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CATV - CABLE TELEVISION (12) .t J 1 ," . \ 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. /!LOO ,I ( ", " ,:( ..' , , I ) . ~ 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.: -2 - I' 1 , , 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 -3 - , I 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 . , 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 \ i 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 -4- I I , ,. . , 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 ~ 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 j , 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. -5 - I , 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 " . 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 . . 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'. -6 - I , 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. -7 - r , 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 . (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 -8 - f I 1 1 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 " 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 " 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. " -9 - f I 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 ---- -10- I I 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 0.;. -. (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 " . W"~- this section I:::!.US: be approved by the City Attorney and such i.1:1.su:-ar.ce -11- I I ?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. -12 - f I 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 , 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 -13- I I 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. -14- r f 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 -15- construction and activiation within the franchise area. '. .J (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~. ~ -16 - f I (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 . , j 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 -17- J J " . 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. -18- J I 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 I, , i ,- service, Company shall transfer service at a rate according to the rate schedule. -19- " fA 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. -20- I I 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. -- - 2 Oa - 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. -";.21- I I 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 -22 - II r 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 -23- I I 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. i .J 1 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 -...."':- I I 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. -25 - , .~- 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 i! 1: -of , 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. \ ~ -26- I I 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. -27 - r- t t 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. -28- I I 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. -29- I I 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 'i 1 . , 1 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 j J 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. -30- 1..- I I 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 .1 - I (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. .\ ) -31- I I 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, i J 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. -- -32 - _. _. ~ I I 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. -33 - (2l" I Wh.a: syst~=. cc=?oc.e:!.~was ~sted. I (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. -34- I I \ I \ \ 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. " 1j ~d '4 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 . I and shall be maintained as separate records. All financial statements shall be certified as accurate by an officer of the Company. -35- "It I I 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 !) , ; 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. " -36 - I I 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 -37 - , , I I 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. -38- I I 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. , , 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. -39 - Ii be City Co:::::-...=.:.s slon de te :-::nb,e s t~t a :-:'l te::-i.al provisio=. of :.=.i5 -, I I . , . ...... .. .."-- 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 . '. 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 -40- ,. \.. , . I I ~, 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- -41- .., - t,' I I 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. ; . , 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. -42 - - J I J 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. -43- ) ] 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 - , L.;l~'~ 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/~ - 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 -44 - " J ) ,. 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. \J 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~ -45- I J 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, ~ I 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' -45a- J t 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 '. 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 s'" , ;., , , iV' 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.