .. AoMrlwo nr. I C_oIIy c-,..y
J. 'l commission expires
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GUARANTY
For and in consideration of the granting of the within described
franchise by the City of Clearwater, Florida, to Vision Cable of Pinellas,
Inc., a Florida Corporation, Vision Cable Communications, Inc., a
Delaware corporation ("The Corporation") hereby guarantees the perfor-
mance of Vision Cable of Pinellas, Inc. hereunder and under the provisions
of Ordinance No. 2085 and No. 2086 of the City of Clearwater, Florida,
and under the Memorandum of Agreement between the City of Clearwater,
Florida, and Vision Cable of Pinellas, Inc.
The Corporation hereby agrees that prior to the completion of any
sale of substantially all of its assets, a merger in which the Corporation
is not the surviving Corporation, or transfer of a controlling interest in
its stock to other than existing shareholders, officers or directors, the
Corporation will first notify the City, of such proposed transaction,
including the parties and all de~ils of the proposed transaction.
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The City, following such notification, shall have thirty (30) days
within which to object to the propos ed transaction. If the City does not
object within such period, the City shall be deemed to have consented to
the proposed transaction. If the City objects, it shall provide reasons for
objection. Should the Corporation, after being made aware of such
objection, continue with the transaction, then, should the City reasonably
determine that the proposed transaction will have a detrimental effect
upon the system being operated in Clearwater, the City may declare the
franchise to be forfeited. In the absence of extraordinary circumstances,
the City will object to any such proposed transaction prior to substantial
completion of construction of the proposed system.
VISION CABLE COMMUNICATIONS, INC.
(a Delaware corporation)
By~g ~-
CL~
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STA TE OF FLORIDA )
)
COUNTY OF PINELLAS )
The foregoing instnunent was acknowledged before me this
26th
day of February, 1980, by Sidney R. Knafel
as
Chairman of the Board
of VISION CABLE COMMUNICATIONS, INC., a Delaware corporation,
~
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on behalf of said corporation.
c-?~~
Notary Public . .
IM~ ~ litiRllftdUIJli,f~ s:
Vt Collllllissioll Expires Aut. 22. 1981
.....IIM Iy Amoriat. Fj,. , c..~olty Comp.ft'
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CONS'l'ROC'nON SCHEDULE BY AREA
(Basic Subscriber Network Only; Cable A)
.'
Year
P1anninq District Numbers
Plant Miles
11
Distti.cts 5
District 7
District 3 '
& 6 - By January 1, 1981
- By February 1, 1981
- Partial Completion by
March 1, 1981
1382
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2
District 3
District 4
District 2
Districts'8 & 9
Districts 1 & 10
- By April 1, 1981
- By May 1, 1981
- By June 1, 1981
- By July 1, 1981
- By August 1, 1981
1853
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1 YeaP 1 begins on the date the franchise is cruxz:ztded.
2Si:1:ty mil.es sha'LZ be fifty-ens channel. capacity system. The
baZance 0.1 the mi1.eage in the first yea:zo shaU be forty-chan.ne1.
capacity system due to del.ivez-y scheduZe of fifty-one channe1. gear.
This forty-channe'L miZeage sha'LZ be changed out lJith fifty-one channel.
gea.r during August and Septembezo~ 1981. The entire system sha7..Z be
compZeted with fifty-one channel. gea.r before October 1~ 1981. There
sha1.Z be a minimum of one hundzted and thirty-eight p1.ant miZes of
fifty-one channel. gea.r by mid-April.~ 1981.
3 AZZ. system mil.eage construct;ed during yea.r wo shal.1. be con-
structed lJith fifty-one channel. gea.r.