13558ROCK
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ORDINANCE NO. 13,558
TO GRANT TO MIDWEST AMERICAN CABLE COMPANY THE FRANCHISE RIGHT
AND PRIVILEGE TO CONSTRUCT, ERECT, OPERATE AND MAINTAIN IN, UPON,
ALONG, ACROSS, ABOVE, OVER AND UNDER THE STREETS,
ALLEYS, PUBLIC WAYS, AND PUBLIC PLACES NOW LAID OUT OR DEDI-
CATED, AND ALL EXTENSIONS 'THEREOF, AND ADDITIONS THERETO IN
THE CITY, POLES, WIRES, CABLES, UNDERGROUND CONDUITS, MANHOLES,
AND OTHER CONDUCTORS, AND FIXTURES NECESSARY FOR THE 14AINTENANCE
AND OPERATION IN THE CITY OF A CABLE TELEVISION SYSTEM FOR THE
INTERCEPTION, SALE AND DISTRIBUTION OF TELEVISION AND RADIO
SIGNALS.
BE IT ORDAINED BY THE BOARD OF DIRECTORS OF THE CITY OF LITTLE
SECTION 1. That the franchise, right, and privilege is hereby
granted to Midwest American Cable Company to establish, maintain, and
operate in the City of Little Rock a Cable Television
System upon the condition that within sixty (60) days after the date
of the passage of this ordinance the Grantee shall file with the City
Clerk its unconditional acceptance of this franchise and promise to
comply with and abide by its provisions, terms and conditions. Such
acceptance and promise shall be in writing duly executed and sworn to,
by or on behalf of the Grantee before a notary public or other officer
authorized by law to administer oaths, provided, however, that should
the Grantee fail to comply with the latter prescribed filing of
acceptance, the Grantee shall acquire no rights, privileges, or
authority under this franchise whatever; further, the Grantee shall
enter into a contract with the City in substantially the following
form:
THIS CONTRACT, made this 27th day of December, 1978, by and
between the City of Little Rock, a municipal corporation of the State
of Arkansas, hereinafter referred to as "CITY ", and Midwest American
Cable Company herinafter referred to as "GRANTEE ";
W I T N E S S E T H
That for and in consideration of the mutual undertaking of the
parties to this contract, the City and the Grantee hereby covenant and
agree each with the other as follows:
1. Purpose.
The purpose of this ordinance is to provide for the granting of
franchises to operate a Cable Television System in the City of Little
Rock in the public interest in accordance with all State and Federal
laws.
2. Definitions:
A. "Access Channel" includes all public and Leased
Channels.
B. "Basic Service" means the delivery by the Grantee of
those audio and visual signals required or permitted by the FCC to
be carried on a Cable Television System.
C. "Channel" means a frequency band which is capable of
carrying a standard broadcast audio -video television signal.
D. "City Manager" means the City Manager of Little Rock, or
his duly authorized representative.
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E. "City" means the City of Little Rock.
F. "Board" means the Board of Directors of the City of
Little Rock.
G. "Cable Television System ", or "CTS ", or "System ", means
any facility which is operated to perform for hire, either in
whole or in part, the service of receiving, amplifying, modifying
or originating television, radio or other electrical signals for
the purpose of transmitting or distributing such signals by wire,
cable or other means to subscribing members of the public, except
that such definition shall not include: (1) any system which
serves fewer than two hundred and fifty (250) subscribers: (2)
any system which serves only the residents of one or more
continuous apartment dwellings under common ownership, control or
management, and commercial establishments located on the premises
of such dwellings; or (3) any system commonly known as a master
antenna system.
H. "Depreciated Value" shall mean the value as shown on
the Grantee's books and records of all the cable television
system's tangible assets after depreciation which shall be
calculated to the end of the Grantee's last fiscal year. Said
value shall not include "good will" or any value that Grantee's
books and records attribute to the franchise.
I. "Fair Market Value" shall mean the price that a willing
buyer would pay to a willing seller for a going concern based on
the system valuation and sale multiplies prevailing in the
industry at the time at which the Board elects to exercise its
option.
J. "FCC" means the Federal Communications Commission.
K. "Franchise" means and includes any authorization
granted hereunder in terms of a franchise, privilege, permit,
license or otherwise to construct, operate and maintain a Cable
Television System in the City.
L. "Gross Revenues" means any and all compensation, in
whatever form, exchange or otherwise, derived from all cable
services in the City, not including any taxes on services
furnished by the Grantee imposed directly on any subscriber or
user by a city, county, state, or other governmental unit and
collected by the Grantee for such entity."
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M. "Grantee" means the person, firm, or corporation to
whom or to which a Franchise is granted by the Board under this
ordinance, or anyone who succeeds said person, firm or corporation
in accordance with the provisions of this franchise.
N. "Leased Access Channel" means a channel on the System
which is reserved for carriage of program material provided by
persons who lease channel time from the Grantee.
O. "Net Profit" shall mean the amount remaining after
deducting from gross revenues all of the actual, direct and
indirect, expenses associated with operating the cable television
system including the franchise fee, interest, depreciation and
Federal or State income taxes.
P. "Passed by the CTS" means the construction of the System
in a given area has been completed such that no major construction
is required to provide Basic Service upon request.
Q. "Residential Subscriber" means a purchaser of service
delivered over the system to an individual dwelling unit, where
the service is not to be utilized in connection with a business,
trade, or profession.
R. "Streets" means the surface space of, above and below
streets, avenues, highways, boulevards, bridges, tunnels, alleys,
public places, and any other rights -of -way and easements within or
belonging to the City.
S. "Subscriber" means a purchaser of service delivered over
the system.
T. "Total Number of Subscribers" means the number of
Subscribers determined as follows: In the event a single fee is
paid for service to a multiple dwelling unit, the number of
equivalent subscribers shall be determined by dividing such fee by
the then prevailing Residential Subscriber rate and rounding the
resulting quotient to the nearest whole number. To this number
shall be added the number of all other Subscribers.
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3. Franchise required; Duration; Exclusivity.
A. The 'City shall require a Franchise for the use of the
streets within the City for the construction, operation, and
maintenance of a Cable Television System. No System shall be allowed
to operate without a CTS Franchise.
B. The Franchise shall be granted for a term of fifteen
(15) years; thereafter, after full public hearings, the Franchise may
be renewed for terms of ten years as provided for in Section 16
hereof.
C. The Franchise, rights and privileges herein granted
are not exclusive and nothing in this ordinance shall be construed to
prevent a grant by the City of a similar franchise, right and privilege
to other persons or corporations.
4. Use of the Streets.
A. The Grantee shall have the right to use the streets of
the City for the construction, operation and maintenance of a Cable
Television System as prescribed, regulated and limited by provisions of
this ordinance, and by state, local and Federal law, both present and
future.
B. The right granted shall allow the grantee to construct,
erect, maintain, and operate such poles, conduits, towers, manholes,
subways, wires, cables, appliances and equipment necessary for the safe
and efficient operation of the CTS; provided that:
i. The undergrounding of cables is encouraged. In any
event, cables shall be installed underground where
all existing utilities are already underground.
Previously installed aerial cable shall be
undergrounded in concert with utilities when they
are undergrounded.
ii. To prevent unnecessary damage to streets,
rights -of -way and property, the installation of
cable television service cables underground shall
be accomplished in the new subdivisions at the same
time and in the same trench as in other
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communications, electric and other permanent
' services to structures. Developers of new
residential buildings or mobile homes within a new
or undeveloped subdivision, new residential units
within new multiple occupancy residential
developments, and new commercial and industrial
buildings and structures shall treat cable
television facilities as they treat other
communication facilities, utilities and other
underground facilities, in regard to availability
and cost of trenching for underground.
iii. The Grantee shall utilize the facilities of
utilities and subways, wherever possible.
iv. In no case may the Grantee install poles where
underground facilities are in use by utility
companies, provided, however, the City Manager
shall have the option of permitting such
installation.
V. Nothing in this section shall be construed to act
as a waiver of the power of the City to require by
ordinance the substitution of underground service
for overhead service, if all other utilities are so
required.
vi. Nothing in this section shall be construed to
relieve the Grantee from its obligation to pay any
fees or rents for its use of facilities of the
City, utility companies, or other legal entities.
C. The Grantee shall not erect or install, move, alter, or
change the location of any pole, tower, wire, conduit, subway, line,
manhole, cable or equipment in any street, alley or other public place
of the City or dig; cut or disturb any street, alley or other public
place of the City unless prior written notice of its intention to do so
is given to such department or agency of the City as shall have been or
may be designated by the City Manager, or the Board of the City and
permission in writing so to do is granted by such department or agency
or such requirement is waived by such department or agency. Such
permission shall be conditioned upon compliance with the terms,
conditions, provisions and limitations of this franchise and with such
other terms, provisions, conditions and limitations as will preserve,
protect and promote the safety of the public using the streets, alleys
and other public places by the City or by any other public utility or
public service corporation for their respective purposes and functions.
Such permission shall also be conditioned upon such other terms,
conditions, provisions and limitations as will preserve, protect and
promote the health, safety and general welfare of the City and its
citizens subject to the lawful exercise of the police power.
D. In the event the relocation, construction,
reconstruction, maintenance or repair by the City of any of its
facilities or services now or hereafter acquired, and including, but
not limited to any street, alley or other public place, sewer,
electric, water, fire alarm, emergency communication, or traffic
control facilities or any part thereof, or in the event access to any
street, alley or other public place to or from any property of the City
is required, and it is necessary to move, alter or relocate, either
permanently or temporarily, any of the Grantee's poles, towers, wires,
appliances, conduits, subways, lines, manholes, cables or equipment
or any part thereof in the public right -of -way in order for the City to
relocate, construct, reconstruct, maintain or repair any such facility,
service, street, alley or other public place or any such sewer or
electric, water, fire alarm, police communication or traffic control
facility, or any part thereof, or to obtain access to or from such
property, upon notice from the City, the Grantee will move, alter, or
relocate such pole, tower, appliance, conduit, subway, line, manhole,
cable or equipment or part thereof, at its own cost and expense; and
should the Grantee fail, refuse or neglect to comply with such notice,
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such pole, tower, wire, appliance, conduit, subway, line, manhole,
cable or equipment or part thereof may be removed, altered or relocated
by the City at the cost of the Grantee and the City shall not be liable
to the Grantee for damages resulting from such removal, alteration or
relocation.
E. The Grantee shall at no cost to the City erect, install
and maintain on any of its poles, towers, wires, appliances, conduits,
subways, lines, manholes, cables or equipment in or near the streets,
alleys and other public places of the City such reasonable devices to
apprise or warn persons using the streets, alleys and other public
places of the existence of such poles, towers, wires, appliances,
conduits, subways, manholes, lines, cables or equipment as shall be
from time to time reasonably prescribed or approved for purposes of
public safety by such department or agency of the City as shall have
been or may be designated for the purpose by the City Manager or Board
of the City.
F. The Grantee shall have the right to remove, trim, cut
and keep clear of its poles, towers, wires and other overhead
appliances and equipment the trees in and along the streets, alleys and
other public places of the City, provided it first obtains a written
permit from the City so to do, except in cases of emergency and further
provided, that in the exercise of such right, the Grantee shall not
cut, remove, trim or otherwise injure such trees to any greater extent
than is reasonably necessary for the installation, maintenance and use
of such poles, towers, wires and other overhead appliances.
G. The Grantee in the exercise of any right granted to it
by this Franchise, shall at no cost to the City promptly reconstruct,
replace, restore or repair any facility or service of the City, now or
hereafter acquired, including, but not limited to any street, alley, or
other public place, sewer, electric, water, fire alarm, police
communication or traffic control facility or any part thereof which may
be damaged, disturbed, or destroyed by the exercise of any such right,
in a manner, with such materials and to the satisfaction of such
department or agency as shall have been or may be designated by the
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City or Board of the City; provided that should the Grantee fail to
comply with these requirements, the City shall have the right to carry
out the provisions of this paragraph and Grantee shall reimburse the
City for all expenses incurred in so doing.
5. Maintenance of the System.
A. The Grantee shall at all times employ ordinary care and
shall install and maintain devices or systems for preventing failures
and accidents which are likely to cause damage, injuries or nuisances
to the public.
B. The Grantee shall install and maintain its wire, cable,
fixtures, and other equipment so as not to interfere with the equipment
of any utility of the City, or any other entity lawfully and rightfully
using the conduit, pole, subway or other part of the right -of -way.
C. The Cable Television System shall at all times conform
to the construction and maintenance standards set forth in the
Grantee's bid and to the standards set forth below:
(a)(1) Methods of construction, installation, and
maintenance of the City's cable television system shall comply
with the National Electrical Safety Code 1975 (ANSI CI -1975) to
the extent that such Code is consistent with local law affecting
the construction, installation, and maintenance of electric supply
and communications lines. To the extent that such Code is
inconsistent with other provisions of this franchise or with local
law, the latter shall govern.
(a)(2) Any tower constructed for use in the City's cable
television system shall comply with the standards contained in
Structured Standards for Steel Antenna Towers and Antenna
Supporting Structures, EIA Standards RS -222 -A as published by the
Engineering Department of the Electronic Industries Association,
2001 Eye Street, N.W., Washington, D.C. 20006.
(a)(3) Installation and physical dimensions of any tower
constructed for use in the City's cable television system shall
comply with all appropriate Federal Aviation Agency regulations,
including, but not limited to, objectives Affecting Navigable
Airspace, 14 C.F.R. 77.1 et.seq., February 1965.
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(a)(4) Any antenna structure in the City's cable
television system shall comply with Construction, Markinq and
Lighting of Antenna Structure, 47 C.F.R. 17.1 et. seq., September
1967.
(a)(5) All working facilities and conditions used during
construction, installation and maintenance of the City's cable
television system shall comply with the standards of the
Occupational Safety and Health Administration.
(b) Each cable distribution system on the public streets
shall comply with all applicable laws and ordinance and
governmental regulations regarding clearances above ground.
(c) The grantee shall at all times use ordinary care and
shall install and maintain in use commonly accepted methods and
devices for preventing failures and accidents which are likely to
cause damage, injuries, or nuisances to the public.
(d) The grantee shall construct and operate the system and
related facilities in accordance with all generally accepted
related industry codes, standards and recommendations, that are
applicable.
D. All conductors, cables, towers, poles and other
components of the System shall be located and constructed by the
Grantee in back of street curbs so as to provide minimum interference
with access by adjoining property owners to the streets and public ways
nor shall any pole or other fixtures of the Grantee placed in the
public way interfere with the usual travel in such public way.
E. Neither the Grantee, its officers nor its employees
shall engage in the business of selling, leasing, repairing or
installing television receivers, radio receivers or accessories for
such receivers within the City of Little Rock during the term of this
Franchise. This paragraph shall not preclude the selling, leasing,
repair or installation of such convertors or other devices as may be
necessary to render the Subscribers' receiver capable of receiving all
channels of the Cable Television System.
6. Construction Schedule and Reports.
A. Upon accepting the Franchise, Grantee shall, within
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sixty (60) days, file the documents required to obtain all necessary
Federal, State and local licenses, permits and authorizations required
for the conduct of its business, and shall upon request of the City
submit reports to the City Manager on progress in this respect until
all such documents are in hand.
B. Construction and installation of the system shall be
completed as presented in grantee's proposals, within three (3)
years of the date that FCC certification is acquired.
C. The wiring schedule offered by the grantee and accepted
by the City includes all property inside the City limits of the
following census tracts:
Construction Year
Census Tract Number
1 7,8,9 ,10,11,12,13,14,15,16,17,18,19,
21.01, 21.02, 22.02, 24.01, 24.02
2 1,213,415,6, 20.01, 20.02, 22.01,
40.01, 41.01, 41.02, 42
Although Midwest American Cable Company will make every effort to
adhere to this schedule, it may be affected by several factors beyond
MACC's control, e.g., acts of God, labor strikes, inclement weather,
material shortages, and the ability of the power and telephone
utilities to provide the necessary pole line rearrangments in a timely
manner. In addition, during construction, the speed and /or efficiency
of construction may possibly be improved by altering slightly the
planned order of census tract construction.
Line Extension Policy: In any area where the average density is
less than 7 actual subscribers per quarter -mile of cable, or is served
by underground utilities, the system shall bear its prorata share of
the current aerial construction cost based on the actual number of
subscribers per quarter mile divided by seven. The remaininq
construction cost will be borne on a prorata basis by each actual cable
television applicant committing to service within the prorata
extension. In the case of new subdivisions, developers may elect to
bear the remaining costs, and service will be ;Wade available to
residents at normal rates. Mileage will be measured from the end of
the nearest truck cable.
D. Every three (3) months after the start of construction,
Grantee shall furnish the City a report on progress of construction
until complete. The report shall include a map that clearly defines
the areas wherein regular subscriber service is available.
E. Copies of any agreements, reports, petitions,
correspondence or other documents filed with any local, state or
federal government or any person or legal entity relating to the
Grantee's operations within the City shall be filed with the City
Manager simultaneously.
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7. System Description and Service.
A. System design and capacity shall be as described in
Section IX Proposed System Design of the franchisee's bid
proposal which is hereby incorporated by reference herein
as if specifically set out here word by word.
B. System services shall include but are not limited to all
services described in the franchisee's bid proposed in
proposed Section V serving its entirety and are hereby
incorporated by reference herein as if specifically set
out here word by word.
8. Rates.
A. Initial Rates to Subscribers - The Grantee shall be
permitted to charge subscribers up to the following rates for its
services:
1st outlet with converter
Additional Outlet with converter
FM with original installation
FM separate installation
Relocation of TV
Reconnection Services
Hotels, Motels Hospitals
1st outlet with converter
Each addit'1 outlet with converter
without converter
Apartments -Bulk Rate
One billing to owner
Up to 5 units
6 to 49 units
50 to 99 units
100 and over
(With converters)
(w /wo FM)
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Connection
Monthly
$ 20.00*
$ 7.50
10.00 **
2.50
10.00 **
2.50
20.00*
7.50
10.00
--
10.00
--
To be negotiated, but riot
to exceed prevailing
residential rates.
To be negotiated, but riot
to exceed prevailing
residential rates.
Multiple Units
Apartments, Nursing Homes, To be negotiated.
Public Housing, etc.
* Waived during first 30 days service is available, and may be waived
or reduced throughout the term of the franchise for marketing purposes
on a nondiscriminatory basis.
** Waived if done at the same time as another connection.
Other Rates:
Service Charges:
Installation: $20.00* Home Box Office $6.95/mo.
Fanfare 8. 75 /mo.
Family Premium 3.95/mo.
* Will be waived if done at the Parental Guidance 1.00 /mo.
same time as cable connection. Key
Studio and equipment usage rates.
Noncommercial users (public access,
governmental, nonprofit groups, etc.)
Governmental and educational facilities
Connection fees
One cable outlet (per facility)
More than one outlet (per facility)
Monthly charges:
Leased channel rates:
Noncommercial (to public)
Commercial (to public)
Private Channel (Institutional)
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No Charge
No charge for one service
drop within 300 feet of
cable system.
Predetermined time and
materials charge for drops
over 300 feet.
Predetermined time and
materials charge.
No Charge.
To be determined.
B. Rate Change Procedure - (1) The rates as specified in
paragraph "A" above shall be in effect for a minimum period of two
years from the date of providing initial service.
(2) The Grantee may establish rates for service from
time to time thereafter by filing with the City Manager a
schedule of rates thirty (30) days prior to their implementation.
(3) Between September 1 and November 30 of the years
1981, 1984, 1987 and 1990, and each three years thereafter, the
Board shall determine whether it will assume rate modification
authority. If the Board declines rate modification authority,
then rates may be modified by the Grantee as specified in
subparagraph (2) above. If the Board assumes rate modification
authority, then for the next three (3) years rates shall be
subject to modification only by the Board and only in accordance
with the following procedures:
(a) The grantee may petition the Board for a change in rates
by filing a revised rate schudule including its
justification(s) for said proposed new schedule.
(b) Within ten (10) days of notification by the Board of
the place and time established for a hearing on said
petition, the grantee shall notify its subscribers of the
hearing by announcement on at least two (2) channels of its
system, between the hours of 7:00 and 9:00 p.m. for five (5)
consecutive days. Additionally, hearings shall be
announced in a newspaper of general circulation at least
five (5) days before the date of the hearing. Following all
proper notice, but in no event later than ninety (90) days
from the date of said petition, the Board shall hold an
appropriate public hearing to consider the proposed new
rates, at which hearing all parties desiring to be heard,
including the grantee, shall be heard on any matters relating
to the performance of this franchise, the grantee's
services, and the proposed new rates.
(c) Within ninety (90) days after said hearing, the Board
shall render a written decision on the grantee's petition,
either accepting, rejecting, or modifying the same and
reciting the basis of its decision.
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(d) The criteria for the Board's decision in such matters
shall be the establishment of rates which are "fair and
reasonable" to both the grantee and its subscribers and shall
be generally defined as to the minimum rates necessary to
meet all applicable costs of service, including fair return
on all invested capital, all assuming efficient and
economical management. In addition the criteria shall
include relevant factors such as the quality of service
provided and compliance by the franchises with all terms and
conditions of the franchise.
(e) In order for the Board to determine whether proposed
rate changes comport with the criteria established in
subsection (e) above, the grantee's petition for a rate
increase shall include the following financial reports which
shall reflect the operations of the Little Rock system only:
1. Balance sheet
2. Income Statement
3. Cash Flow Statement
4. Statement of Sources and Applications of Funds
5. Detailed Supporting Schedules of Expenses, Income,
Assets and other items as may be required.
6. Statement of Current and Projected Subscribers and
Penetration.
The grantee's accounting records applicable to the Little
Rock System shall be available for inspection by the City at
all reasonable times. The City shall have access to records
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of financial transactions for the purpose of verifying burden
rates or other indirect costs prorated to the Little Rock
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.
All financial statements shall be certified as accurate by an
officer of grantee.
(f) Any disagreement between the City and the grantee
concerning interpretations and calculations of the financial
and statistical information provided by the grantee may be
submitted to a court of competent jurisdiction.
(g) The Board reserves the right to review the purchase
price of any transfer or assignment of the system, and any
asignee to this franchise expressly agrees that any
negotiated sale value which the board deems unreasonable will
not be considered in the rate base for any subsequent request
for service increases. Reasonableness of purchase price will
be determined in accordance with criteria listed in B (3) (e)
9. Franchise Fee.
A. The Grantee shall pay to the City, in consideration for
the granting of the franchise to use the public ways for the operation
of a cable television system, subject to approval by the FCC, not less
than 3% of its annual gross revenues during the period of its operation
under the franchise.
Following the issuance of a franchise by the City, the
grantee shall initiate license fee payments to the grantor at the
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minimum rate of twenty -five thousand dollars ($25,000) per year. At
such time as the grantee begins full system construction, this advance
fee shall increase 'to fifty thousand dollars ($50,000) per year. These
payments are to be considered advances of payments due in later years
and will be credited in future years to those franchise fees which
exceed $100,000 in a year. Such advance franchise fees shall not be
recoverable from the City in the event that the aggregate of future
franchise fees based on gross annual subscriber revenues collected on a
license do not exceed the total amounts of the advances.
B. The Grantee shall file with the City, within thirty (30)
days after the expiration of each of the Grantee's fiscal quarters, a
financial statement clearly showing the Gross Annual Revenues received
by Grantee during the preceding quarter. Payment of the quarterly
portion of the Franchise fee shall be payable to the City at the time
such statement is filed. The Grantee shall also file, within one
hundred twenty (120) days following the conclusion of the Grantee's
fiscal year, an annual report prepared and certified by the Treasurer
of the Grantee acceptable to the City, clearly showing the yearly total
gross revenues.
C. The City shall have the right to inspect the Grantee's
income records, the right of audit and the recomputation of any amounts
determined to be payable under this ordinance, provided, however, that
such audit shall take place within twelve (12) months following the
close of each of the Grantee's fiscal years. Any additional amount due
the City as a result of the audit shall be paid within thirty (30) days
following written notice to the Grantee by the City, which notice shall
include a copy of the audit report. The cost of said audit shall be
by the Grantee if it is properly determined that the Grantee's
ayment to the City for the preceding year is increased thereby
by more than five (5%) percent.
D. In the event that any Franchise payment or recomputed
amount is not made on or before the applicable dates heretofore
specified, interest shall be charged from such due date at the annual
rate of ten (10%) percent.
E. In the event the Franchise is terminated prior to its
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expiration date, and the City invokes its right to purchase the
Grantee's system, the Grantee shall file with the City, within thirty
(30) days of the date that ownership and control passes to the City or
its assignee, a financial statement clearly showing the Gross Annual
Revenues received by Grantee since the end of the previous fiscal
quarter. The Grantee shall pay the Franchise fee due at the time such
statement is filed.
F. No acceptance of any payment shall be construed as a
release or as an accord and satisfaction of any claim the City may have
for further or additional sums payable under this ordinance.
G. Nothing contained in this ordinance shall be construed
to exempt the Grantee from any tax, business license tax, levy or
assessment which is now or which may hereafter by authorized by law.
H. The City reserves the right to increase both the
Franchise fee rate and the revenues on which such fee is based so as to
increase the Franchise payments in the event that the current Federal
Communications Commission limitations as to the Franchise fee rate and
the revenues on which such fee may be levied are eliminated or changed,
as a result of superseding regulations or court action. Any change in
Franchise fee rate or the revenues on which such fee is based shall be
accomplished by amendment to this Franchise and to any ordinance
granting a Franchise hereunder, provided that such amendments shall be
preceded by a public hearing affording due process.
I. The City reserves the right to require the Grantee to
collect any consumer tax that may be imposed on subscribers by the
City.
10. Books and Records of the Grantee.
A. The Grantee shall maintain an office in the City for so
long as it continues to operate the System or any portion thereof and
shall designate such offices as the place where all notices,
directions, orders and requests may be served or delivered under this
ordinance. The City Manager shall be notified of the location of such
office or any change thereof.
B. The Grantee shall keep complete and accurate books of
account and records of its business and operations under and in
connection with the ordinances and Franchise.
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C. The City Manager or his authorized agent shall have
access to all books'of account and records of the Grantee for the
purpose of ascertaining the correctness of any and ail reports and
shall be given local access to all other records upon reasonable
request.
D. Any false entry in the books of account or records of
the Grantee or false statement in the reports to the City Manager as to
a material fact, knowingly made by the Grantee shall constitute the
breach of a material provision of the ordinance and Franchise.
11. Liability for Damages.
A. The Grantee shall pay and by its acceptance of this
Franchise, the Grantee specifically agrees that it will pay all damages
and penalties which the City may legally be required to pay as a result
of granting this Franchise.
B. The Grantee shall pay and by its acceptance of this
Franchise, the Grantee specifically agrees that it will pay all
expenses incurred by the City in defending itself with regard to all
damages and penalties mentioned in paragraph A above. These expenses
shall include all out -of- pocket expenses, such as attorney fees, and
shall also include the reasonable value of any services rendered by the
City Attorney or his assistants or any City Employee.
C. The Grantee shall file with the City Clerk the insurance
policies required by this section and evidence of payment of required
premiums prior to commencement of the construction of the Cable
Television System and thereafter maintain in full force for the full
term of the Franchise and in effect at all times, at the expense of the
Grantee, a comprehensive liability insurance policy with the City of
Little Rock named as an insured, written by a company authorized to do
business in the State of Arkansas, in a form approved by the City
Attorney, protecting the City against liability for loss, for personal
injury and property damage occasioned by the operation of the Cable
Television System by the Grantee in the following ininimurn amounts:
19
i) $250,000.00 for property damage to any one
person.
ii) $500,000.00 for property damage in any one
accident.
iii) $500,000.00 for any personal injuries to any one
person.
iv) $1,000,000.00 for personal injuries in any one
accident.
V) $1,000,000.00 for all other types of liability.
Such insurance shall be kept in full force and effect by the Grantee
during the existence and until after the removal of all poles, wires,
cables, underground conduits, manholes and other conductors and
fixtures incident to the maintenance and operation of the Cable
Television System as defined in this Franchise.
D. The Grantee shall obtain a performance bond running to
the City with good and sufficient surety approved by the City Attorney
in the sum of Two hundred and fifty thousand ($250,000) dollars
conditioned upon the faithful performance and discharge of the
obligations imposed by the ordinance and the Franchise awarded
hereunder from the date thereof. The amount of the performance bond
will be reduced on an annual basis:
12. Security Fund.
A. Within thirty (30) days after the acceptance of this
Franchise, the Grantee shall deposit with the City's Director of
Finance and maintain on deposit throughout the term of the Franchise
the sum of Fifteen Thousand dollars ($15,000) in cash, or in lieu of
cash an irrevocable letter of credit in said amount issued by a local
banking institution. If the Grantee has made all required payments and
shall have complied with all provisions of this ordinance, the City's
Director of Finance shall be authorized to pay to the Grantee any
interest earned on the cash deposit required by this Section on or
before July 1 of each year in which this Franchise is in effect.
B. Within thirty (30) days after notice to it that any
amount has been withdrawn from the security fund deposited pursuant to
Paragraph (A) of this section the Grantee shall pay to, or deposit
20
with, the City's Director of Finance a sum of money sufficient to
restore such security fund to the original amount of $15,000.
C. If the Grantee fails to pay to the City any compensation
within the time fixed herein, or, fails after ten (10) days notice to
pay to the City, any taxes due and unpaid; or fails to repay to the
City within such ten (10) days, any damages, costs or expenses which
the City shall be compelled to pay by reason of any act or default of
the Grantee in connection with this ordinance or its Franchise, or
fails after three (3) days notice by the City Manager of such failure
to comply with any provision of this ordinance or its Franchise which
the City Manager reasonably determines can be remedied by an
expenditure of the security, the City's Director of Finance may
immediately withdraw the amount thereof, with interest, and any
penalties, from the security fund. Upon such withdrawal, the City's
Director of Finance shall notify the Grantee of the amount and date
thereof.
D. The cash deposit and the performance bond shall become
the property of the City in the event that the Franchise is canceled by
reason of the default of the Grantee. The cash deposit shall be
retained by the City and returned to the Grantee at the expiration of
the Franchise provided there is then no outstanding default on the part
of the Grantee.
E. The riyhts reserved to the City with respect to the
security fund are in addition to all other rights of the City, whether
reserved by this ordinance or authorized by law, acid no action,
proceeding or exercise of a right with respect to such security fund
shall affect any other right the City may have.
13. Transfer of Franchise.
A. The Franchise granted under this ordinance shall be- a
privilege to be held in personal trust by the Grantee. It shall not be
assigned, transferred, sold or disposed of, in whole or in part, by
voluntary sale, merger, consolidation or otherwise or by forced or
involuntary sale, without prior consent of the Board expressed by
ordinance and then on only such conditions as may therein be
21
prescribed. The City is hereby empowered to take legal or equitable
action to set aside, annul, revoke or cancel the Franchise, or the
transfer of the Franchise, if said transfer is not made according to
the procedures set forth in this ordinance.
B. Any sale, transfer or assignment shall be made by a bill
of sale or similar document, an executed copy of which shall be filed
with the City Manager within thirty (30) days after such sale, transfer
or assignment. The Board shall not withhold its consent unreasonably,
provided, however, the proposed asignee agrees to comply with all the
provisions of this ordinance and the Franchise and must be able to
provide proof of financial responsibility as determined by the Board.
C. No such consent shall be required for a transfer in
trust, mortgage, or other instrument of hypothecation, in whole or in
part, to secure an indebtedness, except that when such hypothecation
shall exceed seventy -five (75o) percent of the fair market value of the
property used by the Grantee in the operation of its cable television
system. Prior consent of the Board, expressed by ordinance, shall be
required for such transfer arid said consent shall not be withheld
unreasonably.
D. Prior written notice to the Hoard shall be required
where ownership or actual working control or more than fifty (500)
percent of the right of control of the Grantee is acquired by a person
or group of persons acting in concert, none of whom already own or
control fifty (500) or more of such right of control, singularly or
collectively. By its acceptance of this Franchise, the Grantee
specifically grants and agrees that any such acquisition occurring
without prior notice to the Board shall constitute a violation of this
Franchise by the Grantee.
E. The Grantee shall promptly notify the City Manager of
any actual or proposed change in, or transfer of, or acquisition by any
other party of control of the Grantee. Every change, transfer or
acquisition of control of the Grantee shall make the Franchise subject
to cancellation unless and until the Board shall have consented
thereto. For the purpose of determining whether it shall consent to
22
such change, transfer or acquisition of control, the Board may inquire
into the qualifications of the prospective controlling party, and the
Grantee shall assist the Board in any such inquiry. If the Board does
not schedule a hearing on the matter within sixty (60) days after
notice of the change or proposed change and the filing of a petition
requesting its consent, it shall be deemed to have consented. In the
event that the Board adopts an ordinance denying its consent and such
change, transfer or acquisition of control has been affected, the Board
may cancel the Franchise unless control of the Grantee is restored to
its status prior to the change, or to a status acceptable to the
Board.
F. The consent of the Board to any sale, transfer, lease,
trust, mortgage or other instrument of hypothecation shall not
constitute a waiver or release of any of the rights of the City under
this ordinance and the Franchise.
14. Foreclosure.
Upon the foreclosure or other judical sale of all or a substantial
part of the system or upon the termination of any lease covering all or
a substantial part of the System, the Grantee shall notify the City
Manager of such fact, and such notification shall be treated as a
notification that a change in control of the Grantee has taken place,
and the provisions of Section 13 of this ordinance, governing the
consent of the City to such change in control of the Grantee shall
apply.
15. Receivership.
The City shall have the right to cancel this Franchise one hundred
and twenty (120) days after the appointment of a receiver, or trustee,
to take over and conduct the business of the Grantee, whether in
receivership, reorganization, bankruptcy, or other action or
proceeding, unless such receivership or trusteeship shall have been
vacated prior to the expiration of said one hundred and twenty (120)
days, or unless:
i) Within one hundred and twenty (120) days after his
election or appointment, such receiver or trustee shall
have fully complied with all the provisions of this
ordinance and remedied all defaults thereunder; and
23
ii) Such receiver or trustee, within said one hundred and
twenty (120) days shall have executed an agreement,
consented to by the Board and duly approved by the Court
having jurisdiction in the premises, whereby such
receiver or trustee assumes and agrees to be bound by
each and every provision of this ordinance and the
Franchise granted to the original Grantee.
16. Review and Renewal.
A. The Board shall not hold any meeting involving the
review, renewal, cancellation or expiration of the Grantee's Franchise
unless the City Manager has (1) advised the Grantee in writing, at
least thirty (30) days prior to such meeting, as to its time, place and
purpose and (2) published a notice, at least once, ten (10) days before
the meeting in a newspaper of general circulation within the City.
B. It shall be the policy of the City to amend this
Franchise upon application of the Grantee, when necessary to enable the
Grantee to take advantage of advancements in the state -of -the -art which
will afford it an opportunity to more effectively, efficiently, or
economically serve its Subscribers; provided, however, that this
section shall not be construed to require the City to make any
amendment. Further, every three years during the term of the
franchise, the Board shall hold a public hearing, the purpose of which
will be to consider System performance, System design modifications,
and the possible need for reasonable and appropriate modifications in
the Franchise of a nature that would not result in effectively
terminating same under the then existing Federal Communications
Commission Rules for Cable Television. This Franchise may be amended
at any time in order to conform with the applicable Federal law and FCC
rulings after notice and public hearing.
C. The Board shall hold a public hearing prior to the
Franchise expiration date, the purpose of which will be to review the
Grantee's performance during the entire term of its Franchise, to
consider the adequacy of the Franchise from the standpoint of the City,
24
the Grantee and the Federal Communications Commission Rules for Cable
Television, and to determine the advisability of renewing the Grantee's
franchise for a period of ten (10) years.
D. The City shall hear any interested persons during said
meeting and shall determine whether or not the Grantee did reasonably
comply with the terms and conditions imposed by this ordinance and the
Franchise.
E. If the City determines that the grantee's performance
has been satisfactory in accordance with the terms and conditions
imposed by this ordinance and the Franchise, the Board shall renew the
Grantee's Franchise for a period of ten (10) years in which event the
City shall modify this ordinance and the Franchise to bring them into
compliance with the FCC Rules for Cable Television. The City shall
have the right to recoup from the Grantee those direct expenses above
normal administrative costs incurred pursuant to renewal of the
Franchise.
F. If the City determines that the performance of the
grantee has not been satisfactory under the terms and conditions
imposed by this ordinance and the Franchise, it shall have the right
not to renew the Franchise in which event the City shall, on the
expiration date of the Franchise, either purchase the assets of the
Grantee's System at its then fair market value, or, select a new
Grantee, after a full public proceeding, and at the option of the City,
such new Grantee may be required to take the assets at fair market
value.
17. Cancellation and Expiration.
A. The City shall have the right to cancel the Franchise if
the Grantee fails to comply with any material and substantial provision
of this ordinance, or amendments thereto, or of the grant of the
Franchise or any reasonable order, direction or permit issued by any
City Department or agency pursuant to such material and substantial
provision, or any rule or regulation promulgated by the City which is
reasonable in light of, and consistent with, any provision of this
ordinance or the Franchise; or if the Grantee persistently fails to
25
comply with any provision of either, or any reasonable order, direction
or permit. Cancellation shall be by ordinance of the Board duly passed
in accordance with the following procedures:
i) The City Manager shall notify the Grantee of the
alleged failure or persistent failure of compliance
and give the Grantee a reasonable opportunity to
correct such failure or persistent failure or to
present facts and argument in refutation of the
alleged failure or persistent failure.
ii) If the City Manager then concludes that there is a
basis for cancellation of the Franchise pursuant
to Paragraph (A) of this section, he shall notify
the Grantee thereof.
iii) If within reasonable time the Grantee does not
remedy and /or put an end to the alleged failure or
persistent failure, the Board, after a public
hearing on notice, may cancel the Franchise if it
determines that such action is warranted under
Paragraph (A) of this section.
B.. If for ten (10) consecutive days, the System or any part
thereof, is inoperative, or if the same is inoperative for thirty (30)
days out of any consecutive twelve (12) months, the Board may cancel
the Franchise.
C. The Grantee shall not be declared in default or be
subject to any sanction under any provision of this ordinance or the
Franchise in any case in which the performance of any such provision is
prevented for reasons beyond its control.
D. If all or part of the streets within the City are closed
or discontinued as provided by statute, then the Franchise and all
rights and privileges hereunder with respect to said streets or any
part thereof so closed or discontinued, shall cease and terminate upon
the date of the passage of the ordinance closing and discontinuing such
streets and the Grantee shall not be entitled to damages from the City
due to the closing or discontinuance of such streets, or for injury to
26
any part of the System in the streets or for the removal or relocation
of the same.
E. If the System is taken or condemned pursuant to law, the
Franchise shall, at the option of the Board, cease and terminate on the
date of the vesting of title pursuant to such taking or condemnation,
and any award to the Grantee in connection with such taking or
condemnation shall not include any valuation based on the Franchise.
F. Upon cancellation or expiration of the Franchise, the
City shall have the right to purchase the System, and the Board may
direct the Grantee to continue or to cease operation of the System.
G. If the Franchise is cancelled by the Board by reason of
the Grantee's default, the System shall, at the election of the City,
become the property of the City at a cost not to exceed its then Fair
Market Value according to generally accepted accounting principles,
with a reduction for any damages incurred by the City in connection
with such cancellation. Damages incurred by the City shall include
without limitation, any payments ,made by the City pursuant to an
ordinance by the Board authorizing or directing another agency or
person to operate the System for a temporary period until a Franchise
therefor is granted, or until the City takes possession of the System
in accordance with provisions of this ordinance or other applicable
law.
H. If the franchise terminates by expiration of its term,
the purchase price to the City for the System shall be at its then Fair
Market Value. Beginning within two years prior to expiration and
whether or not the City has elected to purchase the System, either the
City or the Grantee may demand a deterr:.iination of Fair Market Value,
the determination to be made as of the date the request is made. The
determination shall be subject to correction or adjustment to reflect
the Fair Market Value as of the date of expiration, to be paid by the
City if it elects to purchase the System. Such Fair Market Value shall
be the Fair Market Value of all tangible and intangible assets forming
a part of the System. If the City, or successor franchisee, does not
purchase the System, the Grantee shall remove that part of the System
located in the streets and restore the streets to a condition
satisfactory to the City.
27
18. Transfer of Ownership; Transition Period.
A. Continuity of Service Mandatory. It shall be the right
of all subscribers to receive all available services insofar as their
financial and other obligations to the grantee are honored. In the
event that the grantee elects to overbuild, rebuild, modify, or sell
the system, or the City terminates or fails to renew this franchise, or
the City elects to purchase the system, the grantee shall do everything
in its power to ensure that all subscribers receive continuous,
uninterrupted service regardless of circumstances. In the event of
purchase by the City, or a change of grantee, the current grantee shall
cooperate with the City to operate the system for a temporary period in
maintaining continuity of service to all subscribers.
B. Upon payment of the purchase price, the Grantee shall
immediately transfer to the City all contracts, leases, licenses,
permits and any other rights necessary to maintain continuity of
service to the public and transfer possession and title to all
facilities and property, real and personal, related to its System free
from any and all liens and encumbrances not agreed to be assumed by the
City in lieu of some portion of the purchase price. The Grantee shall
make it a condition of each contract entered into by it with reference
to its operations under this ordinance and Franchise, that the contract
shall be subject to the exercise of its option by the City and that the
City shall have the right to succeed to all privileges and obligations
thereof upon the exercise of such option.
C. The City shall have the right and power to assign its
purchase rights to a successor Grantee approved by the City in a manner
not inconsistent with the provisions of this Ordinance.
D. Until such time as the Grantee transfers to the City or
to a new Grantee possession and title to all assets, real and personal,
related to its System, the Grantee shall, as trustee for its successor
in interest, continue to operate the System under the terms and
conditions of this ordinance and the Franchise and to provide the
regular subscriber service and any and all of the services that may be
ME
provided at that time. During such interim period, the Grantee shall
not sell any of the System assets nor shall the Grantee make any
physical, material, administrative or operational change that would
tend to (1) degrade the quality of service to the Subscribers, (2)
decrease income, or (3) materially increase expenses without the
express permission, in writing, of the City or its assignee. The City
shall be permitted to seek legal and equitable relief to enforce the
provisions of this section .
E. For its management services during this interim period,
the Grantee shall be entitled to receive as compensation, the Net
Profit, as defined herein, generated during the period between the date
the Grantee received written notice from the City of its intent to
purchase the Grantee's System or the expiration date of the Franchise,
whichever is earlier, and the payment of the purchase price. Such
management services shall not be continued without Grantee's consent
for more than twelve (12) months. However, if the Board determines
that the Grantee is responsible for any delay in transfer of
ownership and control, the Grantee shall continue to operate the System
without compensation for its services until the sales agreement is
executed and ownership and control passes to the City, or its assignee.
In addition, the City shall also have the further right to, (1)
forthwith terminate Grantee's Franchise and have the System removed, or
(2) to purchase the assets of the Grantee's System.
F. In the event the City elects to purchase the Grantee's
System and the Fair Market Value cannot be agreed upon, the final price
shall be determined by the Circuit Court of Pulaski County, Arkansas.
19. Complaint Procedure.
A. The Grantee shall establish a Subscriber complaint
procedure and designate a local official for administering the
complaint procedure at its local office in the City. Notice of the
complaint procedure shall be given to each Subscriber.
B. The Grantee shall respond to all service calls within
forty -eight (48) hours and correct malfunctions as promptly as
possible, but in all cases not longer than seventy -two (72) hours after
notification thereof. For this purpose, the Grantee shall maintain an
29
office adequately staffed and trained to provide prompt and efficient
service to the Subscribers.
C. In cases where requests for service have been ignored or
unfilled for whatever reason, the City Manager shall have the power to
require the Grantee to provide service in response to all reasonable
requests as the City Manager may determine.
D. When there have been similar complaints made, or where
there exists other evidence, which, in the judgment of the City, casts
doubt on the reliability of quality of cable service, the City shall
have the right and authority to compel the grantee to test, analyze and
report on the performance of the system. Such test or tests shall be
made, and the reports of such test or tests shall be delivered to the
City no later than 14 days after the City formally notifies the
grantee.
The City's right under this provision shall be limited
to requiring tests, analyses, and reports covering specific subjects
and characteristics based on said complaints or other evidence when and
under such circumstances as the City has reasonable grounds to believe
that the complaints or other evidence require that tests be performed
to protect the public against substandard cable service.
Said tests and analyses shall ne supervised by a
registered professional engineer, not on the permanent staff of the
grantee and selected jointly by the City and the grantee. The
aforesaid engineer shall sign all records of special tests and forward
to the City such records with a report interpreting the results of the
test and recommending actions to be taken by the City.
20. Penalties.
A. For any violation of material provisions of this
ordinance the penalties shall be chargeable to the Security Fund as
follows:
i) For failure to comply with the provisions of
Section 6 ... The City may at its sole option apply
the following in connection with delays in system
construction:
30
(a) Reduction in the duration of the franchise on
a month - for -month basis for each month of
delay within the franchisee's control
exceeding three months. Such reduction in
terms shall not accumulate beyond a total of
two years.
(b) Forfeiture of performance bonds for delays
exceeding one year.
ii) For failure to provide data and reports as
l
requested by the City Manager or the Board
. $100.00 per day
iii) For failure to restore the cash deposit as
required in Section 12(B) within the specified
thirty (30) days, the entire cash deposit remaining
shall be forfeited.
B. The Grantee may appeal any penalty which it considers
unreasonable as provided for in Section 22 of this ordinance.
21. Hiring and
Employment
Practices.
The Grantee
shall
not
refuse to hire or employ, nor bar or
discharge from employment, nor discriminate against any person in
compensation or in terms, conditions or privileges of employment
because of age, race, creed, color, national origin or sex, and Grantee
shall have an approved Affirmative Action Plan.
22. Appeals.
In the event the Grantee questions the reasonableness of any
order, requirement, decision, or other action taken by the City Manager
or shall be of the opinion that the City Manager lacks authority to
take such action, the Grantee shall be allowed to appeal the order,
requirement, decision or other action to the Board of Directors. The
notice of objection and request for an appeal shall be made in writing
to the City Clerk within two weeks of the objectionable order,
requirement, decision, or other action.
23. Sundry Provisions.
A. Every direction, notice or order to be served upon the
31
Grantee shall be delivered or sent by registered mail to its office in
the City as required by Section 10(A) of this ordinance. Every notice
served upon the City shall be delivered or sent by registered mail, to
the City Manager, City Hall, Little Rock, Arkansas 72201.
B. All provisions of this ordinance shall apply to the
Grantee, its successors, and assigns, as such may be approved by the
Board, in accordance with the ordinance.
C. TLe rights granted by this ordinance are subject to all
Franchises and permits heretofore or hereafter granted by the Board to
use the streets of the City by other public utility or public service
corporations. It is not intended by the grant of this Franchise to
abridge the exercise of the police power heretofore or hereafter
granted to the City by the laws of the State of Arkansas. The grant of
this Franchise is subject to all ordinances and resolutions of the
Board of Directors of the City of Little Rock as the same now exist or
may be hereafter amended, revised, or codified, in the lawful exercise
of any other power granted to the City by the laws of this State.
D. Specific mention of the materiality of any of the
provisions herein is not intended to be exclusive of any others for the
purpose of determining whether any failure of compliance hereunder is
material and substantial.
E. If any particular section of this ordinance, or the
particular application thereof, shall be held invalid, the remaining
provisions, and their application, shall not be affected thereby.
F. Grantee's Application Incorporated. The Grantee shall
provide all services specifically set forth in its application to
provide cable service to the City of Little Rock, Arkansas and by its
application is thereby incorporated by reference and made a part of the
franchise. In the event of a conflict between such proposals and the
provisions of this ordinance, that provision which provides for the
greatest benefit to the City, in the opinion of the Board, shall
prevail.
G. The Grantee shall assume the cost of publication of this
ordinance and Franchise as such publication is required by law and such
is payable upon the Grantee's filing of acceptance.
32
H. The Grantee to whom the Board grants this nonexclusive
franchise, shall, in addition to all other fees, pay to the City at the
time the Grantee files its acceptance of the Franchise an amount not to
exceed ten thousand (($10,000.00) dollars. Such payment shall be
nonrefundable and shall be used to offset any direct costs incurred by
the City in granting this Franchise not defrayed by fees submitted with
the bids.
I. Whenever this ordinance or the Franchise sets forth any
time for any act to be performed by or on behalf of the Grantee, such
time shall be deemed of the essence and the Grantee's failure to
perform within the time alloted shall, in all cases, be sufficient
grounds for the City to invoke the remedies available under the terms
and conditions of this ordinance and the Franchise.
24. Theft of Service Prohibited.
It shall be unlawful for any person or entity to make
unauthorized connection whether physically, electrically, acoustically,
inductively, or otherwise to any part of a licensed cable television
system within the City, for the purpose of enabling receipt of video,
audio, digital, or other signals or information without payment to the
City.
IN WITNESS WHEREOF hereunto by its City Manager and its corporate
seal to be hereto affixed and attested by its City Clerk and the
Grantee has caused its name to be subscribed hereunto by its
Attorney, W. S. Miller, Jr. as of the day and year first
above written.
33
M
♦ 1 � i �
4
SECTION 2. This Ordinance shall be in force and effect upon its
passage.
PASSED: December 19, 1978
i�
ATTEST:
City Clerk
ar eton hul ity Manager
Confirmed and Effective December 27, 1978
34
APPROVED:` '
Mayor
ttorney
Midwest American Cable Company