98-234��
Council File # " ° oZ 3
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ORDINANCE
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Green Sheet # C o g� 3
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SAINT PAUL, MINNESOTA
Committee: Date
An ordinance granting a renewal franchise for cable service to
Continental Cablevision of Saint Paul, Inc.
4 WHEREAS, The City of Saint Paul has, following reasonable notice, conducted a public hearing affording
5 all persons reasonable opportunity to be heard, which proceeding was concemed with the analysis and
6 consideration of the technical abiliry, �nancial condition, legal qualification and general character of
7 Continental Cablevision of Saint Paul, Inc. hereinafter "Company", as well as the reasonableness of a
proposed renewal and replacement franchise to provide cable service in Saint Paul; and
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10 WHEREAS, The City of Saint Paul after such consideration, analysis and deliberation has approved and
11 found sufficient the tecluucal ability, financial condition, legal qualification, and character of said Company;
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Presented By
Referred To
and
WHEREAS, The said City of Saint Paul has at the said public hearing, also considered and analyzed the
plans of the Company for ihe upgrade of the cable system and found the same to be adequate and feasible in
view of the needs and requirements of the entire area to be served by the said system, subject to certain
conditions; and
6VFIEREAS, To the l�owledge and belief of the City of Saint Paul this franchise and the procedure used in
formulating and awarding the same in all things and in all ways complies with the franchise standards of
Minr,esota State Law;
NOW, TfkEREFORE, THE COi7NCIL OF CTTY OF SAINT PAUL DOE3 ORDAIN:
Section 1.
There is hereby created, granted, and established for Continental Cablevision of Saint Paul, Inc., a
full and complete nonexclusive franchise for a period of ten (10) years, with a five-year extension option, for
the construction, operation and maintenance of a Cable System within the City of Saint Paul to provide cable
service, the terms of which are as provided in the "Cable Communications Franchise-Continental Cablevision
of Saint Paul, Inc", a copy of which is attached hereto, and fully incorporated herein.
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Section 2.
The Cable Communications Franchise-Continental Cablevision of Saint Paul, Inc. referenced in
Section 1. above is effec6ve upon a) the written agreement of the company to its terms, including all the
conditions and limitations in the Charter of the City of Saint Paul; and b) 30 days after its passage, approval
and publication, and upon satisfaction of all the pre-conditions to the effecriveness of the franchise, as set
forth in the "Cable Communications Franchise-Continental Cablevision of Saint Paul, Inc.," whichever is
later.
�� Blakey ��
�� Bostrom ��
�� CoSeman ��
�� Harris ��
�� Lantry ��
Adopted by Covncil: Date c�-� `���
Adoption Certified by Council Secretary
Requested by Department of:
By:
Form Approved by City Attorney
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y Mayor for Submission to Council
By:
Appx
By:
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t�AY 30 1gg$
City Council Offices
OAh �NITIATED
3/26/98 GREEN SHEET
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No 60863
Strathman, 266-8575 u, u
JUNCIL AGENDA BY (DATE7
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TOTAL � OF S16NATURE PAGES {CLlP ALL LOCATIONS FOR SlGNATURE)
Granting a renewal franchise for cable service to Continental Cablevision of Saint Paul, Inc
PLANNING CAMMISSION
CIB COMMITTEE
CML SERVICE CAMMISSION
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Has this persor✓(rm everxrorked under a canVaG torthis deparfinent?
vES NO
Hes Mia PersoNfirm rrer be�m a atY dnWoYee?
YES NO
oces tnis persoMnm possess a slon nar rarmanypossesse0 by any arreM cM �WoY�?
YES NO
is Mis P��� a far0e�ed vendoR
YES NO
C�z,�34 Rese��Nh �en?er
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TRANSAC710N
CAST/REVRIUE BUD6ETED (GRCLE ON�
VES NO
SOURCE ACTNITYNUMBER
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Appendix _. Cable Communications Franchise—Continental Cablevision of St.
Paul, Inc.*
Cross reference(s)--Cable communications service, Chapter 430.
WHEREAS, The City of Saint Paul has, following reasonable notice, conducted a pubfic
hearing affording all persons reasonable opportunity to be heard, which proceeding was
concerned with the analysis and considetation of the technical ability, financial condition,
legal qualification and general character of Continental Cablevision of St. Paul, Inc.
("CCSP") ; and
WHEREAS, The City of Saint Paul after such consideration, analysis and deliberation
has approved and found su�cient the technical ability, financial condition, tegal
qualification, and character of said CCSP; and
WHEREAS, The said City of Saint Paul has at the said public hearing, also considered
and analyzed the plans of CCSP for the upgrade of the cable system and found the
same to be adequate and feasible in view of the needs and requirements of the entire
area to be served by the said system, subject to certain conditions; and
WHEREAS, To the knowledge and belief of the City of Saint Paul this franchise and the
procedure used in formulating and awarding the same in all things and in ali ways
complies with the franchise standards of Minnesota State Law;
NOW, THEREFORE, The City of Saint Paul does ordain that there is hereby created,
granted, and established for CCSP a full and compfete nonexclusive franchise for a
period of ten(10) years, with a five-year extension option, for the construction, operaiion
and maintenance of a cable system within the City of Saint Paul.
Provided, however, that the said franchise shail be subject to the foliowing terms and
performance conditions as set forth herein.
ARTICLE I. GRANT OF FRANCHISE AND GENERAL PROVISIONS
Section 100. Titie of Ordinance.
This ordinance shall be known and may be cited as the "Saint Paul Cable Franchise,"
hereinafter "franchise," and it shall become a part of the ordinances and Legislative
Code of the City of Saint Paul.
Section 101. Definitions.
For the purpose of this ordinance, the following terms, phrases, words and their
derivations shall have the meaning given herein. When not inconsistent with the context,
words used in the present tense include the future, words in the piural number inciude
the singular number, and words in the singutar number include the plural number. The
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words "shall" and "will" are mandatory and "may" is permissive. References to officials,
departments, agencies or other entities, whether defined or not, shall be read to refer to
the same, or their authorized successors. References to statutory provisions shall refer
to those provisions as they may be renumbered from time to time. References to
applicable law or to any part of the Legistative Code of the City of St. Paul refer to the
same as they may be amended from time to time during the term of the franchise.
Words not defined shalf be defined as in Chapter 43Q of the Legislative Code of the City
of St. Paul; if not defined there, as defined in 47 U.S.C. §521 et. seq.; if not defined
there, the words shall be given their common and ordinary meaning.
101.(a). Basic service or basic cab/e service shall have the same meaning
as the term "basic service" under federal law; except that the basic
service shall also be deemed to include any service tier that includes
the public, educational and governmental access channels.
101.(b). Cable service means
101.(b).(1). the one-way transmission to subscribers of (A) video
programming, or (B) other programming service, and
101.(b).(2). the subscriber interaction, if any, which is required for the
selection or use of such video programming or other
programming service.
101.(c). Cab/e system has the same meaning as the term cable system
under federal law. In addition, unless the context clearly indicates
otherwise, the term cable system in this franchise means CCSP's
cable system, and all equipment, facilities and devices appurtenant
thereto.
101.(d). City is the City of Saint Paul, a Minnesota municipal corporation,
as it exists and as its borders may from time to time be changed.
Where the franchise requires that an action be taken by the city, that
action may be taken by any person authorized to act on the city's
behalf.
101.(e). Company is CCSP, the grantee of rights under this ordinance
awarding a franchise, or its permitted successor, transferee or
assignee.
901.(�. Convertershall mean an electronic device which converts signals
from cable distribution system frequencies to a form receivable by a
television set.
101. (g). Council is the city council of the City of Saint Paul.
101.(h). Easement shall mean those rights-of-way maintained for the
benefit of the public and controlled by city, the terms, conditions or
limitations of which are not inconsistent with the erection, construction
or maintenance of a cable system, its structures or equipment.
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101(i) (Reserved]
109. (i). Economically disadvanfaged shall mean those persons who
receive ass+stance under any of the following programs: the
Minnesota Tetephone Assistance Plan ("TAP"); Food Stamps;
Minnesota Family Investment Program; Generai Assistance.
101. (k). Expanded basic seivice for purposes of Sections 101(I), 300(g)
and 305 means all subscriber services other than basic service
provided by the company covered by a regular monthly charge, but
not including optional programming offered on a pay-per-channel or
pay-per-view basis or usage sensitive pay basis.
101.(l). Gross revenues shall mean all revenue derived directly or
indirectly by the company, its affiliates, subsidiaries, parent, and any
person in which the company has a financial interest from or in
connection with the operation of the cable system to provide cable
services. Gross revenues shall include, by way of example and not
limitation, revenues from basic service, other cable service tiers,
monthly fees for programming offered on a per-channel or per-
program basis, installation and reconnection, leased channel fees,
converter rentals, studio rental, production equipment and personnel
fees, interactive cable service, advertising, cable store saies, late
payment service fees and other services offered over the system.
Gross revenues shall not include any taxes on services furnished by
the company herein imposed directly upon any subscriber or user by
the state, city or other governmental unit and collected by the
company on behalf of said governmental unit. The franchise fee is
not such a tax.
101.(m). lnstallation shall mean the connection of the system from
feeder cable to subscribers' facilities.
101.(n). Loca/ means within the City of St. Paul.
101.(0). Lockout device is an optional mechanical or electrical
accessory to a subscriber's terminal which, when activated, inhibits
the viewing of a certain channel or channels provided by way of the
cable system.
>01.(p). Make-�eady shall mean the rearrangement of existing wires on
utility poles performed by telephone and electric utility companies to
allow for the addftion of cabfe plant on such poles.
901.(q). Non-profif institution means (1) a person, other than a
religious organization, which qualifies for federal tax exempt status;
and (2) any governmental body, agency, department, or commission;
accredited school; library; hospital; or any legal entity contracting with
the city to provide social services, whether or not such entity falls
within the scope of subdivision (1).
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901.(r). Person includes any individual, corporation, partnership,
association, joint stock company, trust, or any other legal entity,
including the city.
101.(s). Person with disabifities means any living person that: (1)
receives assistance under the Social Security disability insurance
program, or the Supplemental Security Income (SSI) disability
program; or (2) has been issued an identifying certificate by the State
of Minnesota for persons with physicat disabilities; or (3) recenres any
vocational rehabilitation services pursuant to Section 268A.01 of the
Minnesota State Statutes.
101. (t). Public property is any property owned by the city other than a
street or sidewafk.
101(u) [Reservedf
101.(v). Seniorcitizen means any living person over 65.
101.(w). Sidewalk shall mean that portion of a highway, other than the
roadway, set apart by curbs, barriers, markings or other delineation
for pedestrian travel, including parkways, not on private lands.
901.(x). Subscriber means the city, any government entity or any other
person who legally receives any cable service delivered over the
cable system.
101.(y). Street shall mean the surface of and the space above and
below any public street, road, highway, freeway, lane, path, public
way or place, alley, court, sidewalk, boulevard, parkway, drive, other
easement or rights-of-way now or hereafter held by the city for the
which shall within their proper use and meaning entitle the city and
the company to the use thereof for the purpose of installing or
transmitting cable transmissions over poles, wires, cables,
conductors, ducts, conduits, vaults, manholes, amplifiers, appliances,
attachments and other property as may be ordinarily necessary and
pertinent to a cable system.
101.(z). Usershall mean any individual, institution, organization, or
business that purchases any portion of the company's bandwidth for
delivery of programming or services or for receipt of programming or
services, or which is entitled to use any portion of the bandwidth at no
charge.
101.(aa). Video channel shail mean a 6 MHz band of the
electromagnetic spectrum which is capable of carrying at least one
video signal.
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101. (bb). Walkout shatl mean the process whereby a cable company
and telephone and electric utility companies inspect utility potes
throughout the city to determ+ne the amount of make-ready to be
performed by the util+ty companies.
Section 102. Franchise administrator.
The city may from time to time designate an entity to be responsible for the continuing
administration of the cable franchise and for the planning and development of cable
communications services by providing written notice of the designation to the company.
The designee as of the effective date of this franchise shall be the city's cable
communications officer. Any action taken by such designee, within the scope of the
authority granted by the city, and any notice received from such designee, shall be
treated as an action of, or notice by the city.
Section 103. Grant.
The city hereby grants to company a nonexc{usive ten-year cable system franchise as a
renewal of the company's existing franchise dated November 10, 1983, as amended, to
provide cable service, subject to all the terms and conditions as herein provided.
Nothing in this franchise authorizes the company to provide non-cable services (other
than the services that the company is required to provide for the city or the city's
authorized users in connection with the provision of the institutional network). If the
company is authorized to provide non-cable services, the city may either by separate
ordinance or by amendment of this ordinance establish additional conditions or
requirements related to the provision of those services or to the use of streets or pubtic
property in connection with the provision of non-cable services, and no provision in this
franchise shall operate as a timitation on the city's authority in this regard. Provided,
howeve�, nothing herein is intended to grant the city greater rights with respect to
franchising telecommunications providers than it has under applicable law, as amended
from time to time.
Section 104. Rights and privileges of company.
The franchise granted by the city pursuant to this ordinance shall grant to the company
the right and privilege to erect, construct, operate and maintain in, upon, along, across,
above, over and under the streets now in existence and as may be created or
established during its terms, any poles, wires, cable, antennas, towers, underground
conduits, manholes and other television conductors and fixtures necessary for the
maintenance and operation of its cable system for the provision of cable service in the
City of St. Paul on the terms and conditions hereinafter set forth. The franchise is not in
lieu of any permit or other requirements that exist or may be established by the city.
Permits must be obtained at the time and in the manner the city may specify, and permit
conditions must be strictly adhered to. The franchise does not grant the company the
right to occupy any particular location upon, along, across, above, over and under the
streets; nor does the franchise permit the company to intertere with the use of the
streets by others or to occupy other public property.
Section 105. Agreement.
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105.(a). Company agrees to be bound by all the terms and conditions
contained herein, in the attachments hereto, and in the agreements
referenced therein, and by the terms and conditions of the
Agreement dated April 15, 1998 as if fully set forth herein.
105.(b). The company also agrees to provide the following broad
categories of services, in addition to providing the channels for PEG
use:
105.(b).(1). cable services responsive to the needs and interests of the
community throughout the franchise term, as determined
through surveys or studies of St. Paut subscribers;
105.(b).(2). public affairs and news programming about the City of St.
Paul;
105.(b).(3), public affairs and news programming about the Twin Cities
region;
105.(b).(4). a channel or channels of children's programming;
105.(b).(5). a channel or channels of arts and cultural programming;
105.(b).(6). a channel or channels of programming of special interest
to minority groups.
105.(c). The company agrees that, throughout the term of this franchise, it
shall make available at least the percentage of channels it was
required to make available for commercial use under 47 U.S.C. §612
as of the effective date of this agreement. These channels, referred
to as "leased access" channels in this franchise, shalf be available for
lease by any person unaffiliated with the company, or to the city, to
provide any services.
Section 106. Term.
106.(a). The term of the franchise to be granted by the city pursuant to this
ordinance shall be for a period of ten years from and after the
effective date, excluding any period of time during which the company
is enjoined by a court of competent jurisdiction from performing its
obtigations under the franchise.
1Q6.(b). Notwithstanding the foregoing, the franchise term may be
extended for an additional five years by the city acting unilaterally, or
upon request of the company, if the city, in its sole discretion,
determines that:
106.(b).(1). the public interest would be served thereby; or
106.(b).(2).
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(A). the company has satisfactority complied with its
obligations hereunder; and
(B). the cable system is meeting the cable-related needs and
interests of the community, and the enfiorceable
commitments of the company are such that the cable
system is expected to meet the needs and interests of
the community over the extension term.
106.(c). References to "franchise term" in this franchise refer to the
franchise term and any renewals or extensions thereof.
Section 107. Effective date.
The franchise term shall commence and be in force upon the later of the following:
107.(a). Company's delivery to the city clerk of:
107.(a).(1). a signed acceptance of the franchise;
107.(a).(2). proof that the insurance, bonds and letters of credit
required hereunder have been obtained and are in force;
107.(a).(3). payment by the company of costs for the publication of this
ordinance; and
107.(a).(4). payment of any amounts due on or before the effective
date and provision of any proofs and documents due on or
before the effective date.
107.(b). Approval by the city of a certain transaction described more fully
in the March 11, 1998 request for approval of a change in the
corporate structure of company's ultimate parent, U S WEST, Inc.,
which will result in a separation of US WEST's telephone and cable
system operations; provided that, this paragraph shall not apply if the
March 11, 1998 request for approval is withdrawn or otherwise
materially modified.
If the franchise has not become effective prior to July 31, 1998, then the grant of the
franchise shall be of no force and effect, and the company shall have no rights
hereunder.
Section 108. Area.
This franchise is granted for the entire area of the City of Saint Paul as it exists and as
its borders may from time to time be changed. The company shall provide cable service
throughout the entire franchise area.
Section 109. Fees, payment of fees and penalties.
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109.{a). Throughout the term of this franchise, company sha11 pay to city a
francfiise fee of five (5) percent of gross revenues. Provided that, the
city may at any time increase this fee to the maximum that may be
charged consistent with state and federai law, should the federai law
limit change or be eiiminated. However, the city may not increase the
franchise fiee except after providing the company 90 days advance
written notice, and providing company the opportunity to comment on
the proposed change within that 90-day period.
109.(b). The following shall not be included in gross revenues for purposes
of calculating the franchise fee: reimbursements received by the
company from programmers for the costs actually expended by the
company in a temporary joint marketing campaign.
109.(c). Gross revenues shall be reduced by the amount of bad debt
expense (using the direct write-off method). For purposes of this
Section 109(c), the term "bad debt expense" refers to amounts
lawfully billed to a customer and owed by the customer for cable
service and accrued as revenues on the books of company, but not
collected after reasonable efforts have been made to collect the
charges. Bad debt expense, by way of example and not limitation,
does not include the amount of discounts, promotions, or credits
provided a subscriber that may reduce the amount a subscriber owes
to the company. Provided, howeverthat (1) the bad debt expense
deduction may not exceed two per cent of gross revenues for any
quarter; and (2) bad debt expense is again treated as revenue when
recovered.
109.(d). The exclusion of the foregoing reimbursements and bad debt
expense from the franchise fee calcuiation shafl not be read to
suggest that any other reimbursement, similar or dissimilar, should or
should not be excluded from the calculation of gross revenues.
109.(e). The parties agree that Internet service shall be treated as a cable
service for purposes of this franchise and a franchise fee paid on all
revenues therefrom until such time as court or agency of competent
jurisdiction over this franchise rules that the service is not cable
service and all appeals from the decision have been exhausted.
109.(�. The franchise fee and a�y other cost or penalties assessed shall
be payable, except as otherwise specified in this franchise
agreement, quarterly to the city office of financial services, and the
company shall file a complete and accurate verified statement of all
gross revenues within the city during the period for which said
quarterly payment is made, and said payment for each quarter shall
be made to the city not later than forty-five (45) days after the
expiration of the quarter when due.
109.(g}. In addition to its other rights to review and copy the company's
records under other provisions of this franchise or the St. Paul
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Legislative Code, the city shall have the right to inspect the
company's records to determine whether the company has paid the
franchise fee owed. The city may, but is not required to, audit sucfi
records and to recompute any amounts determined to be payable
under this ordinance. The company shall reimburse the city for all
expenses incurred by the c'fij in conducting the audit where such
audit shows the company's fee payment for any quarter reviewed is
five (5) percent or more under the amount found by the city to be due
and owing.
109.(h). ln the event that any firanchise payment or recomputed amount,
cost or penalty is not made on or before the applicable dates
heretofore specified, interest shall be charged daily from the date of
such default or delay at the rate of interest which is the prime rate
charged by the First National Bank of the City of Saint Paul for
preferred customers as adjusted on the first day of each month for the
month in which such default or delay first occurred.
109.(i). The acceptance by the city of any franchise fee payment shall not
be construed as an accord that the amount paid is in fact the correct
amount, nor shall such acceptance of such franchise fee payment be
construed as a release of any claim the city may have for additional
sums payable.
109.(j). The franchise fee payment is not a payment in lieu of any tax, fee
or other assessment except as specifically provided in this franchise,
or as required by applicable law. By way of example, and not
limitation, permit fees and business franchise taxes are not waived
and remain applicable.
Section 11U. Use of comparty facilities.
The city shall have the right, during the life of this franchise, to install and maintain free
of charge upon the poles of the company any wires and pole fixtures that do not
unreasonably interfere with the cable service operations of the company; provided,
however, that the city will hold company harmless for any damages resulting from the
city's negligent installation or use of said wires andlor poles or pote fixtures.
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Section 111. Rates.
111.(a). Except to the extent and for the time prohibited by federal law, all
of company's rates and charges are subject to regulation and prior
approval by the city.
111.(b). Rates and charges that are subject to regulation shall be
reasonable. Company shall maintain a current fist ofi all rates and
charges with the cabfe communications officer. The first list (the
"initial rates") shall be filed with the city on or before the efFective date
of the franchise. Changes in rates and charges require the prior
approval of the city, except as federal law otherwise provides. Both
initial rates and subsequent rate changes shall be subject to review
and company may be required to refund excessive rates.
111.(c). Except to the extent the city may not enforce such a requirement,
the company is prohibited from discriminating in its rates or charges
or from granting undue preferences to any subscriber, potential
subscriber, or group of subscribers or potential subscribers; provided,
however, that company may offer temporary, bona fide promotional
discounts in order to attract or maintain subscribers, so long as such
discounts are offered on a non-discriminatory basis to similar classes
of subscribers throughout the franchise area; provided furtherthat
discounts are permitted for senior citizens, people with disabilities, or
the economicaliy disadvantaged and in any case where the company
is required to provide a discount, or is expressly entitled to provide a
discount under federal law, so long as such discounts are app{ied in a
unfform and consistent manner.
111.(d). Equipment security deposit option and recovery costs:
111.(d).(1). The company reserves the right to charge a deposit for
converters or other terminal equipment placed in
subscribers' homes.
111.(d).(2). The company reserves the right to charge full
replacement, repair and administrative costs for converters
or other company-owned equipment which is lost, stolen or
damaged through neglect or misuse by the customer, so
long as it is not already recovering those charges through
otherrates.
111.(d).(3}. The company reserves the right to refuse service to any
subscriber for bona fide credit reasons and may tevy
reasonable collection charges on overdue or delinquent
accounts. Provided, however, that a subscriber must be
reconnected upon request if the subscriber pays the
amount owed to the company, the reconnection fee, and
provides any Iawfully required deposit.
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111.(d).(4). Deposits must be retumed within 30 days of the date a
subscriber terminates service.
111.(e). The company shall provide at its cost of labor and materials an
antenna-cable switch to any subscriber requesting such a switch.
111.(�. Prewiring Projects:
111.(fl.(1). The owner or builder of a residential or commerciai
building or other project shall have the right to prewire an
entire project for cabie service. 7he company shall
connect its cable system to the wiring installed by the
owner or builder, so long as the prewired instaliation uses
internal cable wiring that meets or exceeds the company's
specifications for installations that the company applied to
itself as of the date the project was undertaken.
111.(fl.(2). The company shall publish specifications for internat cable
wiring, and shall provide a copy of those specifications to
any person upon request. A copy of the specifications
shali be provided to the cable communications officer on or
before the effective date of the franchise, and any change
in the specifications must be filed prior to the date the
changes go into effect.
111.(�.(3). The owner or builder may request inspection and approval
of internal wiring according to a schedule suppiied by
company. Company shall inspect and provide technical
assistance at its cost upon request.
111.(�.(4}. Nothing in this section prohibits the company from refusing
to connect to a prewired building if the prewiring causes
signal leakage in excess of amounts permitted under
applicable law.
111.(g). The company shall offer the greater of a one dollar ($1.00) per
month or ten percent (10%) per month discount on basic service for
senior citizens, persons with disabilities and persons who are
economically disadvantaged . The company shall ofFer a ten percent
(10°!0) discount on other cable services to senior citizens, persons
with disabilities or the economically disadvantaged. The company
may require persons who seek to take advantage of the discount to
provide reasonable proof that they are eligible for the discount. F�qe
may be proven by presentation of a birth certificate, passport, or vafid,
state-issued photo identification card. Proof of eligibility for discount
on grounds of economic disadvantage may be shown by any
document from an agency or company responsible for any of the
programs referenced in Section 101Q), showing that person seeking
the discount is served by any of the programs described in 101(j).
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Proof of eligibility for discount on grounds of disability may be shown
by any document from an agency or company responsible for any of
the programs referenced in Section 101(s), showing that person
seeking the discount is served by any of the programs described in
101(s), or by presentation of the certificate described in 101(s)(2).
111.(h). Where subscriber network installation as required in Article Itf,
Section 305 is made without charge to govemmental, educational and
nonprofit institutions that include living quarters, the company may
charge for all services to individual living units within such building,
including, but not limited to, individual student housing units (i.e.,
dormitory rooms) and hospital rooms. Rooms within fire and police
stations are not treated as living quarters for purposes of this Section
111(h).
111.(i). Except as federal law requires otherwise, service requests for
maintenance or repair of cable facilities are to be performed at no
charge unless such maintenance or repair is required as a result of
damage caused by a subscriber.
Section 112. Rate regulation procedures.
112.(a). Pursuant to Saint Paul City Charter, section 16.03, all rates and
charges (collectively referred to as "rates") that must be regulated in
accordance with regulations established by the federal government
shall be regulated by the city in conformity with those applicable
regulations, and the procedures set forth in the St. Paul Legislative
Code and this agreement. Other rates that are subject to regulation
shall be regulated in accordance with the St. Paul Legislative Code
and this agreement. To the e�ctent that any provisions of this franchise
or of Saint Paui Legislative Code are inconsistent with applicable
federal regulations, the federal regulations shall control.
112.(b). An application for a change in rates shall be filed in accordance
with procedures established in Saint Paul Legislative Code at teast
120 days prior to a proposed change in the rates, except insofar as
federal regulations preempt these requirements. If the city
determines, aRer hearing that the company has failed to show that
the rates are justified, or if the city determines that the rates are not
justfied, it may set the appropriate rate and order refunds af any
excess amounts collected from subscribers. For rates existing as of
the effective date of the franchise that have not been approved
pursuant to FCC procedures, the city reserves the right to require the
company to prove that the rates are justified. lf the company faiis to
show that the rates are justified, or the city determines after hearing
that the rates are not justified, the city may establish the appropriate
rate and order rates reduced accordingiy. Final rate orders
establishing rates or ordering refunds shall be issued by the city
council, and may be adopted by resolution.
12
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112.(c). Should the company decide to raise rates, it shall file its schedule
of new rates and the relevant portions of the minutes of the board of
directors or execufive committee meetings at which such rate
increase was discussed.
Section 113. Costs.
Unless expressiy provided otherwise, costs associated with the issuance or
transfer of, and company's compliance with, this franchise and with applicable law shall
be borne by the company, and with no cost to the city. Costs incidental to the awarding
of this franchise shall include, but shall not be limited to, all costs incurred by the city, its
staff, appointees or elected officials in assessing the need fior franchising the cable
system. Such costs shall also include, but not be limited to, any publication of the
franchise and notices prior to any public meeting provided for pursuant to this franchise,
and the costs incurred by the city in its study, preparation of applications for the
issuance of a franchise to company or the transfer of the franchise to another person.
The company will reimburse the city for costs the city incurs in connection with the
foregoing within 30 days after the date a bill of costs is sent to it.
Section 114. Notices.
All notices from company to the city pursuant to this franchise shall be filed with the city
clerk and with the city's cabie communications officer. Company shall maintain with the
city, throughout the term of this franchise, an address for service of notices by mail.
Company shalf also maintain with the city, a local office and telephone number for the
conduct of matters related to this franchise during normal business hours.
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Section 115. Letter of credit.
115.(a). Prior to the effective date of its franchise, the company shall
deposit with the city a letter of credit from a local financial institution in
the amount of one hundred thousand dollars ($100,000.00). The city
must be able to draw upon the letter of credit if it has followed the
procedures described below, even if there is a dispute as to whether
there has been an act or omission that would entitle the city to call
upon the letter of credit. Upon completion of the system upgrade
required under Article III (including, by way of example and not
limitation, completion of the institutional network upgrade), the
company may reduce the letter of credit amount to fifty thousand
dollars ($50,000.00). The form and content of such letter of credit
shall be approved by the city attorney. The letter of credit shall be
used to insure the faithful performance by the company of all
provisions of this franchise; and compliance with alI orders, permits
and directions of any agency, commission, board, department,
division or office of the city having a jurisdiction over company's acts
or defaults under this franchise; and the payment by the company of
any claims, liens and taxes due the city which arise by reason of the
construction, operation or maintenance of the system.
115.(b). Whenever the city shall receive payment of any amount against
the letter of credit pursuant to this Section 115, the company shail pay
to or deposit with the financial institution with whom it maintains said
letter of credit an amount sufficient to replenish the letter of credit to
its full value of one hundred thousand dollars ($100,000.00) if during
the period of the system upgrade required under Article III or of fifty
thousand doilars ($50,000.00) if after completion of that system
upgrade, within ten (10) days after the company has been tendered
delivery by registered mail, return receipt requested, of the request for
payment. The cable communications officer shall be furnished with
written proof of replenishment not later than twenty-four (24) hours
after it is accomplished.
115.(c). lf the company fails to pay to the city any compensation within the
time fixed in this franchise ordinance; or fails, after ten (10) days'
notice, to pay to the city any taxes due and unpaid; or fails to repay
the city within ten (10) days any damages, costs or expenses which
the city is compelled to pay by reason of any act or default of the
company in connection with this franchise; or fails, after three (3)
days' notice of such failure by the city, to comply with any provision of
this franchise which the city reasonably determines can be remedied
by demand on the letter of credit, the city may immediately request
and receive payment of the amount thereof, witfi interest and any
penaities, from the financial institution holding the letter of credit.
Upon such request for payment, the city shall notify the company of
the amount and date thereof.
115.(d). The rights reserved to the city with respect to the letter of credit
14
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are in addition to all other rights of the city, whether reserved by this
franchise or authorized by law, and no action, proceeding or exercise
of a right with respect to such letter of credit shalf affect any other
right the city may have.
115.(e). The letter of credit shall contain the following endorsement:
"It is hereby understood and agreed that this letter of credit may not
be cancefed by the financial institution nor the intention not to renew
be stated until thirty {30) days after receipt by the city, by registered
mail, of a written notice of such intention to cancel or not to renew."
115.(fl. Neither withdrawal of money by the city pursuant to this provision
nor wording contained herein shall be construed as a limitation of the
company's right to contest penalties under Saint Paul Legislative
Code, Section 430.037.
Section 116. Bonds.
116.(a). At the time this franchise becomes effective pursuant to Article l,
Section 107 of this franchise ordinance, the company shall file with
the city clerk and shall maintain during the system upgrade required
by Article 111 the following bands:
116.(a}.(1). A labor and material payment bond in the sum of one
milfion doliars ($1,000,000.00).
116.(a).(2). A faithful performance bond running to the city in the
penal sum of one million dollars ($1,000,000.00)
conditioned upon the faithful performance of the company
of all the terms and conditions of this franchise and upon
the further condition that, in the event the company shall
fail to comply with any law, ordinance, rule or regulation
governing this franchise, there shall be recoverable jointly
and severally from the principal and surety of the bond any
damage or loss suffered by the city as a result, including
the full amount of any compensation, i�demnification or
costs of removal or abandonment of property of the
company, plus costs and reasonable attorney's fees up to
the full amount of the bond.
116.(b). Foilowing the satisfactory completion of all construction required
by Article III (including, by way of example and not limitation,
completion of the institutional network upgrade), the initial
construction bond sha{I be released, assuming there are no
outstanding defaults. The company shatl file with the city clerk and to
maintain throughout the term of this franchise a fabor and material
payment bond in the amount of five hundred thousand dollars
($500,000.00). The city may require the company to increase the
amount of this bond if the city concludes that it is necessary to do so
15
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given the amount of construction being performed by the company, or
based upon the harm being caused by the company to streets or
public or private property.
116.(c). Following the completion of the upgrade required by Article 11l and
unti{ such time as the company has liquidated a11 of its obligations with
the city, the company shall fiile with the ciiy clerk and maintain
throughout the term of this agreement a faithful pertormance bond
running to the city in the penal sum of five hundred thousand dollars
($500,000.00} conditioned upon the faithful performance of the
campany of ail the terms and conditions of this franchise and upon
the further condition that, in the event the company shall fail to
comply with any law, ordinance, rule or regulation governing this
franchise, there shall be recoverable jointly and severally from the
principal and surety of the bond any damage or loss suffered by the
city as a resuli, inciuding the fuli amount of any compensation,
indemnification, or cost of removal or abandonment of property of the
company plus costs and reasonable attorney's fees up to the full
amount of the bond.
116.(d). The bonds shall be subject to the approvai of the city attorney and
shall contain the following endorsement:
"It is hereby understood and agreed that this bond may not be
canceled until sixty (60) days after receipt by the city attorney, by
registered mail, return receipt requested, of a written notice of intent
to cancel or not to renew."
116.(e). The rights reserved by the city with respect to the bonds herein
are in addiiion to all other rights and remedies the city may have
under this franchise or any other law.
Section 117. Liability and insurance.
117.(a). The company agrees by the acceptance of this franchise to
indemnify, keep and save the city free and harmless from liability on
account of injuries or damage to persons or property arising out of the
construction, maintenance, repair and operation of its cable system.
In the event that suit shali be brought or that recourse or damages
shall be sought against the city either independently orjointiy with the
company on account thereof, the company upon notice by the city
shali defend the city in any such suit or action at the cost of the
company, and in the event of final judgment being obtained against
the city either independentty orjointiy with the company, the company
shall indemnify the city and pay such judgment with aIl costs and hold
the city harmless therefrom.
117.(b). The company shall pay and by its acceptance of the franchise
specifically agrees that it wilf pay all additional expenses incurred by
the city in defending itself with regard to all damages and penalties
16
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mentioned in subsection 117(a). above. These additional expenses
shall include, but not be limited to, fees for outside attorneys and
special consuitants.
117.(c). The company shall maintain, and by its acceptance of ihe
franchise specifically agrees that it will maintain throughout the term
of the franchise, liability insurance insuring the city and the company
with regard to all damages mentioned in subsection 117(a). in the
minimum amount of:
117.(c).(1). $500,000.00 for property damage to any one person;
117.(c).(2). $2,000,000.00 for property damage in any one accident;
117.(c).(3). $1,000,000.00 for personal injury to any one person; and
117.(c).(4). $2,000,000.00 for personal injury in any one accident.
117.(d). The insurance policy obtained by the company in compliance with
this section must be approved by the city attorney and such insurance
policy, along with written evidence of payment of required premiums,
shall be filed and maintained with the city clerk during the term of the
franchise, and may be changed from time to time to reflect rising
liability limits. The company shall immediately in writing advise the city
attomey of any litigation that may develop that would affect this
insurance.
117.(e). Neither the provisions of this section or any damages recovered
by the city thereunder shall be construed to or shali limit the liability of
the company under its franchise for damages.
117.(�. All insurance policies maintained pursuant to this franchise shall
contain the following endorsement:
"It is hereby understood and agreed that this insurance policy may not
be canceled nor the intention not to renew be stated until sixty (60)
days after receipt by the city, by registered maii, of written notice of
such intention to cancel or not to renew."
117.(g). Nothing in this section shall relieve any person from liability arising
out of the failure to exercise reasonable care to avoid injuring the
company's facilities while performing any work connected with
grading, regrading or changing the line of any street or public place or
with the construction or reconstruCtion of any sewer or water system.
117.(h). For purposes of this Article 1, Section 117, the term "city" inciudes
the City of St. Paul, its elected officials, officers, boards (including the
Board of Water Commissioners), commissions or employees.
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Section 118. Indemnification.
118.(a). Company shall, at its sole cost and expense, fully indemnify,
defend and hold harmless the city, its elected officials, o�cers,
boards (including the Board of Water Commissioners), commissions
and emptoyees against any and ali claims, suits, actions, liability and
judgments for damages (including, but not limited to, reasonable
expenses for outside legal fees and disbursements and liabilities
assumed by the city in connection therewith):
118.(a).(1). Involving persons or property, in any way arising out of or
through the acts or omissions of company, its servants,
agents or employees or to which company's negligence
shail in any way contribute;
118.(a).(2). Arising out of any claim for invasion of the right of privacy,
for defamation of any person, firm or corporation, or the
violation or infringement of any copyright, trademark, trade
name, service mark or patent, or of any other right of any
person, firm or corporation (excluding claims arising out ofi
or relating to city or access programming);
118.(a).(3). Arising out of company's failure to comply with the
provisions of any federal, state or local statute, ordinance
or regulation applicable to company in its business
hereunder;
118.(a).(4). Arising out of any claim wherein damages or any other
relief is sought as a result of the city's cable franchising
procedure or as a result of the awarding of the cable
franchise, or as a result of city's failure to award the
franchise to any other person, partnership, corporation or
other legaf entity. The indemnification provided for herein
shall not extend or apply to any acts of the city constituting
a violation or breach by the city of the contractual
provisions of the franchise ordinance, unless such acts are
a resuft of the order of a court or administrative agency or
are caused by the act or acts of company.
118.(b). In the event that the city awards any additionai cable
franchise in any future franchise process to a firm other
than company, then company agrees that it will not bring,
nor cause to be brought, any action, suit or other
proceeding claiming damages, or seeking any other relief
against city, its officials, officers, boards (including the
Board of Water Commissioners), commissions, employees
or agenis, for any award of a franchise made in conformity
with applicable state and federal law.
118.(c). The cost and expense covered by the indem�ities shall
�
f�-235�
include, but not be limited to, fees for outside attomeys
and special consultants.
118.(d). The city shall give company reasonable notice of the making of
any claim or the commencement of any action, suit or other
proceeding covered by the provisions of this section. The company
shall cooperate with the city in the defense of any such action, suit or
other proceeding at the request of the city; however, in the absence
of such request, nothing herein shall be deemed to prevent the
company from cooperating with the city and participating in the
defense of any litigation by its own counsel at the company's cost and
expense.
118.(e). No recovery by the city of any sum by reason of the letter of credit
required in Article I, Section 116 shall be construed as any limitation
upon the liability of the company to the city under the terms of this
section, except that any sum so received by the city shall be
deducted from any recovery for the same damages which the city
might have against the company under the terms of this section. The
provisions of this section shall not be dependent or conditioned upon
the validity of this ordinance or the validity of any of the procedures or
agreements involved in the award or acceptance of the franchise, but
shall be and remain a binding obligation of the city and company even
if this ordinance, any part hereof, or grant of the franchise is declared
null and void in a legal or administrative proceeding. It is expressly
the intent of company and city that the provisions of this section shall
survive any such declaration and shall be a binding obligation of and
shall inure to the benefit of the company and city and their successors
and assigns, if any.
118.(fl. It is the purpose of this section to provide maximum
indemnification to the city under the terms set out herein and, in the
event of a dispute as to this section, it shall be construed to the
greatest extent permitted by law to provide for the indemnification of
the city by company.
118.(g). Notwithsta�ding Section 117(g), to the extent permitted by law,
company shall have no monetary recourse whatsoever against city for
any loss, costs, expenses, or damages arising out of any provision or
requirement of this franchise, or Chapter 430 because of the
enforcement of this franchise or Chapter 430, or any action taken
pursuant thereto, including damages that may be caused by
movement or removal of the cable system during emergencies or in
the course of any other activity of the city in the public streets or on
public property, except in cases where the damage is the result of the
city's gross negligence or willful misconduct. In no event shall the city
be liable to the compa�y for arty losses resuiting from the interruption
of its business, or for any other consequential damages, punitive
damages or exemplary damages. The rights of city under this
Section 11 S(g) are in addition to, and shall not be read to limit, any
19
9�-a3y
immunities the city may have under federal or state law or other
provisions of this fra�chise.
Section 119. Service of process and consent to jurisdiction.
The company shall designate an agent within the city upon whom process
against it may be served on behaif of the city or any other party in enforcing this
franchise or in asseRing any other right or claim. The company, for such purposes, and
any other purposes, hereby consents to, and submits to, the laws, jurisdiction and courts
of the State of Minnesota.
Section 720. Debt financing.
The company shall make a good faith effort to obtain debt financing for
construction and operation of the Saint Paul cabte system from the Port Authority of the
City of Saint Paul; provided, that the terms and conditions for such debt financing are as
favorable to the company as those available to the company from other lending sources.
Section 121. Sale or transfer of the franchise; sale or transfer of stock.
121.(a). The franchise shall not be assigned or transferred or leased,
sublet or mortgaged in any manner whether by sale or lease of assets
or transfer of control of the company or its parents, or otherwise,
either in whofe or in part, 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 council which
shall not be unreasonably w+thheld. However, no authorization of the
council shall be required for any mortgage, pledge or other
encumbrance of this firanchise ordinance or the company's cabie
system as security for financing purposes, so long as:
121.(a).(1). the mortgage, pledge or other encumbrance may not allow
any person to succeed to the company's interest in the
franchise or the system without the prior approval of the
city; and
121.(a}.(2}. the terms and conditions of the mortgage, pledge or other
encumbrance must be subordinate to the terms and
conditions of this franchise.
121.(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, or any other event constituting a transfer of
the franchise, and shall file a request for approval of the transfer as
provided in Chapter 430, containing such information as is required
therein. The word "controi," as used herein, is not fimited to major
stockholders, general partners and limited partners, but includes
actual working control in whatever manner exercised. Without limiting
the foregoing, a ten percent (10%) change or more in the ownership
of company shall be presumed to be a change in control. Every
�
9�-z3y
change, transfer or acquisition of control of the company shall make
the franchise subject to cancellation unless and until the council shali
have consented thereto, which consent will not be unreasonably
withheld.
121.(c). The acts described in 121(a)-(b) are collectively referred to as
"transfers," and the entity or entities to whom transfer is to be made is
referred to below as the "transferee."
121.(d). For the purpose of determining whether it shall consent to a
transfer, except as federai law prohibits it from doing so, the city may
inquire into the qualification of the prospective transferee, and the
company shall assist the council in any such inquiry. The proposed
transferee must show financial responsibility as determined by the city
and must agree to comply with all provisions of the franchise. A
request for a transfer will not be granted unless the council
� determines, in light of the record before it, including the transfer
application, that:
121.(d).(1). there will be no adverse effect on the public interest, or
the city's interest;
121.(d).(2). the transferee will agree to be bound by all the conditions
of the franchise and to assume all the obligations of its
predecessor; and
121.(d).(3). any outstanding compliance and compensation issues
have been resolved or are preserved to the satisfaction of
the city.
121.(e). The consent or approval of the council to any transfer shall not
constitute a waiver or release of the rights of the city, and any transfer
shall, by its terms, be expressly subordinate to the terms and
conditions of the franchise and any amendments or agreements
related thereto.
121.(r�. In the absence of extraordinary circumstances, the council will not
approve any transfer prior to substantial completion of the system
upgrade required by Article III.
121.(g). 1n no event shal{ any transfer be approved without transferee
becoming a signatory to the franchise, and any amendments or
agreements related thereto.
Section 122. Right of municipal acquisition.
122.(a). In the event the company forfeits the franchise, or upon
revocation or other termination of the franchise pursuant to provisions
of this ordinance, or at the normal expiration of the franchise term, or
21
9�-z.3y
in the event of any transfer, c+ty shall have the right of first refusai to
purchase the cabie system. The city may, if it chooses, acquire the
cable system and its assets and transfer the system and all its assets
to a third party purchaser; without limitation, the city may enter into
such a purchase agreement before acquiring the cable system and its
assets from the company.
122.(b). lf the city elects to purchase the system at the normai expiration
of the franchise term, or upon transfer, the value of the cable system
shall be: the fair market value of the cable system as an ongoing
business concem, tess the value of the franchise. The value of the
cabie system shall be determined by a panei of three (3) independent
appraisers agreed upon by the city and the company. Should city and
company faii to agree upon the selection of three (3) independent
appraisers, each shall select one appraiser. The two (2) appraisers so
selected shalf then select a third, if the city elects to purchase the
system in the event of forfeiture, termination or revocation prior to the
normal expiration date, the purchase price to be paid by the city shall
be an equitable price. The parties agree that the equitable price shall
be the company's capitalization cost less depreciation. "Capitalization
cosP' shali mean the monies invested for the tangible assets that are
being purchased, exclusive of intangible assets such as goodwill or
value of the franchise. The date of valuation shall be no earlier than
the day following the date for such forfeiture, termination or
revocation.
122.(c). Upon exercise of this option and the payment of the above sum
by the city and its service of official notice of such action upon
company, the company shall immediately transfer to the city
possession and title to all facilities and property, real and personal, of
the cable system, firee from any and ail liens and encumbrances not
agreed to be assumed by the city in lieu of some portion of the
purchase price set forth above; and the company shall execute such
warranty deeds or other instruments of conveyance to city as shall be
necessary for this purpose.
122.(d). Notwithstanding the above, if the cable system or any part of the
cable system is abandoned by company, or if the company fails to
operate its cable system in accordance with this franchise during any
time it is required to operate its cable system, or the company
otherwise terminates its franchise, upon reasonable notice of at least
thirty (30) days and an opportunity to be heard, the ownership of the
cable system or the abandoned portions thereof (as applicable) in
streets or on other pub{ic property, or such portion thereof as the c+ty
may desire, shall be conveyed to the cfty and the city may se{I,
assign, or transfer all or part of the assets of the cable system, or the
city council, at its option, may use or dispose of the system as it sees
fit. The company shall execute such quit claim deeds and other
documents as may be necessary to transfer the cable system or
affected part thereof free and clear of liens and encumbrances to the
22
9� z3y
���.
122.(e). Each contract entered into by company with reference to its cable
system or operations under the franchise shall be subject to the
exercise of the rights of the city under this Section 122.
122.(fl. Nothing in this franchise in any respect affects the city's powers of
eminent domain, or its right to exercise these powers with respect to
the cable system.
122,(g). The company may not take any action that would interfere with
the city's purchase rights, or take action that wouid have the effect of
limiting the facilities and equipment avaitable to the city.
Section 123. Certificate of confirmation.
The franchise shali cease to be of any force and effect if the company fails to
obtain any authorization required by state or federal law at the time required by such
federal or state faw.
ARTICLE II. CABLE COMMUNICATIONS REGULATfON AND ADMINfSTRATION
Section 260. Cabie communications regulatory ordinance.
The terms and conditions of this franchise shali be subject to and shali
incorporate the provisions of the Cable Communications Regulatory Ordinance, Saint
Paul Legislative Code, Chapter 430, as amended from time to time during the term of
the franchise if such an amendment adopted after June 1, 1998 does not change any of
the express material terms of the franchise, unless the city and the company agree
othetwise. Any conflict between express provisions of this franchise ordinance and the
regulatory ordinance as it existed on June 1, 1998 shail be resolved in favor of the
franchise. However, in interpreting this franchise, no rights pass by implication. By way
of example, and not limitation, any conflict between this franchise agreement and a
change adopted by the city in the exercise of its police or regulatory powers would be
resolved as provided in Section 201. By way of further example and not limitation,
company must comply with permitting procedures and permitting fees set forth in
Chapters 116 and 135 of the St. Paul Legislative Code. The failure of this franchise to
estabfish or reference a requirement contained in the Legislative Code does not relieve
company of its duties to comply with such requirements. While this franchise is subject
to Chapter 430, that chapter is not a contract.
Section 201. Police powers.
In accepting this franchise, the company acknowledges that its rights hereunder
are subject to the police power of the city to adopt and enforce ordinances necessary to
the safety and welfare of the public; and it agrees to comply with all applicable laws and
ordinances enacted by the city pursuant to such power. Company understands and
agrees that the reference to police powers includes by way of example and not
23
9� Z3y
limitation, ali regulatory powers of the city that may now exist or be hereafter obtained.
Any conflict between the provisions of this franchise and any other present or
future lawful exercise of the city's potice powers shaN be resolved in favor of the latter,
except that any such exercise that appiies exclusively to the company which contains
provisions inconsistent with this franchise shall prevail oniy if upon such exercise the city
finds an emergency exists constituting a danger to health, safety, property or general
welfare or such exercise is mandated by law. An ordinance that appiies to cable
systems generally shatl not be deemed to apply exclusively to company. By way of
example and not limitation, nothing herein prevents the city from adding or changing
requirements governing permitting or use of the streets.
Section 202. Compliance with state and federal laws�
Provisions of Mi�nesota State Law that are required to be incorporated in this
franchise, and which are not otherwise already incorporated in this franchise, are hereby
specifically adopted and incorporated by reference.
Notwithstanding any other provisions of this franchise to the contrary, the
company shall at all times comply with all state laws and rules regarding cable
communications not later than one year after they become effective unless otherwise
stated and with all federal laws and regulations regarding cable communications as they
become effective. Provided, however, if any such state or federal law or regulation shall
require the company to perform any service, or shall permit the company to perform any
service, or shall prohibit the company from performing any service in conflict with the
terms of this franchise or of any law or regulation of the city, then as soon as possible
fotlowing knowiedge thereof, the company shall notify in writing the city attorney of the
point of conflict believed to exist between such regulation or law and the laws or
regulations of the city or this franchise.
If the city determines that a material provision of this ordinance is affected by any
subsequent action of the state or federal government, or by any order or a court or
agency of competent jurisdiction; or in the event company raises a claim or defense that
a material provision is void or otherwise unenforceable in accordance with its terms, the
city shali have the right to modify any of the provisions herein to such reasonable extent
as may be necessary to carry out the full extent and purpose of this agreement,
provided such modifications do not place any greater total financial obligations on the
company than were required under this ordinance prior to the action of the state or
federal government, or the order by the court or agency, or the date the claim was
raised. By way of example, and not limitation, if requirements for system design are
ever determined to be unenforceabie, the city could increase the company's obligations
with respect to PEG access or the institutional network to an amount equat to the
savings to the company that result from the state or federal government action.
Section 203. Equal employment opportunity and affirmative action.
203.(a). The company shali not deny service, deny access or otherwise
discriminate against subscribers, channel users or other persons on
the basis of race, color, creed, religion, ethnic origin, age, sex, sexual
or affectiona{ orientation, familial status, marital status, status with
24
9�-z3 y
regard to public assistance, or handicap. The company shall comply
with atl requirements of federal, state and local laws and regulations
relating to nondiscrimination.
203.(b). The company shail comply with or exceed all federal, state and
focal laws and regulations relating to equal employment opportunity.
203.(c). The company also agrees to be bound by all the provisions of
Chapter 183 of the St. Paul Legislative Code, inctuding those provisions
that apply to persons contracting with the city.
203.(d). The city has a goaf of assisting economicafly disadvantaged
businesses to participate in public contracts through its Targeted Vendor
Development Program, which is addressed in Chapter 81 of the Saint
Paul Administrative Code. The city requires company to make a good
faith effort to purchase goods, supplies, and services from Targeted
Vendors certified with the city during this contract period.
Section 204. Labor policies.
204.(a). The wages and benefits paid to the occupational groups utilized
by the company or its contractors or subcontractors in the
construction, operation, or maintenance of the cabfe system shall not
be less than the wages or fringe benefits paid to comparable positions
in the classified civil service system.
204.(b). Company shall recognize the right of its emptoyees to bargain
collectively through representatives of their own choosing� in
accordance with applicable laws and shall deal with representatives
duly elected by a majority of its employees for the purpose of
collective bargaining with respect to compensation, hours of
employment or any other terms, conditions or privileges of
employment.
204.(c). Company shall ensure that at east seventeen (17) percent of its
work force is located within the City of St. Paul.
Section 205. Continuity of service mandatory.
205.(a), It shall be the right of all subscribers Yo continue receiving service
insofar as their financial and other obligations to the company 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 renew this franchise, the company shall undertake all
reasonable efforts to ensure that all subscribers receive continuous,
high-quality, uninterrupted service regardless of the circumstances.
205.(b). In the event of a change of franchise, or in the event a new
operator acquires the system, the company shall cooperate with the
city, new company or operator in maintaining continuity of service to
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the stricter requirement shall control.
208.(b). At a minimum:
208.(b).(1). During the term ofi the franchise the company shall
maintain wRhin the city a local business office or offices for
the purpose of receiving and resalving all complaints
regarding the quality of service, equipment malfunctions,
billings disputes and similar matters. The office must be
reachable by a local, tofl-free telephone call, and company
shall 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, billings and similar
matters.
208.(b).(2). The local office shafl be open to receive inquiries or
complaints from subscribers during normal business
hours, and in no event Iess than 9:00 a.m. to 5:00 p.m
Monday through Friday, excluding legai holidays.
208.(b).(3j. Company shall provide the means to accept complaint
calls twenty-four (24) hours a day, seven (7) days a week.
Any service complaints from subscribers shall be
investigated and acted upon within twenty-four (24) hours.
Any service complaint shall be resolved within three (3)
calendar days.
208.(b).(4). Upon �otification by a subscri6er and verification by the
company, the company shail credit a subscriber's account
on a pro-rata basis for loss of service exceeding four hours
within a twenty-four hour period, or for loss of service that
exceeds forty-eight hours in any thirty-day period. The
subscriber wiil be credited for one day of lost service for
every four hours the subscriber's service is out. Provided,
however, that until March 1, 2001, or the date the upgrade
required by Article III is compleied, whichever is earlier,
subscribers will only be credited for one day of lost service
related to the upgrade if there is a twelve -hour (12-hour)
loss of service measured over a 48 hour-period, or if total
outages over any 30-day period exceed forty-eight (48)
hours. Provided further, however, that this exception only
applies if the company develops a reasonable cutover plan
designed to minimize disruption to subscribers during the
upgrade.
208.(b).(5). The company shali keep a maintenance service log which
wiH 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 Iog shall be made
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all subscribers. During such period, company shall be entitled to the
revenues for any period during which it operates the system, and
shall be entitled to reasonable costs for its services when it no longer
operates the system.
205.(c). In the event the franchise is revoked or terminated, the company
may be required to continue to provide service for a reasonable
period as directed by the city in order to assure an orderly transition
of service from the company to another entity. During any such
transitional period, company shall operate its cable system in
accordance with the requirements of this franchise and applicable
law.
205.(d). In the event company faiis to operate the system for four (4)
consecutive days without prior approval of the city or without just
cause, or willfully fails to provide service in accordance with its
obligations hereunder for any period, the company will be deemed to
have abandoned its cable system. The city may, at its option, do any
or all of the following:
205.(d).(1). operate the system or designate an operator until such
time as company restores service under conditions
acceptable to the city or a permanent operator is selected.
If the city or a designee is required to fulfill this obligation
for the company, the company shall reimburse the city or
its designee for all reasonable costs or damages in excess
of revenues from the cable system received by the city or
its designee that are the result of the company's failure to
perform.
205.(d).(2). declare the franchise fo�feited and require the company to
remove its cable system from the city by a time specified
by the city, as provided in Article II, Section 212.
205.(d).(3). take possession of all or a portion of the abandoned
facilities, in accordance with Article I, Section 122(d).
205.(d).(4). impose liquidated damages as provided for in this
franchise.
205.(d).(5). Exercise any other remedy available to it as a matter of
law or equity.
Section 206. Subscriber privacy.
206.(a). No signals, including signals of an interactive communications
chan�el, shall be transmitted from a subscriher terminat for the
purposes of monitoring individual viewing pattems or practices
without the express written permission of the subscriber. Neither the
company, the city nor any other person shall initiate or use any
26
9�-Z3y
procedure or device for procuring information or data from a
subscriber's terminals or terminal by any means without the prior valid
authorization o4 the affected subscriber. Valid authorization shall
mean written approval from the subscriber which shall not have been
obtained from the subscriber as a condition of service, except in
those situations in which authorization is needed for billing, and which
may be revoked by the subscriber at any time without penaity of any
kind whatsoever. The request for such permission shall be contained
in a separate document with a prominent statement ihat the
subscriber is authorizing the permission with fuil knowledge of its
provisions. Such written permission shall not extend longer than one
year; provided, however, that the subscriber shall have the option to
renew upon expiration. No penaity shall be invoked for a subscriber's
fai{ure to provide or renew such authorization. Such authorization
shall be required for each type or classification of signais transmitted
from a subscriber terminal.
206.(b). The company shall not coilect, compile or retain subscriber data
exCept as necessary for interna! business purposes. Neither the
company, the city nor any of their agents or employees shail, without
the specific written authorization of the affected subscriber, provide
data identifying or designating any subscriber to any party other than
to the company and its employees or agents for internal business
use. This shall include, but not be Iimited to, lists of the names and
addresses of such subscribers or any lists that identify the viewing
habits of subscribers. Written permission from the subscriber shall not
be required for the systems conducting systemwide or individualiy
addressed electronic sweeps for the purpose of verifying system
integrity or monitoring for the purpose of billing. Confidentiality of such
information shall be subject to the provisions of this section.
Section 207. Report on cable utilization.
By February fifteenth of each calendar year, company shall report to the city on
utilization of downstream and upstream subscriber network and institutional network
capacity (other than the capacity being utilized by the city or its authorized users). Such
report shail identify all services being carried or provided on the cable system, the
number of channels utilized, the number of hours per day each channel is utilized, and
the number of channels which remain available for carriage of new services.
SecGon 208. Customer service and subscriher complaint procedures.
208.(a). The company shail comply with all federal and state customer
service standards, and in addition wili comply with the customer
service requirements established by the city from time to time.
Without limiting its obligation to comply with customer service
standards established under federai, state and local law, company
shafl comply with the customer service standards set forth in this
franchise, which standards shall be treated as minimum, not
maximum requirements, In the event of confilicts between siandards,
27
l�'8-2 3y
available for periodic inspection by city.
208.(b).(6). As subscribers are connected or reconnected to the
system, the company shafl, by appropriate means, such as
a card or brochure, fumish (i) information conceming the
procedures for making inquiries or complaints to the
company, 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 (ii)
information conceming the city office responsible for
administration of the franchise, including at least the name
of the office, the address and main telephone number of
the office.
Section 209. Termination and forfeiture.
209.(a). In addition to all other rights and powers retained by the city under
the franchise, Chapter 430 or otherwise, the city reserves the right to
forFeit and terminate the franchise and all rights and privileges of the
company hereunder in the event of a substantial breach of its terms
and conditions. A substantial breach by company shall include, but
shall not be limited to, the following:
209.(a).(1). Violation of any provision of the franchise or any rule,
order, regulation or determination of the city made
pursuant to the franchise;
209.(a).(2). Attempting to dispose or disposing of any of the facilities or
property of its cable system to prevent the city from
purchasing it, as provided for herein;
209.(a).(3). Engaging in a course of conduct intentionally designed to
practice any fraud or deceit upon the city, any subscriber
or any other user of the system;
209.(a).(4). Attempting to evade the provisions of the franchise;
209.(a).(5). Failure to begin or complete the system upgrade required
by Article III, or failing to extend the system as provided
under the franchise;
209.(a).(6). Failure to provide the types or quality of service as
required herein;
209.(a).(7). Abandonment of the cable system. For purposes of this
section, abandonment shall be deemed to mean any event
that would constitute abandonment under Artic4e II Section
205 , or the failure to restore service after ninety-six (96)
consecutive hours of interrupted service, except when
approval of such interruption is obtained from the city;
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209.(a).(8). Any material misrepreseniation of fact in appiicaiion for or
negotiation of the franchise;
209.(a).(9). Failure to replenish the fund secured by the letter of credit
within thirty (30) days aRer a draw by city;
209.(a).(10). Failure to maintain bonds andlor insurance; and
209.(a).(11). Failure to activate the channels on the subscriber network
or to upgrade the institutional network as required by this
franchise.
209.(b). The foregoing shali not constitute a major breach if the violation
occurs as a result of circumstances beyond company's reasonable
controi. Forces beyond the company's reasonable control, incfude,
but are not limited to, natural disasters, civil disturbances, power
outages, telephone network outages, and severe or unusual weather
conditions. Events within the control of the company include, but are
not limited to, delays caused by the company's (or its parent) own act
or failure to timely act or plan for action. Company shall not be
excused by mere economic hardship nor by misfeasance or
malfeasance of its directors, officers or employees.
209.(c). In the event that the city determines that the company has
substantially violated any provision of the franchise, any rule or
regulation promulgated pursuant hereto or any applicabfe federal,
state or local law, the city shali make a written demand, by registered
mail, return receipt requested, upon the company that it remedy such
violation and that continued violation may be cause for termination.
The city shall g+ve the company thirty (30) days after service of the
aforementioned notice to correct the violation.
209.(d). Within that thirty-day period, the company must either cure the
violation, or provide satisfactory written proof that a cure cannot be
completed within the thirty-day period, but that the cure is being
actively and expeditiously pursued, and will kie completed within a
time ceRain. If the violation, breach, failure, refusal or neglect is not
fulfy cured within that thirty (30) day period following written demand;
or if there is not written proof satisfactory to the city that corrective
action has been taken or is being actively and expeditiously pursued
so that the cure will be completed by a time satisfactory to the city; or
if the city provides the company additional time to cure and the
company fai�s to cure within a time satisfactory to the city; the city
may place the issue of termination of the franchise before the city
council.
209.(e). If the city chooses to place the issue of termination before the city
councii, a public hearing shall be held and the company shall be
provided with an opportunity to be heard upon written notice, by
registered mail, return receipt requested, to the company of the cause
30
9'�-Z3y
for termination, the intent to termi�ate and the time and place of said
public hearing.
2�9.(fl. The city council shall hear a�d consider the issue and shall hear
any person interested therein, and shall determine, in its discretion,
whether or not any violation by the company has occurred. If the
council determines that the violation by the company was within its
control, and that the company has faiVed to completely cure the
violation, the council may, by resolution, declare that the company's
franchise be forfeited and terminated. Nothing herein prevents the
city from providing the company with additional opportunities to cure.
The city is not required to give the company any opportunity to cure
where fraud and/or misrepresentation has been alleged and proved to
the city's satisfaction.
209.(g). Notwithstanding the foregoing, the city may revoke the franchise
or exercise any of the other remedies set forth in the Corrective Plan,
as amended, in accordance with the procedures set forth in the
Correct+ve Plan, as amended (the term "Corrective Plan'� as used in
this franchise, refers to ihe Corrective Plan and the Corrective Pian
Agreement dated December 22,1997).
Section 210. Liquidated damages; Penalties.
210.(a). The parties agree that the amount of damages for violation of
certain franchise provisions may be difficult to ascertain, and for that
reason, agree that liquidated damages may be assessed against the
company and charged against the letter of credit as follows (amounts
are in 1997 dollars):
210.(a).(1). For failure to complete system upgrade required by Article
III in accordance wiih the franchise and any approved
construction pla� within 42 months of the effective date of
the Franchise; or for a failure to satisfy any of the
deadlines established under Exhibit A, unless the city
council specifically approves the delay by motion or
resolution due to the occurrence of conditions beyond
company's reasonable control, liquidated damages may be
assessed as follows:
(A). Up to two hundred fifty doilars ($250.00) per day for the
first sixty (6Q) days or part thereof, the deficiency
continues;
(B). Between sixty (60) days and six (6) months, up to five
hundred dollars ($500.00) per day or part thereof the
deficiency continues;
(C). After six (6} months, up to one thousand dollars
($1,000.00) per day or part thereof the deficiency
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98-a3y
continues.
210.(a}.(2). For failure to provide data, documents, reports, information
or to cooperate with city during an applicable process or
cable system review, company shall pay fifty dollars
($50.00) per day for each day, or part thereof, the violation
occurs or continues.
210.(a).(3). For failure to test, analyze and report on the performance
of the system following a request pursuant to the
franchise, the company shall pay to the city fifty dollars
($5�.�fJ) per day for each day, or part thereof, that such
noncompliance continues.
210.(a).(4). For transferring the franchise without the prior approval 04
the city, $2,000 per day for each day that the violation
continues;
210.(a).(5). For failure to comply with any other provision of the
franchise for which damages may be difficult to ascertain,
including the customer service requirements, company
shall pay to the city two hundred dollars ($200.00) per day
for each day, or part thereof, that such noncompliance
continues.
210.(a).(6). For initiating or using a procedure or device for procuring
information or data from a subscriber's terminal, dwe{ling
or business without the prior valid authorization of the
affected subscriber as required by Article II, Section 206(a)
of this franchise, the company shall pay fifty dollars
($50.0�) per day for each day, or part thereof, the violation
continues or occurs.
210.(a}.(7). For selling, providing or otherwise making available to
anyone any information about subscribers obtained by
monitoring transmission of any type of s+gnal from a
subscriber's terminal, dwelling or piace of business without
the specific written authorization of the subscriber as
required by Artide II, Section 206(b) of this franchise, the
company shall pay five thousand dollars ($5,000.00) for
each such violation. In addition, the total amount of funds
paid to the company fior this information shall be forfeited
to the city by company.
210.(a).(8). For tapping, monitoring, or for arranging to tap or monitor,
or permitting the tapping of any cable, line, signal, input
device or subscriber outlet or receiver for any purpose
whatsoever without the specific written authorizatiort of the
subscriber or pursuant to court order, the company shall
pay ten thousand dollars ($10,000.00) per day for each
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98-23y
day, or part thereof, the violation occurs or continues.
210.(b). Each breach of each provision shal{ be considered a separate
breach for which separate fiquidated damages can be imposed.
210.(c). A violation of any provision of the Saint Paul �egislative Code,
Chapter 430 is by Saint Paul Legislative Code, Section 1.05 deemed
to be a misdemeanor.
210.(d). The rights reserved by the city herein are in addition to all other
rights and remedies the city may have under this franchise or any
other law and are not intended to be exclusive; nor shall this provision
be read to superseded or limit the applicability of any penalty
provisions under Chapter 430 or other provisions of the Legis{ative
Code, ali of which shall apply.
Section 211. Abandonment of service.
Company shall not, without having given three (3) months prior notice to the city,
cease providing any cable service required pursuant to this agreement. The company
shall not cease providing any cable service or any portions thereof, even with the
required notice, without compensating the city for damage resuiting to it from such
abandonment. Public, educational and governmental access channels and services and
institutional network channels and services may not be abandoned.
Section 212. Removal of cable equipment upon termination or forfeiture or
abandonment.
212.(a). Upon termination or forfeiture of a franchise, or abandonment of
the franchise or the system, if the city so requests in writing, the
company shall remove its cable system or such portions of it as the
city may direct from the streets and other public property within the
franchise area. Such request shall be served upon the company's
local business o�ce by registered mail, return receipt requested, and
shall give the company a reasonable period of time to effectuate such
removai. The city may require the company to submit a plan for
removal by a date certain, and require the company to comply with
that plan and such other conditions as the city may reasonably
estabiish to protect the streets and public and private property, or to
protect the city's rights under this franchise.
212.(b). Should company fail to remove the cable system, fail to act in
compliance with an approved removal plan, or fail to restore property
to the satisfaction of the city, the city shall have the right to treat all or
part of the cable system as abandoned and to exercise its riqhts
under Article I, Section 122, and shall have the right to remove all or
poftions of the cable system at the expense of ihe company and the
company shall, upon written demand, pay to the city the cost of such
work done or performed by the city. '
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212.(c). The company shall restore streets and other public property
disturbed by the removal of the cable system to at least as good a
condition as existed immediately prior to removal.
ARTICLE III. CABLE SYSTEM FEATURES
Section 300. Subscriber network.
300.(a). Company will upgrade the portion of the cable system primarily
designed to provide cable services to residential subscribers as
required by this Articfe lll. The upgrade must be completed no later
than 36 months after the effective date of this Franchise.
300.(a).(1). The upgraded system will use a fiber to the area node
architecture (hybrid fiber-coax).
300.(a).(2). On average, the system will pass no more than 1,200
residential units per fiber node, and the plant from any
node will not pass more than 1,500 residential units. On
average, there will be no more than seven active
components in a cascade from the headend to the tap
from which a subscriber is served, and no more than nine
active components in any cascade.
300.(a).(3). Alf active distribution electronics will be 750 MHz
equipment, or equipment of higher bandwidth. All passive
electronic components will be rated at 1 GHz or higher.
300.(a).(4). The cable system will be two-way activated upon
completion of the system upgrade. This two-way activated
capacity must be capable of supporting two-way high-
speed Internet access via the cable system
300.(a).(5). Ali power supplies will be inspected and replaced as
necessary to provide reliable service; back-up power
supplies will be provided as described in more detail
below.
300.(b). System functionality.
300.(b).(1). As designed, upgraded and maintained, the subscriber
network must have a reliability comparable to the reliability
of the highest quality cable systems whose initial
construction or rebuild was completed after 1996.
Reliability is measured in terms of number of outages,
outage duration and number of subscribers affected by
outages.
34
98-z,3 �
300.(b).(2). As designed, upgraded and maintained, the cable system
must be adequate{y segmented to meet subscriber
demand.
3��.(b).(3). As designed, upgraded a�d maintairted, the cable system
must be able to deliver high quality signals that meet FCC
technical quality standards.
300.(b).(4). The cable system must be designed, and must be
maintained so that it has the upgradeability and flexibility
to provide new services without the need for substantial
new network construction.
300.(b).(5). Upon completion of the upgrade, all facilities and
equipment will be installed (except customer premises
equipment) so that the two way active capability required
by Section 300(a)(4) is fully ready to operate upon
subscriber request, with no further adjustments to the
system.
300.(b).(6). The requirement that back-up power be provided requires
24 hour back-up at the headend, three hour rated back-up
at each node, three hour rated backup covering coaxial
amplifiers throughout the system, and six hour rated
backup for hub sites and optical transition nodes. Such
equipment shail be constructed and maintained so as to
cut in automatically upon failure of the commercial utility
power; to revert automatically to a standby mode when
aiternating current power returns; and so that it compiies
with all utility and other safety regulations to prevent the
alternate power supply from powering a"dead" utility line
so as to prevent injury to any person. The term "rated" in
this section refers to rated at 68°F. Back-up power
supplies will be monitored remotely to determine condition
and when they have begun to operate due to loss of
electrical power.
300.(b).(7). The system shall be capable of and shall deliver standard
cofor and monochrome signals on all channeis without
noticeable picture degradation or visible evidence of color
distoRion or other forms of interference directly attributable
to the performance of the cable system; and without
noticeable sound distortion. The company shall use
equipment generally used in high-quality reliable modern
systems. This requires that equipment be installed at the
headend to allow the company to cablecast signals in
substantially the form received, without substantial
alteration or deterioration (for example, the headend
should include equipment that will transmit color video
signals received at the headend in color, and stereo
35
g�-�3 v
signals in stereo). Equipment must be installed so that all
closed captioning programming received by the cable
system shall include the closed caption signal so iong as
the ciosed caption signal is provided consistent with FCC
standards.
300.(c). The company shall develop a construction plan as required by
Exhibit A, and shall regularly meet with the city during the course of
construction in order to ensure that the cable system is completed in
conformity with the requirements of the franchise and other applicable
law, with minimum disruption.
300.(d). Upon completion of the upgrade, company will deliver at least 77
analog channels of video programming services to subscribers.
300.(e). Pending completion of the upgrade required by this Section 300,
company will provide the services and facilities that were being
provided pursuant to the requirements of Ordinance No. 17071,
adopted November 10, 1983, as amended (Appendix H).
300.(�. Throughout the franchise term, the company shall provide and
maintain aif equipment necessary and ail capacity necessary to allow
for an audio and visual override on all channels simultaneously for
public emergency announcements by the city . This emergency
override system must be designed so that it can be activated
remotely by the city, or those authorized by the city to utifize the
system. It is the city's responsibility to develop a plan for its use of
this capability, and the company's responsibifity to cooperate with the
city so that the plan may be implemented. The company shall not be
responsibfe for any action overriding channels that may conflict with
federal, state or local law. The emergency override system must
operate +n a manner consistent with any emergency alert system that
company is obligated to provide under federal or state faw.
300. (g). System changes.
300.(g).(1). If the company moves its headend or its operations, it wilt
ensure that subscribers are not adversely affected thereby
in any respect.
300.(g).(2). If company modifies its cable system or its operations in a
manner that has the effect of requiring modifications to
public, educational and governmental ("PEG°) use facilities
and equipment, including institutional network facilities and
equipment, the company wili bear any cost required to
ensure that there is no adverse affect on the city or those
the city authorizes to use the institutional network; or on
the persons responsible for managing the PEG access
channels on the subscriber network. If for example, the
company moves its headend, and that relocation has the
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98-Z3y
efFect of requiring different or additionat connections in
order to maintain the qualiiy and capability of links
between the master control playback for the PEG channels
and the existing cable company facilities at the Union
Depot that were in place as of June 1, 1997, the company
would provide such connections at its cost. likewise, for
example, ff the company moves its headend, it must at its
cost either maintain facilities at the Union Depot so that ail
institutional network connections continue to operate as
before that move, and/or it must provide new connections
of equai quality, satisfactory to the city, so that the
institutional network's operations are in no way affected by
the move. If, for example, the company changes the
manner in which signals must be transmitted over the
cable system in order to be receivable by the subscriber
on the subscriber's terminal equipment, the company at its
cost w+il provide such facilities and equipment as are
necessary so the PEG use signais are useable at the
terminal equipment.
300.(g).(3). Company will provide all subscribers that receive only
basic service with a conveRer box that wili allow them to
receive the same channel numbers as subscribers who
receive expanded basic service.
300.(h). Access channels.
300.(h).(1). The company shall make available for access
programming purposes seven (7) chan�els on the
subscriber network for PEG access use, as follows: four
(4) channels for public access; one (1) channel for
government access; one (1) for educational access; and
one (1) channel for regional PEG access. One additional
channel shall be provided upon the city's request
whenever (A) all public; or (B) all educational; or (C) the
government channels; or (D) the regional channel is in use
during 80 percent of the weekdays, Monday to Friday, for
80 percent of the time during any consecutive three-hour
period for six weeks running. The company shatl have six
months from the date of the request in which to provide
the new channel, but company need not provide the
channel until after the date scheduled for completion of the
upgrade required by Article III (or, ifi earlier, the date the
upgrade is actualiy completed).
300.(h).(2). The term "channel" refers to capacity sufficient to transmit
a standard NTSC television signal (6 MHz), but the
channel capacity so designated may be used by the city or
its designees to transmit information to subscribers in any
format. The term "program" or "programming" as used in
37
�d'-Z3y
relation to the PEG channels or institutional network is not
limited to video programming and instead shall mean any
signal, message, graphics, data, or communication corrtent
service or broadcast-type program. The term "regional
access channel" refers to a channel that is utilized to show
PEG programming that originates in other communities in
the Twin Cities region, or programming of interest to the
region (aithough such programming may also appear on
any appropriate access channef, at the discretion of the
person responsibie for managing the channel). The city
may take advantage of compression or other technologies
to transmit multiple signals on any channel, should it
choose to do so.
300.(h).(3). Company wiil not change the current channel positions of
public (channels 77, 33, 34, and 35), government (channel
18) the regional channel (channel 6), or educational
(channel 32) access channels, unless new locations are
mutually agreed upon by company and city or required by
state or federal law.
300.(h).(4). The governmerrt access channels shall be administered
solely by the city or its designee. The PEG use channels
shall be administered by an entity or entities designated
by the city, or in such other manner as the city, in its sole
discretion, determines. Where there is shared use of a
channel, for PEG and non-PEG purposes, company shall
administer non-PEG use of the cha�nei.
300. (i). Access Channel Usage.
300.(i).(1). The city and the company agree that the initial rules for
use of the PEG access channels, facilities and equipment
shall be the rules that were in effect as of September 1,
1997. The rules and procedures may be changed by the
city, or by action of the person responsible for managing a
particular PEG channel (the "designated entity").
Provided, however, any ru4e for use shall be consistent
with the requirements of Minnesota law, as the same
existed on the effective date of this ordinance, and
consistent with provisions of federal law prohibiting
company control of the editoriai content of PEG channels.
The company shall be provided with a copy of any
proposed amendments and a reasonable opportunity to
comment on those amendments to the rules. The
company's approval of any amendment is not required and
the company is not responsible in any manner for the rules
and procedures, or their application, except as state {aw
requires that it be responsible for such rules.
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300.(i).(2). Alt programming and/or information carried on the access
channeis, except for the leased access channels, shatl be
noncommercial in nature. As used herein, the term
"noncommercial" shall mean that the programming and/or
information carried on the access channels shall not
include any advertising except such underwriting credits as
may be allowed under the aforementioned access rules.
No portion of any access channel other than the leased
access channet shall be leased, transferred or othen,vise
assigned by the city and/or SPNN or other designated
access entity to any third party for any purpose without the
company's written consent.
300.Q). The company, at its cost, shall maintain and operate the system
so that the city or the designated entities or users of PEG use
capacity (through the designated entity) may transmit signals
upstream from distant locations on the institutional network whether
existing as of the effective date of the franchise, or added thereafter;
and so that the city may transmit signals upstream from Ciiy Hall
playback facilities to the headend, to the designated entities'
respective master controis and to subscribers. The company shafl
also maintain and operate the system so that signals can be routed
onto the appropriate PEG use channels and so that designated
entities may, from their respective master control sites, receive
signais from and transmit signals to the headend and out through the
institutional network and the subscriber network on the appropriate
channels. Designated entities must be abie to controi signais from
distant locations and preview them before they are transmitted to
subscribers or to the institutional network. The company shall at all
times provide a dedicated connection to the master ptayback controts
for the PEG access channels with sufficient capacity so that each
designated entity can program the channels under its control. In
addition, the company shall provide a connection with sufficient
activated capacity so that the public access designated entities may
program all the subscriber network PEG channels for which they have
playback responsibility simuitaneously, and so the public access
master playback control can preview signals originated elsewhere
and route them onto the appropriate channels, The company sha11
maintain and operate the system so that the city or its designated
entities can take advantage of the capabilities of the system.
300.(k). The company shall further maintain and operate the system so
that signals as received by subscribers (whether originated at the
masier control or at distant locations on the institutional network)
meet or exceed signal quality standards established by the FCC, or
such other standards as may be required under other provisions of
this franchise, but ihe company is not responsible for signal quality
problems that result from the failure of the city or an access user or
designated entity to provide an adequate signal at the point the signal
is delivered to the company. Delivery is deemed io occur at the input
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of the modulator (or other device used to place a signal on the
network so that it can be transmitted to the headend). The company
shall use components and provide maintenance serv+ces for PEG
access channels and associated system equipment at least of the
same quality as the components and maintenance services for other
channels. The obligation to maintain and operate includes, but is not
limited to, the obligation to provide connections and electronics,
including temporary drops, and connections from the master control
to the headend as required to accomplish the foregoing, including aIl
necessary modulators and demodulators.
300.(l). Miscellaneous PEG requirements.
300.(I).(1). Company is required to deliverthe PEG Channels to
subscribers in an analog format unless and until all other
channels on the system are delivered in a digitai format, or
until the city directs otherwise. Digitai PEG access
channels shall have the same bandwidth and transmission
quality as is used to carry any of the commercial channels
that deliver programming to company in a similar format.
At ail times, the PEG access channels must be receivable
by subscribers without special expense, other than the
expense required to receive basic seroice. Designated
entities have no obligation to provide a signal to company
in a digital format, If the city requests that its PEG access
channels be converted to digital format before company
has converked all other channels to digital format, the city
is responsible for the cost of converting such channeis to
digital format.
300.(I).(2). A use other than a standard NTSG use on the subscriber
network shali be subject to the company's prompt prior
review and approval to ensure that the use will not cause
unreasonable technical interference with other channels.
Such uses must be in furtherance of PEG uses.
300.(I).(3). Company, upon request of a designated entity, will provide
technical assistance or diagnostic services to determine
whether or not the problem with the PEG signals is the
result of matters for which company is responsible, and if
so company will take prompt corrective actions.
300.(I).(4). The compa�y will provide any PEG access channels on
the basic tier throughout the life of the Franchise, or if
there is no basic tier, shall provide the PEG access
channels to any person who subscribes to any level of
cable video programming service at no additionai charge,
and otherwise in accordance with federal and state law. If
channeis are selected through a menu system, the PEG
access channels shail be displayed in the same manner as
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other channels.
300.(t).(5). The company shall not charge for use of the PEG access
channels, equipment, facilities or services.
Section 301. institutional network.
301.(a). Company shall construct, maintain and operate an institutional
nefinrork for the use of the city and entities authorized by the city to
use the institutional network for non-commercial purposes; "non-
commercial" has the same meaning as in Section 300(i)(2) except
that nothing in this Section 301(a) or Section 300(i)(2) shall prevent
an institutional network user from charging to recover its costs, or
prevent the city from charging other institutional network users to
recover its costs. The obligation to construct, maintain and operate
an institutional network shall apply throughout the term of this
franchise, and for any period that the company continues to operate
within the City of St. Paul, except as provided in Section 301(c). The
institutional network shall consist of four distinct but integrated parts:
301.(a).(1). The CityLink network, a coaxial portion of the institutional
network linking certain locations within the downtown St.
Paul area, originalty developed as paR of an institutional
network development project pursuant to Appendix N.
301.(a).(2). the "Coaxial Institutional Network," the institutional network
(other than the CityLink) required by Appendix H of the St.
Paul Legislative Code, Article III Sections 1-3;
301.(a).(3). the "Upgraded HFC Institutional Network," which shall be
the institutional network described by Section 301(a)(2) as
upgraded pursuant to the Corrective Plan; and
301.(a).(4), the Fiber Institutional Network, a fiber-to-the-location
institutional network described in Exhibit B to this franchise
and in Section 301(e).
301.(a).(5). The institutional network shail satisfy the performance and
testing standards referenced in this franchise and set forth
in Exhibits B and C.
301.(b). The city will retain control of the entire capacity of CityLink, the
cable broadband network developed as part of the institutional
network demonstration projects, and may use all the capacity on
CityLink for transmission and reception of data, video or other
communications at no charge. The company, at its cost, will maintain
the CityLink network from the city's points of connection, whether the
city's end user equipment or the city's control system for CityLink,
through the network, including the company's headend and
remodulators so that it may be used for those purposes. The
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maintenance obligation includes, but is not limited to, the replacement
of network components. Operational responsibilities wi0 be shared as
those responsibilities have been shared prior to December 1, 1997,
with each party bearing its own costs. The city shall have the right, at
its cost, to instail equipment and devices on the system as
appropriate to accommodate new services or functions, so long as it
does not degrade technical system operation, and, further, for that
portion of the system which the company maintains, the right is
subject to the consent of the company, which shall not be
unreasonably withheld. The company, upon request, will install one
(1} standard drop from the network to city buildings adjacent to the
network at no charge, and otherwise will exiend CityLink upon written
request, but may charge the city the actual cost it incurs in e�ending
the system, including drop costs. The parties will cooperate to share
information and to assist each other technically as required to assure
the efficient operation of the CityLink. A map showing CityLink as it
existed as January 1, 1998 is attached as Exhibit E.
301.(c). The Coaxial Institutional Network shall be constructed, provided
and maintained at company's cost as required by Appendix H, until
the Upgraded HFC institutional Network is completed. From and after
completion of the Upgraded HFC Institutional Network, only the
obligations established by or incorporated into the requirements for
the Upgraded HFC Institutional Network shali apply.
301.(d). The Upgraded HFC Institutional Network shall be constructed,
operated and maintained as required by the Corrective Plan, which is
attached hereto as Exhibit C. The Corrective Plan obligations shall
apply throughout the term of this franchise as if fully set forth herein,
and for any period that the company continues to operate within the
City of St. Paul. The responsibility for costs and respective rights of
the parties shall be as specified in the Corrective Plan (as clarified by
the Agreement dated April 15, 1998), with the following additional
amendments:
301.(d).(1), Under the Corrective Plan, the city is entitled to use all the
capacity on the hybrid-fiber coaxial portion of the
Institutional Network except for 12 MHz in the forward path
and 12 MHz in the reverse path as initially activated. The
city agrees that company may utilize up to 20 per cent of
the available capac+ty in the forward path on the hybrid-
fiber coaxial portion of the Upgraded HFC Institutional
Network (counting the 12 MHz as part of the 20 per cent)
and 20 per cent of the availahle capacity in the reverse
path on the hybrid-fiber coaxial portion of the Upgraded
HFC Institutional Network (counting the 12 MHz as part of
the 2� per cent), so lo�g as the company does so in a
manner that (i) does not impair the city's use of the
institutional network in any respect; and (ii) does not
impose additional cost upon the city. Available capacity is
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defined as the portion of the 450 MHz activated capacity in
a particular direction that is useable, less the capacity
devoted to pilot and control signals that benefit the city,
301.(d).(2). Under the Corrective Pian, the city is entitled to 50 per
cent of any increase in the hybrid-fiber coaxial portion of
the Upgraded HFC institutional Network. If the capacity of
the hybrid-fiber coaxial portion of the Upgraded HFC
Network is increased by company, company shail make
additional capacity available to the city within six months of
a request therefor. However, ihe city agrees that on or
before the time it requests such additional capacity, it wilf
submit a plan for use of that capacity to the company,
showing why it believes that there is a need therefor. The
company may, within 45 days of receipt of the plan, submit
an alternative plan for satisfying the city's needs. If the
city, in its sole discretion, decides that the alternative plan
is adequate, it will rescind its request; otherwise, the
requested capacity must be provided. The parties clarify
that this provision does not place an independent
obligation on the company to increase the capacity of the
Upgraded Institutional Network.
301.(d).(3). Under the Corrective Plan, the company is required to
activate a single data channel in the forward path and a
single data channel in the reverse path for city use. Within
six months of a city request therefor, company agrees to
provide an additional data channel in the forward and
reverse paths for city use as more fully described in Exhibit
B.
301.(d).(4). Under the Corrective Plan, the company is required to
activate a single data channel in the forward path and a
single data channel in the reverse path for school use.
Within six months of a city request therefor, company
agrees to provide an additional data channel in the forward
and reverse paths for school use as more fully described
in Exhibit B.
301.(d).(5). The Corrective Plan establishes a series of testing
procedures and other obligations that are not applicable to
CityLink or to the Fiber Institutionai network required
herein. The Corrective Plan is hereby clarified to provide
that the space that company agrees to provide at the
headend can be utilized for any part of the institutional
network; that the testing procedures that apply with
respect to video transmissions and data transmissions
shall also apply to the CityLink and to the Fiber Institutional
Network; and to provide that the requirements of
Attachment 2-F-1 - Attachment 2-F-2 shafl be read to
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98 z,3y
extend to all portions of the institutional network. Providea
that, with respect to the dark fiber provided by the
company for the Fiber Institutional fVetwork, the tests shal!
be performed in accordance with Exhibit B. Provided
further, notwithstanding any other provision of the
Corrective Pian, maintenance of the Fiber Institutional
Network shall be paid for as provided below.
301.(d).(6). The Corrective Plan is ciarified to make it clear that the city
may improve any portion of the institutional network at any
time (before and after it is upgraded) to increase the
capabilities of the institutional network at its cost.
301.(d).(7). Company and the city shail also be bound by the
requirements of the Corrective Plan Agreement, as if fully
set foAh herein, except that the provisions of Section 6
and Section 8 shall not apply.
301.(e). The company will construct, operate and maintain a Fiber
Institutional Network as provided herein.
301.(e).(1). The company at its cost wili install fiber to the locations
specified in Exhibit B. The fibers will be installed i� the
amount and in a topology as indicated on Exhibit B. If a
ring topology is not used, the City Hall Annex will serve as
the core {ocation. This fiber must be instalfed no later than
the time the company upgrades the subscriber network,
and must be completed and successfully tested on or
before the date scheduled for completion of the subscriber
network upgrade, except as otherwise provided in Exhibit
B. These fibers will be installed at no charge to the city,
except with respect to locations that are to be designated
by November 30, 1998. With respect to those locations, if
the average incremental cost of providing fiber to those
locations exceeds the average increme�tal cost of
providing fiber to afl other locations listed on Exhibit B, the
city wiil pay an amount equal to the amount by which the
average cost of serving the new{y designated locations (or,
if lower, the not-to-exceed incremental cost estimate)
exceeds the average cost of serving the other locations
(or, if higher, the average cost estimate described below)
(the "Average Cost Excess"j. Within 30 days of the date
the city designates the additional locations, company must
provide a not-to-exceed cost estimate of the incremental
cost of providing fiber to those locations and an estimate
of the average cost of providing fiber to alt other locations.
The city will then only be liable to pay the Average Cost
Excess if city directs the company to install the fiber to the
newly designated locations. All installation will be planned
to take advantage of economies of scale and minimize
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future maintenance costs to the city.
301.(e).(2). If the city desires to have the Fiber Institutional Network
extended to locations other than those specified on Exhibit
B, by the company, it may require the company to extend
the Fiber Institutional Network, but the city shafl pay the
company the company's incremental cost for installing the
fiber as provided in Section 3�1(e)(3). Any fiber shall be
installed in the number and in a topology designated by
the city.
301.(e),(3). If the city notifies the company that it desires to have fiber
installed to a particular location, pursuant to Section
301(e)(2), the company will develop a"not-to-exceed"
price for the extension based upon its estimated
incremental extension costs. The extension will be
planned to take advantage of any economies of scale that
may resuit from installation of fiber at the same time that
the company installs fiber for its own purposes., and to
minimize maintenance costs for the city. If the city directs
the company to install the fibers to that location, the
company may bill the ciiy for iis incremental costs, up to
the not-to-exceed price, upon completion, testing and
acceptance of the fiber link.
301.(e).(4), Nothing herein prevents the city from extending the Fiber
Institutional Network itself, at its own cost.
301.(e).(5). Company, if requested to do so, shall maintain the Fiber
Institutional Network. Beginning on the later of the date
the upgrade to the subscriber network is completed or 36
months after the effective date of the franchise, it may
charge the city its actual incremental direct costs for
maintenance, plus 10 per cent. However, the company
may not charge for maintenance unless it provides the city
six months notice in advance that it intends to do so. The
actuaf incremental direct cost will be deemed to be $0.00
where the fiber used for the Fiber Instiiutional Network is
included in or lashed to a fiber sheath containing fibers
that are used for other portions of the institutional network
or other portions of the company's cable system. The city
may maintain the Fiber Institutional Network itself, if it
wishes to do so. "Maintenance" for purposes of this
section means ordinary preventive and corrective
maintenance and inspections. If the Fiber Institutional
Network plant is cut or destroyed or must be relocated, it is
company's duty to replace, repair or relocate the piant, at
its cost.
301.(e).(6). Company shall provide the city with access to its facilities
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and equipment as necessary to maintain or upgrade the
Fiber Institutional Network with reasonable notice given
the nature of the problem.
301.(e).(7). The Fiber Institutional Network fibers shall be for the
exclus+ve use of the city, or other persons authorized by
the city to use the Fiber Insiituiional Nefinrork.
301.(e).(8). Company shali otherwise construct, operate and maintain
the Fiber Institutional Network, and charge for construction
or maintenance as provided in Exhibit B.
301.(f�. There shall be no charge for the institutional network or its use,
other than the construction charges and maintenance charges for the
Fiber Institutional Nefinrork sei oui in Section 301(e).
Section 302. Existing facilities
302.(a). Whether specifically enumerated herein or not, company shall
continue through this franchise term to provide all PEG use facilities
and equipment that it was providing or was required to provide as of
June 1, 1997. By way of example and not limitation, all then-existing
production equipment provided by the company will continue to be
provided for PEG use. Likewise, all institutional network facilities and
equipment necessary or useful to the operation of the institutional
network required hereunder will continue to be provided.
Section 303. Interconnection with neighboring CAN systems.
303.(a). Company shall cooperate with any interconnection corporation,
regional interconnection authority or city, county, state or federal
regulatory agency which may be established for the purpose of
regulating, financing or otherwise providing for the interconnection of
cable systems beyond the boundaries of the city.
303.(b). Upon city request, the company shali negotiate in good faith to
interconnect the cable system with contiguous cable systems. Within
three (3) months of a city request, the company shal{ report to the city
the results of the negotiations. Where company has negotiated in
good faith with the cable operator of a contiguous cable system and
where that operator refuses to interconnect, the city shall not penalize
the company for such failure to interconnect. The city shall not require
the company to interconnect where the company wouid be required to
pay more than its pro-rata share of the interconnection costs based
upon the number of basic subscribers served.
303.(c). Notwithstanding the above, except in the case of an unaffiliated
cable operator of a contiguous cable system that refuses to
interconnect, the company shalf interconnect with all corrtiguous cable
systems operated in the Minneapolis-Saint Paul metropolitan area no
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later than six (6) months after the effective date of this franchise,
unless the city determines that a particular interconnection is not in
the public interest, or that a longer time period is necessary. The
interconnections shall permit:
303.(c).(1). The interconnected systems to exchange PEG
programming intended to be carried on the subscriber
network, including, by way of example and not limitation,
live coverage of public meetings; and
303.(c).(2). Institutional network signals, including by way of example
and not limitation, data transmissions so that governments
on the interconnected systems can access remote data
bases, and video transmissions to permit teleconferencing.
Section 304. Support for public, educational and government use of the cable
system *
304.(a). In addition to satisfying the other requirements of this Article III,
the company is required to provide the foflowing additional PEG use
funding (as used in this Section 304, PEG access refers to the
channels, facilities and equipment used in connection with the
channels on the subscriber network provided under Section 300 and
associated interconnections; PEG use inciudes PEG access and
institutional network use):
304.(a).(1). On the effective date of the franchise, and on each of the
first four anniversaries of that effective date, the company
will pay the city $100,000, in 1997 dollars, for any use in
connection with the institutional network.
304.(a).(2). The company will provide the following periodic capital
grants for PEG access, in 1997 dollars:
(A). On the effective date of the franchise: $500,000.
(B). On each of the third and seveRth anniversaries of the
effective date of the franchise: $500,000.
(C). On the effective date of the franchise, and on each
anniversary of the franchise: $50,000.
(D). If the franchise term is extended, the company will
continue to pay the amount required by 304(a)(3), and it
shall pay an additional $250,000 on the eleventh
anniversary of the effective date of the franchise.
304.(a).(3). In addition to the capital grant provided under Section
304(a)(1)-(3), the company will provide the following
capital grant for PEG use for so long as it continues to
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operate under this franchise: $630,000 per year, increased
each year for the increase from the Minneapolis-St. Paul
Consumer Price Index for alt consumers, all items, with the
base year for the calculation being 1997 (if there is no CPI
for Minneapolis-St. Paul, the closest equivalent index will
be used). Thus, by way of exampie, the payment due in
1999 would be multiptied by the increase in the CPI for
1998 over 1997 levels, and the resulting amount would be
added to $630,000 to yiefd the total amouni due. The
payment due in the year 2000 would be the 1999 payment,
plus an amount equal to the 1999 payment multiplied by
the 1999 increase in the CPI over 1998 levels. The
amounts owed for a year wiil be spread evenly over four
quarterly payments, with payments due on February 15,
the second payment due on May 15, the third payment
due August 15 and the fourth payment due November 15.
Provided that, for the first year of the franchise, the first
payment owed under this franchise will be made on the
effective date and will be a pro-rated amount, reflecting the
time remaining in the then-current calendar quarter from
the effective date. For example, if the franchise became
effective March 1, the company wouid pay $52,500 (1/3 of
the quarterly payment due on May 15.
304.(a).(4). Notwithstanding the foregoing requirements of Section
304(a)(4), if company has a valid and binding contract with
an entity designated by the city to manage any public
access channel, the city agrees that company may offset
any amount it pays under such contract against payments
required under Section 304(a)(4). The city may establish
offset limits for each ca4endar year by resolution. Noth+ng
in this section requires or shali be deemed to require
company to make any payment that constitute a franchise
fee under 47 U.S.C. § 542.
304.(b). Throughout the franchise term, playback for the PEG access
channels must be configured so that the designaied entiiies ihat are
responsible for the access channels are able to use their own
independent automated playback facilities, located on the premises of
their choice Any master control that company intends to use for its
operations must be located outside the space occupied by a
designated entity, unless the parties agree otherwise. The playback
facility must be configured so as to permit the designated entity to
program all channels for which it is responsible for playback, on a live
or taped basis. Company shall continue to have access to the
designated entity's master control so that it can conduct necessary
maintenance and repair uport reasonable notice or at any time in the
event of emergencies.
304.(c). Public access facilities.
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304.(c).(1). Throughout the franchise term, company shal{ provide,
free of rent and other charges, except those specified
below, the approximately 6,690 square feet of space at the
Union Depot shown on Exhibit D(hereinafter "designated
space" or "space") for use 6y the designated entity
responsible for public access. in addition, the company
shall provide the approximately 2,500 square feet of space
at the Union Depot shown on Exhibit D{hereinafter the
"expansion space"). The designated entity shall pay
company fifty (50) percent of the amount (if any) actually
paid by the company annually for rent and property taxes
for the expansion space, but no more than $12,500.00 per
annum, plus the operating charges specified below. The
designated space shall include the studio, edit facilities
and other equipment and resources, availabietfor PEG use
as of December 1, 1997. Company shall maintain the
availability of existing utilities and HVAC in designated
space and expansion space as part of company's
obligation to ensure that this space remains commercially
habitable consistent with its existing use and will allow the
designated entity to expand HVAC and utilities, and allow
the designated entity temporary access to its space for
such purposes. In addition, the company shail ensure that
restroom facilities are available to the designated space, in
addition to the restrooms available to the expansion space.
304.(d). In the event the designated entity is denied use of the designated
space or expansion space by company or any third party, the use of
the designated space or expansion space is prohibited by local law or
code, or the designated space or expansion space is rendered unfit
for use as a video production and playback facility, company shail
provide to designated entity on comparable terms and conditions
6,690 square feet of space comparable to the designated space and
2,5�0 square feet of contiguous space comparable to the expansion
space, finished to comparabie quality and with comparable utilities
and services as existed in the designated space and expansion space
at the time of relocation at an alternative location (hereinafter
"substitute space" or "space"), mutually selected by company and
city, or, if the parties cannot agree, by binding arbitration pursuant to
Section 430.035 of the city's Legisiative Code. Company shalt pay
reasonable relocation expenses, including, but not limited to,
expenses for reinstalling electrical and technical equipment and for
third-party reactivation, reconnection of internal equipment, and
balancing. The alternative space must be provided so that there is no
interruption in PEG operations.
304.(e). Company shall fully cooperate with the designated entity if the
designated entity requests assisiance in acquiring additional space in
the Union Depot or such other location where studio facilities may be
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located pursuarrt to Section 304(d), to the exteM space is availabie.
Company shall agree to a reasonable exchange of remaining capita!
or other payments hereunder for additional space fior ihe designated
entity so Iong as company's costs, expenses or obligations shall be
no greater than those set forth in this franchise.
304.(fl. The designated entity shal! pay all costs and expenses of the
designated space and expansion space for utilities, insurance and
intemal maintenance. To the extent any such expenses are included
in comprehensive billings or invoices for all of company's area,
company shall make a pro rata allocation based upon square footage
used (approximately 27.5% of all space occupied by company or to
be occupied by the designated entity as of the date of this franchise)
and otherwise shall provide the designated entity with monthly bills for
such expenses fairly attributable to the space of the designated entity
The designated entity is only required to pay for these expenses after
they are paid for in full by the company, and only if the compa�y
provides proof of payment, along with copies of the bilis paid. If the
company subsequently recovers any of these costs through refund,
rebate, or settlement, the designated entity will receive that refund,
rebate or settlement (or a share of the same, to the extent the rebate,
refund or settlement is for a bill that includes designated space and
expansion space and space occupied by the company). The
company may not add any overhead to the expenses the designated
entity is required to pay under this section, or otherwise charge the
designated entity for any service rendered by an affiliate of the
company. The company is not required to provide security service to
the designated entity for the designated enfdy's space or expansion
space, but if the designated entity requests it, shall arrange for
security services for the designated space and expansion space, at
the designated entity's cost. City, or designated entity, may examine
the water biils, invoices, meter readings or other bases for the
monthly bills to designated entity to satisfy itself that the ailocation is
fair and reasonable. Payments owed by designated entity shall be
made within thirty (30) days of a biiling by company in accordance
with this Section 304(�.
304.(g). The designated entity may make leasehold improvements to the
designated space and expansion space, or to the alter�ative space
provided pursuant to Section 304(d). The designated entity shall
maintain the space, ordinary wear and tear excepted. The designated
entity shall use the space for purposes consistent with its PEG
obligations and shall not unreasonably interfere with the company's
office operations. �
304.(h). Company shall provide the following promotional support for
access:
304.(h).(1). Two (2) cross-channel public service announcement spots
daily to promote community programs and the availability
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of community programming facilities and training;
344.(h),(2}. Ail PEG access channels shall be listed on the electronic
program guide (EPG) and in printed materials describing
or listing channels on the system;
304.(h).(3). Insertion at no charge in at least two (2) bill stuffers
annually for promoting the designated entity's service or
generally promoting community programming, which bill
stuffers shall be produced by the designated entity and
shali conform to the company's standards and policies for
size and weight. Any bill stuffer denigrating the company,
its service or its programming is not permitted.
304.(h).(4). Distribution of the designated entity's news{etter to
company's employees.
304.(i). The designated entity responsible for pubiic access shail
indemnify, keep and save the city and company free and harmless
from any or all claims (other than claims for which the company may
enjoy immunity under 47 USC Section 558) arising out of the
designated entity's aetions or omissions, or its PEG programming
operations, to the extent the claims are not attributable to the acts or
omissions or operations of the party seeking indemnification. Subject
to the foregoing, in the event that suit shall be brought or recourse or
damages sought against either the city or the company, the
designated entity shall defend and indemnify the city and/or the
company and pay any judgments or damages with all costs. The
indemnity is conditioned on the party seeking indemnification
tendering notice to the designated entity of any proceeding asserting
claims for which it may seek indemnity within ten (10) days of the
date the party seeking indemnification receives notice of such
proceeding. The party seeking indemnification may participate by its
own counsel in any action against it, but at its own expense. The city
may require the designated entity to obtain liability or other insurance
in the city's discretion.
304.(). Payments made under this agreement by company in one
calendar year do not have to be spent in that calendar year.
References to the designated entity include any successor to the
designated entity. An entity that is a designated entity may only hoid
and use the resources, equipment, facility and funds provided for
under the franchise for so long and to the extent it is a designated
entity, and must transfer resources, equipment, facilities and funds to
its successor upon request of the city.
304.(k). For any period or for any channel where there is no designated
entity, the city at its option and after notifying the company in writing,
the city shall act and enjoy all rights and responsibilities as if it were
the designated entity.
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Section 305. Free drops to subscriber network.
305.(a). in addition to providing the institutionai network drops required by
this franchise, the company shall
305.(a).(1). continue to provide a free drop to the subscriber network
and free basic and expanded basic service to each public
and private school, public library branch, police and fire
station, community center and public building and to such
other institutions as has been requested by the city, where
the drop and service had been provided prior to December
1, 1997;
305.{a).(2). provide a free drop to the subscriber network and free
basic and expanded basic service io each public and
private school, public library branch, police and fire station,
community center and public building that requests a drop
in writing, and to such other institutions as the city may
reasonably request from time to time. Where a drop
requested under this Section 305(a)(2) would require the
company to install a drop longer than 400 feet in length
measured from the closest street, the company may
charge the location for the cost of the labor and materials
required to extend the drop beyond the 400 feet.
305.(b). The company is only required to provide a sing{e free drop to the
subscriber network, to a single outlet at a point within the location
selected by that focation. However, the location at its own expense
may extend the drop to multiple outlets and receive free basic and
expanded basic service at each outlet, so long as such e�ension
does not result in any violations of leakage standards which the
company is obligated to meet. A location that wishes to instali
muitiple outlets may do so itsetf, or may contract with the company to
do so.
Section 306. Support not franchise fees.
The parties agree that any cost to the company associated with providing any
suppoR for PEG use required under this franchise (including the provision of the
institutional network and support therefor) and payments made outside this franchise, if
any, are not part of the franchise fee, and fall within one or more of the exceptions in 47
U.S.C. § 542.
Section 307. Research and development.
Company shall, on an ongoing basis, conduct research and development with regard to
improvement of existing services, provision of new services and enhancement ot system
capabilities.
Section 308. Company rules and regulations.
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9� -z,3 y
The company shali have the authority to promulgate such rules, regulations, terms and
conditions goveming the conduct of its business as shall be reasonably necessary to
enable the company to exercise its rights and perform its obligations under this
franchise, and to assure an uninterrupted service to each a�d ali of its customers.
Provided, however, that such rules, regulations, terms and conditions shail not be in
conflict with the provisions hereof or appticable state, federai or local faws, rules and
regulations. Any rules or regulations promulgafed pursuant to this section shali be
published at company's expense. After the adoption of such regulations, the company
shall file with the city clerk and with the cable communications officer, copies of all rules
and regulations which shall be available for public inspection.
ARTICLE IV. CABLE SYSTEM CONSTRUCTION
Section 400. Construction plan, and construction procedures.
400.(a). The construction plan that the company is required to submit
pursuant to Article III and Exhibit A shall be made available for public
inspection during normat business hours at the main tocal office of
company at company's expense.
4Q0.(b). Nothing in this section shall prevent the company from
constructing the system earlier than planned. However, any delay in
the system construction beyond the times specified in Exhibit A shall
require application to and consent by the city. The city may not
arbitrarily withhold consent for delay when company has shown good
cause for such delay; provided, however, that the city may attach
reasonable conditions to ensure performance. Good cause for delay
shall be presumed when the company shows, to the satisfaction of
the council, that such delay is beyond its reasonable control and that
it has taken all reasonable steps to avoid the delay. Company shall
notify the city as soon as possible of any anticipated or actual de4ay.
400.(c). Delays beyond company's reasonable control include, but are not
limited to, natural disasters, civil disturbances, power outages,
telephone network outages, and severe or unusual weather
conditions. Events within the control of the company include, but are
not limited to, delays caused by the company's (or its parents') own
acts or faitures to timefy act or plan for action.
400.(d). Construction in accordance with Article III and Exhibit A shall
commence as soon as is reasonably possible after this franchise
becomes effective pursuant to Articie I, Section 107 of this ordinance.
Faiture to proceed expeditiously shalt be grounds for revocation of
this franchise. Failure to proceed expeditiously shall be presumed in
the event that company fails to meet the deadlines established in
Exhibit A.
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Section 401. New development undergrounding.
401.(a). !n cases of new construction or property development where
utilities are to be placed underground, the company must place its
facilities underground at the time of such construction or
development, so long as the developer, utility or property owner shall
give company reasonable written notice of such construct+on, or
deveiopment, and of the particular date on which open trenching wiil
be available for company's insta0ation of conduit, pedestats andfor
vaults, and laterals to be provided at company's expense.
401.(b). Company shall provide specifications as needed for trenching
when requested to do so, and shall maintain a current copy of the
specifications that it is providing with the cable communications
o�cer.
401.(c). Costs of trenching and easements required to bring service to the
development shall be a matter to be negotiated between the
developer, utility or property owner and the company.
Section 402. System construction procedures.
402.(a). The cable system shali be constructed, operated and maintained
in accordance with all applicable codes of the city governing the use
of the streets and other public property. Without limiting the
company's obligations thereunder, the company agrees that, at a
minimum, it will follow the system construction procedures
estabiished by this franchise, including by way of example and not
limitation, the requirements of this Article IV. No requirement in this
franchise shall be read to limit or condition any of the obligations of
company under applicable law or Chapter 430. It is the duty of the
company to construct, operate and maintain its cable system, and to
move and relocate its facilities, so that the city is not required to bear
any costs or delays as a result of the cable system's occupation of the
streets or other public property, so that the public is not
discommoded, and so that the use of the streets or other public
property by the city and by others is not impeded. It is the duty of
company to repair any damage caused to the streets or public
property promptly to specifications of the cfty or other responsible
authority and to compensate the property owner for any loss. ft is
likewise the duty of company to repair promptly any damage caused
to private property and to compensate the private property owner for
any loss. Unless expressly provided otherwise, costs associated with
complying with this section and with applicable law shall be borne dy
the company, and with no cost to the city. If there is a conflict
between the procedures applicable under other provisions of the
legislative code and the requirements of this franchise with respect to
the use of the streets or other public property, the provision that the
city determines best protects it shail control.
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402.(b). Within six months of the effective date of this franchise, company
shaN begin applying for a{I necessary govemmental permits,
franchises, certificates and authorizations. Neither the review of plans
by the city nor the granting of any franchises, permits, certificates,
authorizations, approvals, etc., shall be construed as a guarantee or
warranty by the city of company's cable system. The company shall
not assert the fact that the city has performed any prior review of its
plans or exercised any ministerial function in granting permits,
franchises, certificates, authorizations, approvals, etc., as a defense
against its obligations to indemnify and hold the city harmless
pursuant to Article I, Section 118. The company shall furnish ail
plans, drawings and technical data in sufficient detaii so as to enable
each city department to fulfill its obligations under this franchise and
other applicable laws and regulations.
402.(c). Company shall construct, install, operate and maintain its system
in a manner consistent with all laws, ordinances, construction
standards, governmental requirements, FCC technical standards,
state law and any detailed standards submitted by company and
approved by the city as part of the system design process described
in Exhibit A. Within six months of the effective date of ihe franchise,
company shall provide the city with three copies of a construction
practices manual. The company will be obligated to comply with ihe
manual, except insofar as complying with the manual would conflict
with company's obligations under this franchise or other appficable
law, or the city otherwise disapproves of a practice. The city's failure
to comment upon ihe manual or any particular practice is not an
approval of the manual or a particular practice.
402.(d). Construction, operation and maintenance of the cable system in
city shalt be performed in an orderly and workmanlike manner. A{I
cables and wires shall be installed, where possibie, parallel with
efectric and telephone lines. Muftiple-cable configurations shall be
arranged in parallel, and bundled with due respect for engineering
considerations.
402.(e). Company shall at all times comply with:
402.(e).(1). National Electrical Safety Code as prepared by the
Institute of Electricai and Electronics Engineers;
402.(e).(2). National Electrical Code of the National Fire Protection
Association;
402.(e).(3). Bell Telephone System's Code of Pole Line Construction,
also known as Beil System Manual of Construction
Procedures; and
402.(e).(4). Other applicable federai, state and local law provisions.
55
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402.(fl. In any event, the system shali not endanger or interfere with the
safety of persons or property in the franchise area or other areas
where the company may have equipment located.
402.(g). Any antenna stnacture used in the cable system shall comply with
construction, marking and lighting of antenna structures required
under applicabie law. ,
402.(h). All working facilities and conditions used during construction,
operation and maintenance of the cable system shail comply with the
standards of the Occupational Safety and Health Administration.
402.(i). Company shall comply with afl applicabie standards for RF signai
leakage.
402.Q). Upon grant of this franchise to construct and maintain a cabie
system to provide cable service in the city, the company may enter
into contracts with any public utility companies or any other owner or
Iessee of any poles located within or out of the city to whatever extent
such contract or contracts may be expedient and of advantage to the
company for use of poles and posts necessary for proper installation
of the system; obtain right-of-way permits from appropriate state,
county and federal offcials necessary to cross highways or roads
under their respective jurisdiction to supply main trunk fines from the
company's receiving antennas; obtain permission from Federal
Aviation Administration to erect and maintain antennas suitable to the
needs of the system and its subscribers; and obtain whatever other
permits a city, county, state or federal agency may require. In the
construction, installation and maintenance of its system, company will
use steel, cable and materials and electronic devices, all of
specialized and advanced design and type. in the operation of its
system, the company wiil employ personnel with training, skilf and
experience in electronics and communications.
402.(k). The company's system, poles, wires and appurtenances shall be
located, erected and maintained so that none of its faci4ities shall
endanger or i�terfere with the lives of persons, or interfere with any
improvements the city may deem proper to make, or unnecessarily
hinder or obstruct the free use of the streets, al{eys, bridges,
easements or public property.
402.(I). Company shall utilize existing poles, conduits a�d other structures
whenever possible, and shaA not construct or install any new, different,
or additional poles, conduits, or other structures whether in the streets,
on pubiic property or on privately-owned property until the written
approval of the city is obtained. However, no location of any pole or
wire holding st�ucture or other facility of the company shaii be a vested
interest and such poles or structures or facilities shall be removed or
modified by the company at its own expense whenever the city or any
person acting on the city's behalf determines that the public or the
56
l`'�-Z 3 5�
citys convenience would be enhanced thereby.
402.(m). Ati transmission and distribution structures, lines and equipment
and all other parts of the cable system shall be constructed, operated
and maintained so as to cause minimum interterence with the proper
use of streets and other public property, and to cause minimum
interference with the rights or reasonable conveniences of property
which adjoins any of the said streets, or public property.
402.(n). In case of any disturbance of any street, pavement, sidewalk,
driveway, foundation or other surfacing the company shall, at its own
cost and expense and in a manner approved by the city, replace and
restore the same to as good condition as before said work was
commenced and in accordance with standards for such work set by
the city. if, upon reasonable written notice, the company faiis to
promptly restore any street or other public property in accordance with
this provision, the city shall have the right to put such street or public
property back into good condition at the expense of the company and
the company shall, upon demand, pay to the city the cost of such work
done or performed by the city.
402.(0). in case of any disturbance of any other public property not
included in the scope of 402(n), the company shail, at its own cost and
expense and in a manner approved by the city, replace and restore all
such property to as good condition as before said work was
commenced and in accordance with standards for such work set by
the city. if, upon reasonabte written notice, the company fails to
promptly replace and restore any such property in accordance with this
provision, the city shail have, in addition to such other rights as it may
have under this franchise, the right to replace or restore such public
property to at least as good condition as existed prior to the damage at
the expense of the company and the company shall, upon demand,
pay to the city the cost of such work done or performed by the city.
402.(p). In case of any disturbance of any private property, the company
shall, at its own cost and expense replace and restore all such
property to as good condition as before said wark was commenced
and in accordance with any applicable standards for such work set by
the city. If, upon reasonable written notice, the company fails to
prompily replace and restore any such property in accordance with this
provision, the property owner shall have, in addition to such other
rights as it may have under law or equity, the right to replace or
restore such private property to at least as good condition as existed
prior to the damage at the expense of the company and the company
shall, upon demand, pay to the owner the reasonable cost of such
work done or performed by the owner.
402.(q). Whenever the city shall, during the period of this franchise,
undertake any public improvement which affects the cabie system, it
shall direct the company to remove or relocate its wires, conduits,
57
98-Z35�
cables, vaults, pedestals, manholes, poles and other fixtures and
property from the area affected by the improvements at the company's
expense, upon reasonable notice to the company of the undertaking of
such public improvements. Likewise, the company at its expense shall
protect, support, temporarily disconnect, relocate, or remove any
property of company when, in the opinion of the city the same is
required by reason of traffic co�ditions, public safety, street vacation,
freeway or street construction, change or establishment of street
grade, installation or movement of structures by governmental
agencies whether acting in a govemmental or a proprietary capacity,
including but not limited to movement of buildings, urban renewal and
redevefopment, and any program under which the city shall undertake
to cause aU such properties to be located beneath the surface of the
ground, street vacation, or for any other reason where the
convenience of the ctty or the public woutd be served thereby. If the
company fails to move its facilities by a time specified by the
responsible government authority, that authority may perForm the
work, and bill the company therefore.
402.(r). Notwithstanding the foregoing, whenever, in case of fire or other
emergency, it becomes necessary to remove any of the company's
facilities, the city may do so without prior notice.
402.(s). The company shall not place poles or other fixtures where the
same wil{ 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 shail be piaced
close to the line of the lot abutting on said street, and then in such
manner as not to intertere with the usual travel on said streets.
402.(t). Company shal{ promptly move and relocate its cable system for
any private party authorized to occupy the streets or other public
property to accommodate the construction, operation or maintenance
of facilities by such party. Costs shall be borne as provided by
appiicable law.
402.(u). The company shall, on the request of any person holding a building
moving permit or other permit for moving oversized objects issued by
the city, temporarily raise or lower its wires to permit the moving of the
buildings or objects. The reasonable expense of such temporary
removal, raising or lowering of wires shall be paid by the person
requesting the same, if the system is properiy instailed and the
company shall have the authority to require such payment in advance.
The company shall be give� not less than ten (10) working days'
advance notice to arrange for such temporary wire changes. In
constructing, operating and maintai�ing its cable system, the company
shali respect any and all building movers corridors on truck routes
established by the state, the city and any of their subdivisions or
agencies.
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402.(v). The company shali not remove any tree or trim any portion, either
above, at or 6elow ground level, of any tree within any public place
without the prior conserit of the city. She city shall have the right to do
the trimming requested by the company and may charge the company
for the city's direct costs for such trimming. Regardless of who
pertorms the work requested by the company, the company shail be
responsible, shall defend and hold city harmless for any and all
damages to any tree as a result of trimming, or to the land surrounding
any tree, whether such tree is trimmed or removed.
402.(w). The company shall erect and maintain all parts of the system in
good condition throughout the entire franchise period.
402.(x). Ail necessary easements over and under private property shail be
arranged for by the subscribers or the company.
402.(y}, The company shall render efficient service, make repairs and
adjustments promptly, and interrupt service only for good cause and
for the shortest time possible. It is understood that during the upgrade
there may be more necessary interruptions of service. Such
interruptions, insofar as possible, shall be preceded by notice and shall
occur during periods of minimum system use. All costs incurred in
making such repairs and adjustments shall be borne by the company
except as otherwise provided for in this ordinance.
402.(z). Company shall provide to each subscriber a statement in layman's
Ianguage of the quaiity ofi signal to be expected by the subscriber.
402.(aa). Company shatl not ailow its cable or other operations to intertere
with broadcast reception or persons not served by company.
Section 403. Instaliation services.
403.(a). Company shall provide at least the fotlowing installation seroices:
403.(a).(1). Standard insfallation. Standard installation for the
subscriber network shafl consist of an aerial drop, not
exceeding two hu�dred (2��) feet, from a single pole
attachment to the customer's residence. The use of
exposed (external) wiring is the standard method of wiring
all buildings.
403.(a).(2). Project prewiring:
(A). Company shall provide service to prewired projects and
utilize the cab{ing provided for the prewired projects as
required by Article I, Section 111.
(B). Company shaii review and approve methods and
materials, supply specifications, technicai assistance and
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materiai according to Article I, Section 111.
(C). Company shall prewire a project upon request according
to Articie t, Section 111.
403.(a).(3). The company shall provide additional outlets as customers
may request, but subscribers shall also have the option of
installing additional outiets themselves. However, this
section does not require the company to connect to wiring
that would result in signal leakage in excess of the limits
under applicable law,
Section 404. Books and records; inspection of system; testing requirements.
404.(a). Company shall provide the city access to all books and records, as
required by Chapter 430. Without limiting its obligations under that
Chapter, or other provisions of applicable law, company agrees that it
will provide the city access to all books and records refated in whote or
in part to the construction, operation, or repair of the cable system so
that the city may inspect and copy these books and records. The
company's obligatio� inciudes the obligation to produce all books and
records related to revenues derived from the operation of the cabfe
system. The company is responsible for obtaining or maintaining the
necessary possession or control of all such books and records related
to the construction, operation or repair of the cable system so that it
can produce the documents upon request, without regard to whether
the books and records are held by it, a parent company, a contractor
or subcontractor, or someone else. Books and records must be
maintained for a period of five years, except that (a) any record that is
a public record must be maintained for no less than the period required
by state law; and (b) the city may from time to time specify a shorter
period for certain categories of voluminous books and records where
the information contained therein can be derived simply from other
materials. Company shatl take all reasonable steps required, if
any, to ensure that it is able to provide the city all information which
must be provided or may be requested under this franchise or
applicabie law, including by providing appropriate subscriber privacy
notices. Company shalf be responsible for redacting any data that
applicable law prevents it from providing to the city. Nothing in this
Section 404 shall be read to require the company to violate state or
federa� law protecting subscriber privacy or personnel records.
404.(b). The terms "books and records" shall be read expansively to
include information in whatever format stored. The term "construction,
operation and repair shall be read expansively, inciuding by way of
exampie and not limitation, information related to system
management, contractual relationships with subscribers and other
entities located in the streets, and information related to the use of the
cable system.
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98-z.3y
404.(c). Books and records requested shall be produced to the city at the
location designated by the cable communications officer. However, if
any books and records are too voluminous, or for security reasons (for
example, because the documents contain trade secrets) cannot be
copied and moved, then company may request that the inspection take
place at some other location mutualiy agreed to by the city and the
company, provided that (1) the company must make necessary
arrangements for promptly copying documents selected by the city
after the city's review and providing them to the city; and (2) the
company must pay all travel and additional copying expenses incurred
by the city (above those that would have been incurred had the
documents been produced in the city) in inspecting those documents
or having those documents inspected by its designee.
404.(d). The company shall file promptly with the city a copy of any
document the company files with the FCC, the Securities and
Exchange Commission or any other regulatory agency with jurisdiction
pertaining to the system. To the extent that such documents contain,
to the satisfaction of the city, the information required by other reports
hereunder, the city may suspend the requirements to file such other
reports with the city so as to avoid duplication and the administrative
costs attendant thereto. Alternatively, company may comply with this
Section 404(d) by providing the city a list and short description of the
documents it files, and providing copies of the documents upon
request. The list must be kept current.
404.(e). Without limiting the foregoing, the company shall provide the city
the following within 10 days of their receipt or (in the case of
documents created by the company or an affiliate) filing:
404.(e).(1). notices of deficiency or forfeiture related to the operation of
the cable system (other than notices issued by the city);
and
404.(e).(2). copies of any request for protection under bankruptcy laws,
or any judgment related to a declaration of bankruptcy by
the company or by any partnership or corporation that owns
or controls the company directly or indirectly.
404.(fl. The cable communications officer may require company to
maintain records, and to prepare reports relevant to determining the
compliance of the company with the terms and conditions of this
franchise or applicable law. Without limiting this generai obligation,
company shall prepare the following reports:
404.(fl.(9). On or before March 1 of each year, company shatl provide:
(A). A copy of updated maps depicting the location of all cable
plant, to standard scale and with appropriate tick marks
These maps shall be accompanied by a digital copy in a
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standard format and medium as directed by the city
engineer. Copies of maps shouid reflect the location ofi
plant as-built.
(B). A report detailing company's perFormance under each
applicable customer service standard as defined by FCC
rules, Chapter 430 and regulations adopted pursuant
thereto, and this franchise. By way of example, if
company is required to answer telephones within 30
seconds 90 per cent of the time, the report shall state
what percentage of the time company answered the
phone within 30 seconds. For each standard not met,
the report will explain the cause, and corrections taken
for each, �
(C). An estimate of the number of handicapped, senior
citizens or economically disadvantaged persons receiving
any rate discounts, and the amouni of the discounts.
(D). A statement certified as true by an independent auditor or
the chief financial officer for the company (i) listing by
category the revenues for each source of revenue which
is included within the definition of gross revenues in this
franchise, and (ii) identifying any other revenues of the
cable system that the company has excluded from gross
revenues; the amount of the exclusion; and the reason
for the exclusion.
(E). A projected income statement and statement of projected
construction for the next two (2) years. Provided that, the
company at its option may provide the projected income
statement for review and not for copying.
(F). A list of officers and members of the board of directors of
the company and its parents.
(G). A list of stockholders holding five (5) percent or more of
the voting stock of the company or its parents.
(H). A copy of the company's annual report and those of its
parents and subsidiaries.
(I). A fuil schedule of ail subscriber and user rates, fees and
charges for all cable services provided.
(J). A copy ofi subscriber and user agreements used by the
company.
(K). Provided that, when it provides the information required
by subsections (I) and (J), a company need not include
62
9�-23y
proprietary MDU rates and agreements, so long as the
same are made availabie for the city's inspection upon
request. Provided further, once it provides the
information required by G-H, the company need only file
the lists if the officers, members or stockholders change.
404.(fl.(2). The company shall annually provide the following special
reports by March 31:
(A). An annual opinion survey report which identifies
subscriber satisfaction/dissatisfaction with cable services
offered by the company. Surveys required to make said
report shall be scientifically valid.
(B). An annual plant survey report, which shall be a survey of
the company's plant and a fult report thereon including
new construction. The purpose of the report is to assure
the city that the plant is being operated and maintained in
accordance with applicable law. Said report shall include
but not be limited to an appropriate engineering
evaluation and shall be conducted in conformance with
standard engineering practices. The first report required
under this franchise shall be due on March 31, 2001.
404.(�.(3). Within one (1) month of the end of each quarter, which shall
end on March 31, June 30, September 30, and December
31 of every year, company shall provide:
(A). A statement, in a form approved by city, showing the
number of subscribers served in the entire system and in
the franchise area; and the number of channeis on each
tier; and any annexations that occurred since the
previous reporting period. In addition, the statement shall
identify a{I services being provided over the cable system
(including any non-cable services), and particularly
identify any services begun or discontinued. A lease of
system capacity will be treated as a service for purposes
of the preparation of this report. The statement will also
identify the end-user equipment being used by
subscribers, listing the number of end-user devices being
used by subscribers, by category.
(B). A statement certified as true by an independent auditor or
the chief financial officer for the company (i) listing by
category the revenues for each source of revenue which
is included within the definition of gross revenues in this
franchise, and (ii) identifying any other revenues of the
cable system that the company has excluded from gross
revenues; the amount of the exclusion; and the reason
for the exclusion.
63
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(C). A report summarizing known cable system outages in the
franchise area, and an estimate of the number of
subscribers affected by the outage, and the time it took to
repair the outage, measuring from the time the company
first knew about the outage. An outage is defined as a
loss of audio or video or impairment of audio or video
affecting more than one subscriber.
(D). A report showing the percentage of time service
interruptions were cured within 36 hours; the average
time from notice that a problem existed to finaf cure; and
the percentage of time that other service calls were
resolved within 96 hours.
(E). A summary by category of complaints, identifying the
number and nature of complaints.
(F). The percentage of time standard and non-standard
installations were completed within the time required by
the city.
(G). For each month during the quarter, a form of actual
subscriber bill showing how company is itemizing
franchise fees, and taxes, and how it is itemizing costs,
together with copies of all other information, offers and
notices sent to subscribers as a group.
404.(g). Company shall provide the city the following on an ongoing basis:
404.(g).(1). A statement of the resolution of complaints referred to it by
the city.
404.(g}.(2). Company shall provide the city with a special number that
the city may call to obtain information about any unplanned
or unanticipated outage. Th+s number cannot be the same
number used by general subscribers, and must provide a
means for the city to promptly contact a person
knowledgeable about the outage.
404.(g).(3). Company shall provide the city with at least a 24-hour
advance notice of any planned outages affecting 500 or
more subscribers on the same distribution line or fiber node
within the franchise area.
404.(h). Company shall maintain records of all complaints received, the
disposition of those complaints, and the time from disposition to any
cure.
404.(i). Company shali mainiain accurate and detailed maps and
improvement pians which show the location, size, and a general
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�'� 13 /
description of all facilities installed in the streets and any power supply
sources (including voltages and connections). Maps shali be based
upon post-construction inspection to verify location. The company
shali provide a map to the city showing the location of its facilities, in
such detail and scale as may be directed by the City Engineer. New
system maps shall be promptly submitted to the city when the facility
expands or is relocated. Copies of maps shall be provided on disk, in
a commercially available electronic format specified by the City
Engineer. The company shall keep current records and plats on all
underground facilities it owns or operates. Such plats and records are
to be available to all utifities and the city immediately upon request.
404.Q). Company shail maintain accurate subscriber and institutional
network drawings which show the location of all facilities, and it must
provide those drawings upon request in hard copy and in a
commerciafly available electronic format specified by the cable
communications officer.
404.(k). The cable system and all property owned or used by the company
in connection with the system shall be subject to inspection and testing
by the city to determine compliance with the provisions of this
ordinance and applicable law. The city shall be notified two weeks in
advance of, and shall have the right to be present when the cable
system is tested by the company fior any required proof of
perFormance test, or any test that the company is required to perform
under Section 404(m). The city shall have the right to be present for
any other test, upon request. The company must respond to requests
for information regarding its system and plans for the system as the
city may from time to time issue, including requests for information
regarding its plans for construction, operation and repair and ihe
purposes for which the plant is being constructed, operated, or
repaired.
404.(I). If, based on complaints received or upon its own inspection, the
cable communications officer concludes that there is reason to believe
that the system may not be performing as required, it may require the
company to perform tests and inspections of its system, and to
prepare a repoR showing the results of the inspection or testing, and
any corrective action taken as a result thereof.
404.{m). Except to the extent that federet law prevents the company from
enforcing this requirement, the company shal{ be required to test its
cable system periodically for compliance with ail appiicabie technical
and pertormance standards. The tests shall be conducted at least
twice each year, shali be conducted by trained personnel using
properly calibrated and tested equipment, and accepted engineering
testing procedures designed to measure perFormance under the worst
case scenarios.
404.(n). In addition, company shalt provide the city with the results of
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company's proof of pertormance tests conducted pursuant to FCC
standards and requiremerrts. Company shall provide city with
credentials of person or persons conducting said tests
404.(0). All costs of testing shall be bome by company. Where special
testing is required to determine the source of technical difficulties, the
company shall be liable for all the costs thereof.
404.(p). Company must produce the books and records, prepare the
reports and permit the city to conduct the inspections, requested by
the city even if the company does not believe that the request satisfies
the standard set out in this Section 404, unless the city waives the
requirement, or the company obtains a court order from a court of
competent jurisdiction enjoining the request.
404.(q). Any material misrepresentation made by the company in any
report required by this section shalt subject the company to the
liquidated damages provisions of this ordinance and shall subject the
company to ali remedies available to the city by law.
Section 405. Miscelfaneous.
405.(a). By the acceptance of this franchise, company waives its rights, if
any, to relocation costs that might otherwise be provided by law and
that would otherwise be available from the city or in connection with
any project in which the city is a participant.
405.(b). The rights granted to company pursuant to Appendix H, shali be
deemed terminated upon the eifective date of this Franchise.
Provided, however, company shall remain liable for all acts and
omissions under the prior franchise, and remains ob{igated to
indemnify the city and maintain insurance as required by the franchise
to protect the city and its citizens against harms arising from the
company's acts and omissions under that franchise, and to pay ali
amounts owed and unpaid.
405.(c). All remedies are cumulative and may be exercised singly or in
combination, and are in addition to any other remedies available to the
city at law or equity.
405.(d). Material terms are not severable.
405.(e). The company shall maintain an unconditional guarantee from U S
WEST, Inc. (to be renamed MediaOne Group, Inc.) in the form
attached to the Agreement dated April 15, 1998, for the term of this
franchise. The city will not approve any transfer until and un4ess a
substitute guarantee is provided by the transferee's parents.
AGCEPTANCE
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9� -a3y
Company accepts and hereby agrees to be bound by ali the terms and conditions of this
franchise.
Date:
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.�:�.3��,
Upgrade Planning and Coordination
The company agrees that, in the course of upgrading its system, it will follow the
procedures described below, in addition to complying with ail requirements for permitting
and construction established by the St. Paul Legislative Code.
1. As part of the upgrade, company will inspect the cable system and ensure that all
portions are brought into compliance with the current version of applicable safety codes.
It will also replace or repair any plant that is in disrepair, and correct any improper
installation.
2. At least three months before +t begins construction on the upgrade, and no more
than six months after the effective date of its franch+se, company will submit an upgrade
design pfan to the city. The design plan will identify the phases for construction and the
planned construction schedule. The design plan will show the design for both the
institutionaf network and the subscriber network.
3. The company's system design plan will be sufficiently detailed to permit the ciiy to
determine whether the completed system is likely to comply with the requirements of the
franchise. It will specify at least the following elements:
a. design type, trunk and feeder design, and number and location of nodes;
b. trunk and distribution system coaxial cable, fiber and fiber and coaxial
equipment to be used;
c. standby power for the cable system, including the headend;
d. longest amplifier cascade in the cable system (number of ampl+fiers,
number of mifes, type of cable/fiber);
e. design maps and tree trunk maps for the cable system. The system
design will be shown on maps of industry standard scale, using standard symbology, and
shall depict all electronic and physical features ofi the plant, including tap windows.
4. The city may submit comments on the design plan to company within 30 days of
the date the design plan is submitted to the city. Within 30 days of receipt of the
comments, company shall respond to the.city, explaining any changes made to its design
plan and providing a brief explanation as to why it failed to incorporate other comments.
5. Company shall (a) foilow its design plan, if approved by the city (except to the
extent that complying with that plan would violate this agreement) unless the cable
communications officer, in writing authorizes a modification of the plan, which writing
must identify what is being modified and how it is being modified (the modification may
modify the plan schedule); (b) use construction procedures and protocols that are
designed to ensure that the cable system performs as would be expected if all defective
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components were replaced with high-quality components given manufacturer's
specifications for the newly-instailed equipment; and (c) implement quality control and
testing procedures that will ensure that every part of the cabie system functions to deliver
high quality service to subscribers.
6. Construction schedule. The upgrade must be completed within 36 months of the
effective date of the franchise. The upgrade shall proceed in accordance with the
construction schedule shown on the table at the end of this Exhibit A.
7. Company shafl assure that pre-instailation quality control is performed on
replacement cabfe and equipment. In the case of passive components, this will include
random testing to verify compliance with the manufacturers' specifications.
8. Company shall perform acceptance tests on each construction area segment as it
is completed. The test should indicate that all parts of the cable system are operating as
expected, and satisfying all applicable technical standards at full loading. Company shall
ensure that subscriber drops can deliver afl the services provided by the upgraded
system, without noticeable signal degradation and in a manner consistent with sound
engineering practices; and shall ensure that drops are replaced that are physically
defective ar where the signal level exceeds the levels provided for in the system design
plan consistent with the tap windows.
9. Beginning November 1, 1998 and every month thereafter, city and company will
meet to discuss the progress of the upgrade, and to attempt to work cooperatively to
speed the construction process (by e.g., discussing any problems in obtaining permits)
and to minimize the impact upon subscribers. At each meeting, company shall provide a
detailed written progress report on the upgrade, describing in detail its progress in
satisfying the requirements of its franchise and in particular, this Exhibit A.
10. Company will take prompt corrective action if it finds that any facilities or
equipment on the cable system are not operating as expected, or if it finds that facilities
and equipment do not comply with the requirements of this franchise or applicable law.
DESCRIPTION OF WORK
Engineering planning
Construction strand and equipment drawings
Additionat fiber optical cable and nodes
installation
Fiber optical node upgrading
Coaxial amplifier replacement and re-spacing
Passive equipment replacement
System balancing and proof-of-perFormance
TO BE COMPLETED BY
6
12-18'
12-18�
12-18'
24-30`
30-36 `
36
' Dates are in months from the effective date of the franchise. Specific work will be
worked in phases. Some phases will be completed earlier. Some phases/work areas
may require minor touch-up before they are complete. Higher number is outer limit.
Lower number is when most should be compiete.
.•
98 z3 y
I:\USERS�NDRICK\CABTRF�CLEAN
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EXHIBIT B
INSTITUTIONAL NETWORK ADDENDUM
Additional Data Channels Activation on
Up2raded HFC Institutional Network
Company shall activate an additional data channel on the Upgraded
HFC Institutional Network for use of the City and/or the Saint Paul Public
Schools within six months of a city request. Each additional data channel
will actually require the use of a single channel in the forward path and a
single channel in the reverse path on the distribution system segments along
with 100 Mbps Connecting Links and Headend equipment and hardware as
described further below.
The activated data channels must be available to all locations on the
HFC Institutional Network, and must be connected to and operate in a
manner consistent with the Connecting Link between the City Hall Annex
and the Headend being provided under the Corrective Plan and shown as
Attachment 2-A-8 in the Corrective Plan. This requires that the company
provide an additional 100 Mbps link from the City Hall Annex to the
Headend for the additional City Data Channel and a 100 Mbps ]ink from the
Saint Paul Public Schools Data Center to the Headend for the additional
School Data Channel. The company shall provide and maintain all
equipment and associated facilities needed for the Connecting Links
including the Ethernet switches at the City Hall Annex and the Saint Paul
Public Schools Data Center.
As provided in the Corrective Plan, the company shall provide and
maintain all equipment and associated facilities needed at the Headend, for
the Connecting Links, and throughout the distribution network to provide an
operational system to the City and Saint Paul Public Schools demarcation
points for each of the activated data channels. The company shall provide
space at the Headend required for the additional equipment; it shall have the
same obligation to provide space for such purposes as it has with respect to
the HFC Institutional Network under the Corrective Plan.
The City and Saint Paul Public Schools shall provide modems for the
users. Specific equipment needed at the Headend will depend upon the
modems which the City and the Saint Pau1 Public Schools decide to use for
these additional channels. The City shall inform the company of the make
and model of the modems by the time of requesting activation.
The design shall be subject to the final approval of the City, which
approval shall not be unreasonably withheld.
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Fiber Institutional Network
The company shall provide a Fiber Institutional Network to
supplement the HFC Institutional Network to address the need for highly
reliable transmission of data, voice, and television at increasing data rates. It
is anticipated that the fiber would be equipped for transmission of signals at
rates up to 2 Gbps (2,000,000,000 bits per second) and above and the
company must ensure that, installing and maintaining the network, it does
nothing inconsistent with such a use. Initially, the network will utilize
twelve (12) Data Centers and nine (9) dedicated fiber optic links
interconnecting to Data Centers.
The Data Centers would become the points of interconnection to the
HFC portion of the Institutional Network and to dedicated links to other
locations within and outside the City and as needed. The company shall
provide "dark" fiber brought to a point within the Data Center, and
terminated in the same manner that dark fiber is terminated under the
Corrective Plan. The City would provide the necessary equipment to light
the fiber.
The twelve (12) Data Centers shall be at the following locations within
Saint Paul:
The company shall provide and install the fiber optic cables for
interconnecting the Data Centers by either the "Ring," "Star," or "Star-Wired
Ring" topology, as typified in the following drawings.
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RING gTqR STAR WIRED
RING
In the Ring topology, the interconnections between the Data Centers
would be based upon redundant dual rings. A minimum of six (6) single
mode fibers shall be provided between the Data Centers. To provide for the
greatest reliability in the event of a cable being physically damaged, cables
would be routed so no interconnections between more than two Data Centers
would be in the same cable path.
In the Star topology, the central core location where the cables come
together could be one of the Data Centers. Although this topology would not
be as reliable as the above Ring topology in the event of a cable being
physically damaged, the cable company shall provide routing which will
optimize reliability. A minimum of twelve (12) single mode fibers shall be
provided between each of the outlying Data Centers and the Core location. If
the Star topology is used, the Core location shall be at the City Hall Annex.
In the Star-Wired Ring topology, the central core location where the
cables come together could also be one of the Data Centers. Although this
topology would not be as reliable as the above Ring topology in the event of a
cable being physically damaged, the cable company shall provide routing
which will optimize reliability. A minimum of twelve (12) single mode fibers
shall be provided between each of the outlying Data Centers and the Core
location. If the Star-Wired Ring topology is used, the Core location shall be
at the City Hall Annex.
Nine (9) locations shall be provided with dedicated fiber optic links to
their nearest appropriate Data Center. Each of the links shall contain sis (6)
single mode fibers.
The nine (9) locations with dedicated fiber optic links to Data Centers
shall be at the following locations within Saint Paul:
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By nine months following the effective date of this franchise, or within
xunety days from the time the City identifies the additional Data Center and
dedicated links, whichever is sooner, the cable company shall submit to the
City the company's initial engineering design plans for providing "dark fiber"
to the twelve (12) Data Centers and nine (9) dedicated links at the locations
identified above. Selection of speci�ic routing, building locations, and fiber
termination details within the buildings will be done cooperatively between
the cable company and the City. The City will have final approval of the
design, which will not be unreasonably withheld.
By December 31, 2000, the cable company shall have completed the
installation and have made available for use the above described "dark fiber"
for the Data Centers and dedicated links.
The City shall be responsible for the installation, operation, and
maintenance of terminal and other equipment used with these "dark" fibers
located at User premises beyond the demarcation point.
The cable company shall provide these fibers and the use of the fibers
at no cost to the City, except as the franchise otherwise provides. If needed,
the company will provide space at the Headend for the equipment required
for the use of the fibers; it shall have the same obligation to provide space for
such purposes as it has with respect to the HFC Institutional Network under
the Corrective Plan. Company will maintain all equipment at the H�adend,
except as the franchise otherwise provides. The company shall be responsible
for the maintenance of the fiber to performance within manufacture�'s
specifications at all times.
In the event any fiber falls below manufacturer's specifications at any
time, a condition of the routing results in detectable interference being
introduced into the transmissions, or changing physical conditions may
reduce the reliability of the transmission path, the cable company shall
replace and/or transfer the affected fiber's operation to other fiber within four
(4) hours of becoming aware of the problem.
For purposes of testing the dark fiber, the Company shall follow the
same testing procedures for dark fiber provided under the Corrective Plan
98-z3y
(for acceptance, for annual and for semi-annual testing). The Company will
follow the same procedure for testing headend equipment that it maintains
as applies to the link between the City Hall Annex and the Headend under
the Corrective Plan.
The dark fiber and the equipment at the Headend that company is
required to provide must satisfy the reliability standards set forth in the
Corrective Plan.
The provisions of Attachment 2-F-1 (Service Call Processing and
Tracking) shall also apply to the Fiber Institutional Network described
herein, Attachment 2-F-2 (Reliability), and the standards set out on
Attachment 2-F-6 (Connecting Link Data Oriented Testing) shall apply.
5
EXHIBIT C ����_
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CORRECTIVE PLAN AGREEMENT
December 22, 1997
Whereas, the City of St. Paul and Continental Cablevision ("Company"} entered into a
Transfer and Franchise Modification Agreement in November, 1996 (the "Transfer Agreement")
that required Continental Cablevision to submit a Correc6ve Plan for the Institufional Network,
and to unplement that Conective Plan by August 15,1997; and
WHEREAS that Transfer Agreement required the company provide an Institutional
I�Terivork ihat could be reliably used to provide high-quality, bi-directional voice, video and data
transmissions (including packet-switched data) among multiple users, and that can support
expansion of services and transmission capabilities; and
�TJHEREAS, the CiTy issued a Notice of Violation to Continental Cablevision in
September based upon that agreement; and
WHEREAS, the parties have now agreed upon a Corrective Plan that is intended to
accomplish the goals of the Transfer Agreement, which Plan is attaehed hereto; and
WHEREAS the parties have further a�reed that the Institutional I�Tetwork upgrade
described by the Plan shall be completed by a time certain;
IT IS THEREFORE AGREED THAT:
The Corrective Plan consists of the document entitled "Conective Plan" and all
the attachments thereto.
2. The City accepts the Conective Plan in full satisfaction of Company's obligation
to submit a Conective Plan under Section 4 of the Transfer Agreement. The City
further agrees to rescind the Notice of Violation, so there is no outstanding A'otice
of Violation. These agreements are subject to the following. Company agrees
that it will comply w�ith all its obiigations under the Corrective Plan, and agrees
that each obligation shall be fully enforceable against it, notwithstanding any other
provision of federal, sate, or local law that might otherwise preempt or limit the
enforceability of a particulaz requirement. If Company ever raises as a claim or
defense, directly or indirectly, that any part ofthe Conective Plan is invalid or
unenforceable, then the City's acceptance of the same, and its rescission of the
I�TOtice of Violation, w be null and void, as if the same had never occurred.
3. In the event of a conflict beriveen the Corrective Plan, and the obligations of the
Company r��ith respect to the Institutional Network set out in Appendix H, Section
2 and Section 3, the Conective Plan shall control. Company's obligations aze not
1
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limited by implication. By way of example and not ]imitation, Company's
obligations with respect to the CityLink are not affected by the Corrective Plan.
By way of example and not 1'unitation, the Institutional Network technical
performance standazds set forth in Section XV of the application for a franchise
that is incorporated into Append'v� H by reference aze intended to be superseded
hy the Corrective Plan. The parties a�ee to make such amendznents to Appendix
H as aze appropriate to reflect tkus understanding, and to reflect the obligations
imposed by the Corrective Plan, including by incorporating this Agreement and
the CorLective Plan by reference into Appendix H. Pending incorporation of this
Agreement into Appendix H, without limiting the other provisions of this
Agreement, the City shall have all remedies available to it that it would have, had
this Agreement and the Corrective Plan already been incorporated into Appendix
H. Any breach of this Agreement and the Corrective PIan will also constitute a
breach of the franchise. During the upgrade of the Institutional Network, existing
obligations under Appendix H will continue to apply until the upgraded system is
completed and operating at a particulaz location.
4. The Corrective Plan will be interpreted in the light most favorable to the City. In
the event of a conflict between portSons of the Plan,.the provision of most benefit
to the Ciry will control.
5. The parties agree that, nori��ithstanding any other provision of Appendix H, if the
Company fails to complete construction and activation of the upgraded
Institutional Network to the standazds set forth in the Corrective Plan by August }
1998, then Company will be deemed to be in default of its obligations under its
Franchise and this Agreement. Provided, however, that the time for completion
wili be extended if the Company files for permits and site authorizations required
from the City within the time limits set forth in the Corrective Plan, and the City
fails to act upon the permit requests and site authorizations submitted the
Com�anv w7thin 30 days. The extension will be for one day for every day after 30
that the Ciry faiIs to act upon the permit requests for that part of the Corrective
Plan affected by the City's failure to act. The City, without providing any
opporhuvty to cure, may impose any remedy or take any action that it cou]d ta};e
under the Franchise or this Agreement after having provided full notice and
opportunity to cure (includin� drawing upon the security provided for herein).
Provided, however, that the City will not take any such action without providing
the Company notice that it intends to act, the reasons why it is believed that the
Company is in default, and providing the Company, in lieu of hearing
requirements that might otherNise apply, 15 days to show to the City's
satisfaction that it in fact is in full compliance with the Cosecfive Plan. The
notice may be provided by ]etter from the Cable Communications Officer. The
parties agree to make such amendments to Appendix H as may be required to
implement this provision.
2
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6. The parties agree that this Corrective Plan is intended to address obligations of the
Company arising under its e�sting Franchise. It is not intended to establish the
requirements for a renewai franchise, nor does the acceptance of this Corrective
Plan constitute an admission or evidence that the up�aded Institutional Network
will reasonably satisfy the future cable-related needs and interests of the City.
The parties further agree that there is nothing in the Corrective Plan that
constitutes a franchise fee «ithin the meaning of federal, state or local law.
7. The parties agree that the Corrective Plan is in the nature of a settlement related to
existing obligations. The parties stigulate that implementation of the Corrective
Plan wiil not result in a rate increase to subscribers.
8. The upgraded Institutional I�Tetwork shall continue to be available for use at no
chazge to the City and its authorized Users and the ongoing obligations of the
Company under the Corrective Plan shall continue, until or unless a renewal
franchise or replacement franchise goes into effect.
9. No later than January 15, 1998, the Company shall deliver to the City an
irrevocable Letter of Credit in the principal amount of $500,000, in a form and
from a surety acceptable to the Cify and payable to the City upon demand, upon
the occunence of an Event of Default under the Conective Plan.
The Company sha11, at least 30 days prior to the expiration of the Letter of Credit,
deliver to the City a replacement for the Letter of Credit meeting these same
requirements and in a form and from a surety acceptable to the City, if the City
has not confirmed completion of the activities required by the Corrective Plan 3U
days prior to the expiration of the original Letter of Credit.
Provided no Event of Default has occurred and not been fully cured as provided in
the Corrective Plan, upon confirmation of completion by the City, the City shall
surrender the Letter of Credit to the Company.
10. For the purposes of Section 9 above, the following shall be "Events of Defauli'
under this Agreement and the Conective Plan, and the term "Event of Default"
shali mean whenever it is used in this Agreement or the Corrective Plan any one
or mare of the following events:
a. failure by the Company to meet the deadline for completion of the
Institutional 1�Tet�rork upgrade; or
b. failure by the Company to observe or perform any other covenant,
condition, obligation or agreement on its part to be observed or performed
3
q ti -a�y
under the Agreement or Corrective Plan 2nd the continuation of such
f�lwe for a period of I S days zfter wTitten notice of such failure.
SIGNED f��� AGREED TO THIS ^ day af December, 1997
OF �'T. PAt1L
OF FI?�tAIvCIAL SERVICES
SIG:vED �'�D AGREED TO THIS
8��:
ITS:
Dccember 20. 199 i Q 0.5-+?'.!)
��'r.sion 6 �
day of December, 1 yy7
FOR CO\TII�ENTAL CABLEViSION OF ST.
PALL, I;�C.
�
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V \La �Z:'s,t�:.=.�.,T o��wiaZ,c,�.,; — n�.N
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q�-��y
CORRECTIVE PLAN
Aecember 18,1997
Institurional Network.
a. Company shall upgrade its Institutional I�Tetwork pursuant to the design and
construction schedule set forth in this Corrective Pian and the attachments to it,
which shall be incorporated herein by reference and thereby made a part hereof.
The Institutional I�Tetwork upgrade shall commence with the process of initial
application by Company for permits and site authorizations by January 15, 199R•
Construction of the upgrade shall be completed by August 1, 1998, unless the
time for completion is extended in accordance with the Corrective Plan
Agreement between the parties. The construction schedule is set forth in
Attachment G hereto. Within thirty (30) days after completion of Institutional
Network upgrade construction, all acceptance testing shall have been completed
as further described in Attachment 2-E. City confirmation of the Institutional
Network upgrade shall be provided in writing to Company in accordance with
Attachment 2-E The Institutional Network shall continue to be interconnected
with the subscriber network, except where specifically noted otherwise.
2. Ljpb ade Institutional Net�vork Design and Equipment.
a. The upgraded Institutional Neri��ork shall be of hybrid-fiber coaxial (HFC) design
consisting of I S interconnected segments. The I S segments of the Institutional
Network will result from 13 optical fiber trunks (each with no more than 10
amplifier cascades) and two coaxial cable trunks (each with no more than 14
amplifier cascades) and will include appropriate switching, all as described
generally in Attachment 2-A hereto and, more specifically, on the design set forth
on Attachment 2-B hereto. In addition, the Institutional Network will include two
links referred to below as "Connecting Links." The first is a direct optical fiber
link betu=een City Hall and Company's Headend located at 1140 Sims Avenue.
This link, which includes a fiber link from the City Hall to the router at the
Headend, and a link from the City Hall Annex to the Ethemet switch at the
Headend, is more particulazly described in the attachments hereto. Company also
shall piace and dedicate 12 single mode fibers and 12 multi mode fibers dedicated
for City use between City Hall Annex and the Public Safety Annex located in
downtowu St. Paul, as generally described on Attachment 2-A hereto and
consistent with its design reflected on Attachment 2-B hereto.
b. Basic equipment to be provided by Company and utilized in the upgraded
Institutional Network is as set forth in Attachment 2-C hereto. The list contains
the basic model identification and several general categories described with terms
qg-a�`i
such as generic or misceilaneous. The total group of equipment, cable, hazdwaze
and associated items which the Company actualiy installs will contain various
additional items and modules that aze not specificaliy listed. However, the
Company will provide all equipment, modules, cable, connectors, hardwaze, and
any additional items needed to have a totally operational Institutional \Tetu�ork
that is in full compliance v.�ith the operntional standazds set forth herein. The
Company is responsible for maintaining and replacing as necessary any equipment
that it provides or has provided that is to be used in the upgraded Institutional
I�Tetwork. The Corrective Plan is to result in an Institutional Network that can be
reliably used to provide high-quality, bi-directional voice, video and data
transmissions (inciuding packet-s��tched data) among multiple users, and that can
support expansion of services and transmission capabilities.
c. Consistent with Attachment 2-C hereto, Company shall provide requisite
transport switching, modulator and demodulator equipment su�cient to facilitate
a Channelization Plan as set forth in Attachment 2-D hereto. It is understood that
the Channelization Plan will change over time based on specific utilization by
institutions. The City may alter the Channelization Plan so long as it does not
interfere with the use of the channels reserved for Company's use, or the pilot and
control channels described in the Channelization Plan.
d. The Company is not required to interconnect the fiber connecting the City Hall
Annex and the Public Safety Annex to the other portions of the Institutional
I�Tetwork, but the City may do so. The fibers provided will be "dark fibers." City
shall provide and be responsible for any transmission, end user, or terminal
equipment required for utilization of the City Ha11 Annex/Public Safety Annex
link described herein.
e. Institutional users may add equipment at any time, upon providing Company
sixty (60) days advance written notice, and subject to the approval of the
Company to ensure that the equipment to be attached to the system will not
interfere vaith the technical performance of the network for which it is responsible.
Approval will not be unreasonably withheld, and wili be deemed granted if the
Company does not disapprove of the attachment within 60 days of notice. No
approvai is required for attachment of equipment in connection with the
Institutianal Network upgrade.
£ Status monitoring equipment will be installed at the end of the longest cascade
(or, if appropriate, based on consultation with the City, the user location furthest
from the Headend in any given "Segment" or run) from the Headend for each (29)
of the primary trunk segments off each OTN. In addition, each of the OTN's and
Power Supply ]ocations shall be monitored. This approach results in 13 monitcns
at OTN locations, 29 monitors on coaxial segments offthe OTN locations and 3
2
q �-a�`I
monitors on coaxial only segments plus 71 power supply locations. The exact
locarion of the monitors shall be jointly planned by the Company and city to
provide the greatest benefit to the City user communiTy. This is consistent wiih
that generally demonsh�ated on Attachment 2-E hereto and as more specifically
demonstrated on the design at Attachment 2-B hereto. In addition, status
monitoring will be depioyed at the Headend. C/W carriers utilized for status
monitoring will also be installed at every longest cascade on each leg of the
upgraded Institutional Network in order to facilitate testing and monitoring of the
retum path.
g. When fiber or co�ial cable and associated equipment is being installed, replaced
or relocated as part of the upgrade within a location, the cable and equipment shall
be brought to a point or points ��thin flle location designated by the location.
3. Maintenance, Performance Standards and Testing.
a. Company shall be responsible for the ongoing maintenance and performance of
the upgraded Institutional I�Tetwork from a Demarcation Point throu�h the
network, includin� the Headend.
b. The Demarcation Point will be as follows:
i. For the Connecting Link between the City Hall Annex and the Public
Safety Annex, the termination point of the fiber, which shall be at a point
designated by the City within those buildings.
ii. For the Connecting Link between the City Hall and the Headend,
(1) the Demarcation point for the fibers from the City Hall Annex to
the Headend shall be the Ethemet switch, with the Company being
responsible for that switch;
(2) the Demazcation point for the link furthest from the City Hall to
the Headend shall be the modulators in City Hall used to place
signals on the link, with the Company being responsible for those
modulators.
iii. For the remainder of the Institutional Network that is being upgraded as
part of this plan, the Demarcation Point will be the point within the
location where the Institutional Network connects to the intemal
distribution system of that location, or to ihe signal processing devices that
p]ace the signal on the Institutional I�Terivork (modulators or modems),
whichever is closest to the Headend, and not including the device except
as described below. Provided, however, that an Institutional Network
User may elect to make the Demazcation Point the outside of the buildin�,
in which case Company will ensure that it can test at the outside of the
q �-a�`i
building for compliance with the requirements of the Corrective Plan. If
an Insfitutional I�Tetu-ork User does not elect to establish the Demazcation
Point at the outside of the building, then the Company reserves the right to
chazge the User Company's costs for service calls that result from Users
moving or otherwise abusing the interior connections for which the
Company is responsible.
c. Company will also be responsible for ongoing maintenance and performance and
replacement of any equipment that it provides or has provided, whether located
behind the Demarcation Point or not.
d. Company will not chazge municipal and non-commercial public sector users of
the dedicated bandwidth for maintaining or operating that portion of the network,
including transport network connections between the Institutional I�Tetwork, the
subscriber network and Citylink, or for the oneoint maintenance. performance
and replacement of equipment that it is obli2ated to perform. Users shall be
responsible for all standazd maintenance beyond the Demazcation Point and
maintenance of all end user or institution-owned equipment, except as described
above.
e. Commencing with completion of construction of the upgraded Institutional
Network, Company shall implement the maintenance program set forth in
At[actunent 2-F hereto. Commencing with completion of construction of the
upgraded Institutional I�'eria-ork, Company shall assure compliance with the
performance standazds, measuring techniques, and testing set forth therein,
including the reliability standazds.
4. Capacity available fo the City.
a. The City or its designated Users will have the exclusive use of the Connecting
Links. With respect to the other portions of the Institutional Network upgraded as
part of this Corrective Plan, the Company will make available all existing
Institutional I�Tetwork frequency spectrum bandwidth in each upstream and
downstream category to municipal and noncommercial public sector uses, to be
used at the city's discretion to the extent such capacity is not currently utilized by
Company for providing commercial services. If the Institutional Neri�ork's
bandwidth is increased, fifiy (50) percent of any increased bandwidth will be
dedicated to municipal and noncommercial public sector uses pursuant to a
mutually acceptable channelization plan. There will be full interconnection
between the Institutional Network and the remote origination points on it, the
teleconference capacities (if any) of the Institutional Network and the subscriber
network, and technical assistance will be provided in using the interconnection.
Institutional I�Tetwork capacity will be provided at no chazge. The Company wil]
�
Qi--a�4
mainfain and operate the Institutional Network from the Demarcation Point
through the network, inciuding the Headend, and will not chazge municipal and
noncommercial public sector users of the dedicated bandwidth for maintaining or
operating that portion of the network, including transport network conneetions
between the Institutional \'etwork, the subscriber network and city link. The
current spechum used by the Company's commercial users is 12 MHZ in the
forwazd path and 12 MHZ in the reverse path.
5. Non Commercial Use. The limitations on noncommercial use shall ea�tend to the
upgraded Institutional Network, including the Connecting Links.
6. Free Drops.
a. As part of the upgrade, the Company will provide an Institutional Network drop to
every Iocation that has an Institutional Network drop or had an Institutional
I�Tetwork drop at any time prior to December 1, 1997. There will be no chazge for
these drops. The Company is not required to provide a drop to a location that
does not desire a drop.
b. The Company shall provide, upon written request, one free subscriber and/or
Institutional Network coaxial drop as appropriate to each public and private
school, public library branch, police and fire station, community center and public
building and to such other institutions as the city may reasonably request from
time to time, as set forth in Appendix H, Article I, Section 12.c. except that the
Company is only required to provide Instituuonal I3etwork drops to a faciliTy that,
at the time the request is made, is adjacent to the then-existing Institutional
Network path (regazdless of specific accessibility); provided that, if a requesting
location had been passed by the Institurional Network prior to the upgrade, it wi]1
be treated as passed by the Institutional Network after the upgrade .
c. Basic service will be provided free of chazge with each free subscriber network
drop path (regazdless of specific accessibility).
7. Implementation and Management. City shall be entitled to make final decisions and is
solely responsible for making final decisions with respect to allocation of the channel
capacity on the Institutional Network and for managing issues of use and resolving all
disputes that may arise between Users.
8. Payment. No later than January 15, 1998, Company shall make a payment to the City in
the amount of �280 000 to be used, at City's discretion, for any Tnstitutional Network
purpose (including by way of example and not limitation, for purchase and deployment of
modems and internal wiring, and operational support).
q�-a�y
9. Confirmation. Upon confirmation of Institutional Network upgrade by City as provided
in the attachments hereto, the Company shall be deemed in compliance with all prior or
current Institutional i�?etwork obligations under the Franchise, and City shall have no
claim of any prior violation or default of any such obligation.
10. Alteration of Cable System. If the Company alters its Cable System, or moves its
Headend so that the Institutional Netu�ork must be chan�ed, or additional equipment and
facilities aze required to prevent any change in the quality of service or additional costs to
the Tnstitutional Network Users, the Company must make the changes or otherwise act to
ensure that the change in its plant in no way affects the Institutional Network or the use of
it bv the Citv or the Citv's authorized users
0
ATTACH!�1EiVT 2 _A
Overall Upgraded Institutional 1\eriti�ork Topology
Tl�e original Institutional Net�+�ork ���iil Ue reconfigured to be a series of independent
se�ments radiating out from the existin� Headend. In the upgraded Institutional
I�Tetv,�ork, each segment will Ue independent from every other se�ment. Each segment
��.�ill be composed of tl�e follo���in� typical components:
qg-a�y
• Headend passi�>e and active devices such as splitters, combiners and amplifiers, This
���ill allo��+ eouipment at tl�e Headend to attach to each segment of the system.
• Opticzl equipment. A set of optical transceivers „�ill ron from the Headend to each
OTN (Optical Transition \TOde).
Coaxial Uased equipment. Coaxial caUle and ampiifiers �uill Ue used to implement the
]ast links in the cable to the user locations.
The system design calls for thirteen OTN locations. FiUer links ��.�ill start at the Headend
location and connect to each OTN. Coaxial amplifier cascades beyond each OTN �vill Ue
a maximum of ten devices.
Two segttents leaving the Headend ���ill remain coaxial based. These coaxial se�ments
�a-i11 serve the users near the Headend facility. The maximum cascade on tl�e coaxial
sesments �vi]IUe fouileen devices.
In addition, there will be t���o fiber coimecting links:
• An activated fiber connection to the Headend consisting of the following
(collectively described in this coiTective plan as the City Hall to Headend link):
l. A fiber connection fi om the City Hall connected to the Headend at the
Institutional ATetwork router; and
2. A fiber connection from the City Hall Aimex to the Headend Ethemet switch.
• A dark fiUer connection fi•om tl�e City Hali Annex to the PuUlic Safety Amiex.
All obligations of the Company that apply to other po�lions of the Institutional I�Tet�a�ork
also apply to these connecting links, unless otherwise indicated.
The Institutional Neh;�ork (including the connecting ]inks other than the dark fiUer links}
��ill include all necessary equipment so that frequencies on eac]i segment can be reused
on each other segment to pro�=ide maximum capacity and flexibility for users.
Atiachment 2-A-I
Recised Decembet 19, 1997
q�-a�y
The following dza�ving illustrates this confrguration:
T
� � s
� J � � O � �
� ��! � v /
\
� � '� / �C
cO a y / ,��
�� !�� ^ � V o
� 6 1
� � U
i '
\ �6 �.� �- `C i
i
CO�zLink `:�� � i oa �� ` ��
��`` G
F;� L nk �
e ��> c �
F�b
Coaz Link Fiber Link
�----- Headend
+ ---�-----�
p��ecL�n
Go>x �1°k Co� Link
�
� � _-- � �
, �\�¢` c 6 CodX ���� ` \ �
T. P \�
! Ci � �ij
f� �C � �. �
G � � �� �
i r C �
/ � o \
(�, � . � F " °'+ \�
� ��
l���� � `/ p \\ 'F
a \
x
/� � � F �
I
� r �
s �
�
Anachment 2-A-2
Revised December 19, 1997
aY'�'�
Retrofit for the School Netwm
Tl�e school configuration of the originzl Institutional Net�a�ork for dafa transmission and
reception is based upon the Zenith Ethemet modems and is constructed as one large
net�i�ork throughout the City, This topology �vill be changed in the upgraded Institutional
I�Tet���ork to reflect the new configuration of the TIvET system. Zenith translators and
remodulators will be added to each se�ment of the cable system to support the existing
Zenith equipment that is currently in use. An Ethemet switch ��.�ill be placed at the
Headend to linlc each of the remodulators on each segment to provide the same City wide
net�vork structure.
The follo���ing illustration sho�vs the proposed logical configuration for ihis net�vork:
Remod
Zenith
Remod
Cable zE^�'n
Remod
Trunks �
zEn,tn
Remod
Zenith
ftemod
Zenith
Remod
Zenith
P.emod
Ethernet
Switch
Remod
Zenith
Remod
Zenith Cable
Remod
Trunks
Zeniih
Remod
Zenith
Remod
Zenith
Remod
Zenith
Remod
The Ethernet s�a>itch located in the Headend ��,�ill be ihe link that allows the individual
network segments to communicate as a single network.
The fo]]o���ing drawing shows a more detailed description of the intercomiection of each
of tl�e segments in the system to the Ethemet swifch:
Anachment 2-A-3
Revised December 19, 7997
Q
oaoo
Zennh Notlem
Cc� L"u�k Fiber Liak
�---_ � � _/-
♦ �
�
remodulators —►
l
PC wah wr.trW
So:,ware
Eihernet
Swiich
O �
u �
s �
aDOC �
ZEOifi GSOEET
aC
The configuration of each of the end user locatiw�s will not need to change during the
reconfiguration process. The manner of connection at the Headend will change as the
Institutional i�Tetwork is segmented from one large net�vork into, essentially, fifteen
smaller and independent nzh��orks.
The PC ���iili control sofi���are that the Company �vill provide �vill Ue set up so that it can
Ue programmed remctely Uy multiple users authorized Uy the City. The PC ��+ill Ue
accessiUle via a phone connection provided by the Company, either directly or through
the Intemet, at the City's option.
qg -��y
Ariachment 2-A-4
Revised December I9, ] 997
Distance Lea� and Video Based Links
Video functions wil] Ue enl�anced as part of the upgraded Institutional I�Tet�i�ork in order
to allo�v television to be used more effectively on the system at all sites. Each end user
location �vill be required to i�ave several pieces of equipment:
• A modulator that��,�ill allow locally generated programming to be placed on a
particular channel for distriUution tluougl�out the system.
• A demodulator {television set) will allow the t�iewing of the progranuning.
A video and audio router (commonly called a �=ideo router) ���ill allow for the d}�namic
distriUution of television programming. It �a�ill Ue integrated �vith the residential net�vork
pro�ram routing 2nd s��.-itching facilities to pennit programming to Ue routed to and from
the Institutional i�Tet��.�ork. The programmable video router will facilitate the routing of
video infonnation bet���een mu]tiple segments in the upgraded Tnstitutionai I�'et��,�ork
should sudi application be widertaken.
The confrgw�ation of the Headend is sho���n in the follo���ing illustration:
Video
Source
IN
n��o:.,:,:o,
[<�.:_�.am
n,-._:�„u
��«,:.,a
ct-.:.:��>,�
0.�..._.:w
.�r._..,,.�
u-.�:,,d
Modulator
n4odufator
Modulator
Modulator
Modu{2tor
IJ�oauiztor
Modulator
t�4oduiaior
46X3� Each �deo has a
link to the router
�deo
Router
Attachment 2-A-5
Revised December 19, 7997
UIC�20
programming
out to ail
cable trunks
a��a'�
Appropriate modulators and demodulators ��-i11 be provided to accommodate the ��,���
utilization ofmultiple video channe]s. Standalone demodulators �vill be used to remove
the programming from a particular source and feed it to a video router and a modulator
that will place tl�e programming on segments of the Institutional Network. Tlie router can
allow the s��.�itching of the programming to one or more modulators for distribution
through the net��.�ork should configuration need to be changed in the future. The video
router is driven by a PC with scheduling soft��,�are that can be programmed remotely by
multiple users authorized by the City. This sofhvare ��-i11 allow for the advance setup of
program times and channels on a one time sessions or repeat basis. The PC �;�ili Ue
accessible via a phone connection pro�-ided by the Company either directly or through the
Intemet, at the City's option.
The typical end to end configuration of a�•ideo link is sho�vn in the followin� illustration:
Attachment 2-A-6
Revised Decen�ber 79, 7997
�
PC wilh cornrol
Softv.are
Video I �
N�odulator
Cozz Link Fiber Link
�_
� � --- i � =4 s�
�
Demodulator
x
�
J
N
J
LL
�1
Demodulator
�N)
Video
Router
� Modulator
e Splitter
Y
C
J
V
)
LL
Y
' J
� X
� O
I U
�
Demodulator
�N)
I y
I �
I x
( o
' U
q y -a��H
One feed in the system wi)1 ha��e unique characteristics. A separate fiUer optic caUle will
Ue run fi�om City Hzll to the Headend location. This will facilitate several channels of
City programmin3 originated from City Hall to be distributed throughout the net�i�ork. ;;
detailed description of this fiUer optic link is set forth at page 2-A-9 of this Attachment 2.
City Data I�et�F�ork
The City ���ide data network will be redesigned as part of the upgraded Institutional
Net��.�ork. The City data net�vork ���ill Ue based upon available cabie modems with spe�s �
ranging from four rr;egabits to as ]�igh as thirty megabits per second on each segment of
Ariachment 2-A-7
Revised December ] 9, 1997
.a3H
the system and 140 AhUps on the connecting link to the City Hall Annex. An Ethernet a�
s�vitch wili be used to combine each of the individual ]inl:s into one comprehensive
system. The diagram on the foJlowing page illustrafes the topology of this neh�ork:
Ca'
Tru
��
Cabie
Trunks
Attachment 2-A-8
Revised December 19, 1997
9�''�''
Data from the 3oca1 segments of the system �i°ill be linked at the Headend to an Ethernet
s�.�itch. 7his switch �uill logically link each segment of the system in order to integrate
the system. The s��-itch has a one hundred megabit port that ��.�ill be used to connect to
another Ethernet switch located in the City Hall Armex over a fiber optic link. The
overall effect ofthis configuration is:
The Headend switch integrates iliis traffic into a single high speed link. Higli
perfom�ance servers can be placed on t1�is net���ork in the City Hall Aimex to serve the
data requireinents of many of the user communities.
The Ethemet switch has the czpacity to aliow the segmentation of the net��,�ork into
multiple ten megabit Ethernet net�i'orks, should the institutions widertake such
utilization.
This equipment ��.�ill facilitate de��elopment of Virtual LA\TS down to the individual
se�ment of the system, should tl�e institutions undertake such utilization.
Defailed description of City Hait to Headend fiber optic link
A fiber optic cable will be run beriveen City Hall and ti�e Institutional system Headend..
Tl�ree fiUers ���ill be avai]aUle in this caUle for City initialiy activated to perfomz tl�e
fo]]o���ing fimctions:
1 fiUer anzlog F'�4 video support
2 fiUers city data net��,�ork support
Acti��e equipment �i�ill be placed at each end of the caUle. One link will support the
transport of three video channels fi'om City Hall to the Headend router. The other link
�a-i11 connect the 1G0'�4bps ports on each ofthe Ethernet switches, one for the City Data
I�Tetia�ork at the Hezdend and a corresponding switcli to be placed at City Hal] fu�nex.
The followin� drai�,�ing illustrates this configuration:
Atiachment 2-A-9
Aevised December 19, 1997
c� p -a3Y
Modulators �
City Hall
Annex
�—Demodulators
Headend
Detailed description of City Hall Annex to Public Safety Annex fiber oF�tic link
Franchisee will install l2 Multimode znd 12 single mode fibers from a point disignated
Uy the City in the City Ha11 A�mex to a point designated by the City in the Public Safety
Annex. At each fjber tem�ination point, ilie Company �uill install tennination block
hard���are includin2 standard connectors to Ue designated Uy the City, appropriately
laUeled, so tl�at tl�e City can coimect the fiber to its net���ork.
The follo��,�ing dra���ing i]]ustrates this configuration:
patch panel
.. .. .. .. .. ..
.. .. .. .. .. ..
Single mode
Fiber
Fiber Optic Cable
City Hail P,nnex
Ariachment 2-A-] 0
Re��ised December 19, 1997
patch panel
.. .. .. .. .. ..
.. .. .. .. .. ..
1
Multimode
Fiber
Public Safety Annex
Diagrams of t[ie Headend Rnck
Follo���ing is an example of the layout for IIvET racks in the Headend. The rack contain
the follo���ing equipment:
1. Ethemet s���itch
2. Video router
3. Management PC
4. OutUound (fonvard channeJs) modulators
5. InUound (re��erse channe]s) demodulaTors
6. FiUer optic transceivers for the City Hali ]ink
7. Demodulators for the City Hall link
8. FiUer optic transceivers for eac]� Ii�'ET se�ment
9. Other equipment associated ���ith the use or operation of the Tnstitutional IQet��.�ork
cnc Ev�mn s..ncn
Out�oW moewa+ors
�maeo s+.ncn
F,`x� Gpuc : ramcebe�s
Ir�.•r peerqpu:eb6
����_�
S,�.nenPiopre:meu�g
OwbuM moau'ab�s
DemMWabrslo�CilyilallL�Ni
Ctly Ha0 f�er Lr�k
q�''a�`�
Not�uithstanding the 4bove example, al] Institutional I�Tet���ork Headend equipment ��.�ill
be assemUled in a manner that is appropriate and accessible for making adjustmenfs. The
actual Institutional T'etwork Headend equipment layout will Ue suUject to City approval
upon completion and the City ��,�i11 Ue consulted on any future changes.
Attachment 2-A-] 1
Revised DecemUer 19, 1997
�Y•a�y
If the City wishes to enhance the performance of the Institutional I�Tet���ork (by, for
example, activating an additional data channel or equipment that pem�its it to perfomi
additional functions on connecting ]inl:s), it may purchase the equipment to do so, and the
Company will install it and maintain it at tl�e Headend.
Video and Audio?�ionitoring
The existing test bay used to support tl�e subscriber network ��,-i11 be used to monitor the
video on the Iiutitutional \et��,�ork for quality and troubleshooting.
Anachment 2-A-12
Revised December 19, 7997
qt •a�y
ATTACHIIENT 2-C
EQtiIP11EtiT LIST
Location
Parts & Labor
Part Number
i-NET
Transporf P►ant
Optic2l RC
Optic2l TXC
Status Idonitoring-po��-er supply
End Of Line �4onitoring
Power supP�Y
Thermal AGCs
0.750" coax
Coex tJ�gmt Hardv,�are
Fiber IJgmt Hardware
Fiber C�ble per mile
Splicing
Eouipment Racks
Phillips 817-'IFRX
Phillips 2'102A-10-TX
Cheetah CMM3
Cheetah LC1000
ALT200849
Phi4fips
Commscope P3-750
generic
generic
Siecor 1 S fiber SM
Generic fiber splice process
Scientific Atianta RA-701924
Headend Equipment
Op;ical RC
Opticcl TXC
tdisa Amps/filters
Siztus I✓onitoring
Stztus tJ�onitoring
St�fus t!�onitoring
Stcius I✓onitoring
Demoduiators FM
Pf odulators Ah4
Videolaudio Router, 40 X 32
Crestron man2gement software
PC
Prir„er
Data Equipment Zeni,h Translator
to retrofit school Zerrth P.emodulator
links El'nemet Switch
Phillips RDRX
Phillips 710-TX
Cheetah HE-1000
Cheetah HEC- 3
Network N�oniforing Sofhvare
Cheetah RPS
Synchronous VFNR-5000-'12
SA 6350
Tahoe 40 X 32
Generic, Pentium with Win95
HP 400L DeskJet
Zenith LANNT-550-W-CE
Zenith LANREMOD-4M-44
Cisco 2926
H? OpFnview
CiscoV:iorks management Software CWPG2.1-WIN-SMO
P� Generic, Pentium with Win95
Qty
13
'13
71
45
25
100
i600
�
1
1
zoa •
4
13
l3
1
1
1
1
7
�0
9
1
1
1
1
15
15
1
1
1
1
Ariadunent 2-Gl
Revised December 19, 7997
q�r -a��y
City data channel
Institutional TV
LanCity provisioning server LCn
LanCity Transmaster LCt
LanCity Headend node
LanCity miscellaneous
�9edia Converfers
Ethernet Switch
LanCity LCn
LanCity LCt
LanCity LCh
Nbase 100Mbps drivers
Cisco 2926
Synchronous VFMT-5000-12
�
8
16
1
�
1
�4odulators FM
Headend fo Cify Haii Link
Video Equipment Demodulators FM
IJ�odul�tors FM
Link Maierials Optical RX
Optic2l TX
Fiber Cabie
Fiber t,Agmt Hardware
EthErnet Switch
•Media Converters
City Hatl to Public Safefy Link
Fiber Czble
Fiber IJ�omt Hzrdware
Synchronous VFMR-5000-12
Synchronous VFMT-5000-12
Phiilips 817-1 FRX
Phillips 710-TX
Seicor
generic
Cisco 2926
Nbase 100Mbps drivers
Seicor burial 24 fiber SM/t�4M
generic
Alihough it is contemplated that the equipment listed herein will be used, company reserves lhe
right to substitute alternztive equiv�lent equipment as necessary. Such equipment substitutions
will be subject to City zpproval, which will not be unreasonably withheld.
30
3
3
7
1•
4.5
4.5
�
1
Anachment 2-G2
Revised December 19, 1997
Forwzrd
Channel
L (25)
M(26)
N(27)
O(28)
P(29)
Q(30)
R(3'I )
S(32)
T(33)
U(34)
V(35)
W(36)
AA(37 )
BB(38)
CC(39)
DD(40)
EE(41)
F F (42)
GG(43)
HH(44)
II(45)
JJ(46j
KK(47)
LL(48)
MM(A9)
NN(50)
00 (5'i )
PP(52)
QQ(53)
RR(54)
SS(55)
TT(56)
UU(57)
W(58)
WW(59)
XX(60)
YY(61)
ATT:�CH:�1Ei�T 2D
CHAN\ELIZATION PLAN
V ideo
Carrier Function
R4Hz
22925 agc pilot
235.25 Le2kage
24�.25 sch data 1
247.25 sch d�ta 2
253.25 Sch dzta 3
25925 lnst+iution
265.25 Revisors
27'f.25 tnstiiution
277.25 Institution
28325 Insti(ution
289.25 Institution
295.25 Cherokee
301.25 fnstitution
307.25 insiitution
31325 Ir�stitution
3�925 Institution
32525 Institution
331.25 City da{a 1
33725 Ciiy data 2
34325 agc pilot
34925 City dcta 3
35525 City d^ata 4
36925 lnstitution
367.25 Institution
37325 lnsiitution
37925 Institution
33525 Institution tv 1
39125 Institution tv 2
3°7.25 Insiituiion fv 3
40325 ed tv 1
40925 ed tv 2
4i525 ed tv 3
42125 ed tv 4
42725 ed tv 5
433.25 ed tv 8
93925 oovernment tv
94525 aovemment tv
Channel
Limits
A4Hz
228-234
234-240
240-246
2G6-252
252-258
258-264
264-270
270-270"
276-282
282-288
288-294
294-300
300-306
306312
312-318
318-324
324-330
330-336
336-342
342-348
348-354
354-360
36�368
368-372
372-378
378-384
384-390
390-396
396-402
402-408
408-414
414-420
420-426
426-432
432-438
438-444
444-450
Attachment 2-D-1
Revised December ]9, 1997
9�''�''`�
�
Return Channel
Channel Frequency Function Limiis
T7 7 pilot � cheet2h
T8 13 Institution
T9 19 City daia 1
T10 25 City data 2
Ti 1 31 City data 3
T'12 37 City d�ta 4
T13 43 sch data 2
open 49 avaitable
2 55.25 sch data 4
3 6125 sch data 1
4 6725 Cherokee
open NA open
5 77.25 Revisors
6 83.25 sch data 3
FM 88-90 institution
FM(95) 9�-96 Institufion
FM(96) 86-102 Institution
FN(97) 102-i08 Institution
A-2(98) 10925 fm tv 1
A-1(99) 1�525 fmtvl
A{14) 12�.25 fm tv 2
B(15) 127.25 fm tv 2
C(16) 13325 Institution
D(17) 139.25 tnstituiion
E(18) 14525 govenment tv
F(19) 15125 pilot
G(20) 157.25 government tv
H(21) i6325 Institution
I(22) 169.'t5 Institution
5.75-11.75
11.75-'17.75
�7.75-23.75
23.75-29.75
29.75-35.75
35.75-41.75
41.75-47.75
47.75-54
54-60
60-66
66-72
72-76
76-82
82-88
88-90
50-96
96-102
102-108
108-114
114-'120
'120-128
�28-132
132-138
'138-144
144-150
150-156
�56-162
162-168
168-174
Ariachment 2-D-2
Revised December 19, ] 997
9�•a�`�
ATT�CH?l4ENT 2-E
STATUS'�10\ITORI\G LOCATION EXAAZPLE
Status monitoring eouipment ���ill be installed at the end of the lon�est cascade (or, if
appropriate, based on consultation �i�ith the City, the user location furthest from the
Headend in any given ° SegmenP' or run) from the Headend for each (29) of the primary
tnuik segments off ezch OTN. In addition, each of the OTN's and Po�ver Supply
]ocations shall be monitored. This approach results in 13 monitors at OTN locations, 29
Attachment 2-E-1
Revised December ]9, 1997
monitors on coaxial segments off the OTN locations and 3 monitors on coaxial only �� � y
segments plus 71 power supply locations.
The exact location of the monitors shall be jointly planned by tl�e Company and City to
provide the greatest benefit to tl�e City user community.
Attachment 2-E-2
Revised December ] 9, 1997
9� �a'y
ATT �CH;IYENT 2-F
:14AINTEN.�\CE PERFOR�I4A\CE
STA\D �RDS :�.\`D TESTIn'G PROGRAII4
A. R4AII�TEN�I�CE
Additionai ?l4aintenance Staffing
Company ��.�ill designate t���o and one-half in-house or contractor staff equivalency
positions exclusively for the purpose of assuring high-quality preventive and on�oing
maintenance of the upgraded Institutional Neri�,�ork. These staff positions wil] be in
addition to the approximately 14 teclmical staffwho will Ue available and have
responsiUilities from time to time for various aspects ofupgraded Institutionai I�Tet���ork
perforniance
On-Call Supporf
Company will pro��ide technical support 24 hours a day seven days per ���eek. This ���ill
be accomplished �i�ith "on-call" technicians ��, ho are scheduled to cany a paoer and �; ill
respond to all pages ��,�ithin 30 minutes. Tl�is service ���ill be directly available to a]]
Upgraded Tnstitutionzl Net���ork users. \Tet��>ork or data service support must Ue processed
by user througli user's pre-desianated "net��-ork manager' or point perso�i Uefore ti�e
company's on-call technician is paged.
Company is responsible for ensuring that all parts of the Institutional 1�'et���ork from the
applicaUle Demarcation Point function properly and reliable, so that the net�a�ork is fully
useaUle fi eadi ]ocation, The Company is also responsiUle for maintaining and
replacing as necessary zll equipment that it provides or l�as provided at end user premises
beyond the Demarcation Point, to this same end.
User's Group/Quarterly 1leetings
Company ���ill reach out to each c2tegory of Institutional I�Tet���ork user and establish
"User's Groups" to be invited to meetings which will convene at least once eacli calendar
quarter for the puipose of shzring ideas, suggesting improvements, voicing concerns, and
receiving training on _rystem changes or new equipment. These User's Group meetings
and relationships will zssist Company in identifying maintenance issues earty and should
also enhance tl�e user's understanding of the t3pgraded Tnstitutional Net��,�ork capaUilities,
and thereby enUance or increase utilization.
Attachment 2-F-1
Revised December ]9, 1997
qr-a�`i
Service Calt Processing and Tracking
Company will set up mechanisms and procedures for all I-Net users to quickly and easily
report system trouble. These trouble or service calls �a�ill then be documented, processed,
and completed in the same mamier as subscriber calls. VTith this documentation �vill
come monthly I-I�Tet senrvice call reports ���hich ���ill include a breakdo�vn of reasons and
resolution as �i�ell as call handling efficiency.
I�TOt�vitl�standing the staffine, testin� and equipment and response requirements set fortli
herein, the Company ��.�ill provide ���hatever in-house and/or contractor staff, spare and
equipment backup, test and maintenance equipment znd ��.�hatever additional steps are
necessary to ensure that net���ork perfomis reliably up to the applicable standards,
including reliaUility siandards and:
• Company will provide Instituuonal Net���ork users tl�e highest level of service,
reliability, repair and maintenance thzt is made available to any commercial or
residential user of the cable system.
• Institutional l�et�i�ork paths carryin� critical circuits (as identified Uy the City) shall
receive the highest priority in the Franchisee's repair program.
Reliabilify
The Institutional2�'et�l�ork reliability for a]1 channels and iransmission links bet�a�een any
t���o Aemarcation Points, plus equipment for ��,�hich the Company is responsible at the
User premises shall meet or eaceed 99.9%. This shali Ue taken to mean that the total
cumulative outage time at any activated Institutional I�Tet�i�ork User site shali not exceed
430 minutes over the period of one year. �iz outage is defined as any unscheduled event
that prevents the trar,smission of data, video or sound on any channels at the speeds or at
the standards set fonh herein because of a failure of some portion ofthe path or the
equipment that the Ccmpany is responsible to maintain.
A failure caused by �n electrical outage at the User site «�hich prevents the User from
using tHe Institutionzl :�'et�vork or po���er for Institutional Network components shall a�ot
Ue considered a failure. Outages of any kind caused by acts of God shall not Ue covered
under the definition of a failure. I3orn�a1 system outages tliat have been scheduled i�i
advance by the Company �vith a designated representative of tl�e City shall not Ue covered
under the definition of a failure.
At any time tl�at zny channel on the Institutional Network is known to fall below the
technical standards set forih herein, actions shall be taken to restore the operation of the
net�uork to the standz7ds within 72 hours.
Aitachment 2-F-2
Revised December19,1997
�Y
l�et�}•ork Frequency Response S�reep
All active portions of the I-I�Tet ��.�ill be s��ept for frequency response in fon��ard
(outbound) 2nd retum (inbound) b2nds every 12 months, or upon request of the City,
more frequently as may be indicated for specific problem soi��ing, but in any eti�ent no
more than one additional neh��ork frequency response s�a�eep per year.
B. STA\D �RDS AI�D TESTI\G
System Leakage Sm
The Company proposes to measure le2ka�e using a generator placed at the Headend
location using a fiequency of 23�.262� �4Hz transmitting �vith a level to match that of the
video can�iers at the point of inseriion into the system. The Company subscribes to the
NCTA Recommended Practices section I.G. pages 1 through 10 as it is a thorough and
���ell understood testing process. The procedure ���ill provide a cableplant that �;�ill be
usaUle in all channels by identifying points of egress that could also be points of ingress.
The Signal Leakage Standard shall be 10 microvoltshneter bet��,�een the Headend and
Demarcation point for the fi equencies in the forv✓ard and reverse directions.
These tests �a�ill be'done in accordance �i ith tl7e NCTA Recommended Practices for
Measurement on a Cable Television System for Signal Leakage Perfonnance (attached),
as referenced in the FCC CFR section 47, Subpart K, part 76.601, 76.609(h),(1,2,3,4,5).
Proof of PerformanceT�iice Anniially
Proof of performance testing ���ill be conducted on the I-Net t�+,�o times per year
equivalent to that specified by the FCC for subscriber net�vorks. A minimum of ten test
point locations �vill be estab]islied where feasiUle ilirougliout the system ���hic17 are
representative of ��.�orst-case perfom�ance. A minimwn amount of fifieen cl�annels on the
foi���ard, and t�velve channels on the retum shall be tested at each test point location. The
Teclmicai Standards znd Perfonnance Testing listed below are specifically for
Continental CaUlevi<_ion, St. Paul, I-Net System. Some of tl�e testing procedures have
Ueen modified to meet the specific needs of a High Split Retum System. Company will
comply ���ith the follo;�.�ing minimuin standards and fests:
The Combined C2rrier to I�TOise Ratio Standard for this system will Ue 47 dB between
the Headend and �ny Demarcation point for the ���orst-case perfonnance of the
foi�vard portion combined �vitli tlie reverse portion of tl�e Institutional I�Tet��,�ork. This
includes the Fiber Backbone and the Coaxial DistriUutian System.
Attachtnent 2-F-3
Revised December 19, 1997
Testing will be done at the Demarcation point afler the last acii��e component on the — t0 ��� �
]on�est cascade, and at an RF test point in the Head End, then standard logaritlmiic
calculations "�i]] be used to combine the two fest points. These tests will be done in
accordai�ce ���ith the ;�TCTA Recommended Practices for Measurement on a Cabie
Television System for Camer to Noise Ratios (attached), as referenced in the FCC
CFR section �7, Subpzrt K, part 76.601, 76.604(e).
• The Combined Composite Triple Beat Standard for this system »�ill be 55 dB
between the Headend and any Demarcation point for the worst-case perfonnance of
the foi���ard portion combined ���ith the reverse portion of the Institutional Net�i�ork.
This includes the Fiber Backbone and the Coaxial Distribution System.
Testing �vill be done at the Demarcztion point after the last active on the longest
cascade, and at an PF test point in the Head End. 11�en, a standard logarithmic
calculation �j�ill Ue used to comUine the t�a�o test points. These test ��, il] be done in
accordance �vith the \CTA Recommended Practices for Measurement on a CaUle
Television System for Composite Triple Beat (attached), as referenced in the FCC
CFR section 47, Subpart K, pa�t 76.601, 76.609(�.
The ComUined Composite Second Order Stzndard for this system ���ill Ue 58 dB
Uet�veen the Headznd and any Dem�rcation point for the ���orst-case perforniance of
the foi�i�ard portion comUined v,�ith the reverse portion of the blstitutional2�Tet���ork.
This includes the Fiber BackUone and the Coaxial Distribution System.
Testing wi11 be dcne at the Demarcztion point after the last active on the longest
cascade, and at �n RF test point in the Head End. Then, a standard logaritlm�ic
calculations �vill be used to combine the t�vo test points. This test ��,�ill Ue done in
accordance with the NCTA Recommended Practices for Measurement on a CaUle
Television System for Composite Second Order (attached}, as referenced in the FCC
CFR section 47, Subpart K, part i6.601, 76.609(�.
Tl�e ComUined Cross Modulation standard for this system shall be 54 dB Uet��,�een t1;c
Headend and any Demarcation point for the �vorst-case performance of the fonvard
portion combined with the re��erse portion of the Institutional Network. This includes
the FiUer Backbone and the Coaxial DistriUution System.
Testing will be done Zt the Demarcation point after the last active on the longest
cascade, and 2t �n RF test point in the Head End. Then, a standard logarithmic
calculations ���ill be used to combine flie t�vo test points. Tliis test �uill be done in
accordance with the \CTA Recommended Practices for Measurement on a Cable
Television System for Cross Modulation (attached), as referenced in the FCC CFR
section 47, Subpzrt K, part 76.601, 76.609(fl.
Attachment 2-F-4
Revised December 79, 1997
q�'-z� y
In Channel Response The amplitude characteristic sl�all be �vitl�in a range of+/- 2dB
from 0 to 6.0 MHz above the lo�i�er boundary frequency using appropriate equipment
for measurement of the I-Net channel, referenced to the average of the highest and the
lowest amplitudes within the frequency boundaries.
Testing ��-i11 be done at the Demarcation point after the last active component on the
lon�est cascade, and at an RF test point in the Head End. These tests will be done in
accordance with the NCTA Recommended Practices for b4easurement on a Cable
Television System for In Channel Response (atfached), as referenced in the FCC CFR
section 47, Subpart K, part 76.601, 76.609),(d)(],2).
Peak to valley variations. The Company proposes confonnance to the I�CTA
Recommended Practices, I.E. page � that states a figure calculated ���it]i the fom�ula
N
10 } 2 for the coaxial segments of the cableplant. This yields a figure of 3 dB for a
ten amplifier cascade and 3.5 dB for a fourteen amplifier. cascade ��,�here N represents
the number of amp]ifiers in the cascade.
In addition to tl�e fore2oine, as part of this testing and the annual origination point
testing, Company ���ill demonstrate that 11e Connecting Link fi the City Hail fumex to
the Headend satisfies the standards specified in Section C, "Acceptance Testing".
Additionaf Po�i�er Suppiy Inspections
All I-I�Tet po���er supplies wil] be inspzcted at least t`a-ice per year, which ��,�ill inc]ude the
follo���ing checks and tests:
• Full load transfer and nsntime test
• Battery condition and maintenance check, including replacement if required
• Status monitoring functio»al test
• Check the logic module
nlonthly End-of-Line Checking
The further ensure that the I-i�Tet is perfonning satisfactorily, monthly cl�ecks will be
perfonned at a minimum of ten locations that are representative of �t�orst-case
perfomiance. These checks will, include the fo]lowing:
• RF level measurements at all pilot camers and ali C\�J carriers or measuraUle carriers
(e.g., analog video znd audio, unmodulated data, etc.)
• Leakage test
• Frequency Response on fon�+ard and refurn
• Subjective picture quality tests, if applicable
Attachment 2-F-5
Revised December 79, 7997
Dail}' CUecks
Re��iew status monitoring system p4rameters and levels
Log the parameter values
Annual Origination Point Testing
An annual check of each data and video ori�ination point ��,�ill be scheduled �a�ith I-Net
tisers. The test may be waived or rescheduled at the discretion of users. These cl�ecks
will include the follo��-ing:
• Visual signal level at tl�e insfitutional site shall be in accordance �vitli the I�TCTA.
Reconunended Practices for Measurement on a Cable Television System for Visual
si�nal level, as stated in the FCC CFR section 47, Subpart K, Part 76.601, 76.605 (a)
(3).
� RF signal level var'sation at the institutional site shall be in accordance with the
NCTA Recommended Practices for Measurement.on a Cable Te]evision System for
Visual signal ]evel (zttached), as referenced in the FCC CFR section 47, SuUpart K,
Part 76.601, 76.60� (a) (4).
• Aural fi separation and deviation level at the institutional site shall Ue in
accordance �vith the 2�CTA Recommended Practices for Measurement on a Cable
Television System (attached) as referenced in the FCC CFR section 47 Subpart K ,
part 76.601, 76.6G5 (a) (2),(5).
• Data RF levels shall be maintained in accordance ���ith the 1�'CTA Recommended
Practices for D4ezsurement on a Cable Television System for Visual signal level
(attached).
q�-�'� y
• A�mual Interference Test. Using the He���lett Packard 8591 C or the Tektronix 2715 or
similar test equipment and a reference camer, the Company proposes 40 dB for the
fi bet��.�een 50 MHz and 450 D1Hz. The company proposes 30 dB for ihe
fi�equencies between 11 MHz and �0 D4Hz. The Company proposes Uest effort for the
frequencies of 5'�7Hz throu�h 11 MHz and the carriers in the 27 MHz af�eas. The
Company reserves the rieht not to confomi to such specifications where kno��,�n
continuous wave brozdcast services exist. Eaisting areas such as the CB Uand,
intemational A.'�4, znd nearUy police or fire service transmitters are e�;amples.
Attachment 2-F-6
Re��ised December 19, 1997
Documenfation
All tests and checks �vill be documented and, upon request, filed with the City. At the
City's request, all testing processes may be conducted under the obser��ation of a
representati��e from the City.
C. ?.CC�PTA\CE TESTING
The acceptance testing to determine completion of construction and compliance �a�ith the
perfonnance standards set fonh abo��e will be composed of four parts:
1. Pliysical configuration
2. RF testing
3. BaseUand video testing at the Headend
4. End to end testing
Each of these areas �vi]] ]ead to tlie initial operation testing of the network, de��elop the
tumover documentat;on and forni a reference for future troubleshooting.
Ph}�sical Configuration
The plrysical confi2uration of the RF netii�ork ���ill be inspected to monitor conforn�ance
Attachments 2-A and 2-B. Inspections of the cable runs and components ���ill be made
during the construction process to maintain the integrity of the design and Company shall
keep records thereof. Should a change be required, �vritten documentation sl�all Ue
de��eloped that outlines the reason for the change.
Equipment �a�ill be tested for initial operability upon receipt from the manufacturer and
docwnentation of such testing shall Ue deve]oped.
RF Testing
Tl�e RF testing ofthe Institutional I�Tet�vork ���ill be perfonned in phases throughout the
construction period in order to minimize disruption and consists of four sieps:
1. Perfonn the roueh Ualance and sweep. This �a�ill perfonn tl�e initial ali�nment of
all amplifiers, such as level and slope, and identify any proUlems ��,�ith the
caUleplant.
2. Perfomi distortion testin� at the Headend, each OTIQ and at each end of line.
3. Test the cableplant for leakage.
4. Assemble a documentation test package. This u�ill detail the results of each test
process.
°l�'a�W
Attachment 2-F-7
Revised December ]9, 7997
During the initial s�ieep and balance procedure all corroded com�ectors, amplifiers ��'� 3 1
perfom�ing belo�v manufacturers specifications, corroded amplifier brackets, cosoded
passives and damaged cab]es, and any equipment or part of ti�e system that is in disrepair
or is improperly placed will be repaired or replaced.
Baseband Video Testing at the Headend
The baseband video equipment, includin� the modulators, demodulators and video router,
are tested �a�itli a VITS tester to insure compliance ��,�ith manufactures specifications. All
tests are recorded to become part of the overall system documentation.
End fo End Testing
All standards in this document are based upon the testing of each individual leg of the
system and the standz)one testing of active components, such as modulators and
demodulators. \Vithin thirty (30) days 2fter the completion of construction of the
upgrade, a final end to end test ���ill Ue perfom�ed after all components have been
assembled and fow�d to be operational. This test �vill take place using a VITS tester fi•om
up to ten locations «ithin the system. The locations for this fina] end to end testing will
be selected Uy the City. The resu]ts of this testin� �vill be recorded and referenced as the
"typical" end to end perfonnance for VITS testing for the II�ET. The Company ���ill use a
VITS tester to establish standards reflecting those parameters listed in ihe NTC-7
specification. This ��-i)1 fonn the Uaseline for future testing.
All printout fi�om this testing process �� ill Ue entered into the o��erall system
documentation packa_e.
Connecting Link Data Oriented Testing
The folloa�ing specizl tests �vill apply to the Connecting Links between the Ciiy Hall
Am1ex fo the Headend:
• The Compa�ry shall conduct a technical perfonnance test in the City's presence to
demonstrate continuity on the optical route from the point of origin to tem�ination ar,d
compliance �i�ith the cable manufacturer's fiber optie link loss specifications.
• On the data por�ion cf the Com�ecting Links bet���een the City Hall Aiu�ex to t]�e
Headend, the Comp �vill demonstrate that transmissions will encounter fe�a�er than
fen to the minus eiehth (10 " w7filtered enors.
In addition, as part of the acceptance testing, the Company will demonstrate that the
comUined net��,�orks used to tranmiit and receive signals are operaiing and meeting the
standards for the In<_t?tutional I�Tet��,�ork from tl�e user perspecti�>e, regardless of the
demarcation point. If the testing sho�as tl�at there is a problem with the internal wiring or
equipment for a location that is not the Company's responsibility, the Cify and the
location will Ue so nctified.
Attacl�ment 2-F-8
Revised December ]9, 1997
Confirmation by City
City confinnation of tl�e Institutional A'etwork upgrade shall be based on:
1. documentation de��eloped pursuant to this Section C(Acceptance Testing).
2. the reliability of the net���ork after completion of tlie upgrade
3. physical inspection, if the City chooses to perform a physical inspection
ad'-��y
Confirmation that tl�e Company has satisfied the first test �a�ill be provided ��ithin 60 days
after receipt of all documentation related to the Acceptance Testing set forih herein.
Confinnation �i ifl1 respect to the reliability and physical inspection shall be provided
�i�ithin six months, so long as Company cooperates in any physical inspection and
promptly provides proof of reliaUility on request. Confinnation of completion shall not
Ue unreasonaUly ��,�ithheld.
Attachment 2-F-9
Re��ised December 79, 1997
Attachment 2-G
Saint Paul Preliminary Construction Schedule
rfup Phase
Activify
'i 5 days o�ter the INE7 efiective
ice, commence initial application for
: 2nd site autnorization
npletion of permits 2nd site authorization
constitute commencement of monthly
struciion schedule set forth herein
9�-a�y
Const. 3 OTN's in Ph2se 7 -
Activity and Test zll Fiber Equip. in Phase 1
Aciivate P.S. in Ph2se 1
Resplice Amplifiers in Phase 1
Rough Bafance System in Phase 1
St2rt Const. ofi 3 OTN Locations in Ph�se 2
Const. Necessary Co2x Run From H. E.
Percentage of System Complete
14%
Phase Locations:
Phase 1 - Souihwest
Ph2se 2 - South, Southeast
Phase 3 - North
Phase 4 - Northwest
Phase 5 - Downiown
Phase 6 - Noriheast
Attachment 2-G-]
Revised December ]9, 1997
��-a��y
Month 2 Month 3
Activity Activity
Compleie OTN Const. in Phzse 2 Complete OTN Const. in Phase 3
Aciivity and Test all Fiber Equip. in Phase 2 Activity and Test ali Fiber Equip. in Phase 3
Activ2le P.S. in Phase 2 Activaie P.S. in Ph�se 3
Resplice Amplifiers in Ph2se 2 Resplice F,mplifiers in Phase 3
Rough Balance System in Phase 2 Rough Balance Sysiem in Phase 3
Siart Const. of 2 OTN Locations in Phase 3 Start Const, of 3 OTN Locztions in Phase 4
Const. Additional Fiber to Node � 9
percentage of System Complete Percentage of System Complete '
36% 49%
' Phase Loc�tions:
Phase 1 - South�vest
Phzse 2 - Souih, Southezst
Phase 3 - North
Phase 4 - Northwest
Phase 5 - Downtown
Phase 6 - Norlheast
Attachment 2-G-2
Revised December 19, 7997
q�- a�y
Month 4 Month S
Activity Activity
Compiete OTN Const. in Phase 4 Compleie Rough Balance Sysiem in Phase 4
Activity and Test all Fiber Equip. in Ph2se 4 Start Const. of 1 OTN Locations in Phzse 6
Activate P.S. in Phase 4 Compiete OTN Const. in Phase 6
Resplice Amplifiers in Phase4 Activity znd Test aIl Fiber EGui�, in Phase 6
Stert Rough Balance Sysiem in Phase 4 Activate P.S. in Phase 5
Siart Const. of 1 OTN Loc2tions in Phase 5 Resplice P,mplifiers in Phzse 5
Complete OTN Const. in Phzse 5 Rough Balance System in Phase 5
Activity and Test �fl Fiber Equip. in Phase 5 Start Rough B2fance System in Phase 6
Start System Acceptance Tesiing in Phzse 1
St2rt Sysiem Acceptance Testing in Phase 5
Percentage of System Complete Percentage of System Complete '
65% 80%
' Phase Locations:
Ph2se 1 - Southwest
Phzse 2 - South, Southeast
Phase 3 - Norih
Phzse 4 - Northwest
Phase 5 - Downiown
Phase 6 - Northeast
Attathment 2-G-3
Reviszd December 79, 1997
q�-��y
Atlachment 2-G-4
Re��ised December 19, 7997
`
4�-z�y
� � �
� ,
�s � a i a e x .
L
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F��WA�D ?NPUTS C� 225.25/438.25NHZ 15DB/13DB
��P.WA°D LUTPUTS @ 225.25/438.25MHZ 39DB/43DB
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PUBLIC HEARING NUTICE �
CONT[NENTAI. FRlSNCHISE
4'here will be a public hearing on Wednesday. Aprll 15. 1998 to hear pubtfc com-
ments regazding a renewal franchise for cable service to Continental Cablevtston of
Saint Paul. Inc. Public hearings begia at 5:30 p.m. and are held in the Ctty Council
Chambers. Y'hose wishing to submit written rnmments on this matter may send them
to Holly Hansen, Cable Officer. City of St. Paut, 68 City Hall, 15 W. Kellogg Blvd.. _T OF PU$LICATI�IQ
St Paul, MN 55102. .
- . {Apri11.1998)
State of Minnesota, County of Ramsey
q�-�'3y
Patrick Boulay, being duly sv✓orn, on oath says that he is the publisher of the
newspaper known as the St. Paul Legal Ledger and has full knowledge of the
facts which are stated below:
(A) The newspaper has complied with all of the requirements constituting as a
qualified legal newspaper, as provided by Minnesota Statute 331A.02, 33 ] A.07,
and other applicable laws, as amended.
(B) The printed NOTICE OF PUBLIC HEARING which is attached was cut
from the columns of said newspaper and was printed and published once; it was
published on Wednesday, the l day ef April, 1948; ar.d printed be!ow is a copy
of the lower case alphabet from A to Z, both inclusive, which is hereby
acknowledged as being the size and kind of type used in the composition and
publication of said notice:
abcdefghijklmnopqrstuvwxyz
��
Subscribed and sworn to before me this l day of April, 1998.
� -- �
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NGTARYPUBLIC-!J.iNti:cGE�2 Y
kfY Comm Exc!res Je7.;., _.._
IGIRW'vh^hMMAh�MV^.^!v`LC^C�hM'v� ��<. _
Rate Information
(1) Lowest classified rate paid by commercial users for compazable space is SN/A.
(2) Maeimum rate ailowed hy law for the above pubtication is $14.76.
(3) Rate actually chazged for the above publication is $13.42.
HF'F.� =�1 �"�C: S.^� FR F'.k.11.'s '-- LL.F'. rl_ =3'�+ 41_:1 TO :'c.r:::;^1
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Yag� Z OtbO htonoay, aprnn;, ir�a o.aa.ca rm
9�
�/��/�� �
A end�x . Cable Communications Franchise—Continentai Cablevision of St. �
PP — %�
Paul, inc.' r
r
,'
Cross reference(s}•-Cable communications service, Cfiapter 430. ,;'
WHEREA5, The City of Saini Paui has, following reasonable notice, condueted a pub��c
hearing affording aIl persons reasonable oppoRunity to be heard, which pr,oceeding was
concerned with ;he analysis and consideration of the technicat ability, financial condition,
1ega1 qualification and ge�eral charac[er of Continental Cablevision of,5t. Paul, Inc.
("CCSP'� : and
WHEREA5, The City of Saint Paul after such consideration, analysis and deliberation has
approved and found sufficient tfie technical ability. frnancial condition. Iegal qualification,
and charader of said CCSP; and
W HEREAS, The said City oE Saint Paul has at the said`public hearing, also considered
and analyzed the plans of CCSP for the upg2de of the cable system and found the same
to be adequate and feasible in view of the needs and requirements of the entire area to be
served by the said system, subject to certain cor,iditions; and
,F'
WHEREAS, To the knowledge and belief of klie City of Saint Paul this franchise and the
procedure used in formulating and awarding the same in all ihings and in all ways
complies with the franchise standards of�fv�linnesota State Law;
NOW, THEREFORE, The City oi S�int Paul does ordain that there is hereby created,
granted, and estabGshed for CCSP a full and complets nonexclusive fra�chise for a period
of ten j10) years, with a five-year 6�tension option, for the construction, operation and
mainienance of a cable system�within the City of Saint Paul.
�
Provided, however. that the said franchise shall be subject to the following terms and
pertarmance conditions as��et toRh herein.
ARTICLE I.��RANT OF FRANCHISE AND GENERAt PROVISIONS
��
Section '100. Ti4�e of Ordinance.
This ordinance�shall be known and may be cited as the "Saint Paul Cable Franchise,"
hereinafter "fr�3nchise," and it shall become a pa�t of the ordinances and Legislative Code
of the City oPSaint Paul.
Definitions.
For t�purpose of this ordinance, the following terms, phrases, words and tfieir derivations
shai ave the meaning given herein. When not inconsistent w(th the context, words used
in e present tens,e inciude the future, words in the plural number inc4ude the singulas
mber, and words in the singular number include the plural number. The words "shall"
nd "wiil" are mandatory and "ma�' is permissive. References to officiais, depariments,
agencies or other entities, whether defined or not, shall be read to refer to the same, or
their authorized Successors. References to statutory provisions shall refer to those
1
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provisions as they may be renumbered from time to time. References to appiicabie law o� �
to any part of the legisiative Code of the City of St. Pau1 refer to the same as they may be
amended �ram time to time ducing the term of the franchise. Words not defined shall be �,-'
defined as in Chapter 430 oi the Legisiative Code of the C�ty of St. Paul; if not defined
there, as defined i�s d7 U.S.C. §521 et. seq.: if not defined there, the words shalt be given'
their common and ordinary meaning.
10i.(s]. easic service or basic cable service shall have the same meaning
as the term "basic service' under federal law; exceQE that the basic
service shali aiso be deemed to include any service tier that includes
the public, educationa� and governmental access channels.
101.(b). Cable service means
101.(b).(1), the one-way transmission to subscribers of (A) video
programming, or (B) other programming service, and
101.(b).(2). the subscriber interaction, if any, which is required for the
selection or use af such video programming or other
programming service.
f01 (c). Cable system has the same.,meaning as the term cabVe system
under Tederal law,
.}�w> tn addition, unless he context clearly indicates othervuise, ihe
term cahle system in this�fi2nchise means CCSP's cable system, and
afl equipment, facilities and devices appuRenant thereto.
109.(d). City is the Clty of Saint Paul, a Mlnnesota municipa� corporetion, as
it exists and as itsborders may from time to time be changed, Where
the franchise reg"uires that an action be taken by the city, that adion
may be taken,by any person authorized to act on the city's behalf.
.;
i01.(e). Company is CCSP, the g�ntee of rights under this ordinance
awarding a franchise, or its permitted successor, iransferee or assignee
109 (�. Conyerfe� shall mean an electronic device, which converts signals from
cabfe distribution system frequencies to a form receivable b� a
televi5ion set.
Counc±! is the city councii of the C�ty of Saint Pau{.
aseme t Dedication shall mean those rights-of-way maintained for
;he benefit of the public and controlled by city, the terms, conditions or
limitations of which are not inconsistent with the erettion, cons[ruction
or maintenance of a cable system, its structures or equipment_
(ReservedJ
conditions or limitations of which aTa not inconsistent with ihe erection,
construction or maintenance of a ca6le system, its structures or
equipment.
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i01. �J- Economica!!y disadvantaged shall mean ihose persons who receive
assistanca under any of the foflowing programs: the Mi� nnesota
7eleohone Assistance Piaa ("TAP"{ Food S tam o s� Minnes Fami�v
'_'.'_.�__. ro._....,.,,- r_enor-ai AcactanCP._ _.— � �St
101.(k}_ Expanded basic service fo�urooses of secvons iu��u �w�q�.:d�
305 means all subscriber services other than basic service prov ded by
e company covered by a regular monthly charge ,,,'
sabcctibers, but not including opt�onal programming offered ofi a pay-
per-channel or pay-per-view basis or usage sensitive pay basis.
109.(1). Gross revewes shalf inean all revenue derived direcUy or indirectly by
the company, its a�liates, subsidiaries, parent, and�any person in which
the company has a financial interest from or in co�nedion with the
operation of the cable system to provide cab4e services. Gross
revenues shall include, by v�ay of e�mple and not limitation, revenues
from basic se[vice, expanded basic seNice; [�nthlv fees for monthly
fees for pr programming oftered on a per-�channei or per-p�ogram basis,
installation and reconnection, leased c,fian en I fee�nei fees, �converter
rentals, studio rental, production equtpmen and personnel fees,
interactive cable senrice, advertising, cable store sales, late payment
service fees and other services offered over the system. Gross
revenues shall not include anx�taXes on services furnished by the
company herein imposed directly upon any subscriber or user by the
state, city or other governmentat unil and coffected by the compa�y on
behalf of said governme,ntal unit. The franchise fee is not such a tax.
101 (m). InstaJlafion shatl,mean the connedion of the system from feeder
cable to subscribers' facilities.
ipi,(n). Local mea�ns within the City of St. Paul.
101.(oJ. Lockouf device is an optional mechanical or electrical accessory to
a subscritier's terminal which, when activated, inhibits the viewing of a
cer�ain,ehannel 4r channefs provided by way of the cable system.
%
Tpq,(p)_ AAake-readyshail mean the rearrangement of existing wires on
uiifity poles performetl by telephone and electric utility companies to
ailow for the addition of cable plant on such poles.
10i,("qj. Non-profrf rnstitufion means (1) a person, othet than a religious
; organization, which qualifies for federal tax exempt status; and {2) any
i govemmental body, agency, department, or commission; 2ccredited
school; library; hospital; or any Iegal entity contracting with the city to
provide social services,; whether or not such entity Falls within the
scope of subdivision {1).
1Q1.(r). Person includes any individual, corporation, partnership, association,
joint stock company, trust, or any other Iegal entity, including the
Eiryciry.
t01.{s). Person with disabilities means any living person that: (1) receives
3
oco '�rn �aa tq:ai laP2op PLN'iE.E4
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6
assistance under the Soc�al Security disability insurance program, or
the Supplemental Security Income {S51) disabiliy program; or (2) has
been issued an identifijing certificate by the S:ate oi Minnesota for
persons with physicaf disabifities; or (3) receives any vocationat
rehabilitation serv+ces pursuant to Section 26HA.01 of the Minnesota ,/
State Statutes. /
109.{t}. Public preperfy is any property owned by the city other than a streeYor
sidewalk. �
i
10 9. (u).
isolate
e
and J�
sy_ en�ice
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;
i01 (v). Senior citizen means any living person'over 65.
i0i.(w)_ Sidewafk shall mean that portio�,pt a highway, other than the
roadway, set apaR by curbs, barriers; markings or other delineation for
pedestrian travel, including parkways, not on private lands.
�;;
>01. (x). Subscn6er means the city; any government entity or any other
person who tegally �eceives>any cable service delivered over ihe wble
system. y .
�
101. (y). Street shall mean>the surface oi and the space above and below
any public street, roaii, highway, freeway, lane, path, public way or
p4ace, atley, court,'Sidewalk, boulevard, parkway, drive_ or other
easement or n h#s-ot-wa now or hereafter held by the city for the
purpose o public travel and shall include such other easements or
��
���_
_`�td-ypthecitq which shall within their proper use and
�title the city and t e company to the use thereof for the
installing or transmitting cable transmissions over poles,
:s, condudors, ducts, conduits, vaults, manholes,
appliances, attachments and otfler property as may be
ecessar� and pehinent to a cable system. ..
10i.�z). Usershail mean any individual, institution, organization, or business
y ; that purchases any portion of the company's`'�r�; «5� bandwidth for
:�' delivery ot programming or services or Eor receipt of programming or
°%� serv�ces, or which is entitled to use any portion of the bandwidih at no
� charge.
101.(aaJ. Video channel shall mean a 6 MHz band of the electromagnetic
spectn�m which is capabie of carrying ai least one video signai.
101.(bbj. Wa/koul shall mean the Qrocess whereby a cabie company and
telephone and electric utility companies inspect utility poles throughout
the city to detetmine the amount of make-ready to be performed by the
4
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SeMion 9�2. Franchise administrator.
�
The city may from time to time des+gnate an entity to be responsible for the continufng
administration of ihe cable franchise and for the planning and development of cable
communications services by providing wntten notice of the designaYion to the cbmpany.
The designee as o( the effedive date of this firanchise shaf{ be the cit�s cabte
cvmmunications officer. Any action taken by such designee, within the scope of the
auiho�ity g�nted by the city, and any notice received from such designee, shall be treated
as an adion of, or notice by the city.
Section'103. Grant.
The city hereby grants to company a nonexclusive ten-year cable system franchise as a
renevwal and replacement of the cCompany's exisiing iranchise dated November 10, 1983,
as amended, to provide cable service, Subject to all the terms and conditions as herein
provided. Nothing in this fre�chise autharizes tfie company to ptovide non-cable services
(other than the services that the company is required to provide for the city or the city's
authorized users in connect�on with the provisibn of [he institutional network). if the
company is authorized to provide non-cabie serviees, the city may either by separate
ordinance or by amendment of this ordinance establish additional conditions or
requirements related to the provis�on of those,'serv+ces or to the use of streets or public
property in connection with the piovision of�rion-cable services, and no provision in this
franchise shall operate as a limitation on ttie cit�s authority in this regard. Provided,
however, nothing herein is iMended to,grant the city greater rights with respect to
franchising telecommunications provid'ers than it has under applicable law, as amended
from time to timS.
Section �04. Rights and privileges of company.
The iranchise granted 6y the,�ity pursuant to this ordinance shall grant to the company the
right and privilege to erect„construct, operate and ma�ntain in, upon, along. across, above.
over and under the streets� now +n existence and as may be creaied or estabtished during
its terms, any potes, wi�es, cable, antennas, towers, underground conduits, manholes and
other telev;sion conducfors and fi�ctures necessary for the maintenance and operation of its
cabie sysfem for the:provision of cable service in the City of St. Pau1 on the terms and
conditions hereinaf�`er set foRh. The franchise is not in lieu of any permit or other
requirements that' exist or may be estabtished by the city. Permiis must be obtained at the
iime and in the,,.manner the city may specify, and permit conditions must be stridly
adhered to. Tiie franchise does not grant the company the right to occupy any particular
focation upor"i, abng, across, above, over and under the streets; nor does the franchise
permit the;company to interfere with the use of the streets by others or to occupy other
public pr.dperty.
1�5. Agreement.
f'� 1Q5.(a). Company agrees to be bound by afl the terms and conditions
c�
� cantained herein, in the attachments hereto, and in the agreements
�l' referenced therein, and by the terms and conditions of the Agreement
l dated -April 15, 1998 as if fully set forth herein.
5
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105.(b}. The company also agrees to provide the following broad categories!�
of services, in addition to providing the channels for PEG use:
105.(b) {7)•
7 OS. (b}.(2).
105.(b).(3).
105. {b). (4).
905.(b).{S).
105. (b). {6).
cable services responsive to the needs and interests.of the
community throughout the franchise tefm, as determined
through surveys or studies of St. Paul subscribecs;
public affairs and news programming about the City of St.
Paul; �
public affairs and news programming "about the Twin Cities
region;
a channel or channels of children's programmi�g;
a channel or channels of arfs and cultural programm�ng;
a channel or channels of progcamming ot special interest to
minority groups.
105 {c). The company agrees that, throughout the term of this tranchise, ii
shall make available at least the pe�centage of channels it was required
to make available for commercial use under 4T U S.C. §612 as of the
effedi�e date of this agteement. These channals, referred to as "leased
access' channels in Zhis franchise, shall be available for lease by any
person unaff�iated vvith the company, or to the city, to provide any
5@NIC2S.
Section 106. Term. �°'�
106.(aj 7he term of the franchise to be granted by the city pursuant to this
ordinance'shall be for a period of ten years from and after the effedive
date, eXciuding any period of time dunng which ihe company is
enjoi�ed by a court of compeCent jurisdiction from per(orming its
obtigationa under the frenchise.
106.(b). Notwithstanding the foregoing, the franchise term may be extended
, for an additional five years by the city acting unifateralty, or upon
' request of the company, if the ciky, in its sole discrstion, determines
�� that:
906.{b}.(1). the public interest would be served thereby; ar
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9 06. (b). (2).
(A). the company has satisfactorily complied with Its
obligations hereunder; and
(B), the cable system is meeting the cabie-related needs anC
interests of ihe community, and the enforceable
commitments of the company are such that the cable
System iS expected to meet the needs and interests of the
community vver the extension term.
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�p6,(e). References to "franchise term" in this franchise refer to the franchise ;l
term and any renewals or eatensions thereof.
Seciion 107. Effective date.
The francfiise term shall commence and be in force upon the fater ot the folfowing`
107.(a). Companys delivery to the city clerk of�
107.(a)-(1)- a signed acceptance of the franchise;
107.(a).(2). proof that the insurance, bonds and letiers of credit required
hereunder have been obtained andzre in force;
107.{a).(3). payment by the company of costs tor the publication of this
ordinance; and
107 (a).(A). payment oi any amounts due on or before the efiedive date
and provision of any proofs and documenis due on or before
the eftedive date. ,- --
107.(b). ApProval by the cEity of a certain tFransaetion described more fully
in the March 11, 1998 req�est for approval of a change in tha corporate
structure of company'S,uftimate parent, U 5�NEST �1-S-Vdest: �nc.,
v✓hich �✓ill result in a separation of US W EST's Nre telephone and cabte
;ystem operations; pro��ded that, this p�h shall not apply if the
March 11, 1998 request fot approval is withdrawn or otherwise
materially rnod�ed.
If 1he franchise has not become,effective prior to July 31, 1998, then the grant of the
franchise shaH be of no force an effect, and the company shall have no rights hereunder
Section 108. Area. �"�
This franchise is granted for the entire area of the City ot Saini Paul as it exists and as its
borders may trom time to time be changed. The company shall provide cabie service
throughout the entiFe franchise area.
Section 109. F,ees, payment of fees and pena4tieS.
{a). 7h�oughout the term of this franchise, company shall pay to city a
franchise fee of five {� percent of gross revenues. Provided that, the
c'ity may at any time increase this fee to the maximum that may be
charged consistent with state and federal law, should the federal law
Iimit change or be e��minated. HoWever, the city may not increase the
franchise fee except after providing th¢ company 90 days advance
written notice, and providing company the opportunity to comment on
the propased change within that 90-day period.
3.(b). 7he fotfowing sha11 not be included in gross revenues for purposes
cf calculating the franchise fee: rReimbursements received by the
company from programmars for the costs actually expended by the
company in a tempo�ary joint marketing campaign.
7
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109. (c)
Gross revenues shall be reduced by the amount of bad debl
expense (using the direct wrRe-off metho�. For purposes of tl
Sedion 109(c), the term "bad debt expense" refers to amounts
billed to a customer and owed by the customer for cable serviG ,
accrued as revenues on the books of company, but not coliected aRer
reasonabie efiorts have been made to collect the cfiarges. Sad' debt
expense, by way of example and not limftation, does not indude the
amourrt of discounts, promotions, or credits provided a subscriber that
may reduce the amount a subscriber owes to the comp?ny. Pmvided,
howeverthat (1) the bad debt expense deduction may'not exceed two
per cent at gross revenues for any quarter; and (2) bacl debt expense is
again treated as revenue v�hen recovered.
109.(d). The exctusion of ihe foregoing reimburse�ments and had debt
expense from the franchise fee calculation shall not be read to suggest
that any other reimbursement, similar or dissimilar, shouid or should not
be excluded from the calculation of gross revenues
109.(e). The parties agree that tnternet service shall be treated as a cabie
service for purposes of [his franc�ise and a franchise fee paid fln all
�evenues therefrom until such time as court or agency of competent
jurisdidion over this franchise`ruies that the service is not cabie senrice
and all appeals from the decision have been exhausted.
109.(�. The iranchise fee and an}r other cost or penalties assessed shall be
payable, except as otherwise specified in this franchise agreement,
quarterfy to the city�ofiice of financial se�vices, and the company shall
file a compfete and accurate verified statement of all gYOSS revenues
within the city during the period for which said quarterly payment is
made, and sai� payment for each quaRer shall be made to the cfty no1
later than forty-five (AS) days after the expiration of the quarter when
due.
%
109.(g)_ In addition to its other rights to review and copy the company's
recordS under other provisions of lhis franchise or the St. Paul
Legis1ative Code, the city shall have the dght to inspect the companys
records to determine whether the company has paid the franchise fee
o�ed. The city may, but is not required to, audi# such records and to
;tecompute any amounts determined to be payable under this
„` ordinance. The company shall reimburse the ciry tor all expenses
` incurred by the city ;n conducting the audit where such audit shows the
;`� compan�s fee payment for any quarter reviewed is five (5) percent or
more under the amount found by the city to be due and owing.
l�9.(h). In the event that any franchise payment or recomputed amount,
cost or penalfy is not made on or before the applicable dates heretofore
specified, interest shali be charged daily from the date of such default or
delay at the rate of interesl which is ihe prime rate charged by the First
National Bank of the City of Saint Paul for prefe�red customers as
adjusted on the first day of each month for the month in which such
defauft or delay first occurred.
109.(i}. The acceptance by the city of any ftanchise fee Qayment shall not be
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construed as an accord that the amount paid is in fact tha co�ectt be
amount, nor shall such acceptance ot such franchis2 fee pay
construed as a release of any claim the city may fiave for additional �
sums payable.
109.(j). The franchise fee payment is not a payment in lieu of any tax, teeior
other assessment except as specfically provided in this franchise, or as
required by applicable taw. By waY of examp�e, and not limi4ation,
permit fees and business franchise taxes are not waived a�d remain
applicable. „
Section'I'10. Use of company facilities.
The city shall have the right, during the life of this tranchise, to install and ma�ntain free of
charge upon the poles ot the company any wires and pofe fixtures thai do not unreasonably
interfere with the cable service operations of the company; pr,ovided, however, that the city
will hold company harmless for any damages resulting from the city's negligent installation
or use of said wires andlor po{es or po4e fixtures.
Section 1'i�. Rates.
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111 _{a). Except to the eMent a�d foT the time prohibited by fedaral law, al1 of
companys rates and chasges are sub}Q� to regulation and prior
approval by the ciry.
111.(b). Rates and charges-that are subject to regulation sha11 be
reasonable. Compa�y shall maintain a current list of all rates and
chargeswith the c26fe communications officer. The first list (the "initial
rates") shall be fled with the city on or before the effective date of the
franchise. Cha,nges in rates and charges require the prior approval of
the city, except as federal law otherwise provides. Both initiaf rates and
subsequent iate change5 shall be subject to review and company may
be requiretl to refund excessive retes. ��
111.(c). Except to the exfent the city may not enforce such a requirement,
the cqmpany is prohibited from discnminating in Rs rates or charges or
from granting undue preferences to any subscnber, potential subscriber,
or`group of subscribers or potentia4 subscvibers; pravided, ftowever, that
�-`company may offer temporary, bona fide promotional discounts in order
,:' to attract or maintain Subscribers, so long as such discounts are ofiered
` on a non-discriminatory basis to similar classes of subscribers
throughout the franchise area: provided further tfiat discounts are
perm�tted ior senior citizens, people with disabilities, or the
i' economically disadvantaged and in anY �se where the comoanY such
other discounts as company i5 fequifed to provide a discount or is
expressly entitled to provide a discount under federal law, so long as
such discounts are applied in a uniform and consistent manner.
111.(d). Equipment security deposit option and recovery costs:
111.(d).(1). The company reserves the right to charge a deposit for
conveRers or other terminal equipment ptaced in
subscribers' homes.
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111.(d}.(2)
111.(d)_(3).
l 11.(d).(A).
The company reserves the right to charge fuN replacement,
repai� and administcative costs for converters or other
company-owned equipment which is lost, stolen or
damaged ihrough negtect or misuse by the customer, so �
lang as it is not already recovering those charges tfirough ./-"
other r'�tes. '
The company reserves ihe right to refuse service to any
suhscriber for bona fide credit reasons and may Ievy
reasonable collect+on charges on overdue or delinquent
accounts. Provided, however, that a subscriber must be
reconnected upon request if the subscriber pays the amount
owed to the company, the reconnection fee, and provides
any 1awEu1ly required deposit
Deposits must be returned within 30 days of the date a
subscriber terminates service..
111.(e). The company shall provide at its cost of Vabos and materials an
antenna-cable switch to any subscriber requesting such a switch.
111.(�. Prewiring Projects�
111.(�.(1).
111.t�.(2)•
The owner or builder of a residential or commerciai buitding
or other project shall have the right to prewire an entire
project ior cable service. The company shall co�nect ds
cabie system to the wiring installed by the owner or builder,
so long as the prawired i�stallation uses internal cable wiring
that meets or exceeds ihe company's specifcations for
installations that the company applied to itself as of the date
the projed was undeRaken.
The company shalV pubfish specifications for intemat ca61e
'wiring, a�d shali provide a copy of those specifications to
any person upon request. A copy of the specifications shall
be provided to the cable communications officer on or before
the e$eciive date of the franchise, and any change in the
specifications must be filed orior to the date the changes go
into eflect.
1"11.(fl.(3). The owner or builder may request inspect�on and approval of
intemal wiring according to a schedule supplied by
company. Company shall inspect and provide technical
assistance at +ts cost upon request.
111.{� (4). Nothing in this section prohibits the company from refusing
to connect to a prewired 6uiidfng if the prewiring causes
signat leakage in excess of amounts permitted under
appfica6le 4aw.
11 �.(g). The company shall offer the greater of a one dollar {$1.00) per
month or ten percent (10°h} per month discount on basic service for
10
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senior citizens, persons with disabilities and persons who are
economicaily disadvantaged . The company shall oHer a ten percent �
(10 discount on other cable services ��o senior citizens, ;
persons with disabllities or the economicaily disadvantaged. The
company may require persons who seek to take advantage of the .'
discount to provide reasonabie proof that they are eligible for the
discount. Age may 6e proven by presentat+on of a birth certificate,
passport, or valid, state-issued photo ident�cation card. Probf of
eligibility For discount on g�ounds of economic disadvantage may be
shoven by any document from an agency or company responsibl¢ for
any of the programs referenced in Sedion 101 G). showing that person
seeking the discount is sented by any of the programs described in
101 �}. Proof of aligibi�ity for discount on grounds of disabil'rty may be
shown by any document from an agency or company responsibls for
any of the programs referenced in Section �01(s), showing that person
seeking the discount is served by any of tfie programs desctb (d
10'i (s), or by presentation oF the certificate described in 101 s 2.
1 t 1(h�. Where subscriber network installation as required in Article II I,
Section 305 is made without charge to governmental, educational and
nonprofit institutions that include living quartars, the company may
charge for al1 services to individual living units within such building,
including, but not limited to, individual student housing units (i.e..
dormitory rooms} and hospital rooms. ftooms within fire and police
stations are not treated as living quarters for purposes ot this Section
111(h).
7 i 1.(i}. Except as federat law requires otherwise, service r¢quests for
maintenance ot repair of cabis facilities are to beare ¢e�fofined at no
charge unless such maintenance or repair �s required as a result of
damage caused by a subscriber.
5ection 112. Rate reguaation proceduras.
11 Z.(a}
�Pursuant to Saint Paul City Charter, section 16.03, all rates and
ctsarges (collect�veiy referred to as "rates"� that must be regulafed in
accordance wiih regulations established by the federai government shall
be regulated by the city in conformity with those app�icabie regulations,
and the p�ocedures set forth in the St. Paul LegislaCnre Code and uh ted
agreement. Other rates that are subje� to reg�lation sfiall be reg
in accordance with ihe St. Pa�l Legis{at�ve Code a�d this agreement.
7o the extent that any provisions of this franchise or of Saint Paul
t,egislative Code are i�consistent w+th applicable federal regufations, Ihe
federal regulations shall control.
�. An application for a cfiange in rates sfiall be ftied in accordance with
procedures established in Saint Paul Legislative Code at least 120 days
prior to a proposed change in the rates, except insofar as federal
regulations preempt these requfrements. If the city determines, after
hearing that the company has failed to show that the rates are justified.
or if the city determi�es tfiat the rates are not justified, it may set the
appropriate rate and orde[ refunds ot any excess amounts collected
from subscribers. For rates ex'vsting as of the eHective date of the
11
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franchise that have not been approved pursua?�t to VeCh t the a ahe
city reserves the right to require the company p
justified. If the company fails to show that the rates are justified, or the
city de2ermines after hearing ihat the rates are not justified, the city ma�
establish the appropriaie rate and order rates red�ced accord'+ng1y.
Final rate orders estzbtishing rates or ordering refunds shall be iss�
by the Eitpcity C-vtt�++oouncil, and may be adopted by resolut+�,�
112.(c). Should the company decide to raise rates, it sha11 file itsschedute of
new rates and the relevant portions of the minutes of the�*oard of
directors or executive committee meetings ai which su�h rate increase
was discussed. %�
Secfion 113. Costs.
Unless expressly provided othenvise, wsts associated.zvith the issuance or transfer
of, and companys compliance with, th�s franchise and with applicable law shatl be borne
by the company, antl with no cost to the city. Costs inci�ntal to the awarding oi this
franchise shall include, but shall not be limited to, all cosls incurTed by the city, its staff,
appointees or elected officials in assessing the need ; to� franchising tlte cable system. Such
costs shall also include, but not be limited to, an .��bVications otthe franehise and notices
prior to any public meeting provided for pursuaryY{o this ranchise, and the costs incurred
by the city in its study, preparation of applicatio`ns for the issuance of a f2nchise to
company or the transfer of the franchise to another person. The company will reimburse
the city for costs the city incurs in connecMon with the Soregoing within 30 days after the
date a bill of costs �s sent to it. :'
Sectio�'114. Notices.
All notices from company tQ th pursuant to this franchise shall be filed with the city
cferk and with the city's cabie communications o�cer. Cofnpany sha11 maintain with the
c�ty, throughout the term oFthis franchise, an address for service ot notices by mail.
Company shall also mair�Fain with the city, a locai office and telephone number for the
condud of matters refated to this franchise during normal business hours.
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Section 115. Letter of credit
115.{a). Prior to the effective date ofi its franchise,lhe oompany shatl,,cS'eposst
with the ciry a letter of credit from a local financial institution iraihe
amount of one hundred thousand dollars (5100,060.00}. The�&City musi
be able to draw upon fhe fetter ofi credit if it has followed the procedures
described below, ¢�en 'rf there is a dispute as to whethes the�e has been
an ad or omission that wouid entitle the cCity fo ca�� upon the letter of
credit. Upon completion of tfie system upgrade rQqvired under ARicle
111 [ncluding, by way ot example and not limitation, completion of tha
institutional network upgrade), the company may reduce the letter of
credit amount to fifty thousand dollars (550,000.00). The torm and
content of such fetter oi credit sha11 be approved by the city atforney.
The letter of credit shall be used to insure the faithful performance by
the company of a11 provisions oi this hanchise; and compliance with alf
orders, permits and directions of any agency, commission, board,
department, division or office 4f the c'rty having a jurisdiction over
com an 's-its acts or detaults under this franchise; and the payment by
the company of any claims,"iiens and taxes due the city which arise by
reason of ihe con5truction, operation of maintenance of the system.
115.{b). Whenever the ciky shall receive payment of any amount agai�st the
Ierier of credit pursuant to this Sedion 115, the wmpany shall pay to or
deposit with the„financial institution with whom it maintains said IeHer of
credit an amouhYSUfficient to reptenish the letter of credit to iis tUSI value
of one hundred thousand dollars ($10D.000.00) �f during the penod of
the system'upgrade required under Article 111 or of fifty thousand dottars
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company nas oeen �r�����<� ....��.��� ••J �•.��-'-"
requested, ot the request for payment. The cable
ns officer shall be furnished wdh written proof of
, not later than twenty-four (24) hours after it is
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11,5�(c). If the company fails to pay to the city any compensation within the
time fixed hcrein or within this franchise ordinance; or fails, after ten
(10) days' notice, to pay to the city any taxes due and unpaid; or taifs to
�epay the city within ten (70) days any damages, costs or expenses
which the ciEy is compelled to pay by reason ot any act or defau�t of tfie
'��r�� company in connection with this franchise; or fails, after three (3) days'
`' notice of such faiiure by the city, to compiy with any provision of this
franchise wh�ch the city reasonably determines can be remedied by
"�/ demand on the letter of credit, the city may immediately request and
���� receive payment of the amount thereoi, with interest and any penalties.
�:` from the financial institution holding the lettet of credit. �pon such
� request for payment, the city shall notify the company of the amount
,'�� and date thereof.
�
`�,
115.(d). Tfie rights reserved to the city with respect to the lettet of credit are
in addition to aq other rights of the city, whether reserved by this
franchise of author�zed by law, and no action, proceeding of exercise of
a right with respect to such letter of c�edit shall affect any other right the
city may have.
13
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"It is hereby understood and agreed that this letter of credit may not be ;'
canceled by the financial inst3tution nor the intantion not to renew be �
stated until thir,y (30) days after receipt by the city, by registered mai(,: "�
of a written notice of such intention to caneel or not to renew.' �%�
115.(e). The letter of credit shall coMain the following endorsement: ;���
;/
115.{f�. Neither withdrawal of money by the city pursuant to this provision nor
vuord�ng contained here�n shal{ be construed as a fimitation of the
compan�/s right to contest penalties under Saint Paul Legi�tativ2 Code,
Secfion 430.037.
Section �16. gonds. �'
116.(a). At the time this franchise becomes effective'pursuar.t to Article I,
Section 107 of this frenohise ord�nance, the�ompany sfiail file with the
city clerk and shall maintain duling the sysfem upgrade required by
Article III the following bonds: ,`
116.{a).(t)
116.(a).(2).
A labor and material payment bond in ihe sum of one million
dollars (51 000,000.00).
A Eaithtul perforraiance bond running to the city in the penal
sum of one million doffars ($1,000,000.00) conditioned upon
the faithfut performance oi the campany of all the terms and
conditions-of this franchise and upon the further condition
that, in �1ie event the company shall tail to compiy wilh any
law, ofdinance, rule or regulat+on goveming this franchise,
there shali be recoverable jointly and severally from the
pri�,cipa{ and surety ot the bond any damage or loss suffered
liy the city as a result, induding the full amnuM of any
compensation, indemnification or costs of remova4 or
abandonment of property of the company, plus costs and
reasonable attorney's fess up to the full amount of the bond.
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116.(b). Following the satisfadory completion of all construction required by
Articfe lll (including, by way of example and not limitatiort, completion
of the institutional network upgrade}, the initiai construction bond shall
be released, assuming thefe are no outstanding defaults. The company
` shali file witfi the city clerk and to maintain throughout the term of this
' fra�chise a labor and material payment bond in the amount of five
hundred thousand doliars (5500,000.00). The city may require the
company to increase the amount of this bond if the city concludes #hai
�t is necessary to do so given the amount of canstructio� being
performed by the company, or based upon the harm being caused by
the company to streets or public or private property.
116.(c). Foliowing the completion of the upg2de required by ArFide lll and
until such time as the company has liquidaied all of its obligations with
the city the company shall file with the city clerk and maintain
throughout the term of lhis agreement a faithful pe�tormance bond
running to the city in the penal sum of five hundred thousand dollars
{y500,00D.00) conditioned upon the faithful performance of the
14
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company of ai1 the terms and conditions of this franchise and upon zhe
furiher condition that, in the event the company shall fail to compFy with
any 1aw, nrdinance, rule or regulation govern�ng this franchise, tfiere
shali be r¢coverable jaMty and severally from the principal arid surety of
the bond any damage or toss sufiered by the ciry as a result, including
the full amount of any compensation, indemnification, or'cost o( removal
or abandonment of proparty oi the company plus casts and reasonable
attorne+�s fees up to the full amount of the bond. - �
� 16.(d). The bonds sha4t be subjed to the approval of the city attornsy and
shall contain the following endorsement: i �
"It is hereby understood and agreed thaQthis bond may not be canceled
until sixty (60) days after receipt by the city attomey, by regisiered mail,
retum receipt requested, of a writte�r'notice of intent to cancel or not ;o
renew."
116.(e). 7he rights reserved by thg{ciry with respect to the bands herein are
in addition to all other rights'and remedies the city may have under this
tranchise or any othes law< --
,,
Section 1'17. LiabiYity and insurance.,
117.(a), The company agrees by the acceptance oS this franchise to
indemnify, keep and save the dty free and harmiess from liabi�ity on
account of injuiies or damage to persons or property arising out of the
construction; maintenance, repair and operation of its cable system. In
the event.that suit shall be brought or that recourse or damages shall be
sought agsinst the c+ty either independently or jointly with the company
on accoUnt thereof, the company upon notice by the city shall defend
the city in any sucfi suit or actfan at the cosi of the company, and +n the
everit of final judgment be+ng obtained against the city either
independentiy or jointly with the compatty, the company shall indemniTy
tbe city and pay such judgmeni with aii costs and hold the city
,harmless therefrom.
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117..(b). The company shall pay and by its acceptance of the franchise
specifically agrees that it will pay all additional expenses incurred by the
,' ciry in defending itseN with regard to all 8amages and penalties
mentioned in subsection 117 . above. 7hese additional expenses shall
include, but not be limite tc�o�es for outside attorneys and spQCial
consultants.
117.(c). The company shall maintain, and by its acceptance of the tranchise
specifically agrees that it wili maintain throughout the term of the
franchise, liability insurance insuring the city and the company with
regard to a{I damages mentioned in subSection 117(a), in the minimum
amount of:
117.(c).(1). $500,000.00 for propeRy damage to any one person;
t t7.{c).(2). �2,Od0,Q00.00 for property damage in any one accident;
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51,000,000.00 for personal injury to any one person; and,'
$2,000,000.0 for personal injury in any one accident°
117.(cn. The insurance pollcy obtained by tfie company in comPliance with
this section must be approved by the city attorney and such insurance
poticy, along with written evidence of payment of required premiums,
shaH be filed and maintained with the city clerk during the term of the
franchise, and may be changed from time to time to refled rising
liability limits. The company sha11 immediately in"writing advise the city
attorney of any litigation that may deveiop th�^NOUId affect this
insurance. i
117.{e). Neither the provisions of this section'or any damages recovered by
the city thereunder shall be construed�lo or shall limit the liahitity of the
company under its franchise for damages.
� � 7.(�. Atl insurante poNcies mainta�ne8 pursuant to this tranchise shall
contain the following endorsement: -
"it is hereby urtderstood.and agreed that tfiis insurance policy may not
be canceled nor the in,tention not to renew be stated until sixty (60) days
after receipt by the city, by regisiered mail, of written notice of such
intention to cancel or not to renew."
��7.(9). Nothing in this sectio� shall relieve any person from liabifity ansing
out of the`failure to exercise reasonable care to avoid injuring the
company's facilities while performing any work cronneC�ed witn gmding,
regfadingbr changing the line of any street or pubGc p�ace or with the
construdion or reconstruction of any sewer or water system.
117,(h).' - Por purposes of this Article I, Sedion 1 t�, the term "c� �ncludes
th2 City of St. Paul, +ts elected officials, officers, boards (including the
Board ot Water Comrnissioners), commissions or empioyees.
Sectian 118. indemnifwation.
� -'
Company shall, at ;ks sole cost and expense, fuily indemnify, defend
and hold hatmless the eity, its elected officiais, o�cefs, boards
(ncluding the Board of Water Commissioners), comm�ssions and
employees against any and all clafms, suits, actions, tiability and
judgments for damages (including, but not limited to, reasonable
expenses for outside legal fees and dis6ursements and liabilities
assumed by the city rn connection therewith):
118. (a)
118.{a}.(1). Involvin {o persons of propet'ty, �n any way aris+ng oUt of or
thtough the acts or omissions of company, its servants,
agents or employees or to which compan�s negligence
shalf in any way contribute;
118.{a).(2). Arising out of any claim for invasion of the right ot privacy,
for defamation of any pefson, firm or corporation, or the
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violation or infringement of any copyright, trademark, trade
name, service mark or gatent, os ot any other right of any
person, firm or wrporation (exclud;ng claims arising out of or
relating to ciry or access programming); �
118.(a).(3). Arising oat of company�s failure to comply with the ,�
provisions of any federal, state or iocat statute, ordinan� or
regulation applicabte to company in it5 business hereugnder,
118.(a).(4). Arising out of any ctaim wherein damages or an�yrother relief
is sought as a result of the cit�s cabte commuhications
(ranchising procedure or as a result of the aurdrding of the
cable commufucations frenchise, or as a,i�suit of cit�5
tailure to aWard the franchise to any other person,
partnership, corporation or other legal`entity. 7he
indemnification provided ior herei�shafl not exlend or apply
to any acls of the city coastitut}�g a violation or breach by
the city of the contractual prQtiisions of the franchise
ordinance, unless such acis are a result of the order of a
couR or administrative agency or are caused by the act or
ads of company.; and°
11$-.' dLb�. The city shall give company reasonable notice of the making of any
claim or the commencement of any actio�, suit or other proceeding
covered by the provisions oi this section. The company shatl cooperate
with the city in the defense o( any such action, suit or other proceeding
at the requesi of the city; however, in the absence ot such request,
nothing herein shall be deemed to prevent the company from
coopetating with the cify and participating in the defense of any
litigation by+ts own counsel at the company's cost and expense.
118.�ba' ��. In the event,Ehat the ciiy awards any addiiionai cabfe
communieations franchise in any future (ranchise process m
a firm ottier than company, then company agrees that it wiil
not bting, nor cau5e to be brought, any action, suit or other
prz�ceeding cla+ming damages, or seeking any other relief
zgainst city, its o�cials, o�cers, boards (including the Board
f,of Water Commissioners), commissions, employees or
f ,' agents, 4or any award ot a franchise made in con{ormity with
� applicable state and federai law.
118: ca :. 6. ThaSucfi cosi and expense covered 6v the indemnities
— m'�emttky shall inciude, but not e �mite to, ees or
outside attomeys and special consultants.
18. ec . No recovery by the city of any sum by reason of the letter of credit
�equired in Article I, Section 116 shall be construed as any limitation
upon the liability of the company to the city under the terms ot this
seccion, except that any sum so received by the city shaii be deducted
from any recovery for the same damages which the city might have
against the company under the terms of this section. The provisions of
17
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this sedion shall not be dependent or conditioned upon the validit+/ of
this ordinance or the validity of any of the procedures or agreements
involved in the award or acceptance of the franchise, but shall be and /;
remain a binding obligation of the ccry and company even if this „�
ordinance, any part hereof, or grant of the franch�se is decfared null a�d ;`
void in a legal or administraiive proceeding. tt is expressly the intent of.-
company and city that the provisions of this Sedion sfialt survive any°'
such declaration and shzl4 be a binding obligation of and shall inur.e to
the benefit of the company and city and their successors and assigns. if
any.
118. (�. lt is the purpose oP tfiis section to provide maximum indemnification
to the city under the terms set out herein and, in the event of a dispute
as to this section, it shall be construed to the greatesYextent permitted
by 1aw to provide tar the +ndemnification of the city by company.
» g.(qe). Notwithstanding Section 'I 17(g), to tfie extent permitted by law,
company shall have no monetary reCOUrse whatsoever against city for
any loss, costs, expenses, or damages arising out of any provision or
requirement of this franchise, or Chapter 430 because of the _,_
enforcement of this franchise or Chapter 430, or any action taken
pursuant thereto, including dama,ges that may be caused by movement
or remooal of the cab{e system.duting emergencies or in the course oP
any other adivity of the city in,the public streets or on public property,
except in cases where the d?mage is the resuit of the city's gross
negligence or wiflful misconduct. In no event shall the city be liable to
the company for any lo,sses resulting from the interruption of its
business, or for any,other consequentiat damages, punitive damages or
exemplary damages: The rights of city under this Section t 18jq��f are in
addition to, and s#fall not be read to limit, any immunitles the ary may
have under fede4al or state iaw or ather provisions flf this
fra chise gf�'ement.
�,,,
Section '1'i9. Service of process and consent to jurisdict+en.
The company shall designate an agent within the city upon whom process against
it may be seryed on behalf ot the city or any othet party in enforcing this franchise or in
asserting any other.right or claim. The company, for such purposes, and any other
purposes, hereby�consents to, and submits to, the laws, jurisdidion and courts of the State
af M�nnesota. -' '
Section 120 financing.
ThQ'company shall make a good faith effort to obtain debt finaneing for construction
and operation ofi the Saint Paul cabte system from the Port Authority of the City of Sa+nt
Paul; provided, that the terms and conditions for such debt financing are as iavorable to
as those avaitable to the company from other lending sources.
Sale or transfer of the franchise; sate or transfer of stock.
2l.(a). The Eranchise shall not be assigned or transferred or leased, sublet
or mortgaged in any manner wheihe� by safe or lease of assets or
transfer of controi of the company or its parents, or otfienvise, either in
18
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vahofe or in part, nor sfiall title thereto, either legal or equitable or any �
right, interest or property therein, pass to or vest in any pe�son wahout �.
the prior written consent of the ciry councii which shafl not be ,i,;-"
unreasonably withheld. Hov✓ever, no authorizat+on of the councii shal7s; "
be required for any mortgage, p�edge or other encumbrance of this �
franchise ordinance or ihe company s cable system as security for "
financing puYposes, so long as:
12� .(a)_(1). the mortgage, pletlge or other encumbrance rv�ay not allow
any person to succeed to the companys +nterest in the
franchise or the system without the prior approval of the city;
and '
121.(a).(2). the terms and conditions of the moitgage, pledge or other
encumbrance must be subordipate tv the terms and
conditions of this franchise.,,
12� .(b). The company shall promptiy noYify the city of any actual or
proQosed change in, or transfer of; or acquisition by any other party, of
control of the company, or any event constituting a transigr of the
franchise, and shall fite a reGwest for approval of the transfer as provided
in Chapter 430, containingsuch information as is required therein. The
word "control," as used J�erein, is not fimiled to majot stockholdets,
general partners and Ijjnited partners, but includes actual working
control in whatevermanner exercised. Without Iimiting the foregoing, a
ten percent (10 or more in the ownership of company shall
be presumed to Cie a change in control. Every change, trensfer or
acquisition of�ontrol of the compaoy shall make the fran�hise Subject
to cancetlat}o`n untess a�d until the council shall have consented
thereto, wk�ich consent will not be unreasonably withheld.
121.(c). The ads described in 121(a)-(b) are colledively referred to as
"traASfers," and the entity or entities to whom tra�sfer is to be made is
refetred to below as the "transferee."
121
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t�)' For the purpose of determining whether it shall consent to a
�' transfer, the city may inquire into the qualification of the prospective
transferee, and the company shail assist the council in any such
inquiry. The proposed transferee must show financia� respons+bility as
determined by the city and must agree to comply with all provisions of
the franchise. A request fior a transfer wi{I not be granted unless the
council dete�mines that:
121.(d).(1). there wil4 be no adverse effect on the public interest, or the
cif�s interest;
121 (cq.(2). the transferee will agree to be bound by aH the conditions of
the franchise and to assume ali the obligations of its
predecessor; and
121.{d).(3). any outstanding compliance and compensation issues have
been resolved Or are pr2served to the sat�sfac[ion of the city.
19
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�21.(e�. The consent or approva! of the council to any transfer shall not
constftute a waiver or release of the rights of the city, and any tranSFer
sfiaft, by tts te�ms, be expressly subordinate to the terms and conditio "
of the franchise and any amendments or agreements related there�l
121.(f�. In the absence of eztraordinary circumstances, the council will r�t
approve any transfer prior to substantial completion ofi the systerrm
upgrade reqUired by AR+cle lll.
� 2�.(g). In no event shall any transfer be approved �+ithout tcartsfetee
becoming a signatory to the franchise , and any amendments or
agreements related thereto.
5ection 122. Right of munic+pal acquisit�on.
122.(a). In the event the company (orfeits the franchise, or upon revocation
or other termination of the franchise pursuant to provisions of this
ordinance, or at the nosmat expiration of the franchise term, or in the
event of any transfer, ciry shall have the right of first refusal to purchase
the cable system. 7he city may, 'if it chooses, acquire the cable system
and its assets and transfer the system and all its assets to a third paity
purchaser; without Iimitation„ the city may enter into such a purchase
agreement befofe acquiri�g;the cable system and its assets from the
company. � �
122.{b). lf the city eiecis to'Qurchase the system at the normal expiration o`
the franchise term,,or upon transfer, the value of the cable system shall
be: the fair market value of the cable System as a11 ongoing business
concern-oftin�'yste*i*. �ess the value of the franchise. The va�ue of the
cabie system,shail be determined by a panel of three (3) independent
appraisers agreed upon by the aty and the company. Should city and
company fail So agree upon the selection of three (3) independant
appraiser's, each shall select one appraiser. The iwo (2) appraisers so
selecteb shall then select a third. If ihe city eleds to purchase the
system in the event of forfeiture, termination or revocaiion prior to the
no[mai expiration date, ihe purchase price to be paid by the city shall be
an equitable price. The parties agree that the equitable price sfiaA be
t�e companys capitalization cost less depreciation. "Capitalization cosP'
shafl mean the monies invested fof the tangibte assets thaf are bei�g
purchased, exclusive of intangible assets such as goodwill or value of
the franchise. The date of valuation shail be no earlier than the day
foliowing the date for such fa�eiture, termination or revocation.
�_ Upon exercise ot this option and the paymeni of the above sum hy
the city and its service of official notice of such action upon company,
the company shali immediately transfer to the city possession and title
to aN (acilities and properky, real and personal, of the ca41e system, free
from any and all liens and encumbrances not agreed to be assumed by
the city in lieu ofi some portion oS the purchase price set forth above;
and the company shall execute such warranty deeds or other
instruments of conveyante to city as shall be necessary for this
purpose.
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122.(dj. Noiwithstanding the above, if the cab(e system or any part of the
cable system is abandoned by �ompany, or if the company fails to ,
operate its cable system in accordance with this franchise during any
time ft is required to operate its cable syst¢m, cr the eompany �
othervuise terminates ks franchise, upon reasonable notica of at feast as �
thirty (30) days and an oppoRunity to be heard, the owne�shi a� �
Cabfe S stem or the abandoned p�j on�thereo in streets or on other
public property, or such portiorfas tF c� may de51re, 5hall�e�fo�' �x ce ,�� �
the city and the dty may setl, assign, or transfer ali or part of the assets 7
of the cable syst¢m, or the cEity cEouncil, at its option, may use or
dispose of the system as it sees fit. The company shall execute such
quit claim deeds and other documents as may be necessary to iransfer
the cable system or affected part thereof'ree and clear of liens and
encumbrances 10 the city.
122.(e). Each contract entered into by company with reference to iis cable
syscem or operations under the franchise shall be Subject to the
exercise of the rights of the city under this Section 122.
122.(fJ. Nothing in this franchise in any respect aNects the c+ty's powers of
eminent domain, or its right to exsrcise these powers with respect to
the cabie system.
122.(g). The company may not take any action that would intedere with the
city's purchase rights, or take action that would have the efrect of
limiting the facilities and equipment available to th� city.
$ection 123. Certificate of con(rmafion.
Tfie franchise shap cease to be of any force and effect if the company faifs to obtain
any authorization required by stat� or federal law at the time required by such federdl or
siate Iaw. „�'
ARTICLE 11• CABtE �OMMUN1CAjIONS REGULAY{ON At�D ADMINIS7RATION
Section 200. Gabl�'communications regulatory ordinance.
The termsand conditions of this franchise shalt be subjett to and shali incorporate
the provisions of;the Cable Communications Regulatory Ordinance, Saint Paul Legislative
Code, Ghapte��430, as amended from time to time during the term of the franchise if such
an amendmeN�t adopted after June 1, 1998 does not change any of the express material
terms of th,�f2nchise, unless the city and the company agree othern�ise. Any conflict
between , xpress provisions of this franchise ordinance and the regutatory ordmance as it
existed ,n June 1, 1998 shall be resolved in favor of the frnnchise. However, in
interp , ing this Eranchise, no rights pass by imp�ication. By waY oi e�mple, and not
limit ion, any conflict between this franchise agreement and a change adopted by the
Ci ity in the exercise of its police or regulatory powers would be resoived as provided in
Section 201. ey v.ay of further exampie and not limitaiion, company must comp�y with
permitting procedures and permitting fees set torth �n Chapters 116 and 135 of the St.
Paui Legislative Code. Tfie failure of this franchise to establish or reference a requirement
contained in the Legislative Code does not relieve comp�ny of its duties to comply with
21
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such requirements. While this franchise is subjed to Chaptet 430, that chaptec is not a
contrad.
Section 201. Police powers.
f'
In accepting this frenchise, the company acknowtedges that its rights herei,nder
ase subjed to the pol�ce powPr oT the city ta adopt and enforce ordinances necessary to the
safety and welfare of the public: and it agrees to comply with all applicabte laws and
ordinances enacted by the c+ry pu�suant to such power. Cempany understands and
agrees that the reference to police powers inciudes by way of examp�e and not iim�tation,
a11 regulatory powers of the city that may now exist or be fiereafter obtained.
Any conflict between the provisions of this franchise and any other present or future
lawfu{ exercise of the city's police powers shall be resolved in favor of the tatter, except that
any such eXercise that apglies eXClusiVely to the company whicFi contains provision5
inconsistent with this franchise shail prevail only ii upon suct�'exercise the c;ty finds an
emerg2ncy exists constituting a danger to health, satety, property or general welfare or
such exercise is mandated by law. An ordinance that applies to cabie systems generaViy
shall not be deemed to aRP�y exclusively to company. By way of example and not
limitation, nothing herein prevents the city from addir�g or changing requirements
governing permitt�ng or use of the streets.
Section 202. Comp�iance with state and federal laws.
Provisions of Minnesota State Law that are required to be incorporated in this
franchise, and which are not otherwise afteady incorporated in this tranchtse, are hereby
specifically adopted and incorporated by reference.
Notwithstanding any other provis+ons of this franchise to the contrary, the company
shall at all times comply with aq state laws and rules regarding cable communications not
Iate� than one year after they become effective unless otherwise stated and with atl (edera4
4aws and regulations regardin�'cable communications as they become eftective. Provided,
however, if any such state or tederal law or regUlation shall require the company to perform
any service, or shall permit'the company to perform any service, or shali prohibii the
company from performing`, any s2rvice in conflict with the terms of this frenchise or of any
iaw or regulation of the then as soon as possible fotlowing knowledge .hereof, the
company shalt notify ihwriting the ciiy attomey of the point of conflict believed to exist
between such regula�ion or law and the Iaws or regulations of the city or this tranchise.
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ii the city deter�!nes that a material provision of this ordinance is affected by any
subsequent actron of the state or federaf government, or by any order or a court or agency
of cors�petent urisdiction; or in the event company raises a claim o� defense that a material
provision is oid or otherwise unenforeeable in accotdance with its terms, the city shall
have the r•`` t to modify any of the provisions herein to such reasonable eXtent as may be
necessa . to carry out the fu�I extent and purpbse of this agreement, provided such
modifi ions do not place any greater total financial obligations on the company than weTe
requi d undec this ordinance prior to the action of the state or tederai govemment, or the
ord by the court or agency, or the date the claim was raised. By way of example, and
n imitation, if requirements ior system design are ever detecmined to be unenforceable.
the city could increase the tompany's obiigations with respect to PEG access or Ihe
institutionat networ4c to an amount equal to the savings to the company that result from the
state or federal government action.
22
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Section 203. Equaf empioyment opportunity and aFfirmative action. �
203.(a). The company shalf not deny service, dQny access or otherwisei'�
discriminate against subscribers, channel users or other persons `on the
basis of race, color, creed, re�igion, ethnic origin, age, sex, sexeial or
atisciional orienkation, familial status, marital status, status with regard
to public assistance, or handicap. The company shall compiy with aIl
requirements of federai, state and {ocal laws and regulatians relating to
nondiscrimination.
203.(b). The company shall compiy with or exceed all federat, state and locai
laws and reguiations relating to equaf employment opportunity.
203.(c). The company afso agrees to be bound,by ail the provisions of
Chapter 183 of the St. Paul Legislative Code„+ncluding those provisions
that apply !o persons contracting with the city.
203.(d?. 7he city has a goal of assisting .economicaNy disadvantaged
businesses to participate in public co�t2ds through its Targeted Vendor
Development Program, which is ad{�ressed in Chapter 81 of the Saint Paul
Administrative Code. The city requires company to make a good faith effort
to purchase goods, supplies, and services from 7argeted Vendors certified
with the city during this contract period.
Seetion 204. Labor policies.
i
204 (a). 7he v,ages and benefits paid to the occupational groups utilized by
khe company or its contradors or subcontractors in the construction,
operation, or maintenance of the cable systefn shall not be less than the
wages or fnng,�'benefits paid to comparable positions in the ciassified
civil service,system.
204.(b). Company shall rscognize the right of its employees io bargain
ooHectivRly through representatives of their own choosing in accordance
with applicable laws and shall deal with representatives duly elected by
a majority of its employees for the purpose of colfective bargaining with
respett to compensation, hours of employment or any other terms,
c,onditions or privileges of employment.
Company shall ensu�e that at east seventeen {77) percent of its
work force is located within the City of St. Paul.
Secfion
Continuity ot service mandatory.
It shali be the right of ail subscribers to continue receiving service
insofar as their financial and other obligations to the company are
hanored. ln the event that the company elects to ovefbuild, rebuild.
modify or sell the system, or the city gives nntice of intent to terminate
or fails lo renew this franchise, the company shaA undertake all
reasonable efforts to ensure that all subscribers receive continuous,
high-quality, Uninterrupted setvice r2gardless of the circumstances.
205.(b). in the event of a change of franchise, or in the event a new operator
23
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acquires the system, the company shall cooperate wi[h the c'rty, new
company or operator in maintaining continuity of serv�ce to afl �
subscribe�s. Duri�g such period, company shall be entitfed to ther''
revenues for any period during which it operates the sys.em, ar�"shali
be entitled to reasonahle costs tor its services when it no longar
operates the system.
2p5.(c). In the event the franchise is revoked or terminated, tt+e company
may be required to continue to provide service for a reasonable period
as directed by the city in order to assure an orderly transition of service
from the company to another entity. During any su�h transitional
period, oompany sha{1 operete its cabte system In accordance with the
requirements of lhis franchise and applicable law.
205.(d). In the event company faiis to operate th� system for tour (4)
consecutive days without prior approvai ofthe city or without j�st cause,
or wiilfully faiis to provide service in accordance with its obligations
hereunder for any period, the company will be deemed to have
abandoned its cable system. The c'tty may, at its option, do any or all of
the following: i , ' - -
i
,
205.(d).(1). operate the system or designate an operator untii such time
as company restores service undef conditions acceptable to
the city ar a pesmanent operator is selected. If the city or a
designee is required to fulfill this obligatiort for the company,
the company'shatl reimburse the city oT �ts designee fos atl
reasonable costs or damages in excess of revenues from ihe
cable sys(eYi'm received by the c}ty or its designee that are the
resolt af�the companys failure to perform.
�'
205.(d).(2). decVate the franchise fosfeited and tequire the company to
rer�ove its cable system irom the city by a time specified by
tke city, as provided in Article 11. Section 212.
`,,
205.(d).(3). .%�take possession of all or a porEion of the abandoned tacillties,
s�", in accordance wkh Article 1, Seetion 122(�•
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205.(d).(4J'. impose liquidated damages as provided tor in this franchise.
205 (dJ�(5). EXercise any other remedy available to it as a matter of taw
�" or equity.
Section 206. S,ubscriber privacy.
{a). No signals, including signals of an �nteractive communications
channel, shail be transmitted from a subscriber terminal for the
purposes of monitoring individual viewing paHerns or practices without
the express written permission of the subscriber. Neither the company,
the city nor any other person shall initiate o� use any procedure or
device for procuring information of daia Srom a subscrihet's termi�als or
terminal by any means without the prior valid author'�zation of the
affected subscribef. Valid authorization shall mean wriHen approvai
from the subscfibe[ which shall not have been obtained from the
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subscriber as a condition of service, except in those situations iry .�ch
authorization is needed tor billing, and wh�ch may be revoked �4he
subscriber at any time witfiout pena4ty of any kind whatsoev_ei� The
request for sueh perm�ssion shall be contained in a separat,�-document
wi;h a prominent statement that the subscriber is authorizing the
permission with fu11 knowledge of its provisions. Such vrnrien
permission shall not extend longer than one year; pro}rided, however,
that the subscrib2r shalf have the option to renew upon expiration. No
penalty 5hall be invoked for a subscribers failure iv provitle or renew
such authorization. Such autfiorrcation sha14 be r.equised tor each type or
classification of signafs trensmitted from a sut,�scriber terminal.
206.{b). The company shall not collect, compile'`or retain subscriber data
except as necessary for internal business purposes. Neither the
company, the city nor any ot their agents or empleyees shall, without
the specific written autfior+zation of the affected subscriber, provide data
identifying or designating any subscriber to any party other than to the
cempany and its employees or agents for internai business use. This
shali include, but not be limited to, lists of the names and addresses of
suCh subscribers or any lists 4hat identity the viewi�g habits of _
subscribers. Written permission from the subscriber shall not be
required tor the systems conduc[ing systemwide or individually
addressed electronic sweeps for the purpose of verifying system
integriry or monitoring far the purpose ot billing. Confidentiality of suoh
information shall be subject to the provisinns of this section.
Section 207. RepoR on cable utilization.
By February fifteenth of each calendar year, company shall repo�t to the city on
utiiization of downstream and upstream subscriber network and institutional network
capacity (other than the capacity being utilized by the tiiy or its authorized users). Such
report shall identify all services being carried or provided on the cable system, the number
of channels utilized, ths number of hours per day each channel is utilized, and the number
of channels which remain; a�aiiabie for carriage of new services.
Section 208. Custorr5�er service and subscriber complaint procedures.
„'i The company shall comply with all tederal and state customer
service standards, and in addition will comply with thE customer service
cequirements estabtished hy the c�ty trom time to time. Without ��miting
its obligation to comply with customer service standards established
under federal, state and focal law, company shatl comply with the
customer service standards set forth in this franchise, which sfandards
shall be treated as minimum, not maximum requirements. In the event
of confliMs batwee�+ standards, the stricter requirement shaii control.
208 {b). At a minimum:
208.{b).{'I). During the te�m of the franchise the company shail maintain
within the city a tocal business office or offices for the
purpose of receiving and resoiving all complaints regarding
the quaiity of service, equipment matfunetions, billings
disputes and similar matters. The office must be reachab�e
25
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208.(b).(2)-
208.{b).(3).
208.(b).(4).
by a local, toll-free telephone ca��, and company sna
provide the ciry with the name, address and tetep ne
number of a person who will ad as the compa agent to
receive complaints, regarding quality of servi , equ�pment
malfundions, billings and simila� matters �`
The foca� o�ce shalf be open Eo receive.+nqwries or
complaints ftom subscribecs d�ring nc�imal business hours,
and in no event less than 9:00 a.m:;3o 5:00 p.m., Monday
through Friday. 2xcluding legal holidays.
Company shall provide the mea�s to accept compla�nt catfs
twenty-four (24} hours a day,`seven (7) days a week. Any
service complaints from su6scribers shall be investigated
and a�ed upon withimlwenty-four (24) hours. Any service
comptaint shall be resotved within three (3) calendar days.
Upon notificabon by a subscriber and veri5cation 4y the
company, the cbmpany shall credit a subscribe�'s account
on a ptarata.basis for Ioss of service exceeding iour hours
within a twdhty-tour hour period, or for loss of service that
exceeds Eorty-eight hours in any thirty-day period. The
subscriber will be credited (or one day of fost service for
every four hours the subscribers service is out. Provided,
howe've�, that until March 1, 2001, or the date the upgrade
rec�tiifed by Article Iit is compfeted, whichever is earlier,
subscribers will oniy be credited for one day of lost service
reiatsd to the upgrade if there is a twelve —hour (� 2-hour)
j{oss of service measured ouer a 48 hour-period, or if totai
;'� outages over any 30-day period exceed forty-eight (48)
hours. Provided fuRh�r, however, that this exception onty
appiies if the company develops a raasonable cutover plan
designed to minimize disruption tv subscribers during the
upgrade.
7he company shall keep a maintenance service Iog which
will indicate the nature of each serv�ce comp�aint, the date
and time it vras received, the disposition of said complaint
and the t+me and date thereof. This log sha11 be made
avaitabte for periodic inspection by city.
As subscribers are connected or reconnected io the
system, the company shall, by app�opriate means, such as
a card or brochure, furnish () information conceming the
procedures for making inquiries or comp4aints to the
campany, inciuding the name, address and local telephone
number o( the employee or employees or agent to whom
such inquiries or complaints are to be addressed; and (i);
znd-fnmish information concerning tfie city oKce responsible
for administretion of the franch�se, including at leastvaith the
name of the o�ca, the address and main tetephone number
of th2 o�ce.
26
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Section 209. Termination and forfeitu�e.
209.{a). In addit+on to all other rights and powers retained by the city under�
the franchise, Chapter 43Q or othenvise, the city reserves the right �.
forfeit and terminate the franchise and ali rights and privileges of t}�e
company hereunder in the event of a substantia4 hreach of its terms and
conditions. A substantial breach by company shall include, but`shall not
be limited to, the followi�g:
209.(a).(1). �olation of any provision of the franchise or,any rute, order,
regulation or determination of the city mada pursuant to the
franchise;
209.(a).(2). Atternpting t0 dispose or disposing,of�any of the facilities or
property of its cable system to pr�i+ent the city from
purchasing it, as provided for herein;
2�.(a).(3) Engaging �n a course ot conduct intentionalry designed to
predice any fraud or decgit upon the city, a�y subscriber or
any other user of the system;
209.(a).{4).
209.(a).(5}.
209.{a).(6).
Attempting to evade-the provisions of the tranchise;
;,"
Failute to begin.'or oomplete the system upgrade required by
Artide iff, or fai{ing to extend ihe system as provided under
the franchise;
Fai�ure to' pro�+de the tyPas or quality oi sen+ice as required
herein7; �
209 {a).(7). Abandonment of the cable system. For purposes of this
sec2ion, abandonment shatl be deemad to mean any event
that would Conslitute abandonment under Article II Section
' 205 , or the failure to restore service after ninety-six (96j
'' consecutive hours of iMerrupted service, exceQt when
app�oval of such interruption is obtained from the city:
t:'`
209.(a)':(8). Any material misrepresentation of Fact in apphcation for or
�' negotiaiion of the franchise;
Failure to replenish the fund secured by the letter of credit
within lhirty (30) days after a draw by c�ty;
209.(a).(10). Failure to maintaln bonds andtor insurance; and
Z09.(a).(11) Failure to activate the cha�nels on the subscriber netvuork or
to upgrade the institutional network as required by this
firanchise.
209.(b). The foregoing shall not constitute a major breach if the violation
occurs as a result of circumstances beyond companys reasonable
co�tto(. Forces beyond the company's reasonable control, inciude, but
are not limited to, natu2l disasters, civil disturbances, power outages,
27
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telephone network outages, and severe or unusuat weatfier con
Events with�n the eantrol of the cEompany includa, but are noi
to, defays caused by the cGampany's (or its parent) own ad or
time{y act or plan for act(on. Company shall not be excused by
economic hardship nor by misfeasance or malfeasance ot its d
officers or emptoyees.
to
209.(c). In the event that the city determines that the company has
substantially violated any p�ovision of tfie franchise, �ny rule or
regulation promulgated pursuant hereto or any applicable federal, state
or loca4 law, the city shall make a written demand-, by regisiered mail,
return receipt requested, upon the company that it remedy such
violation and that continued violations may be cause for termina#ion.
The city shall g�ve the company thirty (30) days after service of the
aforementioned notice to correct the viotation.
209.(d). Within that thirty-day period, the company must either cure the
violation, or provide satisfadory wcitten proof that a cure cannot be
completed within the thirfy-day period, but that the cure is being
actively and expeditiousty pursued, and wiH be completed within a time
�ertain. If the violation, breach; failure, refusal or negiect is not fully
cured within that thirty (30) day period following written demand; or if
there is not wRtten proof satislactory to the city that corrective action
has been taken or is being actively and expediliously pursued so that
the cure wiN be complete8 by a time satisfactory to the city; or if the city
provides the company additional time to wre and the company fails to
cure within a time sa.lisfactory to the city; the city may p4ace the issue
of termination of the franchise bsfore the city council.
209.(e). tt the city cheoses to place the issue of termination before the city
wuncil, a pub.JiC hearing shall be held and the company shall be
provided with an opportunity to be heaTd upon writlen notice, by
registered mail, retum receipt requested, to the company of the cause
for terminat+on, the intent to terminate and the time and place of said
public heari�g.
209.{�.7he cify counc+l shalt hear and consider the issue and shall hear any
person interested therein, and shall determine, in its discretion, whether
or,:�iot any violation by the company has occurred. If the eouncii
determines that the violation by the company was within its �ontrol, and
:�that the company has failed 2o completely cure the violation, the council
b' may, by resolution, declare that the tompan�s iranchise be forfeited
%�%' and ierminated. Nothing hereirt prevents the city from providing the � r
company with additionaf opportunities to cure. The city councit may not �
%� give company any opportun�ty to comply whete fraud andlor ZC��
, misrepresentation has been alleged and pfoved to the council's j
� satisfaction.
r
� 209.(g). Notwithstanding the foregoing, the city m2y revoke the F2nchise or
exercise any of the other remedies sat forth in the Corrective Plan, as
amended, in accordance with the procedures set forth in tfie Co�ix��we
Plan, as amended (the term "Corrective Plan" as used in this franchise,
refers to the Correct�ve Plan and the Corrective Plan Agreement dated
28
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December 22.199�.
Secfion 2�0. Liquidated damages; Penatties.
210.(a). The parties agree that the amount of damages for violation qf'c
franchise provisions may be diNcuVt to ascerta+n, and for that�easc
agree that liquidated damages may be assessed against the`comK
and charged against the ferier oi credit as follows (amousats are in
dollars): �
21D.(a).(1). For failufe to complete System upgrade t�qui�ed by A�t+cle
111 in accordance with tfie franchise and any approved
construction plan within 42 months ofthe effective date of
the �ranchise; or for a failure to satisty any of the deadlines
established under Exhibit A, unleSS tfie city council
specifically approves the detay,by motion or resolution due
to the occurrence of conditiyrys beyond company's
reasonable control. �iquidated damages may be assessed
as follows' � � __
(A). Up to two hundred' fifty dollars (3250.00) per day for the
first sixty (60) days or part thereof, the deficiency �
continues:
(g). Between si�cty (60) days and six (6) months, up io five
hundred.doflars (5500.00) per day or part thereof the
de5ciency continues;
(�j, Afte� six (6) months, up to one thousand dollars
($a ,,Qb0.00) per day or par� thereof the deficien�y
ZtO.{a).(2). For failure to provide data, documents, reports, information
or to cooperate with city during an applicable process or
,' cable communication system revievd, company shall pay
/ fifty dollars (55D.00) pe� day for each day, or part thereof, the
violation occurs or continues.
For tailure to test, analyze and report on the performance of
the system following a request pursuant to the franchise, :he
company shall pay to the city fifty dotlars ($50.00) per day
for each day, or paR thereof, that such noncompliance
continues.
(ay.(4). Pflr transfersing the franchise without the prior approval of
the city, $2.000 per day for each day that the violation
continues;
.{a),(5}. For tailu�e to camply with aay other Qrovision of the
franchise for which damages may be difficult to ascertain.
incfuding the customer service requissments, company
shali pay to the city iwo hundred dollars (520�.00) per day
for each day, or part tfieteof, that such noncompliance
29
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290.(a).(6)_ For initiating or using a procedure or device for procuring
information or data from a subscribe�s terminal, dwe4fing or
business without the prior valid author'¢aiion of the afieded
subscriber as required by Article If S � Q� ars � b0'00)
ftznchfsP, the company shatl pay fty (S
day for each day, or patt thereoF, the v+olation confinues or
occurs.
l
210.(a).(7). For seliing, providing or otherwise making available to
anyone any informativ� about subscribers obtained by
monitoring transm�ssion of any type of signal from a
subscribers terminat, dwelling or place of business wiihout
the specific written author�zation of the subscriber as
required by Articie N, Section 206(bj,oi ttiis franchise, the
company shatf pay fve ihousand dollars (55,000.00) for
each such violation. In adtlition, the total amount of funds
paid to the company for this information shail bs forf_eited to
the city by company.
210.{a).(8). For tapping, monitoring, orfor arranging to tap or monitor, or
permitting the tapping of any cable, line, signai, input device
or subscribe� out{et or, receiver ior any purpose Whatsoever
without the specific written authorization of the subscriber or
pursuant to court pider, the company sha11 pay ten thousand
doUars ($i0,0a0.00) per day for each day, or part thereof,
the violation occurs or continues.
210.(b). Each breach of eacfi provision shall be considered a separate
breach for which separate liquidated damages can be imposed.
210.{c). A violation of any provision of the Saint Paui Legislative Code,
Chapter 430 is by Saint Paul Legislative Code, Sertion 1.05 deemed to
be a rnisdemeanor.
210.(d). The rig�fis reserved by the city hesefn are in addition to ap other
rights an¢ �emedies the city may have under this franchise or any other
law and are not intended to be exclusive; nof shali this provision be read
to supeiseded or limit the applicability of any penafty provisions under
Cha�ter 430 or other provisions of fhe Legislative Code, all ot which
shafit' apply.
Seccion 211.
of service.
Compan�shali not, without having given three (3) months prior notice to the city,
cease providi any cab{e service required pursuant to thts agreement. �he company
shall not cea providing any cable service or any portions thereof, even with the required
notice, wct ut compensating the city for damage resutting to it from such abandonment.
Public�cational z�xi governmentat access channels and ser�+ices and institut�onal
neiwor , channe�s and ser++ices may not be abandoned.
2�2. Removal of cabie equipment upon termination or forfeiture or
30
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2�2,(a). Upon termination or forteKUr¢ of a franchise, or abandonment oi the��
franchise or the system, if the city so requests in writing, ihe compan};;
shall remove its cable system or such poRions of it as the cit}I may �-�
direct from the streets and other public proQerty within the franchisQ
area. Such request shail be served upon the companys local bu��ness
office by registered mail, retwn receipt requested, and shalf giv.e the
company a reasonable period of time to effeduate such removai. The
city may require the comPany to submR a plan tor remova! by a date
certain, and require the company to comply with that pfan and s�ch
other conditions as the cRy may reasonably establlsh to protect the
streets and public and private Qroperty, or to proted ttie cit�s rights
under this franchise.
212.(b). Should company fail to remove the cable sy,stem, fail to act in
compliance with an approved removal plan, ot'�l to restore ptaperty to
the satisfaction of the city, the city shall have the right to treat all or part
of the cable system as abandoned and to ezercise its rights under
Article I, 5ection i22, and shall have the right to remove all or portions
of the cable system at the expense of the company and the company
shali, upon written demand, pay to the city the cost of such wark done
or performed by the city.
212.(c). 7he company shall restore st�eets and other pubiic propeRy
disturbed by the removal of ihe cable system to at least as good a
cortdition as existed immediatey prior to removal.
�r-
ARTICLE Iii. CABLE SYSTEM FEATURES
Sectfon 300. Subscriber network� �
300.(a). Gompany �vill upgrade the poAion of the cabie system p�marily
desfgned to p�ov�de cable setvices to cestdential subscribers as required
by this Arti,cY�e III. The upgrade must be completed no later than 36
months aft�er the eHective date of this Franchise.
i
300.{a).("I,)%� The upgraded system will use a fiber to the area node
j architecture (hybrid fiber-coax).
On average, the system wiN pass no more thar� 1,20�
residential units per fiber node, and the plant from any node
wi11 not pass more than 1,bOQ residentiai units. On average,
there will be no more than seven adive components in a
cascade from the headend to the tap from which a
subscri6er is senred, and no more than nine active
components in any cascade.
300.{a).(3). Ail adive distribution electronics will be 750 NiHz
equipment, or equipment of higher bandwidth. Ail passive
electronic components will be rated at 1 GHz or higher.
31
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300.(a).{d). The cable system wil! be two-�nray activa#ed upon
compfetion o4 the system upgrade. This t+NO-way activated i
capacity must be capable of supporting two-way high-speed f -
Internet access via the cable system �`
300.(a).(5). All power supplies will be inspected and replaced as ;�
necessary to provide reliable service; back-up power ;/
supplies will be provided as described in more detait�below.
300. (b). System functionalify.
300. (b). (1).
300. (b). (2).
300.(b).(3).
300.(b).(4}.
Ps designed, upgraded and maintained, th�subscriber
nehvork must have a reliabiliry comparabJe to the reliebility
of the highest quality caBle systems whose initial
construction or rebuild was completed after 1996. Reliability
is measuTed in terms of num6er af putages, outage duratian
and number of subscribers affec,ted by outages.
As designed, upgradad and rnaintained, the cable sysiem
must be adequately segmented io meet subscriber demand.
As designed, upgradedand maintained. the cable system
must be able to deliv,gfhigh quality signais that meet FCC
technicai quality starYdards.
The cable syste�n must be designed, and must be
mainiained so,tfiat it has ihe upgradeability and flexib�liry 40
provide newservices without the need for substantial new
nehvork coqstfuction.
300.{b).(5). Upon coinpletion of the upgtade, ali faciiities and equipment
will lie irtstalled (except customer premises equipmeni) so
that"the two way active capability required by Sedion
3Q0(a)(4) Is fully ready to operate upon subscriber request,
�with no further adjustments to the system.
,
300.{b).{6)..' The requirement that back-up power be provided requ�res
," 24 hour back-up at the fieadend, three hour rated back-up ai
each node, three hour rated backup wve��ng coaxial
,i
ampiifiers throughout the system, and siX hout rated backup
7 for hub sitas and opiica� transition nodes. Such equipment
%� , shall be constructed and maintalned so 25 ta cui in
automaticatly upon failure ot the commerciaf utility power, to
revert automaticalty to a standby mode when alternating
�` current power returns; and so that it complies with all utility
and other safery regulations to prevent the altarnate paWer
supply from powering a"dead° u2ility line so as to prevent
injury to any person. Tfie term "rated" in this section refers
to rated at 68° F. 8ack-up power supplies will be monitored
� remotely to determine condiiion and when they have begun
to operate due to loss of electrical power.
300.{b).(7j. The system shall be capable of and shaii de��ver standard
32
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color and monochrome signais on a�l channels without
noticeabie picture degradation or vis�ble ev;dence of calor
distodion or other forms of interfere�ce d'vectly attributable
to the performance af the cable system; a�d without
noticeabie sound distortion. The C-vrrr�ar.pcompany shall
use equipment generaily used in high-quality reliabie
modern systems. This requires that equipment be installe
ai the hQadend to attow the C—ampanp�mpany to cablec
signals in substantially the form received, without subsj�aritial
alteration or deterioration (for exampie, the headend s�iould
inelude equipment that will transmit color video sigi�als
rece'Ned ai the hea8end in color, and stereo sigrrals �n
stereo). Equipment must be installed so that afl:ciosad
captioning programming received by the cabl,e system shall
include the closed caption signal so Iong as�the closed
caption signal is provided consistent with. FCC standards.
�,
300.(c}. The company shall develop a construction.pl3n as required by
Exhibit A, and shall regularly meet with the �ity during the �our5e of
construction in order to ensure that the cap1e' "system is comp{eted in
contormity with the requirements of the 4iarichise and other applicable
Iaw,wiihminimumdisrupUon. i�.i�
300.(d). Upon comp{etion of the upgrade company will deliver at least 77
analog channels of video prograrriming services to subscribers.
300.(e). Pending comgfetion of tk±e required by this Section 30Q.
company will provide the,sen+ices and facilities that were being
provided pursuant to the re'quirements ot Ordinance No. 17071,
adopted November 1f}; 1�g83, as amended (Appendix H)., if company
has control of the cabVe system that was constructed pursuant to
��'
i
300.(fl. Throughout the franchise term, the cvmpany shalf provide and maintam
all equipme�t necessary and all capacity necessary to allow for an
audio and visual override on a11 channels simultaneously for public
emergetacy announcemenis by the cfty . This emergency override
systecri must be designed so tfiat it can be activated remotely by the
city or.those authorized by the city to utilize the system. lt is the cit�/s
respansibility to develop a plan tor its use of this capability, and the
corripanys responsibility to cooperate with the city so that the pian may
be implemented. The comPany shall not be responsibis for any action
%overriding channels that may conili�t with iederal, state or local law.
� The emergency override system must operate in a manner consistent
"� v✓it any emergency alert system that company is obligated to provide
,� under fede�at ar state taw.
� 300. (gJ. System chsnges.
/� �
300.(g).(1). �f the company moves its fieadend or its operatiens, K witl
ensure that subscribers are not adversely affeded thereby in
any respect.
33
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300.(g)-{2). If company modifies its cable system or its operafions in a
manner that has the eHect of requiring modifications fo ,�
public, educational and governmental ("PEG'� use faci��s
and equipment, including institutional network faclitties�and
equipment, the company will beai any cost required=to
ensure that there is no adverse afTed on the city o,r those the
ciry authorizes to use the institutional netWOrk; 6lan the
persons responsible for managing the PEG"access channels
on the subscriber network. If for example, fh'e company
moves its headend, and that relocation has the effect of
requiring dif(erent or additional connections in order to
maintain the quaiity and capabil'ity'of,Ynks between the
master control piayback for �the PEG channels and the
existing cable company facilities,at the Union Depot that
were in place as of June �, 1997, the company would
provide such connections-at ks cost. Likewise, for example,
if the company moves its headend, it must at its cost either
maintain facilities at the Union Depot so that all ins4itutionat
network connections cdntinue to operate as before that
move, and/or it must�provide new connections of equal
qualiry, satisfactoryto the city, so that the institutional
network's opera�ons are in no vray affected by the move. If,
for e�mple, the company changes ihe manner in which
signals must•be transmitted over the cable system in order
to be receivable by the subscriber on the subscribef'S
termina� e'quipment, the company at its cost wiil provide
such faeilities and equipment as are necessary so the PEG
use signals are useable at the terminai equipment.
300.(g).(3). Co"mpany will provide all subscribers that receive only basic
servica with a converter box tfiat will allow them to receive
� the same channel ttumbers as subscribers who receive
' expanded basic service.
i,
300.(h). �ccess channels.
300.�li).(1). The company shafl make available for access programming
purposes seven (7) channels on the subscriber network for
PEG access use, as fol�ows: four (4) channels for public
� access; one (1) channel for government access; one (1) for
educational access; and one (1) channel for regional PEG
access. One additional channel shall be provided upon the
citYs request whenever (A) all pubiic; or (B) all educational;
or (C) the government channels; or (D} the regional channel
is in use during 80 percent of the weekdays, Monday to
Friday, for SO percent of the time during any co�secutive
three•hour period for six weeks running. The company shalt
have six months from the date of the request in which to
provide the new channel, but company need not provide the
channel until after the date scheduled for completion o( the
Upgrade required by Article III (or, if earlier, the date the
upgrade is actually completed).
34
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300.(h).(2). The term "channei' refers to capacity sufficient to t smit a
standard NTSC ielevlsion signal (6 MHZ), but ihe, annel
capacity so designated may be used by the cityp its
designees to tronsmit information to subscriber in any
format. The term `program" or "programmi as used in
relation to the PEG channels or instRutiona�etwork is not
limited to v�deo programming and insteadbhall mean any
signal, message, graphics, data, or communication content
service or broadcast-type program. �he term "regiona!
access cfiannei" refers to a cfianneCthat is utilized to show
PEG progremming that originates in other communities in
the'Twin Cfties region, or progr,�mming of interest to the
region (although such prograr�iming may also appear on any
appropriaie access channel; at the discretion of the person
responsible for managing,the channe(}. The city may take
advantage of compressidn or other technologies to transmit
multiple signals on anychannel, should it choose to do so.
300.(h).(3j. Company will no; change the current channel positions of
public (channets 77, 33, 34, and 35), go�ernment (channel
18) the regional-channel (channe� 6), or educational
(channel 32) zccess channeis, unless new locations are
mutuafly agreed upon by company and city or required by
state orfederal law.
300.{h).(4). The govemment access channets shall be administered
solely by the c;ty or iis desig�ee. The-Feased-aceess
cha�ncls rrquired by Article I, Section 105.(c) PEG �sc
channels shall be administered by an access entity or
erst(tles designated by the city, or in such other manner as
fhe city, in its sole discretion, deiermines. Where there is
�' shared use of a channel, for PEG and non-PEG purposes,
�
company sha11 administer non-PEG use of the channe�.
300.(i), Access Channel Usage.
�DD.(�).(1). The ciiy and the campany agree that the initial rules for use
of the PEG access channels, facilities and equipment shall
be the rules that were in effect as of September 1, 1997.
, 7he rules and procedures may be changed by the city, or by
action of the person responsible tor managing a parYicular
<`� PEG channe! (the "designated entity"). Provided, h�wever,
any rule for use shall be consistent wdh the requirements of
Minnesota law, as the same existed on the ef(ective date of
f - this ordinance, and consistent with provisions of federal law
% prohibiting company control of the editorial content of PEG
;' channels. The company shall be pravided with a oopy o► any
� ,r proposed amendments and a reasonabie opportunity to
� comment on those amendments to the rules. The
company's approvat of any amendment is not required and
the company is not responsible in any manner for the rules
and procedures, or their application, except as state faw
requires that it be responsibie for such rules.
35
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300.(�.(2j. All programming and/or information car�ied on the access
ohannels. except Tor the leased access channels, shai! be / j,
noncommercial in nature. As used herein, the term
"noncommercial' shall mean that the programming and6!'
information carried on the access channels shall not; " clude
any advertising except such underwriting credifs as` ay be
alloWed under the ato�ementioned access rUlas. o poRion
of any access channel other than the �eased a�cess channel
shall be leased, transierred or otherwise ass}�gned by the city
and�or SPNN or other designated access entity to any third
party for any purpose without the compan�s written
con5Aflt. �� �
300.(j). The company, at its cost, shall maintain and,aperate the system so that
the c'rty or the designated entities or users PEG use capacity
(through the designated entity) may tran�m� signals upstream from
distant locations on the institutional ne�work whether existing as of the
eNedive date of the frenchise, or added thereaker, and so that the city
maytransmit s�gnal5 upstream frocr,City Hall playback facilit�es to the
headend, to the designated entRies'�respective master controis-and to
subscribers. The oompany shaN,also maintain and operate the system
so that signals can be routed,o�to the appropriate PEG use channels
and so that designated ent}ties may, from their respective master
contro! sites, receive sigrxal5 from and transmit signals to the headend
and out thtoUgh the insYtuEional network and the subscriber network on
ihe appropriate chanr�el,s. Designated entities; must be able to control
signats from distanylo,catians and preview them 6efore they are
Vansmitted to su cribars or to the institutional network, The company
shaif at ali time� p ov+de a dedicated connection to the master playhacR
controls for th� P�G access channels witfi suftic�ent capacity so that
each desig�ated entity can program the channeis vnder iis cont�ol. ln
addition, tyfe �ompany shaU provide a connection with sufficient
activated'capacity so that the pubtic access designated entities may
prograJn yl1 the subscriber network PEG channels for whicfi they have
playtrac�k;responsibility simultaneousYy, and so lhe pubiiC access master
playba��;k control can preview signals originated eisewhere and route
tt�e�'y;onto the appropriate channels, The company sha11 maintain and
,opefate the system so that the city or its designated entities can take
!a�vantage ot the capabilities of the system.
The company shall further maintain and operate ihe sy5tem so that
signais as received by subscribers {whether originated at the master
control or at distant locations on the institutional network) meet or
exceed signal quality standards established by the FCC, or such other
standards as may be required under other provlsions of tfiis franchise.
but the company is not responsible for signal quality probfems that
result from the failure of the c�ty or an access user or designated e�tity
to provide an adequafe signal at the point the signai is delivered to the
company. Delivery is deemed to occur at the input of the modulator (or
other device used to place a signal on the network so that iT can be
transmitted to the headend). The company shali use components and
provide maintena�ce seniiees fpr PEG access channels and associated
36
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system equipment at least of fhe same quaiity as the components and
maintenance services for other channels. The obligation to ma�ntain and
operate inc4udes, 6ut is not Iimited to, the obligation to pro�de
connections and electronics, including temporary drops. and�
cannections ftom the master control to the headend as requtr d to
accomplish the foregoing, including all necessary modulato�es and
demadu4ators. �
3Q0.(!). MiseeBaneous PE6 requiremenfs. ��
300.(l).(1) Company is required to deliver the PE(�%Channeis to
subscribers in an analog format unle5s and until aIl other
channels o� the system are deliver�d in a digiCal formai, or
until the city directs otherwise. Djgital PEG access channels
sfiatl have the same qandwidttj-and transmission quality as
is used to carry any of the commercial channets that deliver
programming to company;iri a simifar format. Rt aU times,
the PEG access cilarlslels must be receivabie by
subsctibers without special expense, other than the ezpense
required to receive b�isic service. DBSign2tetl entiYi�s have
no obligation to pr,o�ide a signal to company in a digital
format. ff the cit�"requests that its PEG access channels be
converted to digStal format before company has conveRed al1
other channels to digital fofmat, the city is responsible for
the cost of convertinq such channeis to digital format.
300, {i). (2).
�' f
f
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r
�
Section 301
300. {I). (3). �
30U. (p. (4).
r`
300.(!}.(S).
A use o,4h'er than a standard NTSC use on the subscriber
neiwoCk shall be subjed to the company's prompt prior
revigia and approval to ensure that the use will not cause
unreasonable technical interference with other channe)s.
S'uch uses must be in furtherance of PEG uses.
����Company, upon request of a designated entity, will provide
technical assistanee or diagnostic services to determine
whether or not the problem with the PEG signats is the
result of matters for which company is responsible, and if so
company will take prompt corrective actions.
The company will provide any PEG access channels on the
basic tier th�oughout the life of the Franchise, ot if there is
no basic tier, shall provide the PEG access channeis to any
person who subscribes to any leve! of cabie video
psagramming se�vice at no additional charge, and otherwise
in acCOrdance with federal and state law. If channels are
seleded through a menu system, the PEG access channels
shal! b2 displayad in [he same manner as other channeis.
The company shait not charge for use o# the PEG access
channels, equipment, facilities or services.
tnstitutional network.
301.(a).. Company shatl construct, maintain and operate an institutional
37
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network for the use of the city and enti#ies author¢ed by the crty to use
the institutionai network for non-commercial purposes:'non-
commercial" has the same meaning as in Section 30�(){2} excep2 that
nothing in this Section 301(a) or Section 300Q)(2) shalt preve�t a�
institutionai network user from charging to recover its cost5. or Qre nt
the city from charging other insfitutiona� network users to recove ts
costs. The obligation to construct, maintain a�d oAe�ate an i Rutiona
network shaff apply thco�ghout the term af this franchise, a for any
period that ifie company continues to operate within the � y of St.
Paul, except as provided in Section 301 jc). The instR j' nal network
shall consist of four distinct but integrated parts: �
301.(a).(1). The CityLink network, a coaxial porti � of the institutlona!
network Iinking certain locations� hin the downtown St.
Paul area, otiginally developed part ot an institutional
network development project,- ursuant to Appendix H.
30L(a).(2). the "Coaxial Instifutional etwork," the institutional neiwork
(other than the CityLin, required by Appendix H of the St.
Paul Legislative Cod , Article I11 Sections 1-3; -
301.{a).(3). the "Upgraded HF tnstitutional Network," which shall be
the institutional; `etwork described by Section 30'I(a)(2) as
upgraded pur, ant to the Corrective Plan; and
301.{a).(4). the Fiber stitutionaf Network, a fiber-to-the-location
instituti �al netwo�ic described in Exhibit B to this franchise
301 (a}.(5). Th institutional netvuork shaVl sat;sfy the performance and
t sting standards referenced in this franchise and seY Forth in
hibits S and C.
3p1.{b). Th cily witl retain contro! of the entire capacity of CityLink, the
cab�e roadband neiwork devetoped as part of the inst�tutional network
de nstrafian projects, and may use a!I the capacity on CityLink for
t smission atld teception of data, video or other communications at
charge. The company, at its cost, will maintain the CityL+nk network
from fhe city's points of connection, whether the city's end user
equipment os the city's controi system ior CityLink, through the network,
including the company's headend and remQdulato�s so that it may be
used for those purposes. The maintenance obligation includes, but is
not limited to, the rep{acement of network components. Qperationat
responsibilities will be shared as those responsibilities have been shared
prior to Oecem6er 1, 1997, with each party b�aring its own costs. The
city shalf have the right, at its cost, to install equipment and devices on
the system as appropriate to accommodate new services or fundions,
so long as it does not degrade technicai system operation, and, fuRher,
for that portion of the system which the company maintains, the right is
subject to the consent of the comp2ny, whith sha�I not be unreasonably
v�ithheld. The company, upon request, wili insiail one (1) standard drop
from the network to city buildings adjacent to the network at no cfiarge,
and othe�vise wiil extend CityLink upon written request, but may
38
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charge ,he city the adua! cost it incurs in extending the system,
Including drop costs. The parties will cooperate to share information and
to assist eacfi other techn+cally as required to assure the efficient
operation of the CityLlnk. A map showing CityLink as it existee as
January 1. 1998 is attacfied as Exhibit E.
301.(c). The Coaxia{ Iristitutfonal Networlc shail be constructed, provi � and
maintaineci at company's cost as required by Appendix H, unt . e
Upgraded HFC Institutionaf Network is completed. From a Re�
completion of the Upgraded HFC Institutional Network, o he
obligations estabfished by or incorparated into the reqvir ents tor the
Upgraded HFC Institutlonal Network shali appiy.
301.(d). The UpgTaded HFC Institutiona! ketwork sha! construded,
operated and maintained as required by ihe Co dive P1an, which is
attached hereto as Exhibit C. The Cvrredive lan obfigations shall
apply throughout the tefm of this franchise if fulVy set forth fierein,
and for any period that the company con ues to operate w�thin ihe
Gity of St, Paul. The responsibility tor sis and respeciive rights of the
parties shall be as specified in the C ective Plan (as dariiecl tiy the
l�yreement dated April 15, 1998), ith the following addiiional
amendments:
301.{d) (1). Under the Correc;Ei Plan, the city is entitled to use all the
capacity on the , brid-fiber coaxial portion of the Institutional
Network exce�i or 12 Mliz in the fonvard path and 12 MHz
in the rever�s' aih as initialty activated. The crty agrees that
comQany y utilize up to 20 per cent of the available
capacit�� the forward path on fhe hybrid-fiber coaxial
podio °, f the Upgraded HFC Institutional Network (counting
the }, � Hz as paR of the 20 per cent) and 2Q per ceni of
tha��'` a�labte capacity in the reverse path on the hybrid-fiber
C, iaf portion of ths Upgraded FiFC Institukional Network
, ounting the 12 MHz as paR of the 20 per cent), so Iong as
� the company does so in a manner tt�at (i) does not impair
the city's use of the instituiional network in any respect; and
(ii) does not impose additionai cost upon the city. Available
capacity is defined as the portion of tfie 450 MHz activated
capacity in a particular direction that is useable, iess the
capacity devoted to pilot and control signals that benefit the
city,
.(d).(2). Under Lhe Corrective Plan, the city is entitted to 50 per cent
of any increase in the hybrid-fiber coaxial portion of the
Upgraded HFC institutfonal Network. If the capacity of the
hybrid-fiber coaxial portion of the Upgraded HFC Network'is
increased hy company, company shall make additiona�
capacity available to the city within six months of a request
therefor. However, the city agrees that on or before the time
it requests such addiiional capacity, it wiil svbmit a plan for
use of that capaCity to the company, showing why it
believes that there is a need therefor. The company may,
within 45 days of receipt of the plan, submit an alternative
38
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plan for satisfying the citjjs needs. lt the c�ty, in its sole
discretion, decides that the alternative pian is adequate, it
wiil rescind its request; otherwise, the requested capacity
must be provided. The parties clarify that ihis provis+on
does not place an independent obtigation on tfie company
increase the capacity of the Upg2ded lnstitutionat Netw�
301.(d).(3). Under the Conective Plan, the company is Tequired
adivate a single data channel in the forvJard path d a
single data channel in the reverse path for ciry e. Within
six months of a city request thereior, compa agrees to
provide an additional data channel in the to rd and
reverse paths For ciiy use as more fuily d cribed in Exfiibit
B.
301,{dJ.(4). Under the Corrective Plan, the co �any is required to
activafe a single data channel i e fiorv✓afd path and a
singie data channel in the rev e path for schooi use.
Within six months of a city r uest therefor, company
agrees to provide an addi, �nal data channel in the fonvarr3
and reverse paths for s' ol use as more fully described in
Exhibit B. ,��
3Q1.{d).(5). The Corrective P,la� establishes a series of testing
procedures and�,`,�ther obligations that are not applicable to
CityLink or to;t'(Ye� F+ber Institutional nehvork required herein.
The CorrectiUe Plan is hereby clarified to provide that the
Space that�company dgtees to provide at the headend can
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be utilized for any part of the institutional network; that the
tes2in,�procedures that apply with resped to video
ttarwcn�ssions and data transmissions Shall also apply to the
C' �ink and to the Fiber Institutional Network; and to
,, �r�ivide that the requireme�ts of Attachment 2-F-1 -
��fttachment Z-F-2 shall be read to extend to all portions of
/ �"the institutional network. Provided that, with respect to the
s" dark fibe� provided by the company fot the Fiber Institutional
,r� Neiv�rork, the tests shall be performed in accordance with
' j` Exhibit 8. Provided further, notwithstanding any other
f provision of the Corrective Plan, maintenance of the Fiber
f tnstitutional Network shall be paid for as provided below.
(d).(6). The Corredive Plan is clarified to make it ciear that 1he city
may imptove any portian ot the institutional netwoslc at any
time (before and aRer it is upgraded) to increase the
capabilities of the institutional network ai its cost.
3fl1.{d).(I}. Company and the city sha41 also be bountl by the
requirements of She Corrective Plan Agreement, as if fu41y
set forth here(n, except that ihe provisions ot Sedion 6 and
Sedion 8 shall not apply.
301.(e}. The company wil4 construct, operate and maintain a Fiber
lnstitutional t3etwork as pYOVided hefein.
40
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30'S.(e).(1). The company af its cost wilt insta(l fiber to the locations
specified in Exhibit B. Tfie f+bers witt be lnstalled in the
amount and in a topology as indicated on Exhibft B. If a
dng topology Is not used, the City Ha11 Annex witl serv s
the core �aation. This fiber must be installed no tat �ihan
Ehe time the company upgrades the subscriber n. ' ork, and
must be compteted and successfully tested on before t�e
date scheduled for compietion of the subscri ' r network
upgrade, except as otherwise ptovided in hibit B. These
fibers witi be instalied at no charge to t Eityc'sty, except
with respect to locations that are to b�designated by
November-3�'1998. With respe to those locations, if tha
average incremental cost ot prov ing Tiber to those locations
exceeds the average incremen cost of providing fiber to ali
otfier {ocations listed on Exhi t 8, the city wili pay an
amount equal to the amou by which the average cost of
serving the newiy desig� " ed focations (or, if lower, the not-
to-exceed incremental ost estimate) exceeds the average
cost of serving the o er iocations (or, if highsr, the average
cost estimate des ed below) (the "Average Cosf Excess").
Within 3n days o the date the E;tycity designates the
adQitional loca�"' ns, comp�ny must pfovide a not-to-exceed
cost estimat of the incremental cost of providing fiber to
those loca' �ns and an estimate of the average cost of
providing� iber to ai1 other locations. The city will then only
be liabl `to pay the Average Cosi Excess if city directs the
com}� `ny to iastatl the fiber to the newly designated
{oc ions. All instaila}ion wil{ be planned to take advantage
o' conomies of scafe and mVnfmize future maintenance
osts to the city.
30�.(e).(2) If the city desires to have the Fiber Institutional Network
f . extended to locations other than those specified on EYhibit
` B, by the company, it may requice the compa�y to extend
` the Fiber institutional Network, but ths city sha11 pay the
,r`� company the companys incremental tost for instailing the
,f' fiber as provided in Section 301 {e)(3). Any fiber shall be
instalied in the number and in a topology designated by the
c;ty.
301 {e) (3), ff ihe city notifies the company that it desires to have fiber
installed to a pa�ticular location, pursuant to Section
301 {e)(2), the company will develop a"not-to-exceed" price
for the extension based upon its estimated incremental
extension costs. The extension wil� be planned to take
advantage of any economies of scale that may result from
installation of fiber at the same time that the company
instalis fiber for its own purposes., and to minimize
maintenance costs for the city. If the city directs the
company to install the fibers to that location, the company
may bii4 the city for its incremental costs, up to the not-to-
exceed pric¢, upon completion, testing and acceptance of
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301.(e}.(4). Nothing herein pr¢vents the city ftom eYtending ihe
institutionai hetwork itseff, at fts own cost.
3Q1.{e).(�. Company, if requested to do so, shall maintain t Fiber
Institutional Network. Beginning on the laier o he date the
upgrade to the subscribet network is compi d o� 36
months after the efieciive date of the franc se, it may
charge the city its actual i�cremental dir costs for
maintenance, plus 10 per cent. Ho er, fhe company may
not charge for maintenance unless' provides the city six
months notice in advance that it i ends to do so. The
actual incremental direct cost ' be deemed to be 50.00
where the fi6er used for the F' er Institutional Network is
inc{uded in or 4ashed to a C r Sheath containing fibers that
are used for other portio 04 the institutional netwock or
other portions oF the c pan�s cabte system. The city
may maintain the Fi r Institutional Network itseli, if it
wishes to do so. " aintenance" for purposes of this section
means ordinary eventive and corrective maintenance and
inspectians. If��,}�e Fiber Institutiona! Network plant is cut or
destroyed or,rfiust be refocated, it is companys duty to
replace, reg�ir or relocate the plant, at its cost.
301.(e).(6). Compa, shall provide the city with access io its facilities
and e' ipment as necessary io maintain or upgrade the
Fib institutional Networkwith reasonable notice given the
n, re of the problem.
301.(e).(n '� he Fiber Institutional Network fibers shali be For the
�� exclusive use of the city, or other persons authorized by the
; city to use the Fiber lostitutlonal Network.
301 `.(8). Company shall otherwise cortstruct, operate and mainta(n
� the Fiber InstitutionaS Network, and oharge for construetion
, or maintenance as provided in Exhibit B.
There sha�I be no charge for the institutional network or its use, other
than the constructioa charges and maintena�ce charges tor the Fiber
institutional Network set out in Section 301(e).
302. Existing facilities
302.(a). Whether specifically enumerated herein or not, Eur�ranycompany
shall continue through this franchise term to provide all PEG use
faci4ities and equipment that +t was providing or was required te provide
as of June 1, 1997. By way of exampte and not limiiation, aN then-
existing produdion equipmeni provided by the company will continue to
be provided for PEG use. Likewise, all institutional network facilities
and equipment necessary or useful to the operation of the institutional
netwo[k requirgd hereunder will continue to be provided.
42
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Section 303. Irtfcrconrtection with neighboring CAN sysfems.
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303.(a). Company sh2i1 cooperate with any interconnec2ion cotporation, j
regional interconneaion authoriry or city, county, state or federal j
regulatory agency which may be hereby established for the pur se of
regulating, financing oc otherxise providing for the intercon� ion af
cable systems beyond thQ boundaries of the city. ,
303.(b). Upon city request, the company sha�l negotiate ir� "ood faith to
interconned the cable system with cantiguous cab systems. Within
three (3) monfhs of a city request, the company all repoA to the city
the results of the negotiations. Where compa, �has negotiated in good
faith with the cable opefator of a contiguous ble system and where
that operator refuses to interconnect, the c' shall not penalize fhe
company for such tailure to +ntetconnect. he city shal{ not require the
company to interconnect where the co any wouid be required to pay
more than its pro•rata share of the int� onnection costs based upon the
number of basic subscribers served./
303.(c). Nntwithstanding the above, e� in the case oi an unaffitiated
cable operator of a contiguous la system that refuses to
interconned, the company sh�tefco�nect with all contiguous cable
systems operated in the Min apolis-Saint Paul metropolitan area no
later than snr (6) moMhs a r the effective date of this franchise, unless
the city tletermines that a articular interconnection is not in the public
interest, of thaf a longerfiime period is necessary. The
interconnedions shall �rmit:
303 {c).(1). The int onnected systems to exchange PEG
progra ming intended to 6e carried on the subscriber
netw incfuding, by way of exampie and not limitation,
live of public meetings; and
3a3.{c).(2). ��stitutionaf network signals, including by way of exampfe
F and noi limitation, data transmissian5 so that governments
�on the interconnected systems can access remote data
�' bases, and video transmissions to permit tefeconferencing.
Section 304. Support or public, educational and government use of the cable
system.' �
304.(a). �' ln additinn to satisfying the other requirements oi this Article IIi, the
ompany is required to pravide the foilowing additional PEG use
funding (as used in this Sedion 304, PEG access refere to the
channels, Taeilities and equipment used in eonnection with the channeis
on the subscriber nehvork provided under Section 300 and associated
inferconnedions; PEG use includes PEG access and institutionat
network use):
304.{a).{1). On the eSeetive date of the francfiise, and on each of the
first four anniversaries oi that effect;ve date, the company
will pay the city $100,000, in i997 dollars, for any use in
connection with the institutional network.
43
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304.{a).(2). The company will provide the fioilowing periodic capifal
grants for PEG access, in 1997 doltars�
(A). On the eftective date of the franchise: $500,000.
(B}. On each of ihe third and sevenih anniversaries� e
effective date of the franchise: S50D,000.
(C). On [he et�ective date of the franchise, and o'each
annivyrsary of the franchise: $50,OQ0.
{D). lf the fianchise term is extended, the, ompany wili
continue to pay the amount requir�e�y 30C(a)(3), and it
shall pay an additional 5250,OO�n the eleventh
anniversary of the eNective dat 'o{ the franchise.
304.{a}.(3). In addition to the capital gran�rprovided under Sedion
304(a}(tj•(3), the comgany�vill provide the following capital
grant fflr PEG use tor so �fig as it continues to operate
under 9his franchise: 56�0,000 per year, increased each
year for the inc�ease fit m the Minneapolis-St. Pau1
Consumer Price Ind��for all consumers, all items, wjth the
base year for the c�lculation being 1997 (if there is nv CPI
for Minneapolis•°st. Paul, the closest equiva{ent index wiA be
used). Thus, b�way of example, the payment due in 1999
wouid be mu�#ipiied by the increase in fhe GPI for 1995 over
1997 levei �and the resulting amount vvould be added to
$630,OOQyKo yield the total amouni due. The payment due
in the y�ar 2000 woufd be the '1999 payment, pius an
amoupr'� equal to the i999 payment muRiplied by the 1999
inc�se in the CPt over i998 levels. The amounts owed for
a,- ar will be spread evenly over four quarterly payments,
dh payments due on February 15, tfie second payment
due on M8y 15, the third payment due August 15 and the
J fourth payment due November 15. Provided that, for the
fisst year of the franchi5e, the first payment owed under this
franchise wilf be made on ihe effective date and wilf be a
./f pto-rated amount, retlecting the time remaining in the then-
Current calendar quarter irom the effective date. For
, example, if the franchise became effective March 1, the
comparry wouid pay $52,500 {1f3 of fhe quarteriy payment
due on May 15.
3Q4.(a).(4). Notw(thstanding the torego�ng requirements ot SeMion
304(a)(4}, if company has a valid and binding contract with
an eniity designated by the city to manage any public
access channel, the city agrees that company may ofisei
any amount it pays under such contract against payments
required undec Section 304(a)(4). The city may estahlish
offset limits for each calendar year by resolution. Nothing in
this sedion requires or shail be deemed ta �equire
comoa�v Franchisee to make any payment that constitute a
Franchise fee under 47 U.S.C. § 542.
44
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3�a.(b). Throughout the franchise term, playback for the PEG access�
channets must be eonfigured so that the designated eMities that a e
responsible for the access channeis are able Yo use their own y '
independent automated playback facilities, lxated on the premises of
their cholce Any master control that cempany intends to use for its
operations must be located outside the space occupied�by� designated
entity, un4ess the parties agre� othetwise. The playback,fiac+�rty must
be configured so as to permit the deslgnated ent;ty to g(ogram a�i
channels for which it is responsible for playback, on ayiive or taped
basis. Company shatl continue to have access to t� designated
entit�f s master �ontrol so that it can condud necaSsary maintenance
and repair upon reasonable notice or at any time`�in the event of
emergencies. „�
304.(cJ. Public access facilrties,
304.{c).(1). Throughout the franchise terr�; cBompany shafl provide,
free of rent and othsr charggs, except those specified below,
the approximately 6,690 sS{uare feet of space at the Union
Depot shown on Exhibit�7 (hereinaftef "des+gnated space" of
"space"} for use by thzyf{esignated entity responsitile for
pubfic access, in ad�ion, the company shall provide !he
approximately 2,500 square feet of space at the Union Depot
shown on ExhibiYiO (herei�after the "expansion space"). The
designated enti ' shal! pay company fifty (50) percent of the
amount (if anay�ctuafly paid by the company annuaily for
renf and pr9(�erty taxes for the expansion space, but no
more thaya per annum, pius the nperating
chargeS%specified below. 7he designated space shail inciude
the "�idio, edit facili2ies and other equipment and
res f rces, available for PEG use as of December 1, 1397.
C�pany shall maintain the availability of ex+sting utilities
nd HVAC in designated spacs and expansfon space as part
� o( companys obligation to ensure that this space remains
/`" commercially habitable consistent with Its existing use and
r wiB allow the designated enfity to expand HVAC and
f` utilitfes, and allow the designated entity temporary access to
its space for such purposes. In addition, the company shall
ensure that restroom facilities are available to the designated
y space, in addition to the restrooms availehle to ihe
� expansion space.
(d). In ihe event the designated enYify is denied use of the designated
space or expansion space by company or any third party, the use of the
deslgnated space or expansion space is prohibited by 1oca1 law or code,
or the designated space or expansion space is rendered unfit for use as
a video production and playback facility, company shall provide to
designated entiry on comparable terms and conditions 6,69� square
'eet of space comparable to the designated space and 2,500 square
teet of coMiguous space comparable to the expansion spaCe, finished to
comparable quality and with comparable utilities and senrices as
existed in the designated space and expansion space at the time ot
45
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relocation at an aitemative tocation (hereinafter "su65titute space" or
'space"), mutually se�ec�ed hy company and ciry. or, if the parties
cannot agree, by binding arbitration pursuant to Section 430 035 of t
c'rt�s Legislative Code. Company shafl pay reasonable relocatlon ��
expenses, includinq, 6ut not limited to, expenses for reinstalting
electrica{ and technical equipment and tor third-party reactivati
reconnection of internaf equipment, and baVancing. The aiter tive
space must be prvvided so that there is no interruption ]n P G
operations.
304.(e). Company shal{ Fu1fy cooperate wfth the de
designated entky requests assistance in acqu
the Union Depot or such other location where
located puisuant to Section 304(d), to the ext
Company shatl agree to a reasonable excharn
other payments hereunder for additional spac
desianated entM se �ong as compan�f s co
shau be no greater than those set forth in, is
signated�Jen.ity it the
7ing ad�dional space in
stu ' may be
znt ' pace +s available.
� of Yemaining capital or
�for the access manager
, expenses o� obligations
ftancfiise.
3Q4.(�. The designated entiry shall pay all co 's and expenses of the- --
designated space and expansion sp_ ie ior util+ties, insurance and
internai maintenance, 7o the exteqt�any such expenses are induded in
comprehensive billings or invoices�for all of companys area, company
shal! make a pro rata allocatior��6ased upo� square footage used
{approximately 27.5°� of aN �ace occupied by company or to be
occupied by the designate��ntity as of the dafe of this franchise) and
otherwise shall provide tF�p'�designated entiry wiih monthly bilis for such
expenses fairly attribuf�e to the Space of the designated entity The
designated entity is oy�{y required to pay For these expenses after they
are paid for in full b�he company, and only if the compa�y p�ovides
proof of payment„zlong with copies oE the bills paid. (f the company
subsequentiy redrovers any of these costs through refund, rebate, or
settlement, the, esignated entliy will receive that refund, rebate or
settlement (g,f a share of the same, to the enfent the rebate, refund or
settiement� ter a biil th2t Sncludes deslgnated space and expansfon
space an �space occupied by the company). The company may noi
add an �vefhead to the expenses the designated entity is required to
pay uc(der th+s section, or otherwise charge the designated entity for any
se ce rendered by an affiliate of the company. The company is not
r uired to provide security service to the desi nated en2i
for the aacessmasm9e* desia�ated entitv space or
expansion space, but if the 8esignated entity requests it, sha{{ arrange
� for security services for the designated space and expansion space, at
the designated entiff s cost. City, or designated entity, may examine the
F� arate� bili5, invoices, meter readings or oiher base5 for th¢ mo�thiy bi4ls
to designated entity to satisfy itseff that the allocation is fair and
reasonable. Payments ov✓ed by designated entity shall be made within
thirty (30) days of a bifling by company in aocordance with thls Settlon
304(f}•
3�d_(g). The designated entity may make leasehold improvements to the
designated space and expansion space, or to tha aitecnative space
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pt'ovided putsuant fo SeCtion 30d(r�, The designated entity shalt
maintain the space, ordinary wear and tear excepted. The desigi
entity sha% use th2 space for pmposes consistent with its PEG
obiigaFions and shall not unreasonabiy interfere with the compar
o�ce operations. �
3a4.{h). Company shall provide the following promotiona!
30d.(h).{1). Two (2) cross-channel public service a
daily to promote community programs
community programming facilifies and
306.(h).(2). Ail PEG access channels shafi be
program guide (EPG) and in printe
listing channels on the system; s
access.
�ment spots
availabiiity of
on the etectronic
�rials describing or
304.(h).(3). insertion at no charge in at leas��two (2} bifl stuffers annually
fo� promoting the designated�entit�/s service or generalty
promoting community prog� "mming, which bill stuffers shall
be produced by the desigr�ated entity and shall cohtorm to
the compan�s standardS'and poficies for size and weight.
Any bill stuffer denigra�ng the company, its service or its
proqramming is not �rmitted.
30d.{h).(d}, pistri6ution of th�$esignated entity's newsfetter to
company/s emp�oyees_; and
304.(i). The designated entity rQ for public access shal! indemnifij,
keep and save the cit� and company free and harmiess from any or afl
ciaims (other ihan c �ms for which the company may enjoy immunity
untler 47 USC Se ion 558} arising out o( the designated sntit}�s
actions or omis ' ns, or its PEG programming operations, to the extent
the claims are ot attributable to the acts or omissions or operations of
the party se ng indemni6cation. Subject to the foregoing. in the event
that suit s I be brought or recourse or damages sought against either
the city o he company, the designated entity shai! detend and
indem ' the city andlor the company and pay any judgments or
dam es with all costs. The indemnity is conditioned on the party
see g indemttificafion tend�ring notice to the designated entity of any
pr eeding asserting claims for which it may seek indemnity within ten
0) days of the date the party seeking indemnification receives notice
of such proceeding. The party seeking irtdemnification may participate
by its own counsel in any action against it, but at its own expense. The
city may require the designated entity to obtain liability or other
insurance in the cit�s diseretion.
304,(�j. Payments made under this agreement by company irt one calendar
year do not have to be spent in tfiat calendar year. RefQrences ta the
designated entity include any successor to the designated entity. An
entity that is a designated entity may only hoid and use the resources,
equipment, facility and funds provided for under the franchise for so
lang and fo the ex#ent it is a designated entity, and must transfer
resources, equipment, facilities and fund5 to its successor upon request
47
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of the city.
F.-79;��
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3�4.(k). For any period or for any channel whera there is no designated
entity the crty at its option and a8er notifying the company in writi g,
the ciiy shali act and enjvy al! tights and responsibilities as it +t ere the
designated entity.
Section 345. Free drops to subscriber netwo�k.
305.(a). in addition to providing the fnstitulional network dT�pS required by
this franchise, the company shall �
305.(a).(1). continue to provide a free drop fo the ubscriber network
and free basic and expanded basic ervice to each public
and private school, public library anch, po��ce and fire
station, community center and b4ic bu�ldi�g and to such
other institutions as has been quested by the city, where
the drop and Servlce had be, provlded priar to December
'i, 1997:
305.(a}.(2). provide a free drop to th subscriber �etwork and free basic
and expanded basic s ice to each pubfic and privaie
schoo{, public library ranch, police and fire station,
community center nd pubiic builtling that requests a Brop
in writing, and to uch other institutions as the c'ity may
reasonably reg t from time to time. Whete a drop
requested unt� �r this SeMion 305(a)(2) wou�d require the
company to' stali a drop longer than 409 feet in length
measu�ed om the closest street, the company may charge
the {ocati n for th2 Cost of the la6or and materials required
to exte � the drop beyond ihe 400 feet.
305.(b}. The compa ` is only required to provide a s�ngle free drop to the
subscriber n` ork, to a singfe outlet at a paint within the Iocatio�
selected by, � at location. Nowever, the location at its own expense
may extes7 � the drop to multiple outlets and receive free basic and
expande basic service at each outlet, so tong as such eztension does
not res t in any violations of leakage standards which the company is
oblig ed to meet. A location that wishes to install multiple outlets may
do "o rtseli, or may contract with the company to do so.
Section 306. Su ort not franchise fees.
Tfie pa es agree thaf any cost to the comparty associated with providing any
support for P G use required under this fiFtanchise (including the proviSion of ths
institutiona ehvork and support thereforj and payme�ts made outside this franchise, if
any, are t part of the ftanchise tee, and tall within one or more of the exceptions in 47
ll.S.C., 542.
307. Research and development.
Shall, on an ongoing basis, conduct research and deveiopment with regard to
�nt of existing services, provision of new seNices and enhancement of system
d8
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capabilities.
Section 308. Company ru4es and regulations.
F . �L�, 65
Page50ai6S 1�onday, Ap�120,9g98I:24 �4 P�i
y � a3 �-
The company shall have the authority to promulgate such rules, regulations, ierms a
conditions goveming the conduct of its business as shall be reasonably necessary
enabie the company to exercise its righ.s and perform its obligations undes ihis f
and to assura an uninterrupted seriice to each and ail Of Rs customers. Provide''d, however,
that such rules, regufations, terms and conditions shall not be in conflict witt};fhe
provisions heraof or applicable state, federal or local laws, ruies and regulati'ons. Any rules
or regutations promuiga[ed pursuant to this section shatl be pubfished a�ompanys
eypense. ARer the adoption of sueh regufations, the cempany shall file rth ?he city cferk
and with the cable communications o�cer, copies ofi alt rules and re lations which shall
be avaiiable for public inspection.
ARTICLE IV. CABLE SYSTEM
Sedion 400. ConstruMion plan, and construction
Section 401
C00.(a). The construction plan thak t�company is required to submit
pursuant to Articte il� and Exhib'�A shall Be made availa6ie tor public
inspection during normal busifSess hours at the main local office of
company at companys exp�'nse.
400.(b). Noihing in th+s sectibn sha{I prevent the company from constructing
ihe system eartier tha planned. However, any detay in the system
construdion beyon ' he times specified in Exhibit A shall require
application to and ' onsent By the clty. The city may not arbRrarily
voithhold conse for delay when company has shown gaod cause for
such delay; pF vided, however, that the city may attach reasonable
contlitions t ensur2 performante. Good cause for delay shall be
presume ` hen the company shows, ta the satisfactfon of the council,
that suc, delay is beyond its reasonable coMrol and th2t it has taken ali
reaso.-`ble steps io avoid the delay. Company shall notify the city as
soo ` s possibie of any anticipated or actual delay,
d00.(c).,•` Deiays beyond company's reasonable controt include, but are not
`imited to, natural disasters, c�vii disturbances, power outages,
telephone network outages, attd severe or unusual weather conditions.
Events within the control of the company include, but are not fimifed to,
delays caused by Che company's (or its parents') own acts or tailures to
timely act or plan for action.
400.(d), ConstrUCFion in accordance with Articie tll and �xhibit A shaN
commence as soon as is reasonably possibfe after this Cranchise
becomes effective pursuant to Article I, Section t07 of this ordinance.
Fa�lure to proceed expeditiously shall be grounds for revocation of this
franchise. �ailure to proceed expeditiously shalf be presumed in the
event that company fails to meet the deadlines established in Exhibit A.
New development undergrounding.
49
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401.{a). In ca5es of new construGtion or p[operty tlevelopment where utiliti'e
are to ba ptaced underground, the company must place its facilitie
underground at the time ofi such construction or development, so ong
as the developer, utility or property owner shall give company
reasonable wtitfen aotice of such consfrudion, or developme�and of
the particutar date on which open trenching wil! be availabl� for
companys instaflation of conduit, pedestals andlor vaults,land faterals
to be provided at company's expense. �
/
401.(b). Company shall provide specifications as neededior trenching when
requested to do so, and sfiall ma+ntain a current co�iy of the
specifications that it is providing with the cable communications officer.
401.(c). Costs of trenching and easements requir�d to bring service to the
deveiopment shal! be a matter to be negotiated betvveen the developer,
utifity or property owner and the company.%
SeCtion 402. System construction procedures.
40�.{a). The cabis system shall be construcled, operated and maintained in
accordance with aii applicabl2 codes of the city governing the use of the
streets and other pubtic property, �NRhout limiting 2he company's
obiigations thereunHer, the oompany agfees that, at a minimum, it wili
toilow the sysfem cnnstrudion'procedures established by this franchise,
including by way of example and noi fimitation, the requirements of this
Article IV. No requirement,in this franchise shall be read to limit or
conditio� any of the obligations of company under applicable law or
Chapter A30. Ii is the d�aty of the company to construct, operata and
maintain Rs cable systein, a�d to move and relocate its {acilities, so that
the city is not required to bear any costs ol delays as a result of the
cable system's occtfpation of the streets or other public property, so that
the public is not d,isoommoded, a�d so that tfie use of tfie streets or
other public property by the ciry and by others is not impeded- it is the
duty of compac�y to repair any damage caused to the streets or pubiic
property promptly to speciflcatlons of the city or other responsible
authority and to compensate the property ownar for any loss. �t is
likewise tKe duty of cvmpany to repair promptly 8ny damage caused to
private property and to compensate the private property owner for any
loss. U,tiless expres5ly provided otherwise, costs associated with
comp with this section and with applicable faw shall be borne by
the Cbmpany, and with no cost to the city. lfi there is a conflict between
the:jirocedures applicable under other provisions oF the legistative code
ar�'ci the requirements of this franchise with respeci to the use of the
5�ieets or other pubiic properry, the provis�on ihat the city determines
�j'best proteds it shaii control.
. Within s(x months of the etiective date at this franchise, company
shall begin apptying fo[ all necessary governmental permits, franchises.
certificates and authorizations. Neither the review of plans by the c�iy
nor the granting of any franchises, permits, certificates, authorizations,
approvals, etc., shall be construed as a guarantee or wananty by the
city of companys cable sysiem, The company shaf{ not assert The Yacl
�
0.°R 20 '96 29�29 laptop PRGE.51
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9� a��
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that the city has performed any prior review of its plans or exercised any _, �
ministerial tundion in granting permits, franchis2s, certificates,
authorizations, approvals, etc., as a defense against iis obtigations to >`
indemn"iiy and hold the city harmless pursuant to ARicle I, Section 1.�8.
Th¢ company shali fumish all plans, drawings and technical data �ri
sufficient detail so as to enable each city depaRment to fulfill its j'
obfigations under this franchise and other applicable taws and;'
regulations.
402.(c). ComQany shalt construd, install, operate and maintain its system �n
a manner consistent with aff laws, ordinances, construction standards,
governmental requirements, FCC technical standar�is, state faw and
any detailed standards submitted by company antlF`approved by the city
as part of the system design process described�ri Exhibit A. Within six
months of the effective date of the franchise, c shall provide the
city with three copies of a consirudion p2ct�es manual. The company
will be obligated to compfy with the manual; except insofar as
complying with the manuai would co�Rict,�with compsny's obligations
under this franchise or otfier applicable jaw, or the city othenvise
disapproves of a practice. The city`s failure to commE�nt upon tHe
manual or any particular practiGe is�t an approva! of the manual or a
particular ptactice_ ,
40Z.{d). ConStruction, operation and maintenance of the cable system in
city shall be performed in an�derly and workmanlike manner. Alt
cables and wires shall be instalfed, where poss�ble, parallel with e{ecir�c
and telephone iines. Muft�le-cable configurations shaiV be arranged in
parallel, and Dundied w�f� due respect for engineering considerations.
402.(e). Company shall at times comply with�
402.(e).(1). Nati �a! Electricai Safety Code as prepared by the Instrtute
of �ctrical and Eiectronics fiagineers;
4D2. (e). (2).
402. (e}.
X�latio�al Eledrical Code oF the National Fire Protection
Association;
Be11 Tefephone System's Code of Pote Line Consttuction,
also known as Bell System Manual of Construdion
Procedures;and
(e).(4). Other applizable federal, state and iocal Iaw provisions.
In any event, the system shall not endanger or interfere with the safety
of persons or property in the franchise area or other areas whete ihe
company may have equipment located.
402.(g). Any antenna structure used in the cable system shall complywith
construdion, marking and i+ghting nf antenna structurss required under
applicabie law.
402.(h). All working facilities and conditions used during construction.
operation and maintenance of the cabfe system shaVl comply with the
51
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standards of tfie OccupationaS Safety and Health Administration. ���
i
402.(i). Company shall comply wi�h atl applicable standards for RF signa! i�
leakage. %
d02.(�j . Upon grant of this franchise to construci and maintain a cabie�'system to
provide cable service in the cify, the company may enter into contracfs
with any pubfic utifity companies or any othet owner ot lessee of any
poles located within or out of the city to whatever extent�uch contract
or confracts may be sxpedient and of advantage to thz`company for use
of pofes and posts necessary for propet installation o,f the system;,
obtain right-o(-way permits from appropriate state, ,county and fede�at
officials necessary to cross highvfays or roads under their respective
yurisdidion to supply main trunk li�es from the cbmpanys receivi�g
antennas;, obtain permission from Federaf Aviation Administration to
erect and maintain antennas suitable to the t+eeds of the system and its
subscribers; and obtain whatever other permits a city, county, state or
federal agency may require. In the constnhction, instaNation and
mainfenance of its system, company witl use steet, cabie and maYerials
and electronic devices, all of specializ?d and advanced design and type.
In the operation of its system, tfie cotrpany will emptoy personnel with
training, skill and experience in electronics and communications,
E02.(k). The compan�s system, poi,es, wires and appurtenances shall be
located, ereded and maintained so that none of iis iacitities sha11
endanger or interfere with the lives of persons. vr interfere with any
improvements the city may tleem proper to make, or unnecessar(ty
ninder or obstrud ihe fre� use of the streets, aiieys, bridges, easements
or public property. ,/
402.(q. Company shall utiliz�existing poles, conduits and other structures
whenever possible;'and shalf not construct or install any new, d�Herent,
or additional potes conduits, or other structures whether in the streets,
on public p�ope�ty or on privately-owned proparty untii the written
approval of the�aty is obtained. However, no location of any pole or wire
holding strucfure or other facility ot the company shait he a vested
interest an such poles or structures or fiacifities shafi be removed ot
modified "y the company at its own expense whenever the city or any
person ar�cting on the city's behaif determines that the public or the city's
conve�ence wouid be enhanced thereby.
402.(m}. �P,II transm+ssifln and distribution structures, lines and equipment and
��other parts oi the cabie system shall be constructed, operated and
' amtained so as to cause minimum inteAerence with the proper use of
streefs and other public prope�ty, and to cause minimum interFerence
with the rights or reasonable conveniences of property which adjolns any
/ of the sa�d streets, or-otf�er public property.
.(n). {n case of any disturbance of any street, pavement, sidewalk,
driveway, foundation or other surfacing the company shall, at its own
cost and expense and i� a manner approved by the city, repiace and
testore tfie same to as good condition as before said work was
commenced and in accordance with standards for such work set by the
52
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9�'a3y
c;ty. If, upon reasonable written notice, the company fails to promptly /'
restore arry street or otfier pubfic property in accordance with this /
provision, the ciiy shall have the right to put such streei or public j"
property back into good condition at the expense of the company.'and the
company shatl, upon demand, pay io the city the cosi of such,work done
or periormed by the city.
402.{0). in case of any distur6ance of any other pubiic propey,fy not inciuded
in the scope of 402(n), the company shall, at its awn cost and expense
and in a manner approved by the clty, rep{ace and restore all such
property to as good condition as before said work s commenced and
in accordance with standards for such work set 6�e city. If, upon
reasonable written notice, the company fails to�iomptly replace and
restore any such properry in accordance witfi �s provision, the city shall
have, in addition to such other rights as ft may have under this iranchise.
the right to replace or resiore such public p�opedy to at least as good
condition as existed prior to the damage at the eYpense of the company
and the company shafl, upon demand, pay to the ciry the cost of such
work done or pe�ormed by the cRy. j
402.(p}. In case of any disturbance of a�y private property, the company
shall, at its own cost and expense'reptace and restore ali such property
to as good condition as befote s�id work vuas commenced and in
accordance with any app4icabl� standards for such work set by the city.
If, upon reasonable written noticE, the company fails to promptfy reptace
and restore any such property in accordance with this provision, the
property owner shali have„ in addition to such othet rights as �t may have
under faw or equity, the,iight to replace or restore such private property
to at least as good condition as existed prior to the damage at the
expense of the company and the company shall, upo� demand, pay :o
the owner tfie reasonable cost of such work done or performed by the
owner.
r
4�2.(q). Whenever t�ie city shall, during the period of this franchise,
unde�take any,.public improvement which affects the cable system, it
shall direct t}ie company to remove ol reiocate its wires, conduits,
cables, vaufts, pedesta(s, manho�es, poles and other fixtures and
property from tY,e area afrected by tfie improvements at the company's
expense; upon reasonabte no�ice to the company of the undertaking oP
such public improvements. Likewise, the company at its expense shali
prote�c.'t, suppoR, temporarily disconnect, reiocate, or remove any
prop`eRy of company when, in the opinion of the city the same is required
b�+'reason of traffic conditions, pubiic safety, street vacation, freeway or
street construction, change or esta6lishment of street grade, installation
� or movsment of strudures by govemmental agencies whether acting in a
� govemmental or a proprietary capacity, including but not limited to
� movement of buildings, urban renewai and redeve�opment, and any
program under which the crty shali undertake to cause att such
properties to be located beneath the surface of the ground, street
vacation, or for any other reason where the wnvenience of the city or the
public would 6e served thefeby if the company taits to move its
facifities by a time specified by the responsibie government authority,
53
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that authoriry may perform the work, and biN the company therefore. �
4o2.(r). �lotwfthstanding the foregoing, whenever, in case of fira or othef
emergency, it becomes necessary to remove any of the company's ,=
iacilities, the city may do so without prior notice.
402.{s). The company shall not place poies ar other fiutures where tHe same
wiif iniertere with any gas, electfic o� telephone facilities o� obstruct or
hinder in any manner the various utiiities serving ihe residents of tfie city.
AII such poles or other fixtures shall be p�aced close to the line of the iot
abutiing on said street, and the� in such manner as not-to interfere with
the usual travel on said streets.
402.(t).Company shall promptly move and relocate its cabt�e system for any
private party authoriaed to occupy the streets or other pubfc property to
accommodate the construction, operation or maintenance of facilities by
such party. Costs shall be bome as pfovided-by appiicable law.
402.(u). The company shall, on the request of any person holding a building
moving permit or other permit for moving oversized objects issued by the
city, temporarily raise or lower its wires'to permit the moving of the
buildings or objects. The reasona6le-ezpense of such temporary
removal, ra�sing or iowering of wires shall be pa�d by thE person
requesting the same, if the system is properly installed and the company
shall heve the authority to requu� such payment in advance. The
company sha11 be given not less than ten {10) working days advance
notice to arrange for such te�iiporary wire changes. In construding,
ope�ating and mafntaining its cable system, the company shail respect
any and a11 bui{ding mov,ers corridors on truck roUtes established by the
stata, the city and any oY their subdivisions or agencies.
492.{vJ. The company shafl not remove any tree or trim any poRion, either
above, at or below ground fevef, of any tree within any public place
withoui the prior,-consent of the city, 7he ciry shall have ihe right to do
the trimming rgquested by the company and may charge the compa�y
for the cit�s.direct CostS 1or such trimming. Regardless of who pertorms
the work recjuested by the company, the company shall be responsibie,
sha[I deferid and hold city harmiess for any and all damages to any tree
as a r¢�It of ttimming, or to the 4and susrounding any tree, whether
such }kee is frimmed or femoved.
402.(w}. The company shall erect and maintai� ali parts of the system in gaod
ondition throughout the entire franchise period.
All necessary easements over and under private property shall be
aTranged for by the subscribers or the company.
The company shall render efficient service, make repairs and
adjustmants promptly, and interrupt service only for good cause and for
the shortest time possible, it is understood that during the upgrade there
may be more necessary interruptions of service. Such interruptions,
insofar as possible, shall be preceded hy notice and shail occur dur;ng
periods of minimum system use. All costs incurred in making such
54
�� �
_
A°R 28 '98 29�33 laptop PAGE.55
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�1�a3�
repairs and adjustments shail be borne by the company except as
otherwise provided {or in this ordinance.
d02.{z). Company shall prwide to each subscriber a Statement in
language of the quality of signal to be expected by the Subsc;
402.(aa). Company shai4 not allow its cable or other operations
broadcast recepticn ar per5ons not 5erved by cartlpany.
Section 403. Installation services.
with
403.(a). Company sfiall provide at least the tollowing insf'aUation sesvices:
�
403.(a).(9). Stendard insta/lation. Standard instatfation forthe subscriber
nehvork shall consist of an aerial dr�fip, not exceeding two
hundred {200} feet, irom a single�pa{e attachment to the
customers residence. The use of exposed {externat) wiring is
the standard method of wiring all buiidings.
403.(a).(2).
�A)•
{B).
(C).
403 (a).(3).
Project prewiring�
Company shall provide `service to prewired projects and
ut���ze the cab{i�g provided for the prewired projects as
required by Artide 1; Section 111.
Company shali ceview and approve mefhods and ma4erials,
suppiy specifications, technical assistance and material
according to,�,rtide I, Section 111.
Company`shal( prewire a project upoR request according to
ArticVe P; Section 11 t.
The company shdll provide additional outlets as customers
may iequest, but subscribers shali aiso have the option of
instafling additionai out{ets themselves. Fiowever, this
section does not require the company to connec[ to wiring
,Efiat would result in signal leakage in excess of tha limits
� under applicab4e law.
Section 404. Books and records; inspection of system; testing requirements.
404.(a). �.�ompany shall provide the city access to aA books and records, as
re�qwred by Chapter 430. Without Iimiting its obligations under that
�Chapter, or ofher provisions of applicable law, company agrees that it
r rw�ll provide the city access to aIl books and records re{ated in whole or in
t part to the construction, operation, or tepair of the cabie system so that
� the ciiy may inspect and copy fhese books and records. 7he company's
! obligafion includes the obligation to produce all books and records
f f reiated to revenues derived from the operatian of ihe cable system. 7he
company is responsibie for obtaining or maintaining ihe necessary
possession or control of all such books and records refated to the
constiuction, operation or repair of the cable system so that it can
produce the documsnts upon request, withvut regard to wheiher the
55
QF'R 20 '96 20�34 faptop PRGE.55
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F . 57i G,
reye.rrmu�mu�Ney, eu,u�c�i..n.nrm
q� a�y
books and records are heid by it, a parent company, a contractor or
subcontractor, or someone efse. Sooks and recerds must be
maintained for a period of frve years, except that (a} any record that is
publfc record must be maintained �or no less than the period requh�
state law; and {b) the city may trom time to time specify a shorter,per
{or certain categories of voluminous books and records where the
information contained therein can_be derlved simpiV from other'
404.(b). The terms "books and records" shali be ad expansively to include
information in whatever iormat stored. Th ' term "construction, operation
and repair shall be read expansively, incl - i�g by way of example and
not limitation, in{ormation refated to sys " m managemeM, cnntcactual
relationships with subscr+bers and oth¢r entities located in tha streets,
and infarmation refated to the use of�{ie cable system.
404.{c). Books and records requested,` ail be produced to the city at the
location designated by the cable' ommunications o�cer. However, if
any books and records are too,' oluminous, or for security reasons (for
example, because the docu " nts contain trade secretsj cannot be
coQied and moved, then co�pany may request that the insped+on take
place at some other {ocatlg'n mutuaAy agreed to by the city and the
company, provided tfiat, d) the company must make necessary
arrangements For prom tly copying documents selected by the city after
the city's review and, roviding them to the city; and {2) the company
must pay all travei a d additional copying expenses Incurred by the city
(above those that u1d have been incurred had the documents been
produced in the ty) in inspecting those documents or having those
documents ins cted by its designee.
404. (d).
the
The co ' any shal! file promptly with the city a copy of any
ument e company fiies with the PCC, ihe Securities and Exchange
nmis 'on or any ather regulatory agency with jurisdictiort pertaining to
sys . m. To the extent that such documents contain, to the
s ion of the city, the information required by other repo�ts
' nder, the city may suspend the requirements to file such other
�hs"with the city so as fo avoid duplicafion and the administrative
�s�attendant thereto. Aftematively, company may compty wjth this
:tion 404{d} by providing the city a list and short description of the
uments it fiies, antl providing copies of the documents upon request.
� list must be kept current.
Without limiting the foregoing, the company shait provide the city ihe
following wiihin 10 days of theif receipt or (in the case of documents
created by fhe company o� an a�liate) filing:
56
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RPR 2H "5B 20�35 laoton PRGE.Si
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Fmm'.JoeVanEa�n!dper&UanEaWn,PLLC.Fax:Nl2d2S12:tdVoice:202•]E��6G0 To:JohnGih6s
F.�U/f�
Pag�53n1� 6donday,Apri120,i?9&1:32:1OPM
9�-a3 �
4Q4.{e).(1). notices of deficiency or forfeiture related to the operativn of �
the cahle system (other than notices Issued by the city); ar�
i
.
4Q4.{e).(2). copies of any request for protection under bankruptcy la+nis, or
any judgmant telated to a declaration of bankruptcy by the
comoanvFranchisee or by any partnership or corpo,� tion that
owns oc cantrots the com an ��- directly yfr
indirectly. %
404.{�. The cable communications officer may requ�re company to maintain
recora5, and to prepare reports relevant to determining the compli2nce ot
the company with ihe terms and conditions of this irancfiise ov
appiicable Vaw. Without limiting this general obligation, company shatl
prepare the foliowing reporis:
404.(�•(t)•
(A).
(C).
On or bafore March 1 of each yeai,� wmpany st�a11 provide:
A copy of updated maps de�icting the tocation ofatl cable
plant, to standard scale and with appropriate tick marks
These maps shall be acc6mpanied by a digital copy in a
standard format and medium as directed by the city
engineer. Copies o�inaps should reflect ihe IocaYion of
piant as-bu��t. �'
(B). A report detailin�'company's performance under each
applicable cust6mer service standard as defined by FCC
rules, Chapter' 430 and regulations adopted pursuant
thereto, and�#his franchise. By v�rey of e�mple, if company
is required�io answer telephones within 30 seconds 90 per
cent ot tti'e time, the report shall state what percentage of
the time company answered the phone within 30 seconds.
For e�ch standard not met, the repod wi(t ezplain the
cause. and corrections taken for each.
:�
An estimate of the number of handicapped, senior citiZens
�or economicaffy disadvantaged persons receiving any rate
� discounts, and the amount of the discounts.
A statement certified as true by an independent auditor or
the chief financial officer for the company tf) listing by
category the revenues for each source of revenue which is
included within the definition of gross revenues in this
franchise, and (ii) identifying any other revenues of the
cable system that the company has excluded from gross
revenues; the amount of the exc(usion; and the reason for
tfie exclusion.
A projected income statement and statement of projected
construction for the nead two (2J years. Provided that, the
compa�y at its option may provide the projected income
statement for review and not for copying.
57
�oe �n � eo �n. ve �""' anr-e ro
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�� a3�
,
;
�
,
(F). A list of officers and members of the board of directors of �
�
the company and its parents. ,r
(G). A Iist of stockholders holding five (5} percent or more
voting stock of the company or its parents. y
�H)•
(�)
(�)
A copy of the companys annuai report and
pare�ts and subsidiaries.
A full schedule of all subscriber antl user
charges for all cable services provided.
A copy of subscriber and aser
company.
(K). Provided that, when it provides
subsections (i) and (J), a comp
proprietary MDU rates and agr
same are made availabSe for t}�
request. Provided further, �i5c
required by G-H, the comAany
officers, members or stoy�chold
its
fees and
used by the
th mformation re9uired by
a��need not include
e�ments, so fong as the
e city's inspedion upon
e it provides the iniormation
need only fle the lisis if the
ers change.
494.(f�.{2). The company shafl an, �al{y provide the foflowing speciat
reports by March 31;/�
(AJ. An annual opmi " survey report which identifies subscriber
satisiactionldi � tisfaction with cable services oHered by
the compan, . Surveys reqUired to make Said report sha11
be scientifi"allv valid.
(B), An ann al plant survey report, which shall be a survey of
the c� panys plant and a full report thereon inc4uding new
con � rudion. 'ihe purpose of the report is to assure the
ci � that the plant is being operated and maintained in
� ccordanca with applicable law. Said report shall include
� but not be timited to an appropriate engineering evaluation
f and shaN be conducted in confosmance witfi stantlard
' engineering practices. The first report required under this
franchise shail be dus on March 31, 2001.
Within one (1) mo�th of the e�d ot each quarter, which shall
end on March 31, June 30, September 30, and December 31
of every year, company shall provide;
(A). A statement, in a form approved by city, showing the
number of subscribers served in the entire system and in
the franchise area; and the number of channels on eath
tierthe 6asic tier, on the expanded tier, and from satellite;
and any annexations that occurred since the previous
reporting period. ln addition, the statement shalf identify all
services being provided over the ca61e system (including
any non-cable services), and particularly identify any
58
APR 20 '98 20�3? lapiop PAGE.SS
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(C).
F•.6ra��5
rageouarw �+onary fiIlU ,iy�t �aa•�vr�+
9 a�-a��
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�'
�
services begun or discontinued. A tease of system capaciry ,.`
wilf be treated as a s¢rvice for purposes of the preparetion �
of this report. The statement wili atso identify the end-user
equipment being used by subscribers, list+ng the num6er
of end-user devices being used by subsoribers, by ,�
category. �
/�
A statement certified as true by an independent auditor or
the chief financiaf oi(icer for the company [+) lisfing by
category the reven�es for each source ot revenue which is
included wiihin the definition of gross reven}±es in this
franchise, and Ql) Identifying any other rev,e'nues of the
cable system that the company has exclpded from gross
ravenues; the amount of the exclusian;,and the reason for
the exclusion.
r'
A repart summarizing known cabie;%system outages in the
franchise area, and an estimafe of'the number oi
subscribers afreded by the outage, and the time +i took to
repair tfie outage, measuring frbm the time the company
first knew about the outage., ;An outage is defined as a Ioss
of audio or video or impairrufent of audio or video aftecting
more than one subscribe j
(D). A report showing the p2rcentage of time service
interruptions were cufed within 36 hours; the average t�me
from notice thaY a problem existed to fina! cure; and the
percentage of tim,X� that other Service calis were resolved
within 96 hours�
(E). A summary,-��y category of complaints, identifying the
number aqei nature of complaints.
(F}. The pa�centage of time standard and non-standard
instalfations were completed within the time required by
th e �ity.
(G). �/or each monih during the quarter, a torm of actual
�''�subscriber bill showing how company is itemizing
franchise fees, and taxes, and how it is itemizing costs,
together with copies of all other information, offers and
notices sent to subscribers as a group.
404.(9)
shail provide the city the foilowing on an ongoing basis:
A stakement of the resolution of campiaints referred to it by
the city.
Company sha{t provide ihe c'dy with a specia! number that
the city may cail to obtain information about any unpianned
or unanticipated outage. This number cannot be ihe same
numbef used by generai subscribers, and must provide a
means for the city to promptly confact a person
59
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knowledgeable about the outage.
F'. F.1/r"_,�
ri ,w, ,
A64.(gj.(3}. Company shall provide the city with at least a 24-hour
advance notice of any planned outages aftecting 50� or
subscriber5 on the same distrtbution iine or fibet node v
the f2nchise area.
404.{h}. Company shalt maintain records of aIl comp�aints received, tF�a
dispos�tion of those comptaints, and the t"sme from dispos+tion to a�y
cure.
404.{ij. Company shall maintain accurate and detailed maps and'improvement
pians which show the Iocation, size, and a general description of all
facilities instal4ed in the streets and any power supp�j�sources (including
voltages and conn¢ctions). Maps shalf be based upon post-constsuction
inspection to verify location. The company shall,. provide a map to the
city showing the location of its facilities, in sucF� detail and scale as may
be directed by the City Engineer, New systeth maps sha11 be prompily
submftted to the city when the facility expands or is relocated. Copies of
maps shall be provided on disk, in a comiiiercially availabSe eiectronic
format specified by the CRy Engineer.,,The campany shall keep current
records and piats on all undergroundcfacilities it owns or operates. Such
plats and records are to be availabl��to a(I utilities and the city
immediately upon request.
404.(jj. Company shall maintain aCCy,fate subscriber and institutional network
drawings which show the loc'ation of all facilities, and it must provida
those drawi�gs upon request irt hard copy and in a commercialy
avaitable electronic formai specified by ihe cable communications
otficer. i
404.(k). The cabie syste�n and ali property owned or used by the company in
connection with the system shalt 6e subJect to inspection and testing by
the city to deter ine Compliance with the provisions of this ordinance
and applicable aw. 7he city shall be notified two weeks in advance of,
and shall hav the right to be present when the cable system is tested by
the compa for any required proof of performance test, or any test that
the comp y is required to perForm under Section 4�4(m). The city
sha11 hav the right to be present fof any othet test, upon request. The
compa must respond to requests for information regarding its system
and p ns for the system as the city may from time to time issue,
incl ing requests for inEarmation regarding its plans Tor construction,
op ation and repair and ths purposes for which the plant is being
c' siruaed, operated, or repaired.
1f, based on complaints raceived or upon its own inspection, the cable
communications officer concludes that there +s reason to believe that th�
system may not be performing as required, it may reqaire the company
to perform tests and inspedions of its system, and io prepare a report
showing the results of the inspection or testing, and any corrective action
t2k?n as a result thereof.
404.(m). Except to the extent ihat federat law pre�ents the company from
.�
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e�foroing th+s requirement, the company shall be required to test its ' y
cable system periodlcally for compliance wRh all applicable technicaf
and perfocmance standards. The tests shall be conducted at leasi'twice
each year, sh21f be conducted by tra+ned personne� using praperl}/
calibrated and tested equipment, and accepted engineering testing
procedures designed to measure pehormanze under the worst case
scenarios.
404.(n�, In addition, company shall provide the city with the resuits vf
companys proof ot performance tests conduMed pursuant to FCC
standards and requirements. Company shall provide city with credentiafs
of person or persons conducting said tests
q04.(o). Alt costs of t¢sting shall be borne by company. Where specia{ testing
is required to determine the source of technical-difficulties, the company
shall be liable for alI the costs thereof.
404.(p). Company must produce the books and��ecords, prepare the reports
and permit the city to condud the inspeckions, r¢que5t2d 6y the city
even if the company does not believe that the request satisfies-the
standard set out in this Section 404, unless the city waives the
requirement, or the company obtains�a court order from a couR of
competent jurisdidion enjoining the%request.
dOd.(q). Any material misrepresei
required by this section shall
damaqes perm}tq provisions c
company to all remedies avz
Section 405. Miscellaneous.
i made by the company in any report
ct the company to the Ifauidated
ordinance and shalf subjeci the
to the city by law.
4�5.(a). By the acceptancepf th�s franchise, company waives its rights, if
any, to rslocation cos�s that might otheswise be provided by law and that
would othervvise be�vaiiabie from tile cCity or in connection with any
project in which th� �Eity is a participant.
405 (b). 7he rights nted to company pursuant to Appendix H, shail be
deemed termi ated upon the effective date of this Franchise. Provided,
however, co pany shaii remain tiable for alt acts and omissions under
the prior fra chise, and remains obligated to indemnify the c�ty and
maintain i urance as required by the franchise io protect the city and iis
citizens ainst harms arising from the company's acts and omissions
under t t fFranchise, and to pay all amnunts owed and unpaid.
All remedies are cumulative and may be exercised sing{y or in
combination, and are in addition to any other remecfies available to the
b1
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405.(d). Material terms are not severabte.
F. E.�'t,°
Page 63 af � ll�nda , Aprl120,19?8 797:G2 Piif
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405.(e). The company shall maintain an unconditionai guarantee from U S
WEST. Inc s���-P;�: (to be renamed MediaOne Group, Incj in
the form attached to the Transfer {\qreement dated Anrif 1 S 1998, for
the term of this franchise. The city wi1S not approve any trans�ntil and
uniess a substitute guarantee is provided by the transferee's parents.
ACCEPTANCE
Company accepts and hereby agrees to be bound by all the terms and cond�tions of this
franchise.
Date�
62
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EXH f BI7 A
Upgrade Ptanning and Coordination
F'.Fq.r�
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9� a3�
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The company agrees that, in the course of upgrading its system, it will iollow the
procedures described below, in addiiion to complying with aIt requiremerrts tor permitting
and construction estabfished by the St. Paul legislative Code.
1, As part of the upgrade, company wilt inspect the cable system and ensure that alI
portions are brought into compliance W�th tfie cunent vers+on of applicable safery codes. !t
will also replace or repair any plant that is in disrepair, and correct any impropet insta(lation_
2. At Ieast three months befose it begins construction on the upgrade, and no more
than six months after the effective date of its franchise, company wi11 submit an upgrade
design plan to the ciry, The design plan will identify the phases tor construdion and the
pfanned construction schedule. The design plan will shaiv the design for both the
institutionaf network and the subscriber netwoik.
3, 7he companys system design plan will be sufficiently detailed tc permit the city to
determine whether the compieted system is fikefy ta compiy with the requirements ot the
franchise. It wlll specify at Ieast the following elerrments:
a. design type, trunk and feeder
trunk and distribution
and number and location of nodes;
coaxial cabie, fiber and fiber and coaYial
equipment to be used;
c, standby power for the catile system, including the headend;
d. longest amplifier casc�de in the cabfe system (number of amplifiers, number
of miles, type of cable/fiber); j
e, design maps and 'ee trunk maps for the cabie system. The system design
wii( be shown on maps of indus standard scale, using standard symbology, and shall
depict aIi eiectronic and physic I features of the plant, including tap windows.
4_ The city may submit omm2nts on the design plan to cCrompany within 30 days o(
the date the design plan is ubmitted to the city. Within 30 days of receipt of the
comments, company sha respond to the city, expiaining any changes made to its design
plan and providing a bri explanation as fo why it failed to incorporate other comments.
5. Company sh� {a) follow its design pian, if approve8 by the city {except to she extent
that complying with haf plan would violate this agreement) unless the cable
communications o,�cer i� wrfiing authorizes a modif,cation of the plan. which writi�g must
identify what is be�ng mod�ed and how it is being modified (the modification may modify
the plan schedu�); (b) use construction procedures and protocols that are designed io
ensure that the cable system pe�torms as wouid be expected if all defective camponents
were replaced;with high-quality components given manuiadurefs specifications for the
newly-instailzd equipment; and (c) implement quality control and testing procedures that
wil! ertsure hat every part of the cable system fundions to deliver high quality seniice to
subscribe�
63
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6. Construction schedu{e, The upgrade must be completed within 36 monihs of the
eYective date of the frenchise. The upgrade sha11 proceed in accordance with the
construction schedufe shown on the table at the end of this Exhibit A.
7. Company shaN assure that pre-installation quality control i5 performed on
replacement cable and equipment. 1n the case of passive components, this wili include
random testing to verify compliance with the manufacturers' specifications.
g, Company shall perform acceptance tests on each construction area segment as it is
compieted. The test should indicate that ail parts of the cable system are operating as
expected, and satisfying all applicabie technical standards at ful! bading. Company shau
ensure that subscriber drops can deliver all the se�vices provided by the upgraded system,
wi[hout noticeabte signal degradation and in a manner consistent'with sound engineering
prectices; and shall ensure that drops are replaced that are physically defective or where
the signa{ fevel exceeds tfie levels provided for in the system design plan consistent with
;
the tap windows.
9, Beginning November 7, 199& and every month th,ereafter, city and company wiil
meet to discuss the progsess of the upg2de, and to attempt to work cooperatively to speetl
the construction process (by e.g., discussing any probtems in obtaining permits) and to
minimize the impad upon subscribers. At each meeting, company shall provide a detailed
written progress report on the upgrade, describing iq' its progress in satisfying the
requiremenfs of its ftanchise and in particular, this;Exhibit A.
10. Company will take prompt corrective
on the ca61e system are not operating as exF
do not comp�y wifh the requirements oE this 1
DESCRIPTION OF WORK
Engineering pianning
Construction strand and equipment
Additional fiber opticai cabie and nc
insta!lation e
Fiber opticat node upgreding
Coaxiai amplifier replacement
Passive equipment replaceme
System balancing and p�oof-5
re-spacing
12-78
2430"
30-36'
36
' Dates are in monthsfirom the effedive date of the franchise. Specific work will be
worked in phases. Some ases wil4 ba compieted earlier, Some phaseslwork areas may
require minor touch-up b ors they afe complete. Higher number is outer limii. LoweT
number is when most s ould be complete.
(;\My Dnn3mznts�S1
'(:SV 1'�anchisz - vG.�'I,A
6Q
if it finds that any facifi2ies or equ�pment
or if it finds that facilities and equipment
�e or applicable law.
TO BE COMPIETED BY
6
12-18'
12-18'
OP9 7R ' UA 7L1: d'2 � dD200 PAGE, �5
x TLiTRL PGfs.6� ��:k
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Appendix _. Cable Communications Franchise--Continental Cablevision of St
Paul, Inc.�
Cross reference(s)--Cable communications service, Chapter 430.
WHEREAS, The City of Saint Paul has, foliowing reasonab{e notice, conducted a public
hearing affording all persons reasonable opportunity to be heard, which proceeding was
concemed with the analysis and consideration of the technical ability, financial conditi
legal qualification and general character of Continental Cablevision of St. Paul, Inc.
("CCSP") ; and
WHEREAS, The City of Saint Paul after such consideration, analysis and d eration
has approved and found sufficient the technical ability, financial conditio egat
qualification, and character of said CCSP; and
WHEREAS, The said City of Saint Paui has at the said public he g, also considered
and analyzed the plans of CCSP for the upgrade of the cable s tem and found the
same to be adequate and feasible in view of the needs and r�uirements of the entire
area to be served by the said system, subject to certain co itions; and
WHEREAS, To the knowledge and belief of the City
procedure used in formulating and awarding the sa
complies with the franchise standards of Minneso�
�aint Paul this franchise and the
in alt things and in all ways
ate Law;
NOW, THEREFORE, The City of Saint Paul es ordain that there is hereby created,
granted, and established for CCSP a full a complete nonexclusive franchise for a
period of ten(10) years, with a five-year ension option, for the construction, operation
and maintenance of a cable system wi n the City of Saint Paul.
Provided, however, that the said fr chise shall be subject to the following terms and
performance conditions as set f h herein.
ARTICLE I. GRA OF FRANCHISE AND GENERAL PROVISIONS
Section 700. Title
This ordinance
hereinafter "fra
Code of the Ci�
Section
h�f be known and may be cited as the "Saint Paui Cable Franchise,"
�f'iise," and it shall become a part of the ordinances and Legislative
of Saint Paul.
Definitions.
For th urpose of this ordinance, the following terms, phrases, words and their
deriv ions shall have the meaning given herein. When not inconsistent with the context,
wo s used in the present tense include the future, words +n the piural number include
the singular number, and words in the singular number include the plural number. The
words "shall" and "will" are mandatory and "may" is permissive. References to officials,
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departments, agencies or ather entities, whether defined or not, shati be read to refer to
the same, or their authorized successors. References to statutory provisions shall refer
to those provisions as they may be renumbered from time fo time. References to
appiicable law or to any part of the Legislative Code of the City of St. Paul refer to the
same as they may be amended from time to time during the term of the franchise.
Words not defined shall be defined as in Chapter 430 of the Legisiative Code of the City
of St. Paul; if not defined there, as defined in 47 U.S.C. §521 et. seq.; if not defined
there, the words shall be given their common and ordinary meani�g. �
9o1.(a). Basic service or basic cable service shall have the same eaning
as the term "basic service" under federal law; except that e basic
service shall also be deemed to include any service ti hat includes
the public, educational and governmental access c nels.
101.(b). Cable service means
101.(b).(1). the one-way transmission to scribers of (A) video
programming, or (B) other ogramming service, and
101.(b).(2). the subscriber inte
selection or use of
programming sery,�
n, if any, which is required for the
video programming or other
901.(c). Cable system has t�`same meaning as the term cabie system
under federal law. In dition, unless the context clearly indicates
otherwise, the term able system in this franchise means CCSP's
cable system, a�'all equipment, facilities and devices appurtenant
thereto.
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101.(d). City is tt�ie Gity of Saint Paul, a Minnesota municipal corporation,
as it exis s�and as its borders may from time to time be changed.
Where e franchise requires that an action be taken by the city, that
actio ,r� ay be taken by any person authorized to act on the city's
901.(e),�` CompanyisCCSP,
� �awarding a franchise, c
assignee.
the grantee of rights under this ordinance
r its permitted successor, transferee or
(fl. Converter shall mean an electronic device which converts signals
from cable distribution system frequencies to a form receivable by a
television set.standard broadcast frequencies.
901.(g). Council is the city council of the City of Saint Paul.
909.(h). EasementDedication shall mean those rights-of-way maintained
for the benefit of the public and controiled by city, the terms,
conditions or limitations of which are not inconsistent with the
erection, construction or maintenance of a cable system, its
structures or equipment..
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101(i) (ReservedJ
901.(i). Easement shall mean those rights-of-way owned by the city, the
terms, conditions or limitations of which are not inconsistent with he
erection, construction or maintenance of a cable system, its
structures or equipment.101. (j). Economicaliy disadvantage shali
mean those persons who receive assistance under any of e
following programs: the Min�esota Telephone Assistan Plan
("TAP"); Food Stamps; Minnesota Famity lnvestment rogram;
General Assistance.; or Medical Assistance.
>01.(k). Expanded basic service for purposes of S ions 101 p), 300(g)
and 305 means all subscriber services othe an basic service
provided by the company covered by a re lar monthiy charge paid
by ail subscribers, but not including opt' nal programming offered on
a pay-pervchannel or pay-per-view b is or usage sensitive pay basis.
901. p). Gross revenues shall mean revenue derived directly or
indirectiy by the company, its liates, subsidiaries, parent, and any
person in which the compan as a financial interest from or in
connection with the opera ' n of the cable system to provide cable
services. Gross revenu shali inciude, by way of example and not
limitation, revenues fr basic service, other cabie service tiers,
monthly fees for mo ly fees fior pr programming offered on a per-
channel or per-pro ram basis, installation and reconnection, leased
channel feesnel es, , converter rentals, studio rental, production
equipment an ersonnel fees, interactive cable service, advertising,
cable store s es, late payment service fees and other services
offered ov the system. Gross revenues shall not include any taxes
on servi furnished by the company herein imposed directly upon
any su criber or user by the state, city or other governmental unit
and c lected by the company on behalf of said governmental unit.
The anchise fee is not such a tax.
109.(m) lnstallation shall mean the connection of the system from
eeder cable to subscribers' facilities.
Loca/ means within the City of St. Paul.
(o). Lockout device is an optional mechanical or electrical
accessory to a subscriber's terminal which, when activated, inhibits
the viewing of a certain channel or channels provided by way of the
cable system.
101.(p). Make-ready shail mean the rearrangement of existing wires on
utility poles performed by telephone and etectric utility companies to
allow for the addition of cable plant on such poles.
101.(q). Non-profit institution means (1) a person, other than a
religious organization, which qualifies for federal tax exempt status;
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and (2) any govemmental body, agency, department, or commission;
accredited school; library; hospital; or any legal entity contracting with
the city to provide social services,; whether or not such entity falls
within the scope of subdivision (1).
901.(�). Person includes any individual, corporation, partnership,
association, joint stock company, trust, or any other legal entity,
including the Citycity.
101.(s). Person with disabiiities means any tiving person at: (1)
receives assistance under the Social Security disabili nsurance
program, or the Supplemental Security Income (SS disability
program; or (2) has been issued an identifying c ficate by the State
of Minnesota for persons with physical disabili ' s; or (3) receives any
vocational rehabilitation services pursuant t ection 268A.01 of the
Minnesota State Statutes.
901.(t). Public property is any propertyFjSwned by the city other than a
street or sidewaik. �r%
10>(u) [Reservedj
109. jv), Senior citizen ans any living person over 65.
101.(w). Sidewalk s II mean that portion of a highway, other than the
roadway, set ap by curbs, barriers, markings or other delineation
for pedestrian , avel, including parkways, not on private lands.
101. (x). Su criber means the city, any government entity or any other
person o legally receives any cable service delivered over the
cable stem.
101.(y). Street shall mean the surFace of and the space above and
b ow any public street, road, highway, freeway, lane, path, public
ay or place, alley, court, sidewalk, boulevard, parkway, drive, or
other easement or rights-of-way now or hereafter hefd by the city fior
the and shail include such other easements or rights-of-way for the
purpose of public travel as shall be now held or he�eafter held by
thecity which shall within their proper use and meaning entitle the city
and theits company to the use thereof for the purpose of installing or
transmitting cable transmissions over poles, wires, cables,
conductors, ducts, conduits, vaults, manholes, amplifiers, appliances,
attachments and other property as may be ordinarily necessary and
pertinent to a cable system.
109.(z). Usershall mean any individual, institution, organization, or
business that purchases any portion of the company'sfranchise's
bandwidth for de{ivery of programming or services or for receipt of
programming or services, or which is entitted to use any portion of the
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bandwidth at no charge.
>09.(aa). Video channel shall mean a 6 MHz band of the
electromagnetic spectrum which is capabie of carzying at least
video signal. �
901.(bB). Walkout shall mea� the process whereby a cabl ompar
and telephone and electric utility companies inspect u" poles
throughout the city to determine the amount of ma -ready to be
performed by the utiliiy companies.
Section 1U2. Franchise administrator.
The city may from time to time designate an entity to b�sponsible for the continuing
administration of the cable franchise and for the pla�g and development of cable
communications services by providing written notic f the designation to the company.
The designee as of the effective date of this francb�se shall be the city's cable
communications officer. Any action taken by s" h designee, within the scope of the
authority granted by the city, and any notice r eived from such designee, shall be
treated as an action of, or notice by the city �
Section 103. Grant.
The city hereby grants to company nonexclusive ten-year cable system franchise as a
renewal and repfacement of the c ompany's existing franchise dated November 10,
1983, as amended, to provide c le service, subject to all the terms and conditions as
herein provided. Nothing in thi franchise authorizes the company to provide non-cable
services (other than the serv' es that the company is required to provide fior the city or
the city's authorized users� connection with the provision of the institutional network).
If the company is authori d to provide non-cable services, the city may either by
separate ordinance or amendment of this ordinance esiablish addiiionai conditions or
requirements related the provision of those services or to the use of streets or public
property in connecti with the provision of non-cable services, and no provision in this
franchise shafl op ate as a limitation on the city's authority in this regard. Provided,
however, nothin erein is intended to grant the city greater rights with respect to
franchising tele ommunications providers than it has under applicable law, as amended
from time to t' e.
Section 1�4. Rights and privileges of company.
The fra chise granted by the city pursuant to this ordinance shall grant to the company
the ri t and privilege to erect, construct, operate and maintain in, upon, along, across,
abo , over and under the streets now in existence and as may be created or
es blished during its terms, any poles, wires, cable, antennas, towers, underground
c duits, manholes and other television conductors and fixtures necessary for the
aintenance and operation of its cable system for the provision of cable service in the
City of St. Paul on the terms and conditions hereinafter set forth. The franchise is not in
lieu of any permit or other requirements that exist or may be established by the city.
Permits must be obtained at the time and in the manner the city may specify, and permit
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conditions must be strictly adhered to. The franchise does not grant the comp f the
right to occupy any paRicular location upon, along, across, above, over and - der the
streets; nor does the franchise permit the company to interfere with the us of the
streets by others or to occupy other public propeRy. i`
Section 105. Agreement.
105.(a). Company agrees to be bound by all the t"ms and conditions
contained herein, in the attachments heret ;' and in the agreements
referenced therein, and by the terms and' onditions of the
Agreement dated April 15, 1998 as if ' set forth herein.
�
105.(b). The company also agrees to pr ` ide the following broad
categories of services, in additio, 'to providing the channels for PEG
use: �
105.(b).(1)
105.(b).(2).
105.(b).(3)
105.(b).(4j.
105.(b).(5)
cable services re�ponsive to the needs and interests of the
community thr ° ghout the franchise term, as determined
through surv � s or studies of Si. Paul subscribers;
�
public aff rs and news programming about the City of St.
Paul; �`
affairs and news programming about the Twin Cities
channel or channels of children's programming;
a channel or channels of arts and culturaf programming;
a channei or channels of programming of special interest
to minority groups.
105.(c).� The company agrees that, throughout the term of this franchise, it
hall make available at least the percentage of channels it was
required to make available for commercial use under 47 U.S.C. §612
as of the effective date of this agreement. These channels, referred
to as "leased access" channels in this franchise, shall be available for
lease by any person unafifiliated with the company, or to the city, to
provide any services.
06. Term.
106.(a). The term of the franchise to be granted by the city pursuant to this
ordinance shall be for a period of ten years from and after the
effective date, excluding any period of time during which the company
is enjoined by a court of competent jurisdiction from pertorming its
obfigations under the franchise.
106.(b). Notwithstanding the foregoing, the franchise term may be
extended for an additional five years by the city acting unilateraliy, or
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upon request of the company, if the city, in its sole discretion,
determines that:
106.(b}.(1). the pub{ic interest wouid be served thereby; or
106.(b).(2).
(A). the company has satisfactorily complied with
obligations hereunder; and �
(B). the cabte system is meeting the cable-. ° ated needs and
interests of the community, and the forceable
commitments of the company are� `� ch that the cable
system is expected to meet the, " eds and interests of
the community over the eacten o� term.
106.(c). References to "franchise term" in
franchise term and any renewals or E
Section 107. Effective date.
The franchise term shall commence and be in
107.(a). Company's delivery
107.(a).(1). a signed
franchise refer to the
sions thereof.
upon the later of the following:
city cierk of:
of the franchise;
107.(a).(2). proof th�t the insurance, bonds and letters of credit
requir,�d hereunder have been obtained and are in force;
107.(a).(3). pa�inent by the company of costs for the publication of this
o,�dinance; and
107.(a).(4). ,�` payment of any amounts due on or before the effective
� date and provision of any proofs and documents due on or
,,� before the effective date.
if the
107.(b). , by the cCity of a certain tTransaction described more
f."ly in the March 11, 1998 request for approval of a change in the
` orporate structure of company's ultimate parerrt, U S WEST, U.S.
' West, Inc., which will result in a separation of US WEST's the
" telephone and cable system operations; provided that, this paragraph
r 6 shall not appty if the March 11, 1998 request for approval is
� withdrawn or otherwise materially modified.
chise has not become effective prior to July 31, 1998, then the grant of the
shall be of no force and effect, and the company shall have no rights
108. Area.
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This franchise is granted for the entire area of the City of Saint Paul as it exists and as
its borders may from time to time be changed. The company shail provide cable service
throughout the entire franchise area.
Section 109. Fees, payment of fees and penalties.
109.(a). Throughout the term of this franchise, company shalt pa o city a
franchise fee of five (5) percent of gross revenues. Provid that, the
city may at any time increase this fee to the maximum t t may be
charged consistent with state and federal law, should e fiederal law
limit change or be eliminated. However, the city m not increase the
franchise fee except after providing the company 0 days advance
written notice, and providing company the opp unity to comment on
the proposed cha�ge within that 90-day peri9 .
109.(b). The following shall not be included ir� "ross revenues for purposes
of calculatiRg the fra�chise fee: rReim� rsements received by the
company from programmers for the � sts actually expended by the
company in a temporaryjoint mar ,'ing campaign.
109.(c). Gross revenues shali be re by the amount of bad debt
expense (using the direct wr �-off method). For purposes of this
Section 109(c), the term `b debt expense" refers to amounts
lawfully billed to a custorr� r and owed by the customer for cable
service and accrued as venues on the books of company, but not
collected after reason ' fe efforts have been made to collect the
charges. Bad debt 'pense, by way of example and not limitation,
does not include t amount of discounts, promotions, or credits
provided a subscyiber that may reduce the amount a subscriber owes
to the company��Provided, howeve�that (1) the bad debt expense
deduction m�p✓not exceed two per cent of gross revenues for any
quarter; an,�{'2) bad debt expense is again treated as revenue when
109.(d). Th��xclusion of the foregoing reimbursements and bad debt
exper,�s�e from the franchise fee calculation shall not be read to
sugg�st that any other reimbursement, similar or dissimilar, shouid or
sh�iald not be excluded from the calculation of gross revenues.
� The parties agree that internet service shall be treated as a cable
service for purposes of this franchise and a franchise fee paid on all
revenues therefrom until such time as court or agency of competent
jurisdiction over this franchise rules that the service is not cable
service and all appeais from the decision have 6een exhausted.
109.(fl. The franchise fee and any oiher cost or penalties assessed shall
be payable, except as otherwise specified in this franchise
agreement, quarterly to the city o�ce of financial services, and the
company shall file a complete and accurate verified statement of all
gross revenues within the city during the period for which said
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quarterly payment is made, and said payment for each quarter shall
be made to the city not later than forty-five (45) days after the
expiration of the quarter when due.
109.(g), in addiiion to its other rights to review and copy the company's
records under other provisions of this franchise or the St. Paul
Legislative Code, the city shall have the right to inspect the
company's records to determine whether the company ha ,�paid the
franchise fee owed. The city may, but is not required to j aiadit such
records and to recompute any amounts determined ta;be payable
under this ordinance. The company shall reimburse.r�ie city for all
expenses incurred by the city in conducting the a�it where such
audit shows the company's fee payment for an�l;%quarter reviewed is
five (5) percent or more under the amount foytnd by the city to be due
and owing. ��/
109.(h). In the event that any franchise payrrient or recomputed amount,
cost or penalty is not made on or bef�e the applicable dates
heretofore specified, interest shall f b� charged daily from the date of
such default or delay at the rate of interest which is the prime raie
charged by the First National Bank of the City of Saint Paul for
preferred customers as adju�ted on the first day of each month for the
month in which such defau�or delay first occurred.
109.(i). The acceptance by�tie city of any franchise fee payment shall not
be construed as an ac,cord that the amount paid is in fact the correct
amount, nor shall s�ch acceptance of such franchise fee payment be
construed as a release ofi any claim the ciiy may have for additional
sums payable. /,%
f
109.Q). The franchise fee payment is not a payment in lieu of any tax, fee
or other assessment except as specifically provided in this franchise,
or as req i�ed by applicable law. By way of example, and not
limitatio ; permit fees and business fra�chise taxes are not waived
and re, ain appficable.
Section 110. Use of company facilities.
The city shall hav he right, during the life of this franchise, to install and maintain free
of charge upon t e pofes of the company any wires and pofe fixtures that do not
unreasonably i erfere with the cable service operations of the company; provided,
however, that, he city wili hold company harmless for any damages resulting from the
city's neglig nt installation or use of said wires and/or poles or pole fixtures.
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Section 111. Rates.
111.(a). Except to the extent and for the time prohibited by federal law, all
of company's rates and charges are subject to regulation and prior
approval by the city. ,
111.(b). Rates and charges that are subject to regufation shall be
reasonabie. Company shall maintain a current list ofi ail rates nd
charges with the cable communications officer. The first li (the
"initia{ rates") shall be filed with the city on or before the ective date
of the franchise. Changes in rates and charges requir he prior
approval of the city, except as federal law otherwise rovides. Both
initial rates and subsequent rate changes shall be bject to review
and company may be required to refund excess� e rates. excessive
rates.
111.(c). Except to the extent the city may not e such a requirement,
the company is prohibited from discrimi ting in its rates or charges
or from granting undue preferences t� ny subscriber, potential
subscriber, or group of subscribers, potential subscribers; provided,
however, that company may offer� "emporary, bona fide promotional
discounts in order to attract or rrfaintain subscribers, so long as such
discounts are offered on a nor�discriminatory basis to similar classes
of subscribers throughout t, franchise atea; provided furfherthat
discounts are permitted f" senior citizens, people with disabilities, or
the economically disadv ntaged and in any case where the company
such other discounts company is required to provide a discount,
or is expressly entitle�d to provide a discount under federal law, so
long as such dis nts are applied in a uniform and consistent
manner. ;
111.(d). Equipmeqft security deposit option and recovery costs:
111.(d).(1). The company reserves the right to charge a deposit for
converters or other terminal equipment piaced in
� subscribers' homes.
11�d�.(2). The company reserves the right to charge full
replacement, repair and administrative costs for converters
� or other company-owned equipment which is lost, stolen or
damaged through neglect or misuse by the customer, so
fong as it is not aiready recovering those charges through
other rates.
111.(d).(3). The company reserves the right to refuse service to any
subscriber for bona fide credit reasons and may levy
reasonable collection charges on overdue or delinquent
accounis. Provided, however, that a subscriber must be
reconnected upon request if the subscriber pays the
amount owed to the company, the reconnection fee, and
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provides any lawfuily required deposit.
111.(d).(4). Deposits must be retumed within 30 days of the date
subscriber terminates service.
111.(e). The company shall provide at its cost of labor and m "als an
antenna-cable switch to any subscriber requesting such `switch.
111.(�. Prewiring Projects:
111.(fl.(1). The owner or builder of a residential� °r commercial
building or other project shall hav�s fie right to prewire an
entire project for cable service. ; �he company shall
connect its cable system to the�wiring installed by the
owner or builder, so long a��ie prewired installation uses
internal cable wiring that r�eets or exceeds the company's
specifications for instali�ons that the company applied to
itself as of the date th,��project was undertaken.
111.(fl.(2). The company shaJ}`publish specifications for internal cable
wiring, and shal��ovide a copy of those specifications to
any person up� f� request. A copy of the specifications
shalt be provi€ied to the cable communications officer on or
before the, ��fective date of the franchise, and any change
in the spe�ifications must be filed prior to the date the
change�'go into effect.
111.(�.(3). The�wner or builder may request inspection and approval
of �tptemal wiring according to a schedule suppiied by
,� bmpany. Company shall inspect and provide technical
ssisYance at its cost upon request.
111.(fl.(4).��" Nothing in this section prohibits the company from refusing
� to connect to a prewired building if the prewiring causes
signai leakage in excess of amounts permitted under
' applicable law.
111.(�. The company shall offer the greater of a one doflar ($1.00) per
month or ten percent (10%) per month discount on basic service for
�; senior citizens, persons with disabilities and persons who are
economically disadvantaged . The company shall offer a ten percent
(10%) discount on other cable services that it offers to senior citizens,
persons with disabilities or the economically disadvantaged. The
company may require persons who seek to take advantage of the
discount to provide reasonable proof that they are eligible for the
discount. Age may be proven by presentation of a birth certificate,
passport, or valid, state-issued photo identification card. Proof of
eligibility for discount on grounds of economic disadvantage may be
shown by any document from an agency or company responsible for
any of the programs referenced in Section 101 Q), showing that
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person seeking the discount is served by any of the programs
described in 101(j). Proof of eligibility for discount on grounds of
disability may be shown by any document from an agency or
company responsible for any of the programs referenced in Se
101(s), showing that person seeking the discount is served " ar
the programs described in 101(s), or by presentation of th ertif
described in 101(s)(2).
111.(h). 1Nhere subscriber network installation as
Section 305 is made without charge to gover
nonprofit institutions that include living quarte
charge for ail services to individual living unit
including, but not limited to, individual stude�
dormitory rooms) and hospital rooms. Roarr
stations are not treated as living quarters%�or
111(h). ,/
of
in Article III,
educational and
rs, e company may
s, �ithin such building,
housing units (i.e.,
s within fire and police
purposes of this Section
111.(i). Except as federal law requires.dfherwise, service requests for
maintenance or repair of cable f i ° ilities are to beare pertormed at no
charge unless such maintenance or repair is required as a result of
damage caused by a
Section 112_ Rate regulation
112.{a). Pursuant to Saint Paul City Charter, section 16.03, all rates and
charges (collectivefy r�ferred to as "rates") that must be regulated in
accordance with reg�lations established by the federaf government
shall be regulated,�i'y the city in conformity with those applicable
regulations, and ��e procedures set forth in the St. Paul Legislative
Code and this ��reement. Other rates that are subject to regulation
shall be regul�ed in accordance with the St. Paul Legislative Code
and this agr¢ement. To the extent that any provisions of this franchise
or of Saint�Paul Legislative Code are inconsistent with appiicable
federal r,egulations, the federal regulations shall contro{.
112.(b). A for a change in rates shall be filed in accordance
with�ocedures established in Saint Pauf Legislative Code at least
120�days prior to a proposed change in the rates, except insofar as
fe�eral regulations preempt these requirements. If the city
etermines, after hearing that the company has failed to show that
, the rates are justified, or if the city determines that the rates are not
justified, it may set the appropriate rate and order refunds of a�y
excess amounts collected from subscribers. For rates existing as of
4 ; the effective date of the franchise that have not been approved
��' pursuant to FCC procedures, the city reserves the right to require the
company to prove that the rates are justified. ff the company fails to
show that the rates are justified, or the city determines after hearing
that the rates are not justified, the city may establish the appropriate
rate and order rates reduced accordingly. Final rate orders
establishing rates or ordering refunds shall be issued by the Citycity
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Councilcouncii, and may be adopted by resolution.
112.(c). Shouid the company decide to raise rates, it shall file its sc dulE
of new rates and the relevant portions of the minutes of the ard of
directors or executive committee meetings at which such r'e
increase was discussed. '
Section 113. Costs.
Unless expressly provided otherwise, costs associated wit 'the issuance or
transfer of, and company's compliance with, this franchise and " h appiicable law shall
be borne by the company, and with no cost to the city. Costs � cidental to the awarding
of this franchise shall include, but shall not be limited to, all sts incurred by the city, its
staff, appointees or elected officials in assessing the need 'or franchising the cable
system. Such costs shall also include, but not be limited o, any publications of the
franchise and notices prior to any public meeting provi ed for pursuant to this franchise,
and the costs incurred by the city in its study, prepar ion of applications for the
issuance of a franchise to company or the transfer " f the franchise to another person,
The company will reimburse the city for costs the ity incurs in connection with the
foregoing within 30 days after the date a bill of sts is sent to it.
Section 114. Notices.
Ail notices from company to the city purs ant to this franchise shail be filed with the city
cierk and with the city's cable communi tions o�cer. Gompany shall maintain with the
city, throughout the term of this franc se, an address for service of notices by mail.
Company shall also maintain with i,' city, a local office and telephone number for the
conduct of matters related to this f nchise during normal business hours.
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Section 115. Letter of credit.
115.(a). Prior to the effective date of its franchise, the company shall
deposit with the city a letter of credit from a local financial instit on in
the amount of one hundred thousand dollars ($100,000.00). e cCity
must be able fo draw upon the letter of credit if it has follow d the
procedures described below, even if there is a dispute a o whether
there has been an act or omission that would entitle th cCity to call
upon the tetter of credit. Upon completion of the sys m upgrade
required under Article II I(including, by way of exa le and not
limitation, completion of the institutional network� pgrade), the
company may reduce the letter of credit amoutnt to fifty thousand
dollars ($50,000.00). The form and content�such letter of credit
shaN be approved by the city attorney. Th�e%`(etter of credit shall be
used to insure the faithful performance kx� the company of all
provisions of this frenchise; and compJrance with all orders, permits
and directions of any agency, commission, board, department,
division or office of the city having.a jurisdiction over company's its
acts or defaults under this francY�se; and the payment by the
company of any claims, liens �id taxes due the city which arise by
reason of the construction, operation or maintenance of the system.
f
115.(b). Whenever the city sh�({ receive payment of any amount against
the letter of credit pursuant to this Section 115, the company shall pay
to or deposit with the �nancial institution with whom it maintains said
letter of credit an ar�ount sufficient to replenish the letter of credit to
its full value of one'hundred thousand do{lars ($100,000.00) if during
the period of thef`system upgrade required under Article III or of fifty
thousand doll�fs ($50,000.00) if after compietion of that system
upgrade, wit�iin ten (10) days after the company has been tendered
delivery by �egistered maii, retum receipt requested, of the request for
payment.:The cabie communications officer shall be furnished with
written p�oof of replenishment not later than twenty-four (24) hours
after it�is accomplished.
115.(c). 1f the company fails to pay to the city any compensation within the
ti�e fixed herein or within this franchise ordinance; or fails, after ten
10) days' notice, to pay to the city any taxes due and unpaid; or faiis
to repay the city within ten (10) days any damages, costs or expenses
which the city is compeiled to pay by reason of any act or defauit of
the company in connection with this franchise; or fails, after three (3)
days' notice of such failure by the city, to comply with any provision of
this franchise which the city reasonably deterrnines can be remedied
by demand on the letter of credit, the city may immediately request
and receive payment of the amount thereof, with interest and any
penalties, from the financiaf institution holding the letter of credit.
Upon such request for payment, the city shall notify the company of
the amount and date thereof.
115.(d). The rights reserved to the city with respect to the fetter of credit
14
9��3�
are in addition to atl other rights of the city, whether reserved by this
franchise or authorized by law, and no action, proceeding or exercis
of a right with respect to such letter of credit shall affect any other
right the city may have.
115.(e). The letter of credit shalf contain the foltowing
"It is hereby understood and agreed that this letter of �`edit may not
be canceled by the financiat institution nor the inten�,'�bn not to renew
be stated until thirty (30) days after receipt by th/�ity, by registered
mail, of a written notice of such intention to ca I or not to renew."
115.(fl. Neither withdrawal of money by the cit�ursuant to this provision
nor wording contained herein shall be c�strued as a limitation of the
company's right to contest penalties ur�der Saint Paul Legisfative
Code, Section 430.037. ;,�
Section 116. Bonds.
116.(a). At the time this franchisediecomes effective pursuant to ARicle I,
Section 107 of this franchi��ordinance, the company shall flle with
the city clerk and shall rr}aintain during the system upgrade required
by Articie III the followi�g bonds:
/"
.�'
116.(a).(1). A labor,and material payment bond in the sum of one
million. ($1,000,000.00).
116.(a).(2). A�aithful perFormance bond running to the city in the
peiial sum of one miliion doliars ($1,000,000.00)
,��onditioned upon the faithful performance of the company
; ;�of ail the terms and conditions of this franchise and upon
�'� the further condition that, in the event the company shali
!r fail to comply with any law, ordinance, rule or regulation
� governing this franchise, there shall be recoverable jointly
� and severally from the principal and surety of the bond any
� damage or loss suffered by the city as a result, including
�r� the full amount of any compensation, indemnification or
� costs of removal or abandonment of property of the
company, plus costs and reasonable attorney's fees up to
the fufl amount of the bond.
16.(b). Following the satisfactory completion of all construction required
by Article IIl (including, by way of example and not limitation,
completion of the institutional network upgrade}, the initial
construction bond shali be released, assuming there are no
outstanding defaults. The company shall file with the city clerk and to
maintain throughout the term of this franchise a labor and material
payment bond in the amount of five hundred thousand dollars
($500,000.00). The city may require the company to increase the
amount ofi ihis bond ifi the city concludes ihat it is necessary to do so
15
9� a3 �
given the amou�t of construction being perFormed by the company r
based upon the harm being caused by the company to streets o
public or private property.
116.(c). Following the completion of the upgrade required by " icle Itl and
until such time as the company has liquidated alI of its ligations with
the city the company shall file with the city clerk an aintain
throughout the term of this agreement a faithful pe� ormance bond
running to the city in the penal sum of five hundc d thousand dollars
($500,000.0�) conditioned upon the faithful pe ormance of the
company of all the terms and conditions of t" s franchise and upon
the further condition that, in the event the, ompany shall fail to
comply with any law, ordinance, rule or gulation governing this
franchise, there shall be recoverable ' intfy and severally from the
principal and surety of the bond any" amage or loss suffered by the
city as a result, including the full ount of any compensation,
indemn�cation, or cost of remo " I or abandonment of property of the
company plus costs and reas able attorney's fees up to the full
amount of the bond. J�
116.(d). The bonds shall be s�i`bject to the approval of the city attorney and
shali contain the followj�iq endorsement:
"It is hereby under, od and agreed that ihis bond may not be
canceled until si ,"(60) days after receipt by the city attorney, by
registered mail,,.'eturn receipt requested, of a written notice of intent
to cancel or n- to renew."
116.(e). The rig ts reserved by the city with respect to the bonds herein
are in ad tion to all oiher rights and remedies the city may have
under tl�is franchise or any other law.
Section 117. Liabititv�and insurance.
117.(a). � The company agrees by the acceptance of this franchise to
� demnify, keep and save the city free and harmless from liability on
account of injuries or damage to persons or property arising out of the
, construction, maintenance, repair and operation of its cable system.
in the event that suit shall be brought or that recourse or damages
shail be sought against the city either independently or jointly with the
company on account thereof, the company upon notice by the city
sha11 defend the city in any such suit or action at the cost of the
company, and in the event of final judgment being obtained against
the city either independently or jointly with the company, the company
shall indemnify the city and pay such judgment with all costs and hold
the city harmless therefrom.
117.(b). The company shall pay and by its acceptance of the franchise
specifically agrees that it will pay all additional expenses incurred by
the city in defending itself with regard to all damages and penalties
16
��-a3 �
mentioned in subsection 117(a). above. These additional expenses
shall include, but not be fimited to, fees for outside attomeys and
special consultants. ,
117.(c). The company shall maintain, and by its acceptance of th�
franchise specificaliy agrees that it wiil maintain throughout t ter
of the franchise, liability insurance insuring the city and the/� ompa
with regard to all damages mentioned in subsection 11/�I�a'�. "in the
minimum amount of: I
117.(c).(1). $500,000.00 for property damage to
117.(c).(2). $2,000,000.00 for property
117.(c).(3). $1,000,000.00 for personal
117.(c).(4). $2,000,000.00 for personal
one person;
any one accident;
to any one person; and
in any one accident.
117.(d). The insurance policy obtaine�y the company in compliance with
this section must be approved � the city attorney and such insurance
policy, along with written evid ce of payment of required premiums,
shall be filed and maintainec��ith the city clerk during the term of the
franchise, and may be
liability limits. The com
attorney of any litigatic
insurance, i,
117.(e). Neither the
by the city th�
the company
117.(�. All i
contain
ed from time to time to reflect rising
shall immediately in writing advise the city
t may develop that would affect this
�ns of this section or any damages recovered
shall be construed to or shall limit the liability of
its franchise for damages.
policies maintained pursuant to this franchise shall
inq endorsement:
"It is hex,�by understood and agreed that this insurance policy may not
be ca j 'eled nor the intention not to renew be stated untii sixty (60)
days'after receipt by the city, by registered mail, of written notice of
su,- intention to cancel or not to renew."
117.(g)'" Nothing in this section shall relieve any person from liability arising
out of the failure to exercise reasonable care to avoid injuring the
� company's facilities while performing any work connected with
� grading, regrading or changing the line of any street or putrlic place or
� with the construction or reconstruction of any sewer or water system.
117.(h). For purposes of this Article I, Section 117, the term "city" inciudes
the Gity of St. Paul, its elected officiais, officers, boards (including the
Board of Water Commissioners), commissions or employees.
118. lndemnification.
17
���
118.(a). Company shall, at its sole cost and expense, fuliy indemnify,
defend and hold harmless the city, its elected officials, officers,
boards (including the Board of Water Commissioners), commissi
and employees against any and all claims, suits, actions, liability
judgments for damages (including, but not limited to, reasonab
expenses for outside legal fees and disbursements and fiabil� s
assumed by the city in connection therewith):
118.(a).(1). InvolvingTo persons or property, in any way/ rising out of
or through the acts or omissions of comp � y, its servants,
agents or employees or to which comp �y's negligence
shail in any way contribute; /
118.(a).(2). Arising out of any claim for invas� of the right of privacy,
for defamation of any person, � or corporation, or the
violation or infringement of a copyright, trademark, trade
name, service mark or pat t, or of any other right of any
person, firm or corporati ,(excluding claims arising out of
or relating to city or ac ss programming);
118.(a).(3). Arising out of comp ° y's failure to comply with the
provisions of any�, deral, state or locai statute, ordinance
or regulation a� icable to company in its business
hereunder; j
11&.(a).(4). Arising ou f any claim wherein damages or any other
relief is ' ught as a result of the city's cable franchising
proce� re or as a result of the awarding of the cable
fran ise, or as a result of city's failure to award the
fra hise to any other person, paRnership, corporation or
o er legal e�tity. The indemnification provided for herein
all not extend or appiy to any acts of the city constituting
a viofation or breach by the city of the contractual
provisions of the franchise ordinance, unless such acts are
�� a result of the order of a court or administrative agency or
� are caused by the act or acts of company.; and
(ba).(5)). In the event that the city awards any additional cable
franchise in any future franchise process to a firm other
than company, then company agrees that it wiil not bring,
nor cause to be brought, any action, suit or other
proceeding claiming damages, or seeking any oiher reliefi
against city, its officials, officers, boards (including the
Board of Water Commissioners), commissions, employees
or agents, for any award of a franchise made in conformity
with appiicable state and federal law.
118.(ca).(6). TheSuch cost and expense covered by the indemnities
�
.•_ a
. �
shall include, but not be limited to, fees for outside
attomeys and special consuitants.
118.(db). The city shall give company reasonabie notice of the making
any c(aim or the commencement of any actio�, suit or other
proceeding covered by the provisions of this section. The co any
shall cooperate with the city in the defense of any such ac �, suit or
other proceeding at the request of the city; however, in t` absence
of such request, nothing herein shall be deemed to pr nt the
company from cooperating with the city and particip g in the
defense of any litigation by its own counsel at the ,; �npany's cost and
expense. /,�
118.(ec). No recovery by the ciry of any sum by re bn of the letter of credit
required in Article I, Section 116 shall be c E strued as any limitation
upon the liability of the company to the cj under the terms of this
section, except that any sum so receiv � by the city shall be
deducted from any recovery for the me damages which the city
might have against the company u er the terms of this section. The
provisions of this section shail n e dependent or conditioned upon
the validity of this ordinance or e validity of any of the procedures or
agreements involved in the a ard or acceptance of the franchise, but
shall be and remain a bindi obligation of the city and company even
if this ordinance, any K
null and void in a legal
the intent of company
survive any such d �
shall inure to the e
and assigns, if ��
ereof, or grant of the franchise is declared
administrative proceeding. It is expressly
d city that the provisions of this section shal!
ition and shall be a binding obligation of and
of the company and city and their successors
118.(fd). lt is the p�ose of this section to provide maximum
indemnific �� n to the city under the terms set out herein and, in the
event of � ispute as to this section, it shall be construed to the
greatest° tent permitted by law to provide for the indemnification of
the city,;;by company.
118.(ge). ,,: otwithstanding Section 117(g), to the extent permitted by law,
co,.'pany shall have no monetary recourse whatsoever against city for
a"y loss, costs, expenses, or damages arising out of any provision or
equirement of this franchise, or Chapter 430 because of the
enforcement of this franchise or Chapter 430, or any action taken
� pursuant thereto, including damages that may be caused by
movement or remova{ of the cable system during emergencies or in
the course of any other activity of the city in the pubtic streets or on
pubtic property, except in cases where the damage is the result of the
city's gross negligence or wiilful misconduct. In no event shall the city
be liable to the company for any losses resuiting from the interruption
of its business, or for any other consequential damages, punitive
damages or exemplary damages. The rights of city under this
Section 118(gfl are in addition to, and shall not be read to limit, any
19
9�
immunities the city may have under federal or state law or other
provisions of this franchiseAgreement.
Section 119. Service of process and consent to jurisdiction.
The company shall designate an agent within the city upon whom proces
against it may be served on behaif of the city or any other party in enforcing th'
franchise or in asserting any other right or claim. The company, for such pur es, and
any other purposes, hereby consents to, and submits to, the laws, jurisdi� and courts
of the State of Minnesota.
Section 120. Debt financing.
The company shall make a good faith effort to obtain deb ancing for
construction and operation of the Saint Paul cable system fro � Port Authority of the
City of Saint Paul; provided, that the terms and conditions fo � ch debt financing are as
favorable to the company as those available io ihe compa ' om other lending sources.
Section 121. Sale or transfer of the franchise; salejo,�/transfer of stock.
121.(a). The franchise shall not be a�ed or transferred or teased,
sublet or mortgaged in any m r whether by sale or lease of assets
or transfer of control of the c� any or its parents, or othenrvise,
either in whole or in part, n�hall title thereto, either legal or
equitable or any right, int� st or property therein, pass to or vest in
any person without the or written consent of the city council which
shall not be unreaso ly withheld. However, no authorization of the
council shall be req�' ed for any mortgage, pledge or other
encumbrance of t franchise ordinance or the company's cable
system as secu�' y for financing purposes, so long as:
121.(a).(1). '" mortgage, pledge or other encumbrance may not allow
i� ny person to succeed to the company's interest in the
� f " franchise or the system without the prior approval of the
,�' .� city; and
121. ��). the terms and conditions of the mortgage, pledge or other
encumbrance must be subordinate to the terms and
conditions of this franchise.
. The company shalt 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, or any other event constituting a transfer of
the franchise, and shall file a request for approval of the transfer as
provided in Chapter 430, containing such information as is required
therein. The word "control," as used herein, is not limited to major
stockholders, general partners and limited partners, but includes
actual working control in whatever manner exercised. Without limiting
the foregoing, a ten percent (10°l0) change or more in the ownership
of company shall be presumed to be a change in control. Every
20
��'-�3Y
change, transfer or acquisition of control of the company sha ake
the franchise subject to cancellation unless and until the co cil shall
have consented thereto, which consent will not be unrea abty
withhetd.
121.(c). The acts described in 121(a)-(b) are collectivel eferred to as
"transfers," and the entity or entities to whom tra er is to be made is
referred to below as the °transferee."
121.(d). For the purpose of determining whe
transfer, except as federal taw prohibits
inquire into the qualification of the pros
company shail assist the council in a
transferee must show financial resp s
and must agree to comply with
request for a transfer will not b�
determines, in light of the recq�
application, that: �
121.(d).(1), there will be
the city's int�
121.(d).(2). the trs
of the
the shall consent to a
' om doing so, the city may
�ctive transferee, and the
such inquiry. The proposed
ibility as determined by the city
sions of the franchise. A
i unless the councii
it, including the transfer
adverse effect on the public interest, or
� wiil agree to be bound by all the conditions
;e and to assume all the obligations of its
and
121.(d).(3). an utstanding compliance and compensation issues
h� e been resolved or are preserved to the satisfaction of
, "e city.
121.(e). Th�! onsent or approval of the council to any transfer shall not
consti�� te a waiver or release of the rights of the city, and any transfer
sha y its terms, be expressly subordinate to the terms and
co' itions of the franchise and any amendments or agreements
r ' ted thereto.
r
�-
121.(: : In the absence of extraordinary circumstances, the council will not
�- approve any transfer prior to substantial completion of the system
f upgrade required by Article III.
.(g). In no event shall any transfer be approved without transferee
becoming a signatory to the franchise , and any amendments or
agreements related thereto.
122. Right of municipal acquisition.
122.(a). In the event the company forfeits the franchise, or upon
revocation or other termination of the franchise pursuant to provisions
of this ordinance, or at the normal expiration of the franchise term, or
21
��-�3�
in the event of any transfer, city shall have the right of
purchase the cabie system. The city may, if it choose
cable system and its assets and transfer the system
to a third party purchaser; without limitation, the ci
such a purchase agreement before acquiring the bIE
assets from the company.
122.(b). If the city elects to purchase the sy
ofi the franchise term, or upon transfier,
shall be: the fair market value of the cs
business concem of the system, less�l
rs efusal to
cquire the
d ail iis assets
y enter into
system and its
m ` the normaf expiration
Y alue of the cable system
. system as an ongoing
value of the franchise. The
value of the cable system shall be d ermined by a panel of three (3)
independent appraisers agreed up by the city and the company.
Should city and company fail to ree upon the selection of ihree (3)
independent appraisers, each all select one appraiser. The two (2)
appraisers so selected shall en select a third. If the city elects to
purchase the system in the� vent of forfeiture, terminatioR or
revocation prior to the no al expiration date, the purchase price to
be paid by the city shall e an equitable price. The parties agree that
the equitable price sh be the company's capitalization cost less
depreciation. "Capit , ation cosY' shall mean the monies invested for
the tangible as:
assets such as
valuation shall
forfeiture, terr�'j
s at are being purchased, exclusive of intangible
dwill or value of the franchise. The date of
no earlier than the day foilowing the date for such
tion or revocation.
122.(c). Upon e rcise of this option and the payment of the above sum
by the cit nd its service of official notice of such action upon
compa , the company shali immediately transfer to the city
posse �;' ion and title to all facifities and property, reat and personal, of
the c le system, free firom any and ail liens and encumbrances not
agr�e' d to be assumed by the city in lieu of some portion of the
puh hase price set forth above; and the company shall execute such
y,v� rranty deeds or other instruments of conveyance to city as shall be
forthis purpose.
. Notwiihstanding the above, if the cable system or any part of the
cable system is abandoned by company, or if the company fails to
operate its cable system in accordance with this franchise during any
time +t is required to operate its cable system, or the company
otherwise terminates its franchise, upon reasonable notice of at least
thirty (30) days and an opportunity to be heard, the ownership of the
cable system or the abandoned portions thereof (as applicable) in
streets or an other public property, or such portion thereof as the city
may desire, shall be conveyed to the city and the city may sell,
assign, or transfer ali or part of the assets of the cable system, or the
cCity cCouncil, at its option, may use or dispose of the system as it
sees fit. The company shall execute such quit claim deeds and other
documents as may be necessary to transfer the cable system or
affected part thereof free and clear of liens and encumbrances to the
�
9�-a 3 y
��ty.
122.(e). Each contract entered into by company with reference to
system or operations under the franchise shall be subject to
exercise of the rights of the city under tfiis Section 122. �
122.{fl. Nothing in this franchise in any respect affects the y's powers of
eminent domain, or its right to exercise these powe vuith respect to
the cable system. �
122.(g). The company may not take any action th ould interfere with
the city's purchase rights, or take action th ouid have the effect of
limiting the facilities and equipment avail ;'e to the city.
Section 123. Certificate of confirmation.
The franchise shaN cease to be of any force
obtain any authorization required by state or feder
federal or state faw. ��
ARTICLE II. CABLE
Section 200. Cable commu
effect if the company fails to
at the time required by such
REGULATION AND ADMINiSTRATION
regulatory ordinance.
The terms and conditions this franchise shalf be subject io and shall
incorporate the provisions of the able Communications Regulatory Ordinance, Saint
Paui Legislative Code, Chapte 430, as amended from time to time during the term of
the franchise if such an ame ment adopted after June 1, 1998 does not change any of
the express material terms the franchise, unless the city and the company agree
otherwise. Any conflict b een express provisions of this franchise ordinance and the
regulatory ordinance a� existed on June 1, 1998 shall be resolved in favor of the
franchise. However, i� nterpreting this franchise, no rights pass by implication. By way
of example, and not s itation, any conflict between this franchise agreement and a
change adopted b' e Citycity in the exercise of its police or regulatory powers would
be resolved as p"ided in Section 201. By way of further example and not limitation,
company must `mply with permitting procedures and permitting fees set forth in
Chapters 116�," � d 135 of the St. Paul Legislative Code. The failure of this franchise to
establish or erence a requirement contained in the Legislative Code does not relieve
company o�'� duties to comply with such requirements. While this franchise is subject
to Chapte, 430, that chapter is not a contract.
201. Police powers.
In accepting this franchise, the company acknowledges that its rights hereunder
ar subject to the police power of the city to adopt and enforce ordinances necessary to
e safety and welfare of the public; and it agrees to comply with all applicable laws and
ordinances enacted by the city pursuant to such power. Company understands and
agrees that the reference to police powers includes by way of example and not
�
9���3 �
limitation, all regulatory powers of the city that may now exist or be hereafter obtained.
Any conflict between the provisions of this franchise and any other present or
future lawful exercise of the city's police powers shall be resolved in favor of the la ,
except that any such exercise that applies exclusively to the company which co fns
provisions inconsistent with this franchise shall prevail only if upon such exerc' 'the city
finds an emergency exists constituting a danger to health, safety, property general
welfare or such exercise is mandated by law. An ordinance that applies �able
systems generally shall not be deemed to apply exclusively to compan y"By way of
exampie and not limitation, nothing herein prevents the city from ad ;,��or changing
requirements governing permitting or use of the streets. ��
Section 202. Compliance with state and federal laws.
Provisions of Minnesota State Law that are
franchise, and which are not otherwise already incc
specifically adopted and incorporated by reference.
'b be incorporated in this
in this franchise, are hereby
PJotwithstanding any other provisions of th� ` anchise to the contrary, the
company shall at all times comply with all state `'s and rules regarding cable
communications not tater than one year after ��y become effective unless otherwise
stated and with all federal laws and regulatia"`�regarding cable communications as they
become effective. Provided, however, if a �uch state or federal law or regulation shaN
require the company to perEorm any sery"c� or shall permit the company to perform any
service, or shall prohibit the company om performing any service in conflict with the
terms of this franchise or of any law ✓,�`egulation of the city, then as soon as possible
following knowledge thereof, the c�pany shall notify in writing the city attorney of the
point of conflict believed to exist �reen such regulation or law and the laws or
regulations of the city or this fr�
If the city determines that a"' aterial provision of this ordinance is affected by any
subsequent action of the s' Xe�or federal government, or by any order or a court or
agency of competent jurj `d�ction; or in the event company raises a claim or defense that
a material provision is . oid or othervvise unenforceable in accordance with its terms, the
city shall have the ri j t to modify any of the provisions herein to such reasonabie extent
as may be necess r ' to carry out the full extent and purpose of this agreement,
provided such mo ifications do not place any greater total financial obligations on the
company than � re required under this ordinance prior to the action of the state or
federal govern '�ent, or the order by the court or agency, or the date the claim was
raised. By w y of example, and not limitation, if requirements for system design are
ever deter ned to be unenforceable, the city could increase the company's obligations
with resp t to PEG access or the institutional network to an amount equal to the
savings the company that result from the state or federal government action.
Sec, on 203. Equal employment opportunity and affirmative action.
203.(a). The company shall not deny service, deny access or otherwise
discriminate against subscribers, channel users or other persons on
the basis of race, color, creed, religion, ethnic origin, age, sex, sexual
or affectional orientation, familial status, marital status, staius with
24
9�-a��
regard to public assistance, or handicap. The company shall comply
with all requirements of federal, state and local laws and regulations
relating to nondiscrimination.
203.(b). The company shall comply with or exceed ail federal, state and
local laws and regulations relating to equal employment opportur�'!
203.(c). The company also agrees to be bound by al{ the provis s of
Chapter 183 of the St. Paul Legislative Code, including thos rovisions
that apply to persons contracting with the city.
203.(d). The city has a goaf of assisting economicaily advantaged
businesses to participate in public contracts throu s Targeted Vendor
Development Program, which is addressed in C ter 81 of the Saint
Paul Administrative Code. The city requires c pany to make a good
faith effort to purchase goods, supplies, an rvices from Targeted
Vendors certified with the city during this tract period.
Section 204. Labor policies.
204.(a}. The wages and benefits p" to the occupational groups utilized
by the company or its contr = ors or subcontractors in the
construction, operation, or; aintenance of the cabfe system shall not
be less than the wages � ringe benefits paid to comparable positions
in the classified civil s E `ice system.
204.(b). Company sha�" cognize the right of its employees to bargain
collectively throu � representatives of their own choosing in
accordance wi�bi` pplicable laws and shail deal with representatives
duly efected . a majority of its employees for the purpose of
collective b,a aining with respect to compensation, hours of
employme�or any other terms, conditions or privileges of
204.(c). C,,,�Sfnpany shall ensure that at east seventeen (17) percent of its
wo�lforce is locaied within the City ofi St. Paui.
Section 205. Cor�nuity of service mandatory.
It shali be the right of all subscribers to continue receiving service
insofar as their financial and other obiigations to the company are
honored. In the event that the company elects to overbuild, rebuild,
modify or seli the system, or the city gives notice of intent to terminate
or fails to renew this franchise, the company shall undertake all
reasonable efforts to ensure that all subscribers receive continuous,
high-quality, uninterrupted service regardless of the circumstances.
205.(b). In the event of a change of franchise, or in the event a new
operator acquires the system, the company shali cooperate with the
city, new company or operator in maintaining continuity of service to
all subscribers. During such period, company shall be entitled to the
25
�l �-a3 y�
revenues for any period during which it operates the system, and
shall be entitled to reasonable costs for its services when it no lor
operates the system. .
205.(c). ln the event the franchise is revoked or terminated,
may be required to continue to provide service for a re;
period as directed by the city in order to assure an ord�
of service from the company to another entity. During
transitional period, company shall operate its cable syG
accordance with the requirements of this franchise a,y�c
law. E��
205.(d). In the event company fails to operate the
consecutive days without prior approva! of th
cause, or willfully fails to provide service in�
obligations hereunder for any period, the� ,'
the
� /such
t
em in
applicable
m forfour(4)
or without just
ance with its
will be deemed to
have abandoned its cable system. The may, at its option, do any
or all of the following: ,3'�,
205.(d).(1). operate the system or ',`gnate an operator until such
time as company res r�e's service under conditions
acceptable to the c� 'r a permanent operator is selected.
If the city or a de �J� e is required to fulfill this obligation
for the compan t,"� company shall reimburse the city or
205.(d).(2).
205.(d).(3).
205. (d).
(5):
Section 206.
its designee f ��reasonable costs or damages in excess
of revenues� o�i the cable system received by the city or
its designe t`�at are the result of the company's failure to
perForm. ��
declar '�e franchise forfeited and require the company to
rem e.' s cable system from the city by a time specified
by, e�ity, as provided in Article II, Section 212.
possession of al{ or a portion of the abandoned
ies, in accordance with ARicle I, Section 122(d).
impose liquidated damages as provided for in this
franchise.
Exercise any other remedy available to it as a matter of
law or equity.
privacy.
(a). No signals, including signais of an interactive communications
channei, shall be transmitted from a subscriber terminal for the
purposes of monitoring individual viewing pattems or practices
without the express written permission of the subscriber. Neither the
company, the city nor any other person shall initiate or use any
procedure or device for procuring information or data from a
subscriber's terminals or terminal by any means without the prior valid
26
�i�
authorization of the affected subscriher. Vatid authorization shall
mean written approval from the subscriber which shall not have been
obtained from the subscriber as a condition of service, except in
those situations in which authorization is needed for billing, and whicl
may be revoked by the subscriber ai any time wiihoui penalty of a
kind whatsoever. The request for such permission shall be conta d
in a separate document with a prominent statement that the
subscriber is authorizing the permission with full knowledge its
provisions. Such written permission shall not extend longe an one
year; provided, however, that the subscriber shall have option to
renew upon expiration. No penalty shall be invoked fo subscriber's
fai{ure to provide or renew such authorization. Such uthorization
shall be required for each type or classification of gnals transmitted
from a subscriber terminal.
206.(b). The company shall not collect, compile, " retain subscriber data
except as necessary fior iniernal business urposes. Neither the
company, the city nor any of their agen 'or empfoyees shall, without
the specific written authorization of th affected subscriber, provide
data identifying or designating any � scriber to any party other than
to the company and its employeesor agents for internal business
use. This shall include, but not b" limited to, lists of the names and
addresses ofi such subscriber�or any lists that identify the viewing
habits of subscribers. Writte jpermission from the subscriber shall not
be required for the syste conducting systemwide or individually
addressed electronic sw ps for the purpose of verifying system
integrity or monitoring 'r the purpose of billing. Confidentiality of such
information shall be � bject to the provisions of this section.
Section 207. Report on cable
By February fifteenth of e`ch calendar year, company shall report to the city on
utilization of downstream and u stream subscriber network and institutional network
capacity (other than the capa •'ty being utilized by the city or its authorized users). Such
report shali identify alt servi s being carried or provided on the cable system, the
number of channels utilize , the number of hours per day each channel is utifized, and
the number of channels " ich remain available for carriage of new services.
Section 208. Custopfer service and subscriber complaint procedures.
208.(a)_ The company shall compty with all federal and state customer
service standards, and in addition will comply with the customer
service requirements established by the city from time to time.
Without limiting its obligation to comply with customer service
standards established under federai, state and local law, company
shall compiy with the customer service standards set forth in this
franchise, which standards shal{ be treated as minimum, not
maximum requirements. In the event of conflicts between standards,
the stricter requirement shali control.
27
9�-� 3 �
208.(b). At a minimum:
208.(b).(1). During the term of the franchise the company shall
maintain within the city a local business office or offices f
the purpose of receiving and resolving all complaints
regarding the quality of service, equipment maifuncti s,
billings disputes and similar matters. The office m be
reachable by a local, tofl-free telephone call, an ompan
shall provide the city with the name, address
telephone number of a person who will act he
company's agent to receive complaints, re rding quality
of service, equipment malfunctions, billi s and similar
matters. /
208.(b).(2). The local office shalf be open to re � ive inquiries or
complaints from subscribers duri ' normal business
hours, and in no event less th 9:00 a.m. to 5:00 p.m.,
Monday through Friday, excl ` ing legal holidays.
208.(b}.(3). Company shall provide th � means to accept complaint
calls twenty-four (24) hq rs a day, seven (7) days a week.
Any service complaint from subscribers shall be
investigated and act upon within twenty-four (24) hours.
Any service compl 'nt shall be resolved within three (3)
calendar days. `
208.(b).(4). Upon notificat' �n by a subscriber and verification by the
company, th company shall credft a subscriber's account
on a pro-r� ` basis for foss of service exceeding four hours
within a`enty-four hour period, or for loss of service that
exceed orty-eight hours in any thiRy-day period. The
subsc� er wilf be credited for one day of lost service for
eve � our hours the subscriber's service is out. Provided,
ho `ver, that until March 1, 2001, orthe date the upgrade
re uired by Article III is completed, whichever is earlier,
� will only be credited for one day of lost service
elated to the upgrade if there is a twelve —hour (12-hour)
'`� loss of service measured over a 48 hour-period, or if total
� outages over any 30-day period exceed forty-eight (48)
,a� hours. Provided further, however, that this exception only
, appfies if the company devetops a reasonable cutover pfan
�f designed to minimize disruption to subscribers duri�g the
upgrade.
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 made
availabie for periodic inspection by city.
�
��-a,� �
208.(b).(6). As subscribers are connected or reconnected to the
system, the company shall, by appropriate means, su as
a card or brochure, fumish (i) information concemi the
procedures for making inquiries or complaints to t
company, including the name, address and loc elephone
number of the employee or employees or ag to whom
such inquiries or complaints are to be addr sed; and (ii),
and fumish information conceming the ci office
responsible for administration of the fr hise, inciuding at
least with the name of the office, the dress and main
telephone number of the office. ;`
Section 209. Termination and forfeiture.
209.(a). In addition to all other rights and pcy ers retained by the city under
the franchise, Chapter 430 or otherw `e, the city reserves the right to
forfeit and terminate the franchise d all rights and privileges of the
company hereunder in the event� substantial breach of its terms
and conditions. A substantial br�ach by company shall include, but
shall not be limited to, the foll � ing:
209.(a).(1). Violation of any�' rovision of the franchise or any rule,
order, regula ' n or determination of the city made
pursuant to e franchise;
209.(a).(2). Attempt� 'g to dispose or disposing of any of the facilities or
prope of its cable system to prevent the city from
purc smg it, as provided for herein;
209.(a).(3). E` aging in a course of conduct intentionalfy designed to
�actice any fraud or deceit upon the city, any subscriber
, or any other user of the system;
209,(a).(4�q'1 Attempting to evade the provisions of the franchise;
209.(a) Failure to begin or complete the system upgrade required
� l � by ARicle III, or failing to extend the system as provided
under the franchise;
(a).(6). Failure to provide the types or quality of service as
required herein;
209.(a).(7). Abandonment of the cable system. For purposes of this
section, abandonment shall be deemed to mean any event
that would constitute abandonment under Article II Section
205 , or the failure to restore service after ninety-six (96)
consecutive hours of interrupted service, except when
approval of such interruption is obtained from the city;
209.(a).(8). Any material misrepresentation of fact in application for or
29
9�'-�3 �
negotiation of the franchise;
209.(a).(9). Failure to replenish the fund secured by the
within thirty (30) days after a draw by city;
209.(a).(10). Failure to maintain bonds and/or
credit
209.(a).(11). Failure to activate ihe channels on th ' ubscriber network
or to upgrade the institutional netw� as required by this
franchise.
209.(b). The foregoing sha{I not constitute a
occurs as a result of circumstances b
control. Forces beyond the compa s
� �jor breach if the viofation
nd company's reasonable
reasonable control, include,
bui are not limited to, natural disa rs, civil disturbances, power
outages, telephone network out ° es, and severe or unusual weather
conditions. Events within the ' ntrol of the cCompany include, but
are not limited to, delays cau ed by the cCompany's (or its parent)
own act or failure to timely ct or plan for action. Company shall not
be excused by mere eco •'�mic hardship nor by misfeasance or
malfeasance of its dire, ors, officers or employees.
209.(c). In the event tha�t e city determines that the company has
substantially viola d any provision of the franchise, any rule or
regulation prom gated pursuant hereto or any applicable federal,
state or local la�"v, the city shafl make a written demand, by registered
mail, return r�eipt requested, upon the company that it remedy such
violation and�that continued violations may be cause for termination.
The city s�ail give the company thirty (30) days after service of the
aforementioned notice to correct the viofation.
209.(d). �r�hin that thirty-day period, the company must either cure the
viol , ion, or provide satisfactory written proof that a cure cannot be
co�Spleted within the thirty-day period, but that the cure is being
� ,�'tively and expeditiously pursued, and will be completed within a
me certain. If the violation, breach, failure, refusal or neglect is not
F fu{ly cured within that thirty (30) day period foliowing written demand;
�� � or if there is not written proof satisfactory to the city that corrective
action has been taken or is being actively and expeditiously pursued
� so that the cure will be completed by a time satisfactory to the city; or
�� if the city provides the company additional time to cure and the
company fails to cure within a time satisfactory to the city; the city
may place the issue of termination of the franchise before the city
council.
209.(e). If the city chooses to place the issue of termination before the city
council, a public hearing shall be held and the company shall be
provided with an opportunity to be heard upon written notice, by
registered mail, return receipt requested, to the company of the cause
for termination, the intent to terminate and the time and place of said
30
��a3�
public hearing.
209.(fl. The city council shall hear and consider the issue and shall he�
any person interested therein, and shall determine, in its discret�
whether or not any viotation by the company has occurred. If
council determines that the violation by the company was w in its
control, and that the company has failed to completety cur the
violation, the council may, by resolution, declare that th ompany'
franchise be forfeited and terminated. Nothing herei revents the
city from providing the company with additional op unities to cure.
The city is not required to give the company any portunity to cure
where fraud and/or misrepresentation has bee fleged and proved to
the city's satisfaction.
209.(g). Notwithstanding the foregoing, the
or exercise any of the other remedies
as amended, in accordance wfth the -
Corrective Plan, as amended (the n
this franchise, refers to the Corre ive
Agreement dated December 2� 997)
Section 210. Liquidated damages;
cit 'may revoke the franchise
- forth in the Corrective Plan,
ocedures set forth in the
i"Corrective Plan" as used in
Plan and the Corrective Plan
210.(a). The parties agree th the amount of damages for violation of
certain franchise provi ons may be difficult to ascertain, and for that
reason, agree that li idated damages may be assessed against the
company and char . d against the letter of credit as follows (amounts
are in 1997 dollar ` :
210.(a).(1). Forx ailure to complete system upgrade required by Article
II� n accordance with the franchise and any approved
onstruction plan within 42 months of the effective date of
; the Franchise; or for a failure to satisfy any of the
deadiines established under Exhibit A, unless the city
�� council specifically approves the delay by motion or
� resolution due to the occurrence of conditions beyond
company's reasonabie controi, liquidated damages may be
i assessed as follows:
(A). Up to two hundred fifty dollars ($250.00) per day for the
first si�y (60) days or part thereof, the deficiency
continues;
(B). Between sixty (60) days and six (6) months, up to five
hundred dollars ($500.00) per day or part thereof the
deficiency continues;
(C). After six (6) months, up to one thousand doilars
($1,000.00) per day or part thereof the deficiency
continues.
31
�� � 5�
210.(a).(2). For failure to provide data, documents, reports, information
or to cooperate with city during an applicable process or
cable system review, company shall pay fifty
($50.00) per day for each day, or part thereof e violation
occurs or continues.
210.(a).(3). For failure to test, analyze and report o he performance
of the system following a request pur ant to the
franchise, the company shall pay t he city fifty dollars
($50.00) per day for each day,��aR thereof, that such
noncompliance continues.
210.(a).(4). For transferring the franc ' e without the prior approval of
the city, $2,000 per da� or each day that the violation
continues;
210.(a).(5). For failure to comp(jr with any other provision of the
franchise for wh� h damages may be difficult to ascertain,
including the stomer service requirements, company
shall pay to �t`ie city two hundred dollars ($200.00) per day
for each d� or part thereof, that such noncompliance
210.(a).{6). For i' iating or using a procedure or device for procuring
info ation or data from a subscriber's terminal, dwelling
or usiness wiihout the prior valid authorizaiion of the
ected subscriber as required by Article II, Section 206(a)
�of this franchise, the company shall pay fifty dollars
�($50.00) per day for each day, or part thereof, the violation
, continues or occurs.
210.(��'7). For seNing, providing or otherwise making available to
anyone any information about subscribers obtained by
� monitoring transmission of any type of signal from a
f subscriber's terminal, dwelling or place of business without
� the specific written authorization of the subscriber as
� required by Article II, Section 206(b) of this franchise, the
company shail pay five thousand dollars ($5,000.00) for
each such violation. In addition, the totai amount of funds
paid to the company for this information shall be forfeited
to the city by company.
210.(a).(8). For tapping, monitoring, or for arranging to tap or monitor,
or permitting the tapping of any cable, line, signal, input
device or subscriber outlet or receiver for any purpose
whatsoever without the specific written authorization of the
subscriber or pursuant to court order, the company shall
pay ten thousand dollars ($10,000.00) per day for each
day, or part thereof, the violation occurs or continues.
32
��-a3 �
210.(b). Each breach of each provision shall be considered a separate
breach for which separate liquidated damages can be imposed.
210.(c). A violation of any provision of the Saint Paui Legislative Code,
Chapter 430 is by Saint Paul Legislative Code, Section 1.05 deerc
to be a misdemeanor. /r
210.(d). The rights reserved by the city herein are in addition to other
rights and remedies the city may have under this franchis or a�y
other law and are not intended to be exclusive; nor sha �his provision
be read to superseded or limit the applicability of any enalty
provisions under Chapter 430 or other provisions o he Legislative
Code, all of which shall apply. r
Section 211. Abandonment of service.
Company shail not, without having given three (3) �inths prior notice to the city,
cease providing any cable service required pursuant to t�agreement. The company
shall not cease providing any cable service or any port� s thereof, even with the
required notice, without compensating the city for da age resulting to it from such
abandonment. Pubfic, educationat and governme i access channels and services and
institutional network channels and services may t be abandoned.
Section 212. Removal of cable equipmen� pon termination or forfeiture or
abandonment. /
212.(a). Upon terminatio r forFeiture of a franchise, or abandonment of
the franchise or th�stem, if the city so requests in writing, the
company shall r ove its cable system or such portions of it as the
city may direct om the streets and other public property within the
franchise ar ' Such request shall be served upon the company's
locat busin ss office by registered mail, return receipt requested, and
shali giv �ie company a reasonable period of time to effectuate such
remov !The city may require the company to submit a plan for
remo� " I by a date certain, and require the company to comply with
tha,plan and such other conditions as the city may reasonably
e ablish to protect the streets and public and private property, or to
; ,p�otect the city's rights under this fra�chise.
2� ). Should company fail to remove the cable system, fail to act in
� compliance with an approved removal plan, or fail to restore property
l to the satisfaction of the city, the city shali have the right to treat all or
part of the cable system as abandoned and to exercise its rights
under Article l, Section 122, and sha�l have the right to remove all or
portions of the cable system at the expense of the company and the
company shall, upon written demand, pay to the city the cost of such
work done or performed by the city.
212.(c). The company shall restore streets and other public property
disturbed by the removal of the cable system to at least as good a
33
•� , �
condition as existed immediately prior to removal.
ARTICLE III. CABLE SYSTEM FEATURES
Section 300. Subscriber network.
300.(a). Gompany wilt upgrade the portion of the cable system pr+ "'ly
designed to provide cable services to residentia{ subscriber s
required by this Article IIi. The upgrade must be complete no later
than 36 months afiter the effective date of this Franchis j
300.(a).(1), The upgraded system will use a fiberto e area node
architecture (hybrid fiber-coax). /
300.(a).(2). On average, the system will pass�f'o more than 1,200
residential units per fiber node, d the plant from any
node wilf not pass more than ,500 residential units. On
average, there will be no m e than seven active
components in a cascad��om the headend to the tap
from which a subscribe�s served, and no more than nine
active components i ny cascade.
300.(a).(3). Ail active distribu�t'on electronics will be 750 MHz
equipment, or uipment of higher bandwidth. Ali passive
electronic co �onents will be rated at 1 GHz or higher.
300.(a).(4). The cable 'ystem will be two-way activated upon
comple � n of the system upgrade. This two-way activated
capac must be capable of supporting two-way high-
spe�- internet access via the cable system
300.(a).(5). �fl power supplies will be inspected and replaced as
ecessary to provide reliable service; back-up power
supplies will be pravided as described in more detail
;� below.
300. (b). �ystem functionality.
As designed, upgraded and maintained, the subscriber
network must have a reliability comparabie to the reliability
of the highest quality cable systems whose initial
construction or rebuild was completed after 1996.
Reliability is measured in terms of number of outages,
outage duration and number of subscribers affected by
outages.
300.(b).(2). As designed, upgraded and maintained, the cable system
must be adequately segmented to meet subscriber
demand.
34
��-a� �
300.(b).(3). As designed, upgraded and maintained, tfie cable system
must be abie to deGver high quality signals that meet FCC
technical quality standards.
300.(b).(4). The cable system must be designed, and m be
maintained so that it has the upgradeabitity nd flexibility
to provide new services without the need r substantia{
new network construction.
300.(b).(5). Upon completion of the upgrade, al acilities and
equipment will be instailed (excep customer premises
equipment) so that the two way , ctive capability required
by Section 300(a}(4) is fully r tly to operate upon
subscriber request, with no �rther adjustments to the
system. ;
300.(b).(6). The requirement that ck-up power be provided requires
24 hour back-up at t�headend, three hour rated back-up
at each node, thre our rated backup covering coaxial
ampiifiers throug ut the system, and six hour rated
backup for hub tes and optical transition nodes. Such
equipment sh be constructed and maintained so as to
cut in auto tically upon failure of the commercial utility
power; to r'vert automatically to a standby mode when
alternati current power returns; and so that it complies
with all tility and other safety regulations to prevent the
altem " e power supply from powering a"dead" utility line
so `to prevent injury to any person. The term "rated" in
th�section refers to rated at 68° F. Back-up power
� pplies wilt be monitored remotely to determine condition
d when they have begun to operate due to loss of
�'electrical power.
300.(b).(�! The system shaA be capable of and shall deliver standard
� color and monochrome signals on aN channels without
noticeable picture degradation or visible evidence of color
�� distortion or other forms of interFerence directly attributable
/' to the performance of the cable system; and without
;� � noticeable sound distortion. The Gompanycompany shall
use equipment generally used in high-quality reliable
1 modem systems. This requires that equipment be
installed at the headend to allow the Companycompany to
cablecast signals in substantially the form received,
without substantial alteration or deterioration (for example,
the headend should include equipment that witl transmit
color video signals received at the headend in color, and
stereo signals in stereo). Equipment must be instalied so
that all closed captioning programming received by the
cabie system shall include the closed caption signal so
long as the closed caption signal is provided consistent
35
9�-�3�
with FCC standards.
300.(cj. The company shail develop a construction p(an as required by
Exhibit A, and shall regularly meet with the city during the course �
construction in order to ensure that the cabie system is complete
conformity with the requiremerrts of the franchise and other ap a
law, with minimum disruption.
300.(d). Upon completion of the upgrade, company will
analog channels of video programming services to
300.(e). Pending completion of the upgrade required
company will provide the services and facilities 1
provided pursuant to the requirements of Ord� �
adopted November 10, 1983, as amended pp
has controi of the cabie system that was nstn
Appendix H.
least 77
fhis Section 300,
were being
: No. 17071,
ix H)., ff company
d pursuant to
300.(�. Throughout the franchise term, � company shall provide and
maintain all equipment necessary d all capacity necessary to allow
for an audio and visual override all channels simulta�eously for
public emergency announcem by the city . This emergency
override system must be de ned so that it can be activated
remotely by the city, or th authorized by the city to utilize the
system. It is the city's re onsibility to develop a plan for its use of
this capability, and the�pany's responsibility to cooperate with the
city so that the plan r�ay be implemented. The company shall not be
responsible for any ction overriding channels that may conflict with
federal, state or I al law. The emergency override system must
operate in a ma er consistent with any emergency alert system that
company is ob ated to provide under federal or state law.
300. (g).
300.(g).(1). j If the company moves its headend or its operations, it will
� ensure that subscribers are not adversely affected thereby
in any respect.
If company modifies its cable system or its operations in a
manner that has the effect of requiring modifications to
public, educational and governmenta{ ("PEG") use facilities
and equipment, including institutional network facilities and
equipment, the company will bear any cost required to
ensure that there is no adverse affect on the city or those
the city authorizes to use the institutional network; or on
the persons responsible for managing the PEG access
channels on the subscriber network. If for example, the
company moves its headend, and that relocation has the
effect of requiring different or additional connections in
order to maintain the quatity and capability of links
�
��-a3�
befinreen the master controi playback for the PEG
channels and the existing cable company facilities at the
Union Depot that were in place as of June 1, 1997, th
company wouid provide such connections at its cost
Likewise, for example, if the company moves its h dend,
it must at its cost either maintain facilities at the nion
Depot so that all institutional network connect� �s continue
to operate as before that move, andlor it m provide new
connections of equal quality, satisfactory - the city, so
that the institutional network's operatio are in no way
affected by the move. 1f, for exampl ,/�he company
changes the manner in which sign " must be transmitted
over the cable system in order t e receivable by the
subscriber on the subscriber's�te�minal equipment, the
company at its cost will provikJe such facilities and
equipment as are necessai� so the PEG use signals are
useable at the terminal Qq'uipment.
300.(g).(3). Company will pro�
basic service with
receive the same
receive expa� �
300.(h). Access channels.
subscribers that receive oniy
erter box that wili allow them to
:I numbers as subscribers who
basic service.
300.(h).(1). The com� ny shall make available for access
progra mg purposes seven (7) channels on the
subscr er network for PEG access use, as follows: four
(4) c nnels for public access; one (1) channel fior
gov nment access; one (1) for educational access; and
/
o (1) channel for regional PEG access. One additional
c annel shall be provided upon the city's request
henever (A) all public; or (B) all educational; or (C) the
govemment channels; or (D) the regional channel is in use
during 80 percent of the weekdays, Monday to Friday, for
80 percent of the time during any consecutive three-hour
period for six weeks running. The company shall have six
months from the date of the request in which to provide
the new channel, but company need not provide the
channel until after the date scheduled for completion of the
upgrade required by Article Ill (or, if eariier, the date the
upgrade is actually completed).
300.(h).(2). The term "channel" refers to capacity sufficient to transmit
a standard NTSC television signal (6 MHz), but the
channel capacity so designated may be used by the city or
its designees to transmit information to subscribers in any
format. The term "program" or "programming" as used in
relation to the PEG channels or institutional network is not
limited to video programming and instead shall mean any
37
5�a3�
signal, message, graphics, data, or communication content
service or broadcast-type program. The term "regional
access channel" refers to a channel that is utilized to sho
PEG programming that originates in other communities "
the Twin Cities region, or programming of interest to t
region (although such programming may also appe on
any appropriate access channel, at the discretion the
person responsible for managing the channel). he city
may take advantage of compression or other chnologies
to transmit multiple signals on any channe�hould it
choose to do so.
300.(h).(3). Company will not change the current " annel positions of
public (channels 77, 33, 34, and 3, government (channel
18) the regional channel (channe ), or educational
(channel 32) access channels, less new locations are
mutually agreed upon by co any and city or required by
state or federal law.
300.(h).(4). The government acces hannels shall be administered
solely by the city or it�signee. The leased access
channels required b Article I, Section 105.(c) PEG use
channels shall be ministered by an access entity or
entities designat- � by the city, or in such other manner as
the city, in its s� e discretion, determines. Where there is
shared use o�f channel, for PEG and non-PEG purposes,
company s 11 administer non-PEG use of the channel.
300. (i). Access
300.(i).(1). The fy and the company agree that the initial rules for
us �of the PEG access channels, facilities and equipment
s� fl be the rufes that were in eifect as of September 1,
997. The rules and procedures may be changed by the
city, or by action of the person responsible for managing a
�✓ particular PEG channel (the "designated entity").
� Provided, however, any rule for use shall be consistent
with the requirements of Minnesota law, as the same
existed on the effective date of this ordinance, and
consistent with provisions of federaf {aw prohibiting
' company control of the editorial content of PEG channeis.
The company shall be provided with a copy of any
proposed amendments and a reasonable opportunity to
comment on those amendments to the rules. The
company's approval of any amendment is not required and
the company is not responsible in any manner for the rules
and procedures, or their appiication, except as state law
requires that it be responsibie for such rules.
300.(i).(2). AII programming and/or information carried on the access
38
y�-a3�
channels, except for the leased access channels, shall b
noncommercial in nature. As used herein, the term
"noncommercial" shall mean that the programming a/or
information carried on the access channels shall n
inciude any advertising except such underwriting edits as
may be allowed under the aforementioned acc s rules.
No portion of any access channel other than e leased
access chan�el shall be leased, transferre r otherwise
assigned by the city andlor SPNN or oth designated
access entity to any third party for any rpose without the
company's written consent.
300.(j). The company, at its cost, shatl maintain `d operate the system
so that the city or the designated entities or sers of PEG use
capacity (through the designated entity) y transmit signals
upstream from distant locations on the � stitutional network whether
existing as of the effective date of the�fanchise, or added thereafter;
and so that the city may transmit si als upstream from City Hall
playback facilities to the headend o the designated entities'
respective master controls and subscribers. The company shall
also maintain and operate the stem so that signals can be routed
onto the appropriate PEG us channets and so that designated
entities may, from their res •�ctive master control sites, receive
signals from and transmi igna{s to the headend and out through the
institutionat network an he subscriber network on the appropriate
channels. Designaied ntities, must be abie to control signals from
distant locations an review them before they are transmitted to
subscribers or to t e institutional network. The company shall at all
times provide a dicated connection to the master playback controls
for the PEG ac�ss channels with sufficient capacity so that each
designated er��ty can program the channels under its control. In
addition, th � ompany shall provide a connection with sufficient
activated c�acity so that the pubtic access designated entities may
program af the subscriber network PEG channels for which they have
playba �responsibility simultaneously, and so the public access
maste�pfayback control can preview signals originated elsewhere
and pute them onto the appropriate channels, The company shall
m�tain and operate the system so ihat the city or its designated
e ties can take advantage of the capabilities of the system.
300.(k . The company shall further maintain and operate the system so
�that signals as received by subscribers (whether originated at the
master control or at distant locations on the institutional network)
meet or exceed signal quality standards established by the FCC, or
such other standards as may be required under other provisions of
this franchise, but the company is not responsible for signal quality
problems that result from the failure of the city or an access user or
designated entity to provide an adequate signal at the point the signal
is delivered to the company. Defivery is deemed to occur at the input
of the modulator (or other device used to place a signal on the
39
9�a3�
nefinrork so that it can be transmitted to the headend). The company
shall use components and provide maintenance services for PEG ,
access channeis and associated system equipment at least of th �
same quality as the components and maintenance services for her
channe{s. The obfigation to maintain and operate includes, b,'is not
fimited to, the obligation to provide connections and efectr es,
incfuding temporary drops, and connections from the ma er control
to the headend as required to accomplish the foregoin including all
necessary modulators and demodulators.
300. (l). Miscellaneous PEG requi�ements.
3�0.(I).(1), Gompany is required to deliver th .PEG Channeis to
subscribers in an analog forma nless and until ail other
channels on the system are d ivered in a digital format, or
until the city directs otherwi . Digital PEG access
channels shall have the s e bandwidth and transmission
quality as is used to car any of the commercial channels
that deliver programm" g to company in a similar format.
At all times, the PE ccess channels must be receivable
by subscribers wit�hout special expense, other than the
expense require o receive basic service. Designated
entities have n obligation to provide a signai to company
in a digital for� at. If the city requests that its PEG access
channels be''�onverted to digital format before company
has conve�Eed all other channels to digitai format, the city
is respo �ible for the cost of converting such channels to
digital ,�rmat.
300.p).(2). A u other than a standard NTSC use on the subscriber
n' ork shall be subject to the company's prompt prior
view and approvai to ensure that the use wilt not cause
��fanreasonable technical interference with other channefs.
/% Such uses must be in furtherance of PEG uses.
300.(I).( Company, upon request of a designated entity, will provide
technical assistance or diagnostic services to determine
� whether or not the problem with the PEG signals is the
� °� result of matters for which company is responsible, and if
so company will take prompt corrective actions.
(I).(4). The company wifl provide any PEG access channels on
the basic tier throughout the life of the Franchise, or if
there is no basic tier, shall provide the PEG access
channels to any person who subscribes to any level of
cable video programming service at no additional charge,
and otherwise in accordance with federal and state law. ff
channels are selected through a menu system, the PEG
access channels shall be displayed in the same manner as
other channeis.
�
�� a3�
3�0.(I).(5). The company shaA not charge for use of the PEG
channels, equipment, facilities or services.
Section 301. Institutionai network.
301.(a). Company shall construct, maintain and operate an � titutionai
network for the use of the city and entities authorize y the city to
use the institutionai network for non-commercial p, oses; "non-
commercial" has the same meaning as in Se
that nothing in this Section 301(a) or Section
an institutionat network user from charging t
prevent the city from charging other instit b
recover its costs. The obligation to con uci
an institutional network shall appty thr ghot
tio 00(i)(2) except
0(i)(2) shatl prevent
recover its costs, or
al network users to
maintain and operate
the term of this
franchise, and for any period that th company continues to operate
within the City of St. Paul, except provided in Section 301(c). The
institutional network shall consis�f four distinct but integrated parts:
301.(a).(1). The CityLink ne rk, a coaxial portion of the institutional
network linkin ertain locations within the downtown St.
Paul area, ori �ally developed as part of an institutional
network dev opment project pursuant to Appendix H.
30L(a).(2). the °Coa�c� Institutional Network," the institutional network
(other tk�'an the CityLink) required by Appendix H of the St.
Paui �./�egislative Code, Article III Sections 1-3;
301.(a).(3).
HFG Institutional Network,° which shall be
institutional network described by Section 301(a)(2) as
raded pursuant to the Corrective Plan; and
301.(a).(4) , the Fiber Institutional Network, a fiber-to-the-location
institutional network described in Exhibit B to this franchise
� and in Section 301(e).
30 The institutional network shall satisfy the performance and
� testing standards referenced in this franchise and set forth
in Exhibits B and C.
.(b). The city wiil retain control of the entire capacity of CityLink, the
cable broadband network developed as part of the institutional
network demonstration projects, and may use all the capacity on
CityLink for transmission and reception of data, video or other
communications at no charge. The company, at its cost, will maintain
the CiiyLink network from the city's points of connection, whether the
city's end user equipment or the city's control system for CityLink,
through the network, including the company's headend and
remodulators so that it may be used for those purposes. The
maintenance obligation includes, but is not limited to, the replacement
of network components. Operational responsibi{ities will be shared as
those responsibilities have been shared prior to December 1, 1997,
41
�a -a��
with each party bearing its own costs. The city shaN have the right, at
its cost, to instatf equipment and devices on the system as
appropriate to accommodate new services or functions, so long a
does not degrade technical system operation, and, fuRher, for t
portion of the system which the company maintains, the right i
subject to the consent of the company, which shafl not be
unreasonably withheld. The company, upon request, will i all one
(1) standard drop from the network to city buildings adja ; nt to the
network at no charge, and otherwise will extend CityLi upon written
request, but may charge the city the actual cost it in s in extending
the system, inciuding drop costs. The parties wi11 cooperate to share
information and to assist each other technically as�required to assure
the efficient operation of the CityLink. A map s,'wing CityLink as it
existed as January 1, 1998 is attached as Ex "it E.
301.(c). The Coaxial Institutional tVetwork
and maintained at company's cost as
the Upgraded HFC Institutional Netw�
completion of the Upgraded HFC In�
obligations established by or incor r
the Upgraded HFC Institutional t�i
�14 f�e constructed, provided
uired by Appendix H, until
is completed. From and after
ional Network, only the
d into the requirements for
shall apply.
301.(d). The UPgraded HFC Instit J �'ional Network shall be constructed,
operated and maintained as�equired by the Corrective Plan, which is
attached hereto as Exhibit, . The Corrective Plan obligations shall
apply throughout the ter of this franchise as if fully set forth herein,
and for any period that� e company continues io operate within the
City of St. Paul. The �esponsibility for costs and respective rights of
the parties shail be �s specified in the Corrective Plan (as clarified by
the Agreement da�'�d April 15, 1998), with the following additional
amendments: �
301.(d).(1), U, ` er the Corrective Plan, the city is entitled to use all the
apacity on the hybrid-fiber coaxial portion of the
jinstitutional Network except for 12 MHz in the forward path
{ and 12 MHz in the reverse path as initially activated, The
�, city agrees that company may utifize up to 20 per cent of
�%" the available capacity in the forward path on the hybrid-
,- fiber coaxial portion of the Upgraded HFC Institutional
� Network (counti�g the 12 MHz as part of the 2� per cent)
� and 20 per cent of the avaifable capacity in the reverse
path on the hybrid-fiber coaxial portion of the Upgraded
� HFC Institutional Network (counting the 12 MHz as part of
the 20 per cent), so long as the company does so in a
manner that (i) does not impair the city's use of the
institutional network in any respect; and (ii} does not
impose additionai cost upon the city. Avaitable capacity is
defined as the portion of the 450 MHz activated capacity in
a particular direction that is useable, less the capacity
devoted to pilot and control signals that benefit the city,
42
9�'-a3�
301.(d).(2). Underthe Corrective Plan, the city is entitled to 50 per
cent of any increase in the hybrid-fiber coaxial portio of
the Upgraded HFC institutional Network. If the cap ity of
the hybrid-fiber coaxial portion of the Upgraded
Network is increased by company, company sh make
additionai capaciiy available to the city within, x months of
a request therefor. However, the city agree " that on or
before the time it requests such additiona capacity, it will
submit a plan for use of that capacity to " e company,
showing why it believes that there is ' need therefor. The
company may, within 45 days of re ipt of the plan, submit
an altemative plan for satisfying t e city's needs. If the
city, in its sole discretion, decid s that the alternative plan
is adequate, it will rescind its equest; otherwise, the
requested capacity must b provided. The parties clarify
that this provision does n place an independent
obligation on the comp y to increase the capacity of the
Upgraded Institutiona}�Network.
301.(d).(3). Under the Corre ' e Plan, the company is required to
activate a singl data channel in the forward path and a
single data ch nnel in the reverse path for city use. Within
six months a city request therefor, company agrees to
provide an�r�additional data channel in the forward and
reverse {�aths for city use as more fuily described in Exhibit
B. ,✓�
301.(d).(4). Und�r the Corrective Plan, the company is required to
a�vate a single data channet in the forward path and a
s�ngle data channel in the reverse path for school use.
,,�Nithin six months of a city request therefor, company
agrees to provide an additional data channel in the forward
and reverse paths for school use as mo�e fully described
� in Exhibit B.
301.(cYj.(5). The Corrective Plan establishes a series of testing
procedures and other obligations that are not applicable to
CityLink or to the Fiber Institutional network required
herein. The Corrective Plan is hereby clarified to provide
that the space that company agrees to provide at the
headend can be utilized for any part of the institutional
network; that the testing procedures that apply with
respect to video transmissions and data transmissions
shall also apply to the CityLink and to the Fiber Institutional
Network; and to provide that the requiremenis of
Attachment 2-F-1 - Attachment 2-F-2 shall be read to
extend to all portions of the institutional network. Provided
that, with respect to the dark fiber provided by the
company for the Fiber lnstitutional Network, the tests shall
be performed in accordance with Exhibit B. Provided
43
� a3 �
further, notwithstanding any other provision of the
Corrective Plan, maintenance of the Fiber Instituti�
Network shall be paid for as provided below.
301.(d).(6). The Corrective Plan is clarified to make it ctear at the city
may improve any portion of the institutional twork at any
time (before and after it is upgraded) to in ease the
capabilities of the institutional nefinrork a ts cost.
301.(d).(7). Company and ihe city shall afso be und by the
requirements of the Corrective Pia :4greement, as if fully
set fo�th herein, except that the ovisions of Sectio� 6
and Section 8 shall not apply.
301.(e). The company will construct, opera e and maintain a Fiber
Institutional Network as provided her in.
301.(e).(1). The company at its cqs`t will install fiber to the locations
specified in Exhibit B'. The fibers will be installed in the
amount and in a to{ology as indicated on Exhibit B. If a
ring topology is t used, the Gity Hall Annex will serve as
the core locati . This fiber must be instaNed no later than
the time the mpany upgrades the subscriber network,
and must b completed and successfully tested on or
before th date scheduled for completion of the subscriber
network pgrade, except as otherwise provided in Exhibit
B. Th e fibers will be instailed at no charge to the
Cityc' �, except with respect to locations that are to be
de��ated by November , 30, 1998. With respect to
thpse locations, if the average incremental cost of
foviding fiber to those locations exceeds the average
incremental cost of providing fiber to all other locations
listed on Exhibit B, the city will pay an amount equal to the
amount by which the average cost of serving the newly
designated locations (or, if lower, the not-to-exceed
incremental cost estimate) exceeds the average cost of
� serving the other locations (or, if higher, the average cost
,' estimate described below) (the °Average Cost Excess").
Within 30 days of the date the Citycity designates the
additional locations, company must provide a not-to-
exceed cost estimate of the incremental cost of providing
'� fiber to those locations and an estimate of the average
cost of providing fiber to all other locations. The city will
then only be liable to pay the Average Cost Excess if city
directs the company to install the fiber to the newly
designated locatio�s. All installation wiil be planned to
take advantage of economies of scale and minimize future
maintenance costs to the ciiy.
301.(e).(2). If the city desires to have the Fiber Institutional Network
�
9�
extended to locations other than those specified on Exhibit
B, by the company, it may require the company to exte
the Fiber Institutional Idetwork, but the city shall pay t
company the company's incrementat cost for install' g the
fiber as provided in Section 301(e)(3). Any fiber all be
instalied in the number and in a topology desig ted by
the city. /
301.(e).(3). If the city notifies the company that it des� ' s to have fiber
instailed to a particular location, pursua ` to Section
301(e}(2}, the company will develop not-to-exceed"
price for the extension based upon ' s estimated
incremental extension costs. Th " extension will be
planned to take advantage of a economies of scale that
may result from installation of iber at the same time that
the company installs fiber fo `its own purposes., and to
minimize maintenance co s for the city. If the city directs
the company to install t� fibers to that location, the
company may bilt the ty for its incremental cosis, up to
the not-to-exceed pr `e, upon completion, testing and
acceptance of the, � er link.
301.(e).(4). Nothing herein, `revents the city from extending the Fiber
I�stitutional N"twork itself, at its own cost.
301.(e).(5). Company, ' requested to do so, shall maintain tfie Fiber
Institutio - al Network. Beginning on the later of the date
the up ade to the subscriber network is completed or 36
mont after the effective date of the franchise, it may
cha e the city its actual incremental direct costs for -
m ntenance, plus 10 per cent. However, the company
ay not charge for maintenance unless it provides the city
ix months notice in advance that it intends to do so. The
actual incremental direct cost will be deemed to be $0.00
where the fiber used for the Fiber Institutional Network is
included in or lashed to a fiber sheath containing fibers
/� that are used for other portions of the institutional network
� or other portions of the company's cabie system. The city
i may maintain the Fiber Institutional Network itself, if it
� wishes to do so. "Maintenance" for purposes of this
section means ordinary preventive and corrective
maintenance and inspections. If the Fiber Institutional
Network plant is cut or destroyed or must be relocated, it is
company's duty to replace, repair or relocate the plant, at
its cost.
301.(e).(6). Company shall provide the city with access to its facilities
and equipment as necessary to maintain or upgrade the
Fiber Institutional Network with reasonable notice given
the nature of the problem.
45
y�'-a��
301.(e).(7). The Fiber {nstitutional Network fibers shall be 4or the
exclusive use of the city, or other persons authorized
the city to use the Fiber Institutional Network. ,
301.(e).(8). Company shall otherwise construct, operate a
the Fiber Institutionat Network, and charge for
or maintenance as provided in Exhibit B. ,�
301.(fl. There shall be no charge for the institutional
other than the construction charges and maintei
Fiber Institutional Network set out in Section 30:
Section 302. Existing facilities
>rk or its use,
charges for the
302.(a). Whether specifically enumerated her 'n or noi, Companycompany
shall continue through this franchise te�to provide all PEG use
facilities and equipment that it was pr'viding or was required to
provide as of June 1, 1997. By wa of example and not limitation, all
then-existing production equipme't provided by the company will
continue to be provided for PE �use. Likewise, all insiitutional
network facilities and equipm t necessary or useful to the operation
of the institutional network� � uired hereunder will continue to be
provided. ,
Section 303. interconnection with nei�hboring CATV systems.
303.(a). Company shall eboperate with any interconnection corporation,
regional interconn "ction authority or city, county, state or federal
regulatory agen , f which may be hereby established for the purpose
of regulating, fi �ancing or otherwise providing for the interconnection
of cable syst s beyond the boundaries of the city.
303.(b). Upon c�y request, the company shall negotiate in good faith to
intercon ct the cable system with contiguous cable systems. Within
three (�� months of a city request, the company shali report to the city
the r ults of the negotiations. Where company has negotiated in
goo faith with the cable operator of a contiguous cable system and
w re that operator refuses to interconnect, the city shall not penalize
t company for such failure to interconnect. The city shall not require
e company to interconnect where the company would be required to
l�pay more than its pro-rata share of the interconnection costs based
�� upon the number of basic subscribers served.
(c). Notwithstanding the above, except in the case of an unaffiliated
cable operator of a contiguous cable system that refuses to
interconnect, the company shall interconnect with all contiguous cable
systems operated in the Minneapolis-Saint Paul metropolitan area no
laier than six (6) months afiter the effective date of this franchise,
unless the city determines that a particular interconnection is not in
the public interest, or that a longer time period is necessary. The
interconnections shall permit:
�
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303.(c).(1). The interconnected systems to exchange PEG
programming intended to be carried on the subscriber
network, inc4uding, by way of example and not limitation,
live coverage of public meetings; and
303.(c).(2). Institutional network signals, including by way of e ample
and not limitation, data transmissions so that go�ernment
on the interconnected systems can access re f ote data
bases, and video transmissions to permit t, � conferendn�
Section 304. Support for public, educational and government u of the cable
/
system * ,r
304.(a). In addition to satisfying the other re
the company is required to provide the
funding (as used in this Section 304, P
channels, facilities and equipment usei
channels on the subscriber network��iri
associated interconnections;
ts of this Article III,
additional PEG use
access refers to the
in connection with the
rvided under Section 300 and
includes PEG access and
institutional network use): ,�'
t
304.(a).(1). On the effective < te of the franchise, and on each of the
first four anniv�saries of that effective date, the company
will pay the c_ $100,000, in 1997 dollars, for any use in
connection, ith the institutional network.
304.(a).(2). The
(A).
any will provide the foliowirtg periodic capital
PEG access, in 1997 dollars:
the effective date of the franchise: $500,000.
On each of the third and seventh anniversaries of the
effective date of the franchise: $500,000.
On the effective date of the franchise, and on each
anniversary of the franchise: $50,000.
(D). if the franchise term is extended, the company witf
continue to pay the amount required by 304(a)(3), and it
shall pay an additional $250,OQ0 on the eleventh
anniversary of the effective date of the franchise.
304.(a).(3). In addition to the capital grant provided under Section
304(a)(1)-(3), the company will provide the following
capital grant for PEG use for so long as it continues to
operate under this franchise: $630,000 per year, increased
each year for the increase from the Minneapolis-St. Paul
Consumer Price Index for aU consumers, all items, with the
base year for the calculation being 1997 {if there is no CP{
for Minneapolis-St. Paul, the closest equivafent index will
be used). Thus, by way of exampie, the payment due in
�
9 �'r� �'
1999 would be multiplied by the increase in the CPI for �
1998 over 1997 levels, and the resulting amount wo be
added to $630,000 to yield the total amount due. e
payment due in the year 2000 would be the 199 payment,
plus an amount equal to the 1999 payment m iplied by
the 1999 increase in the CPI over 1998 lev, y . The
amounts owed for a year will be spread e, ` niy over four
quarteriy payments, with payments due�'n February 15,
the second payment due on May 15, e third payment
due August 15 and the fourth pay , nt due November 15.
Provided that, for the first year of, e franchise, the first
payment owed under this franc ise wiil be made on the
effective date and will be a p� -rated amount, reflecting the
time remaining in the then- rrent calendar quarter from
the effective date. For e' mple, if the franchise became
effective March 1, the mpany would pay $52,500 (1/3 of
the quarterly paymen �due on May 15.
304.(a).(4). Notwithstanding �t�'e foregoing requirements of Section
304(a)(4), if co�i'pany has a valid and bindi�g cantract with
an entity desigfiated by the city to manage any public
access char�rnei, the city agrees that company may offset
any amoumt it pays under such contract against payments
required;'�inder Section 304(a)(4). The city may establish
offset lifnits for each calendar year by resolution. Nothi�g
in thi section requises or shall be deemed to require
co.' panyFranchisee to make any payment that constitute
a ranchise fee under 47 U.S.C. § 542.
304.(b). Throuf hout the franchise term, playback for the PEG access
channe�� must be configured so that the designated entities that are
respoJ,�sible for the access channels are able to use their own
inde�endent automated piayback faciliiies, located on the premises of
thex choice Any master controi that company intends to use for its
q�ierations must be located outside the space occupied by a
��esignated entity, unless the parties agree otherwise. The playback
�f facility must be configured so as to permit the designated entity to
� program all channels for which it is responsible for playback, on a live
i or taped basis. Company shall continue to have access to the
�.f designated entity's master controi so that it can conduct necessary
% maintenance and repair upon reasonable notice or at any time in the
event of emergencies.
304.(c). Public access facilities.
304.(c).(1). Throughout the franchise term, cCompany shall provide,
free of rent and other charges, except those specified
below, the approximately 6,690 square feet of space at the
Union Depot shown on Exhibit D(hereinafter "designated
space" or "space'� for use by the designated entity
�
�� a3 �
responsible for public access. In addition, the company
shall provide the approximately 2,500 square feet of space
at the Union Depot shown on Exhibit D(hereinafter the
"expansion space"). The designated entity shail pay
company fifty (50) percent of the amount (if any) actu " y
paid by the company annuaily for rent and property,. xes
for the expansion space, but no more than $12,5, .00 per
annum, plus the operating charges specified be w. The
designated space shall include the studio, e�� facilities
and other equipment and resources, avada " e for PEG use
as of December 1, 1997. Company shall aintain the
availability of existing utilities and HVA in designated
space and expansion space as part o company's
obligation to ensure that this space,. emains commercially
habitable consistent with its existi g use and wi{I allow the
designated entity to expand HV C and utilities, and aliow
the designated entity iempora access to its space for
such purposes. In addition„ e company shail ensure that
restroom facilities are ava' able to the designated space, in
addition to the restroom�available to the expansion space.
304.(d). In the event the designated " ntity is denied use of the designated
space or expansion space by,. ompany or any third party, the use of
the designated space or ex nsion space is prohibited by local law or
code, or the designated s�ce or expansion space is rendered unfit
for use as a video produ�'tion and playback facility, company shall
provide to designated �ntity on comparable terms and conditions
6,690 square feet of �pace comparable to the designated space and
2,500 square feet a�#�contiguous space comparable to the expansion
space, finished to�omparable quality and with comparable utilities
and services as�xisted in the designated space and expansion space
at the time of�location at an alternative location (hereinafter
"substitute s ace" or "space"), mutually selected by company and
city, or, if t parties cannot agree, by binding arbitration pursuant to
Section 4 0.035 of the city's Legisiative Code. Company shali pay
reason�le relocation expenses, including, but not limited to,
experys`es for reinstalling electrical and technical equipment and for
third reactivation, reconnection of internal equipment, and
bal�ncing. The aiternative space must be provided so that there is no
ir�'erruption in PEG operations.
304.(�}. Company shafl fully cooperate with the designated entity if the
designated entity requests assistance in acquiring additional space in
the Union Depot or such other location where studio facilities may be
located pursuant to Section 304(d), to the extent space is available.
� Gompany shall agree to a reasonable exchange of remaining capital
or other payments hereunder for additional space for the access
manager designated entity so long as company's costs, expenses or
obligaiions shall be no greater than those set forth in this franchise.
'.L�,.'7
•! _ �
304.(fl. The designated entity shalt pay all costs and expenses of the
designated space and expansion space for utilities, insurance and -
intemai maintenance. To the exterrt any such expenses are incf ed
in comprehensive biflings or invoices for all of company's area,
company shall make a pro rata allocation based upon squar � ootage
used (approximately 27.5% of all space occupied by com ny or to
be occupied by the designated entity as of the date of t� franchise)
and otherwise shall provide the designated entity with onthly bills for
such expenses fairly attributable to the space of the esignated entity
The designated entity is only required to pay for t se expenses after
they are paid for in full by the company, and onl the company
provides proof of payment, along with copies the hilis paid. If the
company subsequently recovers any of thes costs through refund,
rebate, or settlement, the designated errtity ill receive that refund,
rebate or settlement (or a share of the s' e, to the extent the rebate,
refund or settlement is for a bill that inc � des designated space and
expansion space and space occupie y the company). The
company may not add any overhea to the expenses the designated
entity is required to pay under thiSlection, or otherwise charge the
designated entity for any service'lxendered by an affiliate of the
company. The company is no�Tequired to provide security service to
the designated entityaccess:' anager for the access manager
designated entity's space, expansion space, but if the designated
entity requests it, shall a� ange for security services for the
designated space and� �'pansion space, at the designated entity's
cost. City, or design d entity, may examine the water bills, invoices,
meter readings or,-� �er bases for the monthly biils to designated
entity to satisfy it ''If that the allocation is fair and reasonable.
Payments owe y designated entity shall be made within thirty (30)
days of a billi by company in accordance with this Section 304(fl.
304.(g). The de�ignated entity may make leasehold improvements to the
designat space and expansion space, or to the alternative space
provid „ pursuant to Section 304(d). The designated entity shall
main �n the space, ordinary wear and tear excepted. The designated
ent+ `shall use the space for purposes consistent with its PEG
o' ations and shall not unreasonably interfere with the company's
o, ice operations.
. Company shall provide the following promotional support for
access:
304.(h},(1). Two (2) cross-channei public service announcement spots
daily to promote community programs and the avaitability
of community programming facilities and training;
304.(h).(2). All PEG access channels shall be listed on the electronic
program guide (EPG) and in printed materials describing
or listing channels on the system;
�
9�-a3�
304.(h).(3). Insertion at no charge i� at least two (2) bili stuffers
annually for promoting the designated entity's service or
generally promoting community programming, which bill
stuffers shall be produced by the designated entity and
shall conform to the company's standards and polici�
size and weight. Any bill stuffer denigrating the co y
its service or its programming is not permitted.
304.(h).(4). Distribution of the designated entity's
company's employees.; and
304.(i). The designated entity responsible for public `"ess shall
indemnify, keep and save the city and compan�� ee and harmless
from any or all ciaims (other than ctaims for ich the company may
enjoy immunity under 47 USC Section 558 rising out of the
designated entity's actions or omissions ; r its PEG programming
operations, to the extent the claims ar ot attributable to the acts or
omissions or operations of the part eeking indemnification. Subject
to the foregoing, in the event that ' it shall be brought or recourse or
damages sought against either, e city or the company, the
designated entity shall defen nd indemnify the city andfor the
company and pay any judg;` ents or damages with afl costs. The
indemnity is conditioned -" the party seeking indemnification
tendering notice to the `�signated entity of any proceeding asserting
claims for which it m,a seek indemnity within ten (10) days of the
date the party see ' g indemnification receives notice of such
proceeding. The rty seeking indemnification may participate by its
own counsel in�iy action against it, but at fts own expense. The city
may require tlje designated entity to obtain Iiability or other insurance
in the citY's,tl�iscretion.
304.Q). Pay ents made under this agreement by company i� one
calend r year do not have to be spent in that calendar year.
Refe nces to the designated entity include any successor to the
de� nated entity. An entity that is a designated entity may only hold
a`d use the resources, equipment, facility and funds provided for
;' nder the franchise for so long and to the extent it is a designated
entity, and must transfer resources, equipment, facilities and funds to
;� its successor upon request of the city.
(k). For any period or for any channel where there is no designated
entity, the city at its option and after notifying the company in writing,
the city shall act and enjoy all rights and responsibilities as if it were
the designated entity.
305. Free drops to subscriber network.
305.(a). In addition to providing the institutionaf network drops required by
this franchise, the company shall
51
9�'-���
305.(a).(1). continue to provide a free drop to the subscriber netw
and free basic and expanded basic service to each fic
and private schooi, pubiic library branch, police a ire
station, community center and public building a o such
other institutions as has been requested by th, ity, where
the drop and service had been provided pri `� o December
1, 1997; �
3Q5.(a).(2). provide a free drop to the subscriber � ork and free
basic and expanded basic service t ach pubiic and
private school, public library bran , police and fire station,
community center and public b� mg that requests a drop
in writing, and to such other i' tutions as the city may
reasonably request from ti ` to time. Where a drop
requested under this Secf � 305(a)(2) would require the
company to install a dro " onger than 400 feet in length
measured from the cl est street, the company may
charge the location r the cost of the labor and materials
required to exten , e drop beyond the 400 feet.
305.(b). The company is only r' quired to provide a single free drop to the
subscriber network, to ' ingle outlet at a point within the location
selected by that locati . However, the location at its own expense
may extend the dro� o multiple outlets and receive free basic and
expanded basic se " ice at each outlet, so long as such extension
does not result iry' ny violat+ons of leakage standards which the
company is obl� �ated to meet. A location that wishes to install
multiple outle may do so itself, or may contract with the company to
do so. /
Section 306. Support no ranchise fees.
The parties agre �that any c4st to the company associated with providing any
support for PEG use r' uired under this fFranchise (including the provision of the
institutional network ' d support therefor) and payments made outside this franchise, if
any, are not part of e franchise fee, and fall within one or more of the exceptions in 47
U.S.C. § 542.
Section 307. .J2esearch and development.
Company s all, on an ongoing basis, conduct research and development with regard to
improvem, `nt of existing services, provision of new services and enhancement of system
capabilit 's.
Secti n 308. Company rules and regulations.
Th company shall have the authority to promulgate such rules, regulations, terms and
nditions governing the conduct of its business as shall be reasonably necessary to
nable the company to exercise its rights and perform its obligations under this
franchise, and to assure an uninterrupted service to each and all of its customers.
52
r �'
Provided, however, that such rules, regulations, terms and conditions shall not be +n
conflict with the provisions hereof or applicable state, federal or local laws, rutes a
regulations. Any rules or regulations promuigated pursuant to this section shafl b"
published at company's expense. After the adoption of such regulations, the c, pany
shall file with the city clerk and with the cable communications officer, copies; f all rules
and regulations which shall be available for public inspection. ,�
ARTICLE IV. CABLE SYSTEM
Section 400. Construction pian, and construction
400.(a}. The construction plan that the com ' ny is required to submit
pursuant to Article Itl and Exhibit A s�h I be made available for public
inspection during normal business . urs at the main local office of
company at company's expense./�
400.(b). Nothing in this section sh ' prevent the company from
constructing the system ear " than planned. However, any delay in
the system construction b nd the times specified in Exhibit A shafl
require application to ap onsent by the city, The city may not
arbitrarily withhold co, ' t for delay when company has shown good
cause for such dela j rovided, however, that the city may attach
reasonable conditi.� to ensure performance. Good cause for delay
shall be presum 4dhen the company shows, to the satisfaction of
the council, th ch delay is beyond its reasonable controi and that
it has taken a�easonable steps to avoid the delay. Company shall
notify the c�� as soon as possible of any anticipated or actual delay.
400.(c). Del n `` beyond company's reasonabie control include, but are not
limited,j , natural disasters, civil disturbances, power outages,
telep, ne network outages, and severe or unusual weather
co itions. Events within the control of the company include, but are
n limited to, delays caused by the company's (or its parents') own
`� ts or failures to timely act or plan for action.
. Construction in accordance with Article III and Exhibit A shall
commence as soon as is reasonably possibfe after this franchise
becomes effective pursuant to Articie I, Section 107 of this ordinance.
Failure to proceed expeditiously shali be grounds for revocation of
this franchise. Failure to proceed expeditiously shall be presumed in
the event that company fails to meet the deadiines established i�
Exhibit A.
401. New development undergrounding.
401.(a). In cases of new construction or property development where
utilities are to be placed underground, the company must place its
facilities underground at the time of such construction or
53
� �'���
development, so long as the developer, utility or property owner shafl
give company reasonable written notice of such construction, or /
development, and of the particular date on which open trenchi ��
be available for company's instaliation of conduit, pedestals and
vautts, and laterals to be provided at company's expense. ;
401.(b). Company shall provide specifications as needed for tr ' ing
when requested to do so, and shall maintain a current c-' ' of the
specifications that it is providing with the cable comm � ations
officer. ,//
401.(c). Costs of trenching and easements required�, nng service to the
development shall be a matter to be negotiate �etween the
developer, utility or property owner and the, ompany.
Section 402. System construction procedures.
402.(a). The cable system shail be cons�e�acted, operated and maintained
in accordance with all applicable f des of the city governing the use
of the streets and other public P� perty. Without limiting the
company's obligations thereu ' er, the company agrees that, at a
minimum, it will follow the s tem construction procedures
established by this franch' e, including by way of example and not
limitation, the requirem f 'ts of this Article IV. No requirement in this
franchise shall be re o limit or condition any of the obligations of
company under ap y"�able law or Chapter 430. It is the duty of the
company to cons� �" , operate and maintain its cable system, and to
move and reloc '�its facilities, so that the city is not required to bear
any costs or d' ays as a result of the cable system's occupation of the
streets or ot -`� property, so that the public is not
discommo. e�', and so that the use of the streets or other public
property y city and by others is not impeded. it is the duty of
comp to repair any damage caused to the streets or public
prop y promptly to specifications of the city or other responsible
aut ority and to compensate the property owner for any loss. It is
li 'wise the duty of company to repair promptiy any damage caused
' private property and to compensate the private property owner for
� any loss. Unless expressly provided otherwise, costs associated with
complying with this section and with applicable law shall be borne by
/ the company, and with no cost to the city. If there is a conflict
�/ between the procedures applicable under other provisions of the
legislative code and the requirements of this franchise with respect to
the use of the streets or other public property, the provision that the
city determines best protects it shall control.
402.(b). Within six months of the effective date of this franchise, company
shail begin applying for ali necessary governmental permits,
franchises, certificates and authorizations. Neither the review of plans
by the city nor the granting of any franchises, permits, certificates,
authorizations, approvals, etc., shail be construed as a guarantee or
54
9� ���
warranty by the city of company's cable system. The company shall
not assert the fact that the city has perFormed any prior review of its
plans or exercised any ministerial function in granting permits,
franchises, certificates, authorizations, approvals, etc., as a defe
against its obligations to indemnify and hold the city harmless
pursuant to ARicle I, Section 118. The company shall fumis II
plans, drawings and technical data in sufficient detail so a o enable
each city department to fulfill its obligations under this fr ` chise and
other appiicable laws and regulations.
402.(c). Company shail construct, install, operate and aintain its system
in a manner consistent with aIl laws, ordinance ; construction
standards, governmental requirements, FC - echnical standards,
state law and any detailed standards sub � ed by company and
approved by the city as paR of the syste�n design process described
in Exhibit A. Within six months of the ffective date of the franchise,
company shall provide the city with "ree copies of a construction
practices manual. The company II be obligated to comply with the
manual, except insofar as com ing with the manual woufd conflict
with company's obligations u er this franchise or other applicable
law, or the city otherwise di pproves of a practice. The city's failure
to comment upon the ma al or any particular practice is not an
approval of the manual 'r a particular practice.
402.(d). Construction, o�eration and maintenance of the cable system in
city shall be perfo ' ed in an orderly and workmanlike manner. All
cables and wire shall be installed, where possible, parallel with
electric and te phone lines. Multiple-cable configurations shall be
arranged in p�arallel, and bundled with due respect for engineering
402.(e). Co�(pany shal� at all times comply with:
National Electricaf 5afiety Code as prepared by the
Institute of Electrical and Electronics Engineers;
(2). Nationai Electrical Code of the National Fire Protection
Association;
402.(e).(3). Bell Telephone System's Code of Pole Line Construction,
also known as Bell System Manua! of Construction
Procedures; and
402.(e).(4), Other appiicable federal, state and loca{ law provisions.
402.(f�. In any event, the system shall not endanger or interfere with the
safety of persons or properry in the franchise area or other areas
where the company may have equipment located.
402.(g). Any antenna structure used in the cable system shall comply with
construction, marking and lighting of antenna structures required
55
�� �3�
under applicable law.
402.(h). Ali working facilities and conditions used during construction,
operation and maintenance of the cabie system shall comply with
standards of the Occupafional Safety and Health Admi�istration f
402.(i). Company shall comply with all applicable standards for
leakage. f
402.(j). Upon grant of this franchise to construct and mai n a cable
system to provide cable service in the city, the com ' ny may enter
into contracts with any public uti4ity companies or, y other owner or
lessee of any poles focated within or out of the, y to whatever extent
such contract or contracts may be expedient � d of advantage to the
company for use of poles and posts neces ry for proper installation
of the system;, obtain right-of-way permi from appropriate state,
county and federal officials necessary cross highways or roads
under their respective jurisdiction to Upply main trunk lines from the
company's receiving antennas;, o�in permission from Federal
Aviation Administration to erect d maintain antennas suitable to the
needs of the system and its s scribers; and obtain whatever other
permits a city, county, state federai agency may require. In the
consiruction, installation �d maintenance of its system, company will
use steel, cable and materials and electronic devices, all of
specialized and advan�d design and type. ln the operation of its
system, the compan�wiil empioy personnel with training, skill and
experience in electr�onics and communications.
402.(k). The
located,
endange
hinder
omp ify's system, poles, wires and appurtenances shall be
erec�d and maintained so that none of its facilities shall
r o interFere with the lives of persons, or interfere with any
nts the city may deem proper to make, or unnecessarily
obstruct the free use of the streets, alleys, bridges,
ts or public property.
402.(I). �Company shall utilize existing poles, conduits and other structures
v�henever possible, and shall not construct or install any new, different,
r additional poles, conduits, or other structures whether in the streets,
on public property or on privately-owned property until the written
approval of the city is obtained. However, no location of any pole or
wire holding structure or other facility of the company shall be a vested
interest and such poles or structures or facilities shall be removed or
modified by the company at its own expense whenever the ciiy or any
person acting on the city's behalf determines that the public or the
city's convenience wouid be enhanced thereby.
402.(m). All transmission and distribution structures, lines and equipment
and ail other parts of the cable system shali be constructed, operated
and maintained so as to cause minimum interference with the proper
use of streets and other public property, and to cause minimum
56
9�-� 3`f
interference with the rights or reasonable conveniences of prc
which adjoins any of the said streets, or other pubtic property.
402.(n). In case of any disturbance of any street, pavement, sid k,
driveway, foundation or other surFacing the company sh t its own
cost and expense and in a manner approved by the ci place and
restore the same to as good condition as before said rk was
commenced and in accordance with standards for work set by
the city. If, upon reasonable written notice, the c any fails to
promptly restore any street or other public pro y in accordance with
this provision, the city shall have the right to such street or public
property back into good condition at the e se of the company and
the company shall, upon demand, pay try e city the cost of such work
done or performed by the city. �
402.(0). In case of any disturbance of ' other public property not
included in the scope of 402(n), e company shall, at its own cost and
expense and in a manner appr ed by the city, replace and restore all
such property to as good co ition as before said work was
commenced and in accor ce with standards for such work set by
the city. If, upon reason e written notice, the company fails to
promptly replace and tore any such property in accordance with this
provision, the city s have, in addition to such other rights as it may
have under this fr � ise, the right to replace or restore such public
property to at le as good condition as existed prior to the damage at
the expense o company and the company shall, upon demand,
pay to the ci , e cost of such work done or performed by the city.
402.(p). In ca ,¢f any disturbance of any private property, the company
shall, a t cosi and expense replace and restore all such
prope y- o as good condition as before said work was commenced
and ' ccordance with any appiicable standards for such work set by
th ci . if, upon reasonabie written notice, the company fails to
p ptly replace and restore any such property in accordance with this
r ision, the property owner shalt have, in addition to such other
J r hts as it may have under law or equity, the right to replace or
estore such private property to at least as good condition as existed
priar to the damage at the expense of the company and the company
sha{i, upon demand, pay to the owner the reasonabie cost of such
work done or pertormed by the owner.
(q). Whenever the city shall, during the period of this franchise,
undertake any public improvement which aifects the cable system, it
shall direct the company to remove or relocate its wires, conduits,
cables, vaults, pedestals, manholes, poles and other fixtures and
property from the area affected by the improvements at the company's
expense, upon reasonable not+ce to the company of the undertaking of
such public improvements. Likewise, the company at its expense shall
protect, support, temporarily disconnect, relocate, or remove any
propeRy of company when, in the opinion of the city the same is
57
9�'-�3�
required by reason of traffic conditions, public safety, street vacation,
freeway or street construction, change or establishment of street
grade, installation or movement of structures by govemmenta{
agencies whether acting in a govemmental or a proprietary capaci ,
including but not limited to movement of buildings, urban renew nc
redevelopment, and any program under which the city shall u ertak
to cause a{I such properties to be {ocated beneath the surf of the
ground, street vacation, or for any other reason where th
convenience of the city or the public would be served eby. If the
company fails to move its facilities by a time specifi y the
responsible government authority, that authority perform the
work, and bill the company therefore.
402.(r). Notwithstanding the foregoing, whene , in case of fire or other
emergency, it becomes necessary to re " e any of the company's
facilities, the city may do so without notice.
402.{s). The company shall not place es or other fixtures where the
same wilt interfere with any ga ectric or telephone facilities or
obstruct or hinder in any ma "r the various utilities serving the
residents of the city. All su poles or other fixtures shall be placed
close to the line of the lo utting on said street, and then in such
manner as not to
4�2.(t). Company
any private p�
property to ac
of facilities b
applicable I�i
with the usual iravel on said streets.
�"romptly move and relocate its cable system for
ithorized to occupy the streets or other public
iodate the construction, operation or maintenance
party. Costs shall be borne as provided by
402.(u). The �mpany shall, on the request of any person holding a building
movi permit or other permit for moving oversized objects issued by
the ty, temporarily raise or lower its wires to permit the moving of the
b� dings or objects. The reasonabie expense of such temporary
r moval, raising or lowering of wires shall be paid by the person
equesting the same, if the system is properly installed and the
company shali have the authority to require such payment in advance.
The company shall be given not less than ten (10) working days'
advance notice to arrange for such temporary wire changes. In
constructing, operating and maintaining its cable system, the company
shall respect any and all building movers corridors on truck routes
established by the state, the city and any of iheir subdivisions or
agencies.
402.(v). The company shall not remove any tree or trim any portion, either
above, at or below ground level, of any tree within any public place
without the prior consent of the city. The city shall have the right to do
the trimm+ng requested by the company and may charge the company
for the cfty's direct costs for such trimming. Regardless of who
performs the work requested by the company, the company shall be
�
�1�'
responsible, shali defend and hold city harmless for any and all
damages to any tree as a result of trimming, or to the land surrounding
any tree, whether such tree is trimmed or removed. �
402.(w). The company shall erect and maintain a{I parts of the sys m
good condition throughout the entire franchise period.
402.(x). AI{ necessary easements over and under private py�erty sha{I be
arranged for by the subscribers or the company. ,✓�'
402.(y). The company shall render efficient service, , ake repairs and
adjustments promptly, and interrupt service o for good cause and
for the shortest time possible. It is underst d that during the upgrade
there may be more necessary interruptio of service. Such
interruptions, inso4ar as possible, shall preceded by notice and shall
occur during periods of minimum sys, m use. Ail costs incurred in
making such repairs and adjustme s shail be borne by the company
except as otherwise provided fo� this ordinance.
402.(z). Company shall provide t ach subscriber a statement in layman's
language of the quality of � ai to be expected by the subscriber.
402.(aa). Company sha0 not w its cable or other operations to interfere
with broadcast recep " or persons not served by company.
Section 403. installation
403.(a). Company�7ia11 provide at least the following installation services:
403.(a).(1). t�ndard installation. Standard installation for the
subscriber network shall consist of an aeriai drop, not
exceeding two hundred (200) feet, from a single pole
attachment to the customer's residence. The use of
� exposed (external) wiring is the standard method of wiring
,` all buildings.
Project prewiring:
(A). Company shati provide service to prewired projects and
utilize the cabling provided for the prewired projects as
required by Article I, Section 111.
(B). Company shatl review and approve methods and
materials, suppiy specifications, technicai assistance and
material according to Article I, Section 111.
(C). Company shall prewire a project upon request according
to Articfe f, Section 111.
403.(a).(3). The company shall provide additional outlets as customers
may request, but subscribers shall also have the option ofi
59
9�-��y
installing additional outlets themselves. However, this
section does not require the company to connect to wiring
that would result in signal leakage in excess of the limits
under applicabie taw.
Section 404. Books and records; inspection of system; testing requirements.
404.(a). Company shall provide the city access to all books and r otds, as
required by Chapter 430. Without limiting its obligations u� � that
Chapter, or other provisions of applicable law, compa rees that it
will provide the city access to a41 books and records ed in whole or
in part to the construction, operation, or repair of t "able system so
that the city may inspect and copy these book/ � �ecords. The
company's obligation includes the obligation�o oduce ali books and
records related to revenues derived from t��� peration of the cable
system. The company is responsibie for�' aining or maintaining the
necessary possession or control of � books and records related
to the construction, operation or re - ir f the cable system so that it
can produce the documents upo re uest, without regard to whether
the books and records are he�by �, a parent company, a contractor
or subcontractor, or someo el e. Books and records must be
maintained for a period o. ive ears, except that (a) any record that +s
a public record must b ai ained for no less than the period required
by state law; and (b) e c may from time to time specify a shorter
period for certain c eg�es of voluminous books and records where
the information c tair�ed therein can be derived simply from other
materials. Company shali take ali reasonable steps required, if
any, to ensur that�t is able to provide the city all information which
must be pr ide�f'�or may be requested under this franchise or
appiicabl -aw�nduding by providing appropriate subscriber privacy
noiices. Company shall be responsible for redacting any data that
applic le �w prevents it from providing to the city. Nothing in this
Secti n 4�4 shall be read to require the company to violate state or
fed al law protecting subscriber privacy or personnel records.
404.(b). The terms "books and records" shall be read expansively to
� nclude i�formation in whatever format stored. The term "construction,
operation and repair shall be read expansively, including by way of
example and not limitation, information related to system
management, contractual relationships with subscribers and other
entities located in the streets, and information related to the use of the
cable system.
404.(c). Books and records requested shall be produced to the city at the
location designated by the cable communications officer. However, if
any books and records are too voluminous, or for security reasons (for
example, because the documents contain trade secrets) cannot be
copied and moved, then company may request that the inspection take
place at some other location mutually agreed to by the city and the
company, provided that (1) the company must make necessary
.�
�f b� �3`�
arrangements for promptly copying documents selected by the city
after the city's review and providing them to the city; and (2) e
company must pay all travel and additio�al copying expen incur
by the city (above those that would have been incurred the
documents been produced in the city) in inspecting t s documen
or having those documents inspected by its desig e
404.(d). The company shall file promptly with the c� copy of any
document the company files with the FCC, t ecurities and
Exchange Commission or any other regul agency with jurisdiction
pertaining to ihe sysiem. To ihe extent such documents contain,
to the satisfaction of the city, the info � tion required by other reports
hereunder, the city may suspend th equirements to file such other
reports with the city so as to avoi uplication and the administrative
costs attendant thereto. Altem ively, company may comply with this
Section 404(d) by providing e city a list and short description of the
documents it files, and pro ing copies of the documents upon
request. 7he {ist must b,� ept current.
404.(e). Without limiting t�i�`foregoing, the company shall provide the city
the following withi� days of their receipt or (in the case of
documents creat� by the company or an affiliate) filing:
� r /
404.(e).(1). noti �s of deficiency or forfeiture related to the operation of
�Rh, cable system (other than notices issued by the city);
e).(Z). �' copies of any request for protection under bankruptcy laws,
/ or any judgment related to a declaration of bankruptcy by
/� the companyFranchisee or by any partnership or
j �` corporation that owns or controls the companyFranchisee
�� directly or indirectly.
The cable communications officer may require company to
maintain records, and to prepare reports relevant to determining the
compliance of the company with the terms and conditions of this
franchise or applicable law. Without limiting this general obligation,
company shall prepare the following reports:
404.(fl.(1). On or before March 1 of each year, company shall provide:
(A). A copy of updated maps depicting the location of all cable
plant, to standard scale and with appropriate tick marks
These maps shall be accompanied by a digital copy in a
standard format and medium as directed by the city
engineer. Copies of maps should reflect the location of
plant as-built.
(B). A report detailing company's performance under each
61
9� a3�
applicable customer service standard as defined by FCC
rules, Chapter 430 and regulations adopted pursuan
thereto, and this franchise. By way of example, i
company is required to answer telephones wit ' 30
seconds 90 per cent of the iime, the report I state
what percentage of the time company an ered the
phone within 3� seconds. For each st ard not met,
the report will explain the cause, an orrections taken
foreach. �
(C). An estimate of the numher
citizens or economically di:
any rate discounts, and t�
(D).
(E)
(H).
(I}.
��)-
� andicapped, senior
tivantaged persons receiving
amount of the discounts.
A statement certifie �s true by an independent auditor or
the chief financial icer for the company (il) listing by
category the re ues for each source of revenue which
is included wi� �n the definition of gross reve�ues in this
franchise, a d identifying any other revenues of the
cable sys that the company has excluded from gross
revenue • he amount of the exclusion; and the reason
for th clusion.
A �,r��jected income statement and statement of projected
cd�fstruction for the next two (2) years. Provided that, the
�ompany at its option may provide the projected income
statement for review and not for copying.
A fist of officers and members of the board of directors of
the company and its parents.
A list of stockholders holding five (5) percent or more of
the voting stock of the company or its parents.
A copy of the company's annual report and those of its
parents and subsidiaries.
A full schedule of all subscriber and user rates, fees and
charges for all cabte services provided.
A copy of subscriber and user agreements used by the
company.
(K). Provided that, when it provides the information required
by subsections (I) and (J), a company need not include
proprietary MDU rates and agreements, so long as the
same are made available for the city's inspection upon
request. Provided fu�ther, once it provides the
information required by G-H, the company need only file
the lists if the officers, members or stockhotders change.
�
�y� a3y
4�4.(�.(2). The company shall annually provide the following special
reports by March 31:
(A). An annuai opinion survey report which identifies
subscriber satisfaction/dissatisfaction with cable
offered by the company. Surveys required to ms
report shall be scientificatly valid. .
(B). An annual plant survey report, which shal{ survey of
the company's plant and a full report th n including
new construction. The purpose of t r ort is to assure
the city that the plant is being op t and maintained in
accordance with applicable la . S� report shall include
but not be limited to an appr ri e engineering
evaluation and shali be c d ed in conformance with
standard engineering ct' es. The first report required
under this franchise all e due on March 31. 2001.
404.(f�.(3). Within one (1) mo o�the end of each quarter, which shall
end on March 3 Juyfe 30, September 30, and December
31 of every y, r, c,o'�mpany shall provide:
(A). A staterxfien in a form approved by city, showing the
numb r o ubscribers served in the entire system and in
the an ise area; and the number of channels on each
tierthe�basic ties, on the expanded tier, and from satellite;
a ny annexations that occurred since the previous
rr orting period. In addition, the statement shall identify
J Ii services being provided over the cable system
� �(including any non-cable services), and particularly
identify any services begun or discontinued. A lease of
system capacity wil! be treated as a service for purposes
of the preparation of this report. The statement will also
identify the end-user equipment being used by
subscribers, listing the number of end-user devices being
used by subscribers, by category.
(B). A statement certified as true by an independent auditor or
the chief financial officer for the company (il) listing by
category the revenues for each source of revenue which
is included within the definition of gross revenues in this
franchise, and (ii) identifying any other revenues of the
cable system that the company has excluded from gross
revenues; the amount of the exclusion; and the reason
for the exclusion.
(C�. A report summarizing known cable system outages in the
franchise area, and an estimate of the number of
subscribers affected by the outage, and the time it took to
repair the outage, measuriRg from the time the company
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9� a3y�
first knew about the outage. An outage is defined as a
loss of audio or video or impairment of audio or video
affecting more than one subscriber.
(D). A report showing the percentage of time serv e
interruptions were cured within 36 hours; th average
time from notice that a problem existed t inal cure; and
the perceniage of time that other servi calls were
resolved within 96 hours.
(E).
A summary by category of
number and nature of com
identifying the
(F).
The percentage of time
instaltations were comp
the city. �
Yard and non-standard
within the time required by
(G). For each month dufing the quarter, a form of actual
subscriber bill s g how company is itemizing
franchise fees a taxes, and how it is itemizing costs,
together wit c�Pies of all other information, offers and
notices se td'subscribers as a group.
404.(g). Company shall ovic�e the city the following on an ongoing basis:
404.(g).(1). A stat ment of the resolution of complaints referred to it by
the v. ��
404.(g).(2). C�om�iany shall provide the city with a speciai number that
e city may call to obtain information about any unplanned
or unanticipated outage. This number cannot be the same
number used by general subscribers, and must provide a
means for the city to promptly contact a person
knowledgeable about the outage.
(3). Company shall provide the city with at least a 24-hour
advance notice of any pianned outages affecting 500 or
more subscribers on the same distribution line or fiber node
within the franchise area.
, Company shall maintain records of all complaints received, the
disposition of those complaints, and ihe time from disposition to any
cure.
404.(i). Company shall maintain accurate and detailed maps and
improvement plans which show the location, size, and a general
description of all facilities installed in the streets and any power supply
sources (inciuding voltages and connections). Maps shall be based
upon post-construction inspection to verify location. The company
shall provide a map to the city showing the location of its facilities, in
such detail and scale as may be directed by the City Engineer. New
�
9� ���
system maps shall be promptly submitted to the city when the facility
expands or is relocated. Copies of maps shall be provided on disk, in
a commerciaily available electronic format specified by the City
Engineer. The company shall keep current records and plats o ail
underground fiacilities it owns or operates. Such plats and re ds are
to be available to all utilities and the city immediately upon uest.
F �'
��
i
�
�
404.(j). Company shall maintain accurate subscriber
network drawings which show the location of al�
provide those drawings upon request in hard F
commercially avaifable electronic fottnat s cifje
communicaiions officer. I
�it}�#fes, and it must
�nd in a
by the cable
404.(k). The cable system and all prope o ned or used by the company
in connection with the system sh b subject to inspection and testing
by the city to determine compli nc with the provisions of this
ordinance and applicable law T e city shall be notified two weeks in
advance of, and shatl have right to be present when the cab�e
system is tested by the c m any for any required proof of
performance test, or a st that the company is required to perform
under Section 404( e city shall have the right to be present for
any other test, up r quest. The company must respond to requests
for information r ding its system and plans for the system as the
city may from ' to time issue, including requests for information
regarding its I s for construction, operation and repair and the
purposes f hich the plant is being constructed, operated, or
404.(I). If "ased on complaints received or upon its own inspection, the
cab �mmunications officer concludes that there is reason to believe
th t jhe system may not be performing as required, it may require the
rwfpany to perform tests and inspections of its system, and to
; 'p�pare a report showing ihe resulis of the inspection or testing, and
/�nv corrective action taken as a result thereof.
�. Except to the extent that federal law prevents the company from
enforci�g this requirement, the company shal! be required to test its
cable system periodically for comp{iance with all applicable technical
and pertormance standards. The tests shall be conducted at least
twice each year, shall be conducted by trained personnel using
properly calibrated and tested equipment, and accepted engineering
testing procedures designed to measure perFormance under the worst
case scenarios.
404.(n). In addition, company shall provide the city with the results of
company's proof of performance tests conducted pursuant to FCC
standards and requirements. Company shatl provide city with
credentials of person or persons conducting said tests
404.(0). All costs of testing shall be borne by company. Where special
65
S' � ��
testing is required to determine the source of technical difficulties, the
company shal{ be liable for ati the costs thereof.
404.(p). Company must produce the books and records, prepare the
reports and permit the city to conduct the inspections, requeste
the city even if the company does not believe that the reque ati;
the standard set out in this Section 404, unless the city w s the
requirement, or the company obtains a couR order fro court of
competenijurisdiciion enjoining the request.
404.(q). Any material misrepresentation made by th ompany in any
report required by ihis section shaif subject i company to the
liquidated damagespenaity provisions of t� ordinance and shall
subject the company to all remedies av ' le to the city by law.
Section 405. Miscellaneous.
405.(a). By the acceptance of this fra hise, company waives its rights, if
any, to relocation costs that m t otherwise be provided by law and
that would otherwise be ava' ble from the cCity or in connection with
any project in which the c y is a participant.
405.(b). The rights granted company pursuant to Appendix H, shall be
deemed terminated pon the effective date of this Franchise.
4 (cj
� :
405.(d),
1
Provided, however� company shall remain liable for all acts and
omissions under `e prior franchise, and remains obligated to
indemnify the " y and maintain insurance as required by the franchise
to protect the ity and its citizens against harms arising from the
company's cts and omissions under that fFranchise, and to pay all
amounts ed and unpaid. Notwithstanding this replacement and
renewa�, f the Franchise set out in Appendix H, nothing herein shail
preve�f Ordinance _ from becoming effective in accordance with its
terrc,t�', should Charter Communications - St. Paul succeed to the
in e"rests of CCSP by November 1, 1998 in accordance with that
��Itain Transfer more particularly described in the Transfer Agreement
d'ated January 12, 1998.
Ail remedies are cumulative and may be exercised si�gly or in
combination, and are in addition to any other remedies available to the
city at law or equity.
Materiat terms are not severable.
4o5.(e). The company shall maintain an unconditional guarantee from U S
WEST, Inc.U.S. West, Inc. (to be renamed MediaOne Group, Inc.) in
the form attached to the Transfer Agreement dated Aprit 15, 1998, for
the term of this franchise. The city wil{ not approve any transfer until
and unless a substitute guarantee is provided by the transferee's
parents.
..
9�a��
nrrGp nir�
itions of this
67
9 �-���
EXHIBIT A
Upgrade Planning and Coordination
The company agrees that, in the course of upgrading its system, it will fol the
procedures described below, in addition to complying with all requirem s for permitting
and construction established by the St. Paul Legisiative Code.
1. As part of the upgrade, company will inspect the cable s em and ensure that ail
portions are brought into compliance with the current version applicable safety codes.
It will also replace or repair any plant that is in disrepair, an orrect any improper
installation.
2. At least three months before it begins constru on on the upgrade, and no more
than six months after the effective date of its franc '�, company will submit an upgrade
design plan to the city. The design plan will idenf � the phases for construction and the
planned construction schedule. The design pla.� ill show the design for both the
institutionat neiwork and the subscriber netwo :
3. The company's system design
determine whether the completed sys
franchise. It will specify at least the f5
a. design type, trunk
b. trunk and distri��fut
equipment to be used; � f
c. standby
d. lo�
number of miles,
vill be sufficiently detailed to permit the city to
likely to comply with the requirements of the
� elements:
design, and number and location of nodes;
system coaxial cable, fiber and fiber and coaxial
for the cable system, including the headend;
nplifier cascade in the cable system (number of amplifiers,
cable/fiber);
e. c�s'�gn maps and tree trunk maps for the cabie system. The system
design will be� hown on maps of industry standard scale, using standard symbology, and
shall depict �°II el,ectronic and physical features of the plant, including tap windows.
4. T e ci may submit comments on the design plan to cCompany within 30 days of
the dat the esign plan is submitted to the city. Within 30 days of receipt of the
com nts, ompany shall respond to the city, explaining any changes made to its design
pla nd p�viding a brief explanation as to why it failed to incorporate other comments.
mpany shall (a) follow its design plan, if approved by the city (except to the
�ent t at complying with that plan would violate this agreement} unless the cable
commun cations officer, in writing authorizes a modification of the plan, which writing
must identify what is being modified and how it is being modified (the modification may
modify the plan schedule); (b) use construction procedures and protocols that are
designed to ensure that the cable system performs as would be expected if all defective
components were replaced with high-quality components given manufacturer's
�
q8' �3�
specifications for the newly-installed equipment; and (c) implement quatity control and
testing procedures that wil� ensure that every part of the cable system functions to deliver
high quality service to subscribers. �
6. Construction schedu(e. The upgrade must be completed within 36 mo s of the
effective date of the franchise. The upgrade shall proceed in accordance w' the
construction schedute shown on the table ai the end of this Exhibit A.
7. Company shall assure that pre-installation quafity control is rmed on
replacement cable and equipment. In the case of passive comp ts, this will include
random testing to verify compliance with the manufacturers' sp� cations.
8. Company shall perform acceptance tests on each c truction area segment as it
is compieted. The test should indicate that all parts of th ble system are operating as
expected, and satisfying all applicable technical stand tls at full loading. Company shall
ensure that subscriber drops can deliver ali the servi ,�provided by the upgraded
system, without noticeable signal degradation and '' manner consistent with sound
engineering practices; and shall ensure that drop�are replaced that are physically
defective or where the signal level exceeds the svels provided for in the system design
plan consistent with the tap windows. �
9. Beginning November 1, 1998
meet to discuss the progress of the �
speed the construction process (by e
and to minimize the impact upon a�
detailed written progress report gn
satisfying the requirements of its an
�d. "very month thereafter, city and company will
�f� de, and to attempt to work cooperatively to
., discussing any problems in obtaining permits)
;ribers. At each meeting, company shall provide a
upgrade, describing in detail its progress in
iise and in particular, this Exhibit A.
10. Company w+ll take pY'o,rhpt corrective action if it finds that any facilities or
equipment on the cable system are not operating as expected, or if it finds that facilities
and equipment do not c�rr,r�ily with the requirements of this franchise or appiicable law.
OF WORK
Engineering
Construction
Additional fi�
installation
Fiber ootica�
Coaxial a�xip
and equipment drawings
al cab�e and nodes
� upgrading
replacement and re-spacing
nt replacement
� and proof-of-performance
TO BE COMPLETED BY
12-18'
12-18`
12-18�
24-30'
3�-36'
36
�� Dates are in months from the effective date of the franchise. Specific work will be
rk tl in phases. Some phases will be completed earlier. Some phases/work areas
may require minor touch-up before they are complete, Higher number is outer limit.
Lower number is when most should be complete.
.•
9�
G:\USERS�HANSEIV�CCSPFRAN. WPD
70
98-�3�
EXHIBIT B
INSTITUTIONAL NETVVORK ADDENDLTM
Additional Data Channels Activation on
Ungraded HFC Institutional Network
Company shall activate an additional data channel on the
HFC Institutional Network for use of the City and/or the Saint
Schools within sis months of a city request. Each additional d�
will actually require the use of a single channel in the forwa�
single channel in the reverse path on the distribution systzx��
with 10� Mbps Connecting Links and Headend equip �� �and
described further below.
The activated data channels must be a
HFC Institutional Network, and must be con.
manner consistent with the Connecting Link
and the Headend being provided under the C
Attachment 2-A-8 in the Corrective Plan. �i
provide an additional 100 Mbps link f
Headend for the additional City Data
Saint Paul Public Schools Data Cente
School Aata Channel. The compan���
equipment and associated facilitias/ "E
t �;
including the Ethernet switches,� 'th
Fublic Schools Data Center. ,;%�
As provided in the
maintain all equipment <
the Connecting Links, ��
�5'ath and a
;gments along
hardware as
;o all locations on the
and operate in a
the City Hall Annex
Plan and shown as
� requires that the company
City Hall Annex to the
�Ia'�nnel and a 100 Mbps link from the
��o the Headend for the additional
all provide and maintain all
ded for the Connecting Links
City Hall Annex and the Saint Paul
Plan, the company shall provide and
ted facilities needed at the Headend, for
ut the distribution network to provide an
operational system to ' e City and Saint Paul Public Schools demarcation
points for each of t� ct��vated data channels. The company shall provide
space at the Head , re'quired for the additional equipment; it shall have the
same obligation, k�� rovide space for such purposes as it has with respect to
the HFC Insti,-, " naI 1Vetwork under the Corrective Plan.
users
these
and�
The � and Saint Paul Public Schools shall provide modems for the
Sp c equipment needed at the Headend will depend upon the
i� 'ch the City and the Saint Paul Public Schools decide to use £or
ditional channels. The City shall inform the company of the make
odel of the modems by the time of requesting activation.
The design shall be subject to the final approval of the City, which
ral shall not be unreasonably withheld.
1
��-a3�
Fiber Institutional Network
The company shall provide a Fiber Institutional Network to
supplement the HFC Institutional I�Tetwork to address the need r highly
reliable transmission of data, voice, and television at increasin data rates. It
is anticipated that the fiber would be equipped for transmiss' n of signals at
rates up to 2 Gbps (2,000,000,000 bits per second) and abov and the
company must ensure that, installing and maintaining t network, it does
nothing inconsistent with such a use. Initiaily, the net�w- k will utilize
twelve (12) Data Centers and nine (9) dedicated fiber � ic links
interconnecting to Data Centers.
The Data Centers would become the po:
HFC portion of the Institutional Network and
locations within and outside the City and as n
provide "dark" fiber brought to a point withi�
terminated in the same manner that dark fi�E
Corrective Plan. The City wouid provide
the fiber. a'
The twelve (12} Data
Saint Paul:
Public
Adult
,•� sR�lT9
West
interconnection to the
links to other
(ded. The company shall
�e Data Center, and
is terminated under the
necessary equipment to light
be at the following locations within
981 N. Dale
100 E. 10�h Street
50 West
14 West
Tl� company sha11 provide and install the fiber optic cables for
intercoxi�necting the Data Centers by either the "Ring," "Star," or "Star-Wired
Ring"�opology, as typified in the following drawings.
2
��' a3`�
RING
STAR
In the Ring topology, the inter�
would be based upon redundant dual
mode fibers shall be provided betwee
greatest reliability in the event of a
would be routed so no interconnect' �
would be in the same cabie path. ,�j
RING
the Data Centers
5inimum of siY (6) single
Centers. To provide for the
physically damaged, cables
more than two Data Centers
In the Star topology, th ral core location where the cables come
together could be one of the enters. Although tkus topology would not
be as reliable as the above i. topology in the event of a cable being
physicaily damaged, the c company shall provide routing which will
optimize reliability. A ' um of twelve (12) single mode fibers shall be
provided between each'�f e outlying Data Centers and the Core location. If
the Star topology is us,e ; the Core location shall be at the City Hall Annex.
In the Star- ed Iting topology, the central core location where the
cables come togeth' could also be one of the Data Centers. Although this
topology wouid�n j be as reliabie as the above Ring topology in the event of a
cable being p�iy cally damaged, the cable company shall provide routing
which will,dpt' ize reliability. A minimum of twelve (12) single mode fibers
shall be prod ed between each of the outlying Data Centers and the Core
locatio�` If e Star-Wired Ring topology is used, the Care location shali be
at the�it . all Annex.
Nixie (9) locations shall be provided with dedicated fiber optic links to
ie�est appropriate Aata Center. Each of the links shall contain su� (6)
mode fibers.
The nine (9) locations with dedicated fiber optic links to Data Centers
shall be at the following locations within Saint Paul:
y� a3y�
277
Commerce
to be
Cedaz Street
By nine months following the effective date of t' franchise, ox within
ninety days from the time the City identifies the ad ' onal Data Center and
dedicated links, whichever is sooner, the cable com ny shall submit to the
City the company's initial engineering design pla for providing "dark fiber"
to the twelve (12) Data Centers and nine (9) de ated links at the locations
identified above. Selection of specific routing uilding locations, and fiber
termination detaiis within the buildings wi e done cooperatively between
the cable company and the Gity. The Cit ill have final approval of the
design, which will not be unreasonably � hheld.
By December 31, 2000, the c campany shall have completed the
installation and have made avail for use the above described "dark fiber"
for the Data Centers and dedic e links.
The City shali be r
maintenance of terminal
located at User premises
ble for the instaliation, operation, and
er equipment used with these "dark" fibers
the demarcation point.
The cable com y shall provide these fibers and the use of the fibers
at no cost to the Ci xcept as the franchise otherwise provides. If needed,
the company will vide space at the Headend for the equipment required
for the use of th ers; it shall have the same obligation to provide space for
such purposes it has with respect to the HFC Institutional Network under
the Correctiv lan. Company will maintain all equipment at the Headend,
except as t anchise atherwise provides. The company shall be responsible
for the m' enance of the fiber to performance within manu£acturer's
specifica s at ail times.
the event any fiber falls below manufacturer's specifications at any
tim condition of the routing results in detectable interference being
int oduced into the transmissions, or changing physical conditions may
r duce the reliability of the transmission path, the cable company shall
eplace and/or transfer the affected fiber's operation to other fiber within four
(4) hours of becoming aware of the problem.
For purposes of testing the dark fiber, the Company shall follow the
same testing procedures for dark fiber provided under the Corrective Plan
q�-a3y
(for acceptance, for annual and for semi-annual testing). The Comp y will
follow the same procedure for testing headend equipment that it ' tains
as applies to the link between the City Hall Annex and the Hea nd under
the Corrective Plan.
The dark fiber and the equipment at the Headend at company is
required to provide must satisfy the reliability standar set forth in the
Gorrective Plan.
The provisions of Attachment 2-F-1 (Servic all Processing and
Tracking) shall also apply to the Fiber Institutio 1 Network described
herein, Attachment 2-F-2 (Reliability), and th andards set out on
Attachment 2-F-6 (Connecting Link Data Or' ted Testing) shall apply.
a�-�y
Appec,dix _. Gable Communications Franchise—C
Paul. fnc. °-•.'–��«�*
Cross reference(s)–Cabte communications service, Chapter 430.
WHEREAS, The City of Saint Paul has, fotlowing reasonable notice, canducted a public
hearing affording all persons reasonable opportunity to be heard, wh�e�h proceeding was
concerned with the analysis and consideration of the technical abili�j, financial condition,
fegal qualification and general character ofi Continental Cabievisis�`n of St. Paul. Inc.
, �C( CSP„1 �� �. �_ .� �.' .^.; and �
J`
WHEREAS, The City of Saint Pauf after such considei
has approved and found sufficient the technical ability
qualification, and character of said CCSP; and
anafysis and deliberation
;ial condition, legal
WHEREAS, The said City of Saint Paul has at the�.�aid public hearing, also considered
ard analyzed the plans of CCSP for the upgrade f the cable system and found the
same to be adequate and feasible in view of th, needs and requirements of the entire
area to be served by the said system, subjec o certain conditions; and
WHEREAS, To the knowledge and belief 'f the City of Saint Paul this franchise and the
procedure used in formulating and awa ing the same in all things and in all ways
complies with the franchise standard of Minnesota State Law;
NOW, THEREFORE, The Gity of a+nt Paul does ordain that there is hereby created,
granted, and established for CC P a full and complete nonexciusive franchise for a
period of ten(10) years, with ive-year extension option, for the construction, operation
and maintenance of a cable stem within the City of Saint Paul.
Provided, however, that �kie said franchise shall be subject to the following terms and
performance condition�r'as set forth herein.
GRANT OF FRANCHISE AND GENERAL PROVISIONS
Section 100. itle of Ordinance.
This ordina e shall be known and may be cited as the "Saint Paul Cable Franchise,"
hereinafter franchise," and it shall become a part of the ordinances and Legislative
Code of e City of Saint Paul.
107. Definitions.
Fo he purpose of this ordinance, the following terms, phrases, words and their
d rivations shall have the meaning given herein. When not inconsistent with the context,
ords used in the present tense include the future, words in the plural number include
the singular number, and words in the singu�ar number incfude the plural number. The
words "shall" and "will" are mandatory and "may" is permissive. References to officials,
1
°j �"'�.'S�
departmenfs, agencies or other entities, whether defined or not, shall be read to refer to
the same, or their authorized successors. References to statutory provisions shall refer
to those provisions as they may be renumbered from time to time. References to
applicable law or to any part of the Legislative Code of the City of St. Paul refer to the
same as they may be amended from time to time during the term of the franchise. r �°
Words not defined shal{ be defined as in Chapter 430 of the Legislative Code of tbe City
of St. Paut; if not defined there, as defined is 47 U.S.C. §521 et. seq.; if not defiried
there, the words shall be given their common and ordinary meaning.
101.(a). Basic service or basic cab/e service shall have the same meaning
as the term "basic service" under federal law; except that the basic
service shalf afso be deemed to include any service tier that includes
the public, educational and governmental aceess channels.
1�1.(b). Cable service means
101.(b).(1). the one-way transmission to subscribers of (A) video
programming, or (B) other programming service, and
101.(h).(2). the subscriber inte�action, if any, which is required for the
selection or use of such video progremming or other
programming,service.
101. (cJ. Cab/e system has the same meaning as the term cable system
under federal law, and cable communications system as used in state
law; in addition, .ufiless the context clearly indicates otherwise, the
term cable system in this franchise means CCSP's cable system, and
alI equipment;'facilities and devices appurtenant thereto.
101.(d). City is.,#he Gity of Saint Paul, a Minnesota municipal corporation,
as it exis4s and as its borders may from time to time be changed.
Where::t�ie franchise requires that an action be taken by the city, that
actior.i'may be taken by any person authorized to act on the city's
1Q1.(e) Company is GCSP, the grantee of rights under this ordinance
�� a 4ranchise, or its permitted successor, transferee or
; � assignee.
(fl. Converter shall mean an electronic device, which converts signals
from cable distribution system frequencies to standard broadcast
frequencies.
101.(g). Councii is the city council of the City of Saint Paul.
901.(h). Dedication shall mean those rights-of-way maintained for the
benefit of the public and controlled by city, the terms, conditions or
limitations of which are not inconsistent with the erection, construction
or maintenance of a cable system, its structures or equipment.
109.(i). Easement shall mean those rights-of-way owned by the city, the
2
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terms, conditions or limitations of which are not inconsistent with the
erection, construction or maintenance of a cable system, its
structures or equipment.
�01.U). Economically disadvantaged shall mean fhose persons who ,
receive assistance under any of the fo{lowing programs: the
Telephone Assistance Program ("TAP"); food stamps; or any F2amsey
County welfare program.
901.(k). F�panded basic service means all subscriber services other than
basic service provided by the company covered by a regular monthly
charge paid by afl subscribers, but not including optional
programming ofFered on a pay-per-channel or pay-per-view basis or
usage sensitive pay basis.
901.(1). Gross revenues shail mean all revenue derived directly or
indirectly by the company, its affiliates, subsidiaries, parent, and any
person in which the company has a financial interest from or in
connection with the operation of the cable system to provide cable
services. Gross revenues shall include, by way of example and not
limitation, revenues from b,asic service, expanded basic service,
monthly fees for programming offered on a per-channel or per-
program basis, installation and reconnection, leased channel fees,
converter rentals, studio rental, production equipment and personnel
fees, interactive cable service, advertising, cable store sales, late
payment service fees and other services offered over the system.
Gross revenues 5hail not include any taxes on services furnished by
the company herein imposed directly upon any subscriber or user by
the state, city. or other govemmental unit and coilected by the
company oq behalf of said governmental unit. The franchise fee is
not such a�tax.
�`
901. (m). Installation shall mean the connection of the system from feeder
cable Yo subscribers' facilities.
909.(n). -.Loca/ means within the City of St. Paul.
901.(0): Lockout device is an optional mechanical or electricai accessory
: to a subscriber's terminal which, when activated, inhibits the viewing
;+ of a certain channel or channels provided by way of the cable system.
1Q;1.(p). Make-ready shall mean the rearrangement of existing wires on
,,= utility poles performed by telephone and electric utility companies to
�'.
allow for the addition of cable plant on such poles.
.�
�7 101.(q). Non-profit institution means (1) a person, other than a religious
organization, which qualifies for federal tax exempt status; and (2)
any governmental body, agency, department, or commission;
accredited school; library; hospital; or any legal entity contracting with
the city to provide social services; whether or not such entity falls
within the scope of subdivision (1).
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909.(r). Person inciudes any individual, corporation, partnership,
association, joint stock company, trust, or any other legal entity,
including the City.
901.(s). Person wifh disa6ilifies means any living person that: (1) receives
assistance under the Sociai Security disabitity insurance program, or
the Supplemental Security Income (SSI) disability program; or (2) has
been issued an identifying certificate by the State of Minnesota for
persons with physical disabilities; or (3) receives any vocationa!
rehabititation services pursuant to Section 268A.01 of the Minnesota
5tate Statutes.
101.(t). Public property is any property owned by the city other than a
street or sidewaik.
901.(u). Scramb/erfdescramb/errefers respectively to the equipment
installed to the cable system's headend equipment and subscriber
terminal used to isolate pay cable and other ancillary se�vice
channels from basic service which is accomplished by electronicafly
distorting the signal prior to its transmission through the cable system
and reconstituting the signai at each authorized location for
subsequent display.
101. (v). Senior citizen means.any living person over 65.
90>. (w). Sidewalk shall mean that portion of a highway, other than the
roadway, set apart by curbs, barriers, markings or other delineation
for pedestrian tra�el, including parkways, not on private lands.
109. (x). Subscriber' means the city, any government entity or any other
person whg legalty receives any cable service delivered over the
cable system.
101.(y). Str-eet shali mean the surface of and the space above and below
any public street, road, highway, freeway, lane, path, public way or
place, alley, court, sidewalk, boulevard, parkway, drive or other
easement now or hereafter held by the city for the purpose of public
travel and shafi inciude such other easements or rights-of-way for the
'' purpose of public travet as shali be now held or hereafter heid by the
city which shall within their proper use and meaning entitle the city
and its company to use thereof for the purpose of installing or
� transmitting cable transmissions over poles, wires, cables,
;, conductors, ducts, conduits, vaufts, manholes, amplifiers, appliances,
t� attachments and other property as may be ordinarily necessary and
� pertinent to a cable system.
901.(z). Usershall mean any individual, institution, organization, or
business that purchases any portion of the franchise's bandwidth for
delivery of programming or services or for receipt of programming or
services, or which is entitled to use any portion of the bandwidth at no
charge.
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909.(aa). Video channel shall mean a 6 MHz band of the electromagnetic
specirum which is capable of carrying at least one video signal.
909.(bb). Walkout shall mean the process whereby a cable company and
telephone and electric utility companies inspect utility poles
throughout the city to determine the amount of make-ready to be,�
performed by the utility companies. i�
Section 102. Franchise administrator.
The city may from time to time designate an entity to be responsibte f,of the continuing
administration of the cable franchise and for the planning and deve,topment of cable
communications services by providing written notice of the desigl�ation to the company.
The designee as of the effective date of this franchise shall be,Ctie city's cable
communications officer. Any action iaken by such designee;jwithin the scope ofi the
authority granted by the city, and any notice received from;such designee, shall be
treated as an action of, or notice by the city. ,!
Section 103. Grant.
The city hereby grants to company a nonexclusfue ten-year cable system franchise as a
1983. as amended. to provide cable service;`subject to ali the terms and conditions as
herein provided. Nothing in this franchise,;.authorizes the company to provide non-cable
services (other than the services that th� company is required to provide for the city or
the city's authorized users in connection with the provision of the institutional network).
If the company is authorized to prov,id�e non-cable services, the city may either by
separate ordinance or by amendment of this ordinance establish additionai conditions or
requirements related to the provision of those services or to the use of streets or public
property in connection with theiprovision of non-cable services, and no provision in this
franchise shall operate as a limitation on the city's authority in this regard. Provided,
however, nothing herein is iritended to grant the city greater rights with respect to
franchising telecommunications providers than it has under state law, as amended from
time to time.
Section 104. Rights and privileges of company.
The franchise grar�fed by the city pursuant to this ordinance shatl grant to the company
the right and priufiege to erect, construct, operate and maintain in, upon, along, across,
above, over and under the streets now in existence and as may be created or
established during its terms, any poles, wires, cabfe, antennas, towers, underground
conduits, manholes and other television conductors and fixtures necessary for the
maintenanee and operation of its cable system for the provision of cable service in the
City of St7'Paul on the terms and conditions hereinafter set forth. The franchise is not in
lieu of any permit or other requirements that exist or may be established by the city.
Permits`must be obtained at the time and in the manner the city may specify, and permit
conditions must be strictty adhered to. The franchise does not grant the company the
right to occupy any particular location upon, atong, across, above, over and under the
streets; nor does the franchise permit the company to interfere with the use of the
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streets by othess or to occupy other public property.
Section 105. Agreement.
105.(a). Company agrees to be bound by all the terms and conditior}s
contained herein, in the attachments hereto. and in the aoreerr�ents
referenced therein. and by the terms and conditions of the �`aRSfef
Agreement dated March 25 1998 dat�aar��1-998 as if �tilly set
forth herein.' , f
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105.(b). The company also agrees to provide the followiqg broad
categories of services, in addition to providing the'�channels for PEG
use:
.:�
105.(b).(1). cable services responsive to the,needs and interests of the
community throughout the frarlchise term, as determined
through surveys or studies of!St. Paul subscribers;
j '
105.(b).(2). public affairs and news pr•ogramming about the City of St.
Paul; �
105.(b).(3). public affairs and news programming about the Twin Ciiies
region; �%�
105.(b).(4). a channel or channels of children's programming;
`
105.(b).(5). a channel orchannels of arts and cultural programming;
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,
105.(b).(6). a channel or channels of programming of special interest
to mina�ity groups.
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105.(c). The company agrees that, throughout the term of this franchise, it
shall make auailable at least the percentage of channels it was
required to„make available for commercial use under 47 U.S.C. §612
as of the eifective date of this agreement. These channels, referred
to as "leased access° channels in this franchise, shall be available for
lease by any person unaffiliated with the company, or to the city, to
provide any services.
Section 106. Term. '
106.(a) '
f
The term of the franchise to be granted by the cdy pursuant to this
ordinance shall be for a period of ten years from and after the
effective date, excluding any period of time during which the company
is enjoined by a court of competent jurisdiction from performing its
obligations under the franchise.
�'106. (b).
Notwithstanding the foregoing, the franchise term may be
f'This would be the transfer agreement for U.S.West.
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extended for an additional five years by the city acting unilateraliy, or
upon request of the company, if the city, in its sole discretion,
determines that:
106.(b}.(1}. the public interest would be served thereby; or
106.(b).(2).
(A). the company has satisfactorily complied with ;�
obligations hereunder; and
(B). the cabfe system is meeting the cable-rel'ated needs and
interests of the community, and the enf
commitments of the company are s�ch that the cable
system is expected to meet the neetls and interests of
the community over the extens�p�term.
106.(c). References to "franchise term" in this refer to the
franchise term and any renewals or extensions thereof.
Section 107. Effective date.
The franchise term shall commence and be in
107.(a). Company's delivery to
107.(a).(1). a signed acce�
107. (a). (4)
the later of the following:
clerk of:
of the franchise;
107.(a).(2). proof that the insurance, bonds and letters of credit
required hereunder have been obtained and are in force;
107.(a).(3). paymerat by the company of costs for the publication of this
ordin,ance; and
ient of any amounts due on or before the effective
and provision of any proofs and documents due on or
�e the effective date.
by the City of a certain Transaction described more fully
107.(b)
If the
the fr
e has not become effective prior to Julv 31. fl�il�-1998, then the grant of
shall be of no force and effect, and the company shall have no rights
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hereunder.
Section 108. Area.
This franchise is granted for the entire area of the City of Saint Paul as it e
its borders may from time to time be cha�ged. The company shal4 provide
throughout the entire franchise area.
Section 109. Fees, payment of fees and penalties.
ina as
service
109.(a). Throughout the term of this franchise, company shali pay to city a
franchise fee of five (5) percent of gross revenues. Provided that, the
city may at any time increase this fee to the makimum that may be
charged consistent with state and federal law;'should the federal law
limit change or be eliminated. However, tl�e city may not increase the
franchise fee except after providing the company 90 days advance
written notice, and providing company tYie opportunity to commerrt on
the proposed change within that 90-day period.
109.(b). The following shall not be ir
of calculating the franchise fee:
company from programmers fo
company in a temporary jo+nt,rr
;4uded in gross revenues for purposes
�eimbursements received by the
the costs actually expended by the
irketing campaign.
109.(c). Gross revenues shalf pe reduced by the amount ofi bad debi
expense (using the direet write-off method). For purposes of this
Section 109(c), the term "bad debt expense" refers to amounts
lawfully billed to a customer and owed by the customer for cabie
service and accrue,d as revenues on the books of company, but not
collected after reasonable efforts have been made to collect the
charges. Bad debt expense, by way of exampte and not limitation,
does not incluc�e the amount of discounts, promotions, or credits
provided a subscriber that may reduce the amount a subscriber owes
to the com,pany. Provided, howeverthat (1) the bad debt expense
deduction'may not exceed two per cent of gross revenues for any
quarter;�and (2) bad debt expense is again treated as revenue when
recove�ed.
109.(d). �The exdusion of the foregoing reimbursements and bad debt
ezpense from the franchise fee calculation shall not be read to
s"'uggest that any other reimbursement, similar or dissimilar, should or
,? shouid not be excluded from the calculation of gross revenues.
109.(e). The parties agree that Internet service shall be treated as a cable
service for purposes of this franchise and a franchise fee paid on aN
,_` � revenues therefrom until such time as court or agency of competent
�;^` jurisdiction over this franchise rules that the service is not cable
�' service and all appeals from the decision have been exhausted.
a � 109.(fl. The franchise fee and any other cosi or penalties assessed shall
��
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be payable, except as otherwise specified in this franchise
agreement, quarterly to the city o�ce of financial services, and the
company shall file a complete and accurate verified statement of al
gross revenues within the city during the period for which said �
quarterly payment is made, and said payment for each quarter a
be made to the city not later than forty-five (45j days after the�
expiration of the quarter when due. /
109.(g). In addition to its other rights to review and copy the�ompany's
records under other provisions of this franchise or the��t. Pau1
Legislative Code, the city shall have the right to ins the
company's records to determine whether the cor�pany has paid the
franchise fee owed. The city may, but is not recj�aired to, audit such
records and to recompute any amounts deterihined to be payable
under this ordinance. The company shail reimburse the city for all
expenses incurred by the city in conductuig the audit where such
audit shows the company's fee paymeli4 for any quarter reviewed is
five (5) percent or more under the arYiount found by the city to be due
and owing. ,'�'
109.(h). ln the event that any franctaise payment or recomputed amount,
cost or penalty is not made an or before the applicable dates
heretofore specified, interest shali be charged dai{y from the date of
such default or delay at the rate of interest which is the prime rate
charged by the First National Bank of the City of Saint Paul for
preferred customers;as adjusted on the �rst day of each month for the
month in which such default or delay first occurred.
109.(i). The accepfance by the city of any franchise fee payment shall not
be construed`as an accord that the amount paid is in fact the correct
amount, no`'r" shall such acceptance of such franchise fee payment be
construe,d�as a release of any claim the city may have for additional
sums �ayable.
fi�
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109.{). ; The franchise fee payment is not a payment in lieu of any tax, fee
or."other assessment except as specifically provided in this franchise,
,dF as required by applicable law. By way of example, and not
r ' limitation, permit fees and business franchise taxes are not waived
�' and remain appiicable.
Section 11-U. Use of company facilities.
The city, shall have the right, during the life of this franchise, to install and maintain free
of charje upon the poles of the company any wires and pofe fixtures that do not
unre interfere with the cable service operations of the company; provided,
however, that the city will hold company harmless for any damages resulting from the
�y's negligent installation or use of said wires andlor poles or pole fixtures.
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Section 111. Rates.
111.(a). Except to the extent and for the time prohibited by federal
of company's rates and charges are subject to regulation and
approval by the city. �
111.(b). Rates a�d charges that are subject to regulation sha(I e
reasonable. Company shall maintain a current list of all ates and
charges with the cable communications officer. The fi�'s`t list (the
"initial rates") shall be filed with the city on or before�(ie effective date
of the franchise. Changes in rates and charges re,quire the prior
approval of the city, except as federal law otherw,ise provides. Both
initial rates and subsequent rate changes shall,�be subject to review
and company may be required to refund excgssive rates.
111.(c). Except to the extent the city may not eriforce such a requirement,
the company is prohibited from discrimir,rating in its rates or charges
or from granting undue preferences to%any subscriber, potential
subscriber, or group of subscribers ox potential subscribers; provided,
however, that company may offer temporary, bona fide promotionai
discounts in order to attract or m,aintain subscribers, so long as such
discounts are ofFered on a non,discriminatory basis to similar classes
of subscribers throughout the;franchise area; provided furtherthat
discounts are permiited for ciiizens, people with disabilities, or
the economically disadvantaged and such other discounts as
company is required to,provide, or is expressly entitled to provide
under federaf law, so {ong as such discounts are applied in a uniform
and consistent manrYer.
111.(d). Equipment security deposit opt+on and recovery costs:
�%
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111.(d).(1), The" company reserves the right to charge a deposit for
converters or other terminal equipment placed in
;subscribers' homes.
111.(d).(2).s The company reserves the right to charge full
replacement, repair and administrative costs for converters
' or other company-owned equipment which is lost, stolen or
,r,` damaged through neglect or misuse by the customer, so
long as it is not already recovering those charges through
other rates.
,�11.(d).(3).
/,,;
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Fr
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� 111.(d).(4).
The company reserves the right to refuse service to any
subscriber for bona fide credit reasons and may levy
reasonable coilection charges on overdue or delinquent
accounts. Provided, however, that a subscriber must be
reconnected upon request if the subscriber pays the
amount owed io the company, the reconnection fee, and
provides any lawfully required deposit.
Deposits must be returned within 30 days of the date a
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subscriber terminates service.
l
111.(e). The company shall provide at its cost of labor and matecj"als an
antenna-cable switch to any subscriber requesting such a,switch.
111.(�. Prewiring Projects: ,�
i
111.(�.(1). The owner or builder of a residential or c,�mmercial
building or other project shall have the,right to prewire an
entire project for cable service. The,¢'ompany shall
connect its cable system to the wiriFlg installed by the
owner or builder, so long as the pr`ewired installation uses
intemal cable wiring that meets or exceeds the company's
specifications for instailations,that the company applied to
itself as of the date the project was undertaken.
111.(fl.(2). The company shall publish specifications for internal cable
wiring, and shall provide a copy of those specifications to
any person upon reqiiest. A copy of the specifications
shall be provided to the cable communications officer on or
before the effectiue date of the franchise, and any change
in the specifications must be file prior to the date the
changes go irito effect.
111.(fj.(3). The owner or builder may request inspection and approval
of internal wiring according to a schedule supplied by
company. Company shall inspect and provide technical
assi,stance at its cost upon request.
111.(�.(4). Nothing in this section prohibits the company from refusing
rto connect to a prewired building if the prewiring causes
F` signal leakage in excess of amounts permitted under
� applicable law.
!
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111.(g). ,;The company shall offer the greater of a one dollar ($1.00) per
m'onth or ten percent (10°!0) per month discount on basic service for
senior citizens, gersonseale with disabilities and er��eeple who
are economicaliy disadvantaged . The company shall ofFer a ten
percent (10%) discount on other cable services that it offers to senior
citizens, persons with disabilities or the economically disadvantaged.
°- The comoanv mav reauire persons who seek to take advantaae of
the discount to provide reasonable oroof that thev are elioible for the
discount. Aae mav be oroven bv presentation of a birth certificate.
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described in 101(s)(21.
111.(h). Where subscriber network installation as requirec�in Article III,
Section 305 is made without charge to govemmental, educatio�a{ and
nonprofit institutions that include living quarters, the company may
charge for afl services to indNiduat living units within such building,
including, but not fimited to, individuai student housing units (i.e.,
dormitory rooms) and hospital rooms. Rooms within fire and police
stations are not treated as living quarters for purposes of this Section
111(h).
111.(i). Except as federal law requires otherwise, service requests for
maintenance or repair of cable facilities are performed at no charge
unless such maintenance or repair is required as a resuit of damage
caused by a subscriber
Section 112, Rate regulation procedures.
�
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,; �
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112.(a). Pursuant to Saint Paul City Charter, section 16.03, all rates and
charges (collectively refierred to as "rates") that must be regulated in
accordance with regulations established by the federal government
shall be regulated by the city in conformity with those applicable
regulations, and the p[ocedures set forth in the St. Paul Legislative
Code and this agreernent. Other rates that are subject to regulation
shali be regulated in accordance with the St. Paul Legislative Code
and this agreement. To the extent that any provisions of this franchise
or of Saint Paul Legislative Code are inconsistent with applicable
federai regulations, the federal regulations shali control.
112.(b). An appiication for a change in rates shall be filed in accordance
with procedures established in Saint Paul Legislative Code at least
120 days prior to a proposed change in the rates, except insofar as
federal regulations preempt these requirements. If the city
determines, after hearing that the company has failed to show that
the rates are justified, or if the city determines that the rates are not
justified, it may set the appropriate rate and order refunds of any
excess amounts collected from subscribers. For rates existing as of
the date of the franchise that have not been approved
pursuant to FCC procedures, the city reserves the right to require the
company to prove that the rates are justified. 1f the company fails to
show that the rates are justified, or the city determines after hearing
; that the rates are not justified, the city may establish the appropriate
rate and order rates reduced accordingly. Finai rate orders
establishing rates or ordering refunds shall be issued by the City
Council, and may be adopted by resolution.
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112.(c). Should the company decide to raise rates, it shall file its?scheduiE
ofi new rates and the relevant portions of the minutes ofi tF�e board of
directors or executive committee meetings at which sucf�'rate
increase was discussed. .;'
Section 113. Costs.
Unless expressly provided otherwise, costs associated with;the issuance or
transfer of, and company's compliance with, this franchise and wit�i applicable law shall
be bome by the company, and with no cost to the city. Costs i�cidental to the awarding
of this franchise shall include, but shall not be limited to, ali costs incurred by the city, its
staff, appointees or elected officials in assessing the need fo�'franchising the cable
system. Such costs shalt also include, but not be limited to,,-�publications of the franchise
and notices prior to any public meeting provided for pursuant to this franchise, and the
costs incurred by the city in its study, preparation of appfications for the issuance of a
franchise to company or the transfer of the franchise to another person. The company
wiil reimburse the city for costs the city incurs in connection with the foregoing within 30
days after the date a bili of costs is sent to it.
Section 114. Notices.
All notices from company to the city pursuant to this franchise shall be filed with the city
cierk and with the city's cable communicatiorrs officer. Company shali maintain with the
city, throughout the term of this franchise, an address for service of notices by mail.
Company shall also maintain with the city;'a local office and telephone number for the
conduct of matters related to this franchise during normal business hours.
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Section 115. Letter of credit.
115.(a). Prior to the effective date of its franchise, the company s,hiall
deposit with the city a letter of credit from a local financial iristitution in
the amount of one hundred thousand dollars ($100,000.0�). The City
must be able to draw upon the letter of credit if it has fof�owed the
procedures described below, even if there is a dispute''as to whether
there has been an act or omission that would entitle,�he City to cail
upon the letter of credit. Upon completion of the s�lstem upgrade
required under ARicle III (including, by way of exa`mple and not
limitation, completion of the institutional networl�upgrade), the
company may reduce the letter of credit amount to fifty thousand
dollars ($50,000.00). The form and content of such letter of credit
shafl be approved by the city attorney. The'tetter of credit shall be
used to insure th� faithfui performance b� the company of all
provisions of this franchise; and compliance with all orders, permits
and directions of any agency, commis'sion, board, department,
division or office of the city having a �urisdiction over its acts or
defaults under this franchise; and,the payment by the company of any
claims, liens and taxes due the city which arise by reason of the
construction, operation or mainfenance of the system.
,.
115.(b). Whenever the city shali,�receive payment of any amount against
the letter of credit pursua�rt to this Section 115, the company shall pay
to or deposit with the finahciai institution with whom it maintains said
ietter of credit an amount sufficient to replenish the letter of credit to
its full value of one hundred thousand dollars ($100,000.00) if during
the per+od of the sy.stem upgrade required under Article II I or of tifty
thousand doilars ($50,000.0�) if after completion of that system
upgrade within ten (10) days after the company has been tendered
delivery by registered mail, return receipt requested, of the request for
payment. The cable communications officer shall be furnished with
written proof of replenishment not later than twenty-four (24) hours
after it is accomplished.
,•'
115.(c). If tl�e company fails to pay to the city any compensation within the
time �xed herein or within this franchise ordinance; or fails, after ten
(10)'days' notice, to pay to the city any taxes due and unpaid; or fails
to;Pepay the city within ten (10) days any damages, costs or expenses
which the city is compelied to pay by reason of any act or default of
`the company in connection with this franchise; or fails, after three (3)
' days' notice of such failure by the city, to comply with any provision of
this franchise which the city reasonably determines can be remedied
by demand on the letter of credit, the city may immediately request
,` and receive payment of the amount thereof, with interest and any
�" penalties, from the financial institution holding the letter of credit.
Upon such request for payment, the city shall notify the company of
the amount and date thereof.
115.(d). The rights reserved to the city with respect to the letter of credit
14
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are in addition to all other rights ofi ihe city, whether reserve�ci by this
franchise or authorized by law, and no action, proceeding or exercise
of a right with respect to such letter of credit shall affect any other
right the city may have. ,�
115.(e). The letter of credit shall contain the following
"It is hereby understood and agreed that this letter of credit may not
be canceled by the financial institution nor the i �ention not to renew
be stated until thirty (30) days after receipt by the city, by registered
mail, of a written notice of such intention to cancel or not to renew."
:
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115.(fl. Neither withdrawal of money by the ciEy pursuant to this provision
nor wording contained herein shatl be construed as a limitation of the
company's right to contest penalties under Saint Paul Legislative
Code, Section 430.037.
Section 116. Bonds.
116.(a). At the time this franchise beoomes effective pursuant to Article {,
Section 107 of this franchise ordinance, the company shall file with
the city clerk and shall maintain during the system upgrade required
by Article IIl the following bonds:
116.(a).(1). A labor and rriaterial payment bond in the sum ofi one
million dolla�s ($1,000,000.00).
116.(a).(2). A faithful performance bond running to the city in the
penal sUm of one million dollars ($1,000,000.00)
conditioned upon the faithful perFormance of the company
of ali the terms and conditions of this franchise and upon
the further condition that, in the event the company shail
f,ail to comply with any law, ordinance, rule or regulation
governing this franchise, there shall be recoverable jointly
and severally from the principal and surety of the bond any
` damage or loss suffered by the city as a result, including
� the full amount of any compensation, indemnification or
costs of removal or abandonment of property of the
; company, p{us costs and reasonable attorney's fees up to
the full amount of the bond.
116.(b)`.� Foflowing the satisfactory completion of a11 construction required
by Article flf (including, by way of example and not limitation,
� completion of the institutional network upgrade), the initiai
construction bond shall be released, assuming there are no
outstanding defaults. The company shall file wiih the ciiy clerk and to
maintain throughout the term of this franchise a labor and material
payment bond in the amount of five hundred thousand dollars
($500,000.00). The city may require the company to increase the
amount of this bond if the city concludes that it is necessary to do so
15
a��a��
given the amount of construction being performed by the com ny, or
based upon the harm being caused by the company io siree or
public or private propefij.
��
116.(c). Following the completion of the upgrade required b� Article III and
until such time as the company has fiquidated ail of its obligations with
the city, the company shall file with the city clerk and maintain
throughout the term of this agreement a faithful performance bond
running to the city in the penal sum of five hundi`ed thousand dollars
($500,000.00) conditioned upon the faithful performance of the
company of all the terms and conditions of tFi'is franchise and upon
the further condition that, in the event the company shall faii to
comply with any law, ordinance, rule or r.egulation governing this
franchise, there shali be recoverable jcrintly and severally from the
principal and surety of the bond any damage or loss suffered by the
city as a result, including the full arriount of any compensation,
indemnification, or cost of remova'I or abandonment of property of the
company plus costs and reaso�iable attorney's fees up to the full
amount of the bond. ,`
116.(d). The bonds shall be suliject to the approval of the city attorney and
shall contain the following endorsement:
"It is hereby understood and agreed that this bond may not be
canceled until sixty�(60) days after receipt by the city attorney, by
registered mait, refurn receipt requested, of a written notice of intent
to cancel or not,to renew."
116.(e). The rights reserved by the city with respect to the bonds herein
are in addition to all other righis and remedies the city may have
under this;franchise or any other law.
f
Section 117. Liability and insurance.
117.(a). The company agrees by the acceptance of this franchise to
indemnify, keep and save the city free and harmless from liability on
account of injuries or damage to persons or property arising out of the
construction, maintenance, repair and operation of its cable system.
In the event that suit shall be brought or that recourse or damages
shall be sought against the city either independently orjointly with the
company on account thereof, the company upon notice by the city
shall defend the city in any such suit or action at the cost of the
company, and in the event of final judgment being obtained against
the city either independently orjointly with the company, the company
shall indemnify the city and pay such judgment with all costs and hold
the city harmless therefrom.
117.(b). The company shall pay and by its acceptance of the franchise
specifically agrees that it will pay all additional expenses incurred by
the city in defending itself with regard to atl damages and pena{ties
16
��•a�y
mentioned in subsection a. above. These additional e enses shatl
include, but not be limited to, fees for outside attorn "s and special
consultants. p"'
u�
a''
117.(c). The company shalt maintain, and by its acceptance of the
franchise specifically agrees that it will maintaiii throughout the term
of the franchise, liability insurance insuring t,iie city and the company
with regard to all damages mentioned irt subsection a. in the minimum
amount of: r'`�
117.(c).(1). $500,000.00 for property d'amage to any one person;
117.(c).(2). $2,000,000.00 for property damage in any one accident;
,�
117.(c).(3). $1,000,000.00 for personal injury to any one person; and
<
117,(c).(4). $2,000,000.00 foi personal injury in any one accident.
117.(d). The insurance policy obtained by the company in compliance with
this section must be approved by the city attorney and such insurance
policy, along with written evidence of payment of required premiums,
shall be filed and maintained with the city clerk during the term of the
franchise, and may be changed from time to time to reflect rising
liability limits. The company shall immediately in writing advise the city
attorney of any.fitigation that may develop that would affect this
insurance.
117.(e). Neither,ttie provisions of this section or any damages recovered
by the city%fhereunder shail be construed to or shall limit the liability of
the company under its franchise for damages.
117.(fl. All:insurance policies maintained pursuant to this franchise shall
contain the following endorsement:
"It is hereby understood and agreed that this insurance policy may not
be canceled nor the intention not to renew be stated until sixty (60)
days after receipt by the city, by registered mail, of written notice of
such intention to cancel or not to renew."
117.(g). Nothing in this section shall relieve any person from liability arising
out of the failure to exercise reasonable care to avoid injuring the
company's facilities while perForming any work connected with
grading, regrading or changing the line of any street or public place or
with the construction or reconstruction of any sewer or water system.
117.(h). For purposes of this ARicle I, Section 117, the term "city" includes
the City of St. Paul, its elected officials, officers, boards (including the
Board of Water Commissioners), commissions or employees.
Section 118. Indemnification.
17
�-as`i
118.(a). Company shall, at its sole cost and expense, fully indemnify,
defsnd and hold harmless the city, its elected officials, oificers,
boards (including the Board of Water Commissioners), commis�sions
and employees against any and all claims, suits, actions, liab� ity and
judgments for damages (including, but not limited to, reaso�le
expenses for outside fegal fees and disbursements and I abilities
assumed by the city in connection therewith): j
118.(a).(1). To persons or property, in any way arisincf out of or
through the acts or omissions of comp�riy, its servants,
agents or employees or to which comp�any's negligence
shall in any way contribute; �
118.(a).(2). Arising out of any claim for invasi,on of the right of privacy,
for defamation of any person, fii -rm or corporaiion, or the
violation or infringement of an,,Y copyright, trademark, trade
name, service mark or pater�f, or of any other right of any
person, firm or corporatio�r�excluding claims arising out of
or relating to city or acce,ss programming);
118.(a).(3). Arising out of compan�'s failure to comply with the
provisions of any fed`eral, state or local statute, ordinance
or regulation applicable to company in its business
hereunder;. ,%�
e,
118.(a).(4). Arising out of.any claim wherein damages or any other
relief is sought as a result of the city's cable
communications franchising procedure or as a result of the
awarding�`of the cable communications franchise, or as a
result o.f failure to award the franchise to any other
persori`, partnership, corporation or other legal entity. The
inde�rinification provided for herein shall not extend or
apply to any acts of the city constituting a violation or
breach by the city of the contractual provisions of the
,franchise ordinance, unless such acts are a resuit of the
."order of a court or administrative agency or are caused by
' the act or acts of company; and
118.(a).(5). In the event that the city awards any additional cable
communications franchise in any future franchise process
to a firm other than company, then company agrees that it
will not bring, nor cause to be brought, any action, suit or
other proceeding claiming damages, or seeking any other
relief against city, its officials, o�cers, boards (including
the Board of Water Commissioners), commissions,
employees or agents, for any award of a franchise made in
conformity with appiicable state and federai law.
118.(a).(6). Such cost and expense shall include, but not be limited to,
fees for outside attorneys and special consultants.
�
q � �asy
118.(b). The city shall give company reasonable notice of the making qf'
any claim or the commencement of a�y action, suit or other �
proceeding covered by the provisions of this section. The compa
shall cooperate with the city in the defense of any such actionfsuit or
other proceeding at the request of the cify; however, in the a�isence
of such request, nothing herein shall be deemed to prevent'the
company from cooperaiing with the city and participatingnn ihe
defense of any litigation by its own counsef at the company's cost and
expense. �f�
f
118.(c). No recovery by the city of any sum by reason of the letter of credit
required in Article I, Section 116 shall be construeii as any limitation
upon the Iiability of the company to the city unde� the terms of this
section, except that any sum so received by tti�e city shall be
deducted from any recovery for the same d�mages which the city
might have against the company under th�'terms of this section. The
provisions of this section shall not be dependent or conditioned upon
the validity of this ordinance or the validity of any of the procedures or
agreements involved in the award or acceptance of the franchise, but
shall be and remain a binding obligafion of the city and company even
if this ordinance, any part hereof, o� grant of the firanchise is declared
null and void in a legat or adminisfrative proceeding. It is expressly
the intent of company and city that the provisions of this section shall
survive any such declaration and shall be a binding obligation of and
shall inure to the benefit of the company and city and their successors
and assigns, if any.
118.(d). It is the purpose of this section to provide maximum
indemnification to the city under the terms set out herein and, in the
event of a dispute as :to this section, it shall be construed to the
greatest extent permitted by law to provide for the indemnification of
the city by company.
118.(e). Notwithstanding Section 117(g), to the extent permitted by law,
company shalf have no monetary recourse whatsoever against city for
any loss, costs, expenses, or damages arising out of any provision or
requirement of this franchise, or Chapte� 43Q because of the
enforcement of this franchise or Chapter 430, or any action taken
pursuani thereto, including damages that may be caused by
movement or removal of the cable system during emergencies or in
the course of any other activity of the city in the public streets or on
pubtic property, except in cases where the damage is the result of the
city's gross negligence or willful misconduct. In no event shaA the city
tie liab(e to the company for any (osses resutting from the interruption
of its business, or for any other consequential damages, punitive
damages or exemplary damages. The rights of city under this
Section 118(fl are in addition to, and shall not be read to limit, any
immunities the city may have under federal or state law or other
provisions of this Agreement.
19
a �-�'y
Section 119. Service of process and consent to jurisdiction.
The company shall designate an agent within the city upon whom process
against it may be served on behaff of the ciiy or any other parry in enfiorcing this
franchise or in asserting any other right or claim. The company, for such purposes, and
any other purposes, hereby consents to, and submits to, the laws, jurisdiction a�id courts
of the State of Minnesota.
��
Section 120. Debt financing.
The company shail make a good faith effort to obtain debt fi
construction and operation of the Saint Paul cable system from the
City of Saint Paul; provided, that the terms and conditions for such
favorable to the company as those available to the company from,�
Section 121. Sale or transfer of the franchise; sale or
ing for
Authority of the
financing are as
4ending sources.
of stock.
121.(a). The franchise shall not be assigned o,r transferred or leased,
suBlet or mortgaged in a�y manner whe�her by sale or lease of assets
or transfer of control of the company o� its parents, or otherwise,
either in whote or in part, nor shall titae thereto, erther legal or
equitabie or any right, interest or �roperty therein, pass to or vest in
any person without the prior written consent of the city council which
shall not be unreasonably with�eid. However, no authorization of the
council shall be required for any mortgage, pledge or other
encumbrance of this franchjse ordinance or the company's cable
system as security for financing purposes, so long as:
121.(a).(1). the mortgage, pledge or other encumbrance may not allow
any perso,ri to succeed to the company's interest in the
franchise` or the system without the prior approval of the
city; ar�cl
�-
121.(a).(2). the,t`erms and conditions of the mortgage, pledge or other
encumbrance must be subordinate to the terms and
conditions of this franchise.
121.(b). The eompany shall promptly notify the city of any actuat or
propos,ed change in, or transfer of, or acquisition by any other party,
of control of the company, or any other event constituting a transfer of
the franchise, and shall file a request for approval of the transfer as
provided in Chapter 430, containing such information as is required
tiierein. The word "control," as used herein, is not limited to major
�stockholders, general partners and limited partners, but inciudes
i actual working control in whatever manner exercised. Without limiting
' the foregoing, a ten percent (10°/a) change or more in the ownership
of company shall be presumed to be a change in control. Every
change, transfer or acquisition of control of the company shall make
the franchise subject to cancellation unless and until the council shall
have consented thereto, which consent will not be unreasonably
20
aY .�.��
withheld.
121.(c). The acts described in 121(a)-(b) are collectively referre. to as
"transfers," and the entity or entities to whom transfer is to be made is
referred to below as the "transferee." `
121.(d). For the purpose of determining whether it shafl consent to a
transfer, the city may inquire into the qualification ofithe prospective
transferee, and the company shall assist the council in any such
inquiry. The proposed transferee must show finaricial responsibility as
determined by the city and must agree to comply with aIl provisions of
the franchise. A request for a transfer will npf be granted unfess the
council determines that: r"
121.(d).(1). there will be no adverse effect on the public interest, or
the city's interest; �'
,
121.(d).(2). the transferee will agree�to be bound by all the conditions
of the franchise and ta�assume al! the obligations of its
predecessor; and
121.(d).(3). any outstanding compliance and compensation issues
have been resol�ied or are preserved to the satisfaction of
the city.
f
121.(e). The consent or approval of the council to any transfer shall not
constitute a waiver �r release of the rights of the city, and any transfer
shall, by its terms,!be expressly subordinate to the terms and
conditions of the,rfranchise and any amendments or agreements
related thereto:`
121.(fl. In the absence of extraordinary circumstances, the council will not
approve any transfer prior to substantial completion of the system
upgrade ,r,equired by Article III.
121.(g). In no event shall any transfer be approved without transferee
becoming a signatory to the franchise , and any amendments or
agreements related thereto.
Section 122. Right of municipal acquisition.
122.(a)'. In the event the company forfeits or upon revocation or other
� termination of the franchise pursuant to provisions of this ordinance,
or at the normal expiration of the franchise term, or in the event of any
transfer, city shall have the right of first refusal to purchase the cable
system. The ciiy may, ifi it chooses, acquire the cable system and its
� assets and trans4er the system and all its assets to a third party
purchaser; without limitation, the city may enter into such a purchase
agreement before acquiring the cable system and its assets from the
company.
21
��r_���
122.(b). If the city elects to purchase the system at the normal expiration
of fhe franchise term, or upon transfer, the value of tfie cable system
shail be: the fair market value of the cable system as an ongoing
business concem of the system, less the value of the franchis / he
value of the cable system shall be determined by a panel of ree (3)
independent appraisers agreed upon by the city and the coinpany.
Should city and company fail to agree upon the selectio�'of three (3)
independent appraisers, each shall select one appraise�. The two (2)
appraisers so selected shall then sefect a third. if the.city elects to
purchase the system in the event of forfeiture, termination or
revocation prior to the normal expiration date, the purchase price to
be paid by the city shall be an equitable price. The parties agree that
the equitable price shalt be the company's capitalization cost less
depreciation. "Capitalization cosY' shall mean the monies invested for
the tangibie assets that are being purchased, exclusive of intangible
assets such as goodwill or value of the fr.anchise. The date of
valuation shall be no earlier than the day foilowing the date for such
forFeiture, termination or revocation. . `
r
122.(c). Upon exercise of this option arid the payment of the above sum
by the city and its service of offic(al notice of such action upon
company, the company shall irrimediately transfer to the city
possession and title to all facilities and property, reai and personal, of
the cable system, free from'any and ail liens and encumbrances not
agreed to be assumed by"the city in lieu of some portion of the
purchase price set forth�above; and the company shall execute such
warranty deeds or other instruments of conveyance to city as shall be
necessary for this purpose.
122.(d). Notwithstanding the above, if the cable system or any part of the
cable system is�abandoned by company, or if the company fails to
operate its cabie system in accordance with this franchise during any
time it is reqaired to operate its cable system, or the company
otherwise terminates its franchise, upon reasonabie notice of at least
thirty (30) days and an opportunity to be heard, the ownership of the
cable system or the abandoned portions thereof in streets or on other
public property, or such portion as the city may desire, shall revert to
the cify and the city may sell, assign, or transfer all or part of the
ass,ets of the cable system, or the City Gouncil, at its option, may use
or=dispose of the system as it sees fit. The company shall execute
such quit claim deeds and other documents as may be necessary to
transfer the cabfe system or affected part thereof free and clear of
liens and encumbrances to the city.
122.(e). Each contract entered into by company with reference to its cable
system or operations under the franchise shall be subject to the
exercise of the rights of the city under this Section 122.
122.(�. Nothing in this franchise in any respect affects the city's powers of
eminent domain, or its right to exercise these powers with respect to
�
a�-a���t
the cable system.
122.(g). The company may not take any action that wouid interfe e with
the city's purchase rights, or take action that would have tF�effect of
Iimiting the facilities and equipment avaifable to the city. J
Section 123. Certificate of con£rmation.
The franchise shall cease to be of any force and effect if the�c•'bmpany fails to
obtain any authorization required by state or federai law at the time;required by such
federal or state law. f
ARTICLE II. CABLE COMMUNICATIONS REGULATION-'AND ADMINISTRATION
Section 200. Cable communications regulatory
The terms and conditions of this franchise shall be subject to and shall
incorporate the provisions of the Cable Communica�ions Regulatory Ordinance, Saint
Paul Legislative Code, Chapter 430, as amendec��from time to time during the term of
the franchise if such an amendment adopted af�er June 1, 1998 does not change any of
the express material terms of the franchise, ur�fess the city and the company agree
otherwise. Any conflict between express prqvisions of this franchise ordinance and the
regulatory ordinance as it existed on June 1-, 1998 shall be resolved in favor of the
franchise. However, in interpreting this franchise, no rights pass by implication. By way
of example, and not limitation, any confl{ct between this franchise agreement and a
change adopted by the City in the exercise of its police or regulatory powers would be
resolved as provided in Section 201.; By way of further example and not limitation,
company must comply with permitting procedures and permitting fees set forth in
Chapters 116 and 135 of the St. Paul Legislative Code. The failure of this franchise to
estabiish or reference a requirement contained in the Legislative Code does not relieve
company of its duties to complywith such requirements. While this franchise is subject
to Chapter 430, that chapter is not a contract.
Section 201. Police powers.
In accepting this, f`ranchise, the company acknowledges that its rights hereunder
are subject to the police power of the city to adopt and enforce ordinances necessary to
the safety and welfare of the public; and it agrees to comply with all applicable laws and
ordinances enacted-by the city pursuant to such power. Company understands and
agrees that the reference to police powers includes by way of example and not
limitation, all regulatory powers of the city that may now exist or be hereafter obtained.
,:
Any conflict between the provisions of this franchise and any other present or
future lawfui .exercise of the city's police powers shall be resolved in favor of the latter,
except that,any such exercise that applies exclusively to the company which contains
provisions%inconsistent with this franchise shall prevail only if upon such exercise the city
finds an emergency exists constituting a danger to health, safety, property or general
welfare-or such exercise is mandated by law. An ordinance that applies to cable
23
�l�'��`�
systems generally shall not be deemed to apply exclusivety to company. By way of
example and not limitation, nothing herein prevents the city from adding or changing
requirements goveming permitting or use of the streets.
Section 202. Compliance with state and federal laws.
Provisions of Minnesota State Law that are required to be ii
franchise, and which are not otherwise already incorporated in this
specifically adopted and incorporated by reference.
Notwithstanding any other provisions of this franchise to the
company shall at all times comply with all state faws and rules regai
cemmunications not later than one year after they become effective
�n this
are hereby
ary, the
cable
ss otherwise
stated and with all federal laws and regulations regarding cable communications as they
become effective. Provided, however, if any such state or fede�al law or regulation shall
require the company to perform any service, or shall permit tbe company to perform any
service, or shall prohibit the company from pe+forming any in confliet with the
terms of this franchise or of any law or regulation of the ckty, then as soon as possible
following knowledge thereof, the company shall notify im�rvriting the city attorney of the
point of conflict believed to exist between such regulafl`on or law and the laws or
regulations of the city or this franchise. ;:
If the city determ+nes that a material provision of,° ordinance is affected by any
subsequent action of the state or federal goverriment, or by any order or a court or
agency of competent jurisdiction; or in the event company raises a claim or defense thai
a material provision is void or otherwise unenforceable in accordance with its terms, the
city shall have the right to modify any of thie provisions herein to such reasonable extent
as may be necessary to carry out the fu�( extent and purpose of this agreement,
provided such modifications do not place any greater total financial obligations on the
company than were required under this ordinance prior to the action of the state or
federai government, or the order l�y�the court or agency, or the date the claim was
raised. By way of example, and;not limitation, if requirements for system design are
ever determined to be unenforceable, the city coufd increase the company's obligations
wiih respect to PEG access or"the institutiona{ network to an amount equal to the
savings to the company that� �esult from the state or federal government action.
;'
Section 203. Equal employment opportunity and affirmative action.
203.(a). The company shall not deny service, deny access or otherwise
discriminate against subscribers, channel users or other persons on
the basis of race, color, creed, religion, ethnic origin, age, sex, sexuai
ior affectional orientation, familial status, marital status, status with
� regard to public assistance, or handicap. The company shall comply
�` with all requirements of federal, state and focai laws and regulations
y relating to nondiscrimination.
203.(b). The company shail comply with or exceed all federal, state and
local laws and regulations relating to equal employment opportunity.
203.(c). The company also agrees to be bound by all the provisions of
24
qr -a�`t
Chapter 183 of the St. Paul Legislative Code, including those provisions
that apply to persons contracting with the city.
203.(d). The city has a goal of assisting economica{ly disadvantaged
businesses to participafe in public contracts through its Targeted Ve or
Development Program, which is addressed in Chapter 81 of the S nt
Paul Administrative Code. The city requires company to make a�good
faith effort to purchase goods, suppiies, and services ftom Targeted
Vendors certified with the city during this contract period. ,�
Section 204. Labor policies. �%
:
204.(a}, The wages and benefits paid to the occupatio�al groups utilized
by the company or its contractors or subcontractors in the
construction, operation, or maintenance of the`cable system shall not
be less than the wages or fringe benefits paid to comparable positions
in the cfassified civil service system. ��
�
�
204.(b). Company shall recognize the right�bf its employees to bargain
collectively through representatives,of their own choosing in
accordance with applicabie laws and shall deal with representatives
duly elected by a majority of its employees for the purpose of
collective bargaining with respect to compensation, hours of
employment or any other terms, conditions or privileges of
employment. ; "
204.(c). Company shall ensure that at east seventeen (17) percent of its
work force is located within the City of St. Paul.
Section 205. Continuity of service,:mandatory.
205.(a). It shall be the right of all subscribers to continue receiving service
insofar as their•'financial and other obligations to the company are
honored. In th'e 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 renew this franchise, the company shall undertake ail
reasonal�le efforts to ensure that all subscribers receive continuous,
high-quality, uninterrupted service regardiess of the circumstances.
205.(b). In the event of a change of firanchise, or in the event a new
operator acquires the system, the company shali cooperate with the
ci#y, new company or operator in maintaining continuity of service to
all subscribers. During such period, company shall be entitled to the
revenues for any period during which it operates the system, and
% shall be entitted to reasonable costs for its services when it no longer
operates the system.
205.(c). In the event the franchise is revoked or terminated, the company
may be required to continue to provide service for a reasonable
period as directed by the city in order to assure an orderly transition
of service from the company to another entity. During any such
25
a �_�1�
transitional period, company shall operate its cable system in
accordance with the requirements of this franchise and a�plicabie
law. ,`
205.(d). In the event company fails to operate the system for four (4)
consecutive days without prior approval of the city or without just
cause, or willfully fails to provide service in accordance with its
obligations hereunder for any period, the company will be deemed to
have abandoned its cable system. The city may, at its option, do any
or all of the following: �
205.(d).(1). operate the system or designate an operator until such
6me as company restores service under conditions
acceptable to the city or a perrrianent operator is selected.
If the city or a designee is required to fulfill this obligation
for the company, the company shall reimburse the city or
its designee for all reasonable costs or damages in excess
of revenues from the cable system received by the city or
its designee that are the result of the company's failure to
perForm. `
205.(d).(2). declare the franchise forfeited and require the company to
remove its cable system from the city by a time specified
by the city, as p[ovided in Article II, Section 21 Z.
205.(d).(3). take possession of ali or a portion of the abandoned
facilities, in accordance with Article I, Section 122(d).
205.(d).(4). impose liguidated damages as provided for in this
franchise.
205.(d).(5). Exercise any other remedy available to it as a matter of
law or equity.
x
Section 206. Subscriber pri��acy.
206.(a). No signals, including signals of an interactive communications
channel,. shall be transmitted from a subscriber terminal for the
purposes of monitoring individual viewing pattems or practices
without the express written permission of the subscriber. Neither the
company, the city nor any other person shall initiate or use any
procedure or device for procuring information or data from a
s,ubscriber's terminals or terminal by any means without the prior valid
authorization of the affected subscriber. Valid authorization shall
% mean written approval from the subscriber which shall not have been
obtained from the subscriber as a condition of service, except in
those situations in which authorization is needed for billing, and which
may be revoked by the subscriber at any time without penalty of any
;`� kind whatsoever. The request for such permission shall be contained
in a separate document with a prominent statement that the
subscriber is authorizing the permission with full knowledge of its
26
a r�.a��t
provisions. Such written permission shall not extend longer than one
year; provided, however, that the subscriber shall have the option to
renew upon expiration. No penatty shall be invoked for a subs ber';
failure to provide or renew such authorization. Such authonz �ion
shalt be required for each type or dassification of signals tr�nsm9ttec
from a subscriber terminal. /�
206.(b). The company shall not collect, compile or retain su6scriber data
except as necessary for intemal business purposes.,�leither the
company, the city nor any of their agents or employees shall, without
the specific written authorization of the affected s�bscriber, provide
data identifying or designating any subscriber torany party other than
to the company and its employees or agents fdr internal business
use. This shall include, but not be limited to, of the names and
addresses of such subscribers or any listsrthat identify the viewing
habits of subscribers. Written permission^from the subscriber shall not
be required for the systems conducting>'systemwide or individually
addressed electronic sweeps for the piarpose of verifying system
integrity or monitoring for the purpose of billing. Confidentiality of such
information shali be subject to the=provisions of this section.
;
Section 207. Report on cable utilization.
,.
By February fifteenth of each calendar,year, company shali report to the city on
utilization of downstream and upstream subscriber network and institutional network
capacity (other than the capacity being utilized by the city or its authorized users). Such
seport sha{I identify all services being carried or provided on the cable system, the
number of channeis utilized, the number,of hours per day each channel is utilized, and
the number of channels which remain availab4e for carriage of new services.
Section 208. Customer service and subscriber complaint procedures.
208.(a). The company shall comply with all federal and state customer
service standards, and in addition will compiy with the customer
service requir,ements established by the city from time to time.
Without limiting its obligation to comply with customer service
standards established under federat, state and local law, company
shall comply with the customer service standards set forth in this
franchise, which standards shall be treated as minimum, not
maximum requirements. In the event of conflicts between standards,
the stricter requirement shall control.
,
208.(b). At a minimum:
208.(b).(1). During the term of the franchis , ,
the company shall maintain within the city a local business
' office or offices for the purpose of receiving and resoiving
all complaints regarding the quality of service, equipment
malfunctions, billings disputes and simitar matters. The
o�ce must be reachable by a local, toll-free telephone calL
27
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and company shall provide the city with the name, add�
and telephone number of a person who will act as the'
company's agent to receive complaints, regarding qriality
of service, equipment malfunctions, billings and similar
matters. `
208.(b).(2). The local office shall be open to receive inquiries or
complaints from subscribers during normal b,iasiness
hours, and in no event less than 9:00 a.m. to 5:00 p.m.,
Monday through Friday, excluding legal holidays.
208.(b).(3). Company shalt provide the means to accept complaint
calis twenty-four (24) hours a day, seven (7) days a week.
Any service complaints from subs�efibers shall be
investigated and acted upon wit4�in twenty-four (24) hours.
Any service complaint shail b�esolved within three (3)
calendar days.
208.(b).(4).
208.(b).(5).
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208.(b),(6).
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Upon notification by a subscriber and verification by the
company, the company shall credit a subscriber's account
on a pro-rata basis for 4oss of seroice exceeding four hours
within a twenty-four h.our period, or for loss of service that
exceeds forty-eight Mours in any thirty-day period. The
subscriber will be c'redited for one day of lost service for
every four hours the subscriber's service is out. Provided,
however, that uratil March 1, 2001, or the date the upgrade
required by ArEicle III is completed, whichever is earlier,
subscribers vvill only be credited for one day of lost service
related to the upgrade if there is a twelve —hour (12-hour)
loss of ser,�%ice measured over a 48 hour-period, or if total
outages over any 30-day period exceed forty-eight (48)
hours. ,Provided further, however, that this exception only
applies if the company develops a reasonable cutover plan
designed to minimize disruption to subscribers during the
upgrade.
T�e company shali 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 made
available for periodic inspection by city.
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 loca{ telephone number of the
employee or employees or agent to whom such inquiries
or complaints are to be addressed, and furnish information
concerning the city office responsible for administration of
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the franchise with the address and telephone numb� o
the office.
Section 209. Tertnination and forteiture.
2�9.(a). In addition to all other rights and powers retained by,the city under
the franchise, Chapter 430 or otherwise, the city reserues the right to
forfeit and terminate the franchise and all rights and privileges of the
company hereunder in the event of a substantial breach of its terms
and conditions. A substantial breach by company shall include, but
shall not be limited to, the following: �
�'
209.(a).(1). Violation of any provision of the frarichise or any rule,
order, regulation or determinatiorn of the city made
pursuant to the franchise; , �
209.(a).(2}. Attempting to dispose or disposing of any of the facilities or
property of its cable systerrr to prevent the city from
purchasing it, as provided�fior herein;
209.(a).(3). Engaging in a course of conduct intentionally designed to
practice any fraud or upon the city, any subscriber
or any other user of. the system;
f`
209.(a).(4). Attempting to evade the provisions of the franchise;
209.(a).(5). Failure to begin or complete the system upgrade required
by Article Ill, or failing to extend the system as provided
under the franchise;
�
209.(a).(6). Failure,Yo provide the types or quality of service as
required herein;
209.(a).(7). Abandonment of the cable system. For purposes of this
section, abandonment shall be deemed to mean any event
tliat would constitute abandonment under Article II Section
205 , or the failure to restore service after ninety-six (96)
consecutive hours of interrupted service, except when
approval of such interruption is obtained from the city;
209.(a).(8). Any material misrepresentation of fact in application for or
negotiation of the franchise;
209.(a).(9). Failure to replenish the fund secured by the letter of credit
within thirty (30) days after a draw by city;
209.(a).(10). Failure to maintain bonds and/or insurance; and
209.(a).(11). Failure to activate the channels on the subscriber network
or to upgrade the institutional network as required by this
franchise.
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209.(b). The foregoing shall not constitute a major breach if the violation
occurs as a result of circumstances beyond company's reasonable
control. Forces beyond the company's reasonable control, include,
but are not fimited to, natural disasters, civii disturbances, power�
outages, telephone network outages, and severe or unusual we`ather
conditions. Events within the control of the Company include are
not limited to, defays caused by the Company (or its parent) own act
or failure to timely act or plan for action. Company shall not be
excused by mere economic hardship nor by misfeasance or
maffeasance of its directors, officers or empfoyees.
209.(c). In the event that the city determines that the company has
substantially violated any provision of the franchise, any rule or
regulation promulgated pursuant hereto or any..applicable federai,
state or local law, the city shall make a written`demand, by registered
mail, return receipt requested, upon the company that it remedy such
violation and that continued violations ma� be cause for termination.
The city shall give the company thirty (30) days after service of the
aforementioned notice to correct the violation.
209.(d). Within that thirty-day period, the�company must either cure the
violation, or provide satisfactory v✓ritten proof that a cure cannot be
completed within the thirty-day,period, but that the cure is being
actively and expeditiously pursued, and wili be completed within a
time certain. If the violatiort breach, failure, refusal or neglect is not
fully cured within that thirty (30) day period foliowing written demand;
or if there is not written proof satisfactory to the city that corrective
action has been taken or is being actively and expeditiously pursued
so that the cure will be completed by a time satisfactory to the city; or
if the city provides tlie company additional time to cure and the
company fails to cure within a time satisfactory to the city; the city
may place the issue of termination of the franchise before the city
counciL
209.(e). If the city chooses to place the issue of termination before the city
council, a public hearing shall be held and the company shall be
provided with an opportunity to be heard upon written notice, by
registered mail, return receipt requested, to the company of the cause
for termination, the intent to terminate and the time and place of said
public hearing.
209.(fl. The city council shall hear and consider the issue and shall hear
any person interested therein, and shall determine, in its discretion,
whether or not any violation by the company has occurred. If the
council determines that the violation by the company was within its
control, and that the company has failed to complete cure the
violation, the council may, by resolution, declare that the company's
franchise be forFeited and terminated. Nothing herein prevents the
city from providing the company with additional opportunities to cure.
The city council may not give company any opportunity to comply
30
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where fraud and/or misrepresentation has been alleged and proved to
the council's satisfaction. �
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209.(g). Notwithstanding the foregoing, the city may revoke the fr�nchise
or exercise any of the other remedies set forth in the GoRective Plan,
as amended, in accordance with the procedures set forth�in the
Corrective Ptan, as amended (the term "Corrective Pfan° as used in
this franchise, refers to the Corrective Plan and the Corrective Plan
Agreement dated December 22,1997).
Section 210. Liquidated damages; Penalties.
210.(a). The parties agree that the amount of damages for violation of
certain franchise provisions may be difficult.to ascertain, and for that
reason, agree that liquidated damages may be assessed against the
company and charged against the letter,of credit as follows (amounts
are in 1997 dollars):
,�
210.(a).(1). For failure to complete system upgrade required by Article
III in accordance with the franchise and any approved
construction plan within 42 months of the effective date of
the Franchise; or foP a failure to satisfy any of the
deadlines established under Exhibit A, unless the city
council specifically approves the delay by motion or
resolution due to the occurrence of conditions beyond
company's reasonable control, liquidated damages may be
assessed ,as fo�lows:
(A). Up to two hundred fifty dollars ($250.00) per day for the
first sixty (60) days or part thereof, the deficiency
continues;
(B). Between sixty (60) days and six (6) months, up to five
; hundred dollars ($500.00) per day or part thereof the
deficiency continues;
(C). After six (6) months, up to one thousand dollars
($1,000.00) per day or part thereof the deficiency
continues.
210.(a).(2). Forfailure to provide data, documents, reports, information
or to cooperate with city during an applicable process or
cable communication system review, company shall pay
fifty doilars ($50.00) per day for each day, or part thereof,
the violation occurs or continues.
210.(a).(3). For failure to test, analyze and report on the performance
of the system following a request pursuant to the
franchise, the company shall pay to the city fifty doflars
($50.00) per day for each day, or part thereof, that such
noncompliance continues.
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21�.(a).(4). For transferring the franchise without the prior approva! of
the city, $2,000 per day for each day that the violation �
continues;
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210.(a).(5). For failure to comply with any other provision of the o'�
franchise for which damages may be difficult to ascertain,
including the customer service requirements, company
shall pay to the city two hundred dollars ($200.00) per day
for each day, or part thereof, that such noncompliance
continues.
210.(a).(6). For initiating or using a procedure or device for procuring
information or data from a subscriber's terminal, dwelling
or business without the prior valid authorization of the
affected subscriber as required by Article II, Section 206(a)
of this franchise, the company shall pay fifty dollars
($50.00) per day for each day, or part thereof, the violation
continues or occurs.
210.(a).(7). For selling, providing or otherwise making available to
anyone any information about subscribers obtained by
monitoring transmission of any type of signal from a
subscriber's terminal, dwelling or place of business without
the specific written authorization of the subscriber as
required by Article II, Section 206(b) of this franchise, the
company shall pay five thousand dollars ($5,000.00) for
each such violation. in addition, the total amount of funds
paid to the company for this information shall be forfeited
to the city by company.
210.(a).(8). For tapping, monitoring, or for arranging to tap or monitor,
or permitting the tapping of any cable, line, signal, input
device or subscriber outlet or receiver for any purpose
whatsoever without the specific written authorization of the
subscriber or pursuant to court order, the company shali
pay ten fhousand dollars ($10,000.00) per day for each
day, or. part thereof, the violation occurs or continues.
210.(b). Each breach of each provision shall be considered a separate
breach for which separate liquidated damages can be imposed.
210.(c). A violation of any provision of the Saint Paul Legislative Code,
Chapter 430 is by Saint Paul Legislative Code, Section 1.05 deemed
to be a misdemeanor.
210.(d). The,rights reserved by the city herein are in addition to afl other
rights and remedies the city may have under this franchise or any
other law and are not intended to be exclusive; nor shall this provision
be read to superseded or limit the applicability of any penalty
provisions under Chapter 430 or other provisions of the Legislative
32
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Code, ail of which shai{ appiy.
Section 211. Abandonment of service.
Company shall not, without fiaving given three (3) months prior notice tdthe city,
cease providing any cable service required pursuant to this agreement. The
shafl not cease providing any cable service or any portions thereof, even wi�fi the
required notice, without compensating the city for damage resulting to it from such
abandonment. Pubiic, educationat and govemmental access channels arid services and
institutional network channels and services may not be abandoned. �
Section 212. Removal of cable equipment upon termination o3=forfeiture or
aL�andonment. <�
212.(a). Upon termination or forfeiture of a francli'ise, or abandonment of
the franchise or the system, if the city so,rsquests in writing, the
company shall remove its cable system,or such portions of it as the
city may direct from the streets and ottier public property within the
franchise area. Such request shall b,e served upon the company's
local business office by registerec�;mail, return receipt requested, and
shall give the company a reasonable period of time to effectuate such
removal. The city may require,#he company to submit a plan for
removal by a date certain, a�ad require the company to comply with
that plan and such other co,riditions as the city may reasonably
establish to protect the st�eets and public and private property, or to
protect the city's rights t�f�der this franchise.
�;
212.(b). Should companyfail to remove the cable system, fail to act in
compliance with a�a'approved removal plan, or fail to restore property
to the satisfactiori of the city, the city shail have the right to treat all or
part of the cabte system as abandoned and to exercise its rights
under Article l; �Section 122, and sfiafl have tfie right to remove all or
portions of tlie cable system at the expense of the company and the
company,sfiafl, upon written demand, pay to the city the cost of such
work done or performed by the city.
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212.(c). The company shall restore streets and other public property
disiurbed by the removal of the cable system to at least as good a
condition as existed immediately prior to removal.
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ARTICLE 111. CABLE SYSTEM FEATURES
Section 300. Subscriber network.
300.(a). Company will upgrade the portion of the cable system primarily
designed to provide cable services to residential subscribers as
required by this Article III. The upgrade must be completed no later
than 36 months after the effective date of this Franchise.
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300.(a).(1). The upgraded system will use a fiber to the area node
architecture (hybrid fiber-coax). �;
300.(a).(2). On average, the system will pass no more than 200
residential units per fiber node, and the plant f om any
node will not pass more than 1,500 residential units. On
average, there wili be no more than seven,active
components in a cascade from the headend to the tap
from which a subscriber is served, and �{o more than nine
active components in any cascade. ;�
3�0.(a).(3). All active distribution electronics w,ilT be 750 MHz
equipment, or equipment of high�r bandwidth. All passive
electronic components wiil be ra4ed at 1 GHz or higher.
�%
300.(a).(4). The cable system will be two'way activated upon
completion of the system upgrade. This two-way activated
capacity must be capable'�of supporting two-way high-
speed Intemet access via the cable system
300.(a).(5). All power supplies will be inspected and replaced as
necessary to prov�ele reliable service; back-up power
supplies will be provided as described in more detail
below. ;%�
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300.(b). System functionality.
,'
300.(b).(1). As desig�ied, upgraded and maintained, the subscriber
network�must have a reliability comparable to the reliability
of the,highest quality cable systems whose initial
cons#ruction or rebuild was completed after 1996.
Reliability is measured in terms of number of outages,
outage duration and number of subscribers affected by
outages.
300.(b).(2). As designed, upgraded and maintained, the cabie system
must be adequately segmented to meet subscriber
demand.
300.(b):(3). As designed, upgraded and maintained, the cable system
must be able to deliver high quality signals that meet FCC
technica{ quality standards.
300.(b).(4). The cable system must be designed, and must be
maintained so that it has the upgradeability and flexibility
to provide new senrices without the need for substantial
new network construction.
300.(b).(5). Upon completion of the upgrade, all facilities and
equipment will be installed (except customer premises
equipment) so that the two way active capability required
34
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by Section 300(a)(4) is fully ready to operate upon
subscriber request, with no further adjustments to the
system.
300.(b).(6). The requirement that back-up power be provided re�r�"res
24 hour back-up at the headend, three hour rated'back-up
at each node, three hour rated backup covering'coaxial
amplifiers throughout the system, and six hour rated
backup for hub sites and optical transition nodes. Such
equipment shall be constructed and maintained so as to
cut in automatically upon failure of the cpmmercial utility
power; to revert automaticaliy to a standby mode whe�
altemating current power returns; ar�d so that it complies
with all utility and other safety regu4a�tions to prevent the
alternate power supply from poweFing a"dead" utility line
so as to prevent injury to any person. The term "rated" in
this section refers to rated at 68° F. Back-up power
supplies will be monitored remotely to determine condition
and vuhen they have begura�to operate due to loss of
electrical power. "
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300.(b).(7). The system shall be capable of and shali deliver standard
color and monochrorrtie signals on all channels without
noticeable picture d'egradation or visible evidence of color
distortion or other forms of interFerence directly attributable
to the performance of the cable system; and without
noticeable sound distortion. The Company shall use
equipment generally used in high-quality reliable modern
systems. This requires that equipment be installed at the
headend tq'allow the Company to cablecast signals in
substantialiy the form received, without substantial
alteration or deterioration (for example, the headend
should include equipment that will transmit color video
signals received at the headend in color, and stereo
signals in stereo). Equipment must be installed so that all
ctosed captioning programming received by the cabie
system shall include the closed caption signal so long as
the closed caption signal is provided consistent with FCC
standards.
300.(c). The-company shall develop a construction plan as required by
Exhibit A, and shall regularly meet with the city during the course of
construction in order to ensure that the cable system is completed in
conformity with the requirements of the franchise and other applicable
law, with minimum disruption.
300.(d). ' Upon completion of the upgrade, company wili deliver at least 77
analog channels of video programming services to subscribers.
300.(e). Pending completion of the upgrade required by this Section 300,
35
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company will provide the services and facilities that were being
provided pursuant to the requirements of Ordinance No. 17071,
adopted November 10, 1983, as amended (Appendix H), if company
has control of the cable system that was constructed pursuant to
Appendix H.
300.(fl. Throughout the franchise term, the company shafl provide and
maintain all equipment necessary and all capacity necessary to allow.
for an audio and visual override on all channels simultaneously for,,•"
public emergency announcements by the city . This emergency,,�
override system must be designed so that it can be activated �
,-
remotely by the city, or those authorized by the city to utilize�the
system. It is the city's responsibility to develop a plan for,j{'s use of
this capability, and the company's responsibifity to cooperate with the
city so that the plan may be impfemented. The compa'ny shall not be
responsible for any action overriding channels thatrmay conflict with
federal, state or local law. The emergency ove�r.fde system must
operate in a manner consistent with any eme�.gency alert system that
company is obligated to provide under federal or state law.
300.(g). System changes.
300.(g).(1). If the company moves i#s'headend or its operations, it will
ensure that subscriber ` are not adversely affected thereby
in any respect.
300.(g).(2). If company mod'3fies its cable system or its operations in a
manner that F}� the effect of requiring modifications to
public, educ�tional and governmental ("PEG") use facilities
and eqwp,rtient, including institutional network facilities and
equipmenY, the company will bear any cost required to
ensure`�fhat there is no adverse affect on the city or those
the cify authorizes to use the institutional network; or on
the;�ersons responsible for managing the PEG access
cFaannels on the subscriber network. If for example, the
„�ompany moves its headend, and that relocation has the
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' effect of requiring different or additional connections in
�� order to maintain the quality and capability of links
j between the master control playback for the PEG
channels and the existing cable company facilities at the
7 Union Depot that were in place as of June 1, 1997, the
company would provide such connections at its cost.
Likewise, for example, if the company moves its headend,
it must at its cost either maintain facilities at the Union
Depot so that alf institutional neiwork connections continue
to operate as before that move, andlor it must provide new
connections of equal quality, satisfactory to the city, so
that the institutional network's operations are in no way
affected by the move. If, for example, the company
changes the manner in which sig�als must be transmitted
36
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over the cable system in order to be receivabte by the
subscriber on the subscriber's terminal equipment, the
company at its cost will provide such facilities and
equipment as are necessary so the PEG use signats are
useable at fhe terminal equipment.
300.(g).(3). Company will provide atl subscribers that receive only
basic service with a converter box that will allow them to
receive the same channel numbers as subscribers who
receive expanded basic service.
300.(h). Access channels.
300.(h).(1). The company shall make available for access
programming purposes seven (7) channels on the
subscriber network for PEG access use, as follows: four
(4) channels for public access; one (1) channel for
government access; one (1) for educational access; and
one (1) channel for regional PEG access. One additional
channel shall be provided upon the city's request
whenever (A) all public; or (B) all educational; or (C) the
government channeis; or (D) the regional channel is in use
during 80 percent of the weekdays, Monday to Friday, for
80 percent of the time d(aring any consecutive three-hour
period for six weeks running. The company shall have six
months from the dafe of the request in which to provide
the new channel but company need not provide the
channel until after the date scheduled for completion of the
upgrade required by Artide IH (or, if earlier, the date the
upgrade is actually completed).
300.(h).(2).
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The term "channel" refers to capacity sufficient to transmit
a standard NTSC television signal (6 MHz), but the
cnannel capacity so designated may be used by the city or
its designees to transmit information to subscribers in any
format. The term "program" or "programming" as used in
relation to the PEG channels or institutional network is not
limited to video programming and instead shall mean any
signal, message, graphics, data, or communication content
service or broadcast-type program. The term "regional
access channel" refers to a channel that is utilized to show
PEG programming that originates in other communities in
the Twin Cities region, or programming of interest to the
region (although such programming may also appear on
any appropriate access channel, at the discretion of the
person responsible for managing the channel). The city
may take advantage of compression or other technologies
to transmit multiple signals on any channel, should it
choose to do so.
37
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300.(h).(3). Company will not change the current channel positions of
public (channels 77, 33, 34, and 35), govemment (channel
18) the regional channel (channel 6), or educational
(channel 32) access channels, unless new locations are
mutuaNy agreed upon by company and city or required by
state orfederallaw.
300.(h).(4). The govemment access channels shall be administered
solely by the city or its designee. The leased access
channels required by Article I, Section 105.(c) shail be
administered by an access entity designated by the city„or
in suCh other manner as the city, in its sole discretion,�
determines. Where there is shared use of a channeY, for
PEG and non-PEG purposes, company shali adxninister
non-PEG use of the channel.
300. (i). Access Channel Usage.
300.(i).(1). The city and the company agree that the initial rules for
use of the PEG access channels, facilities and equipment
shali be the rules that were in effect as of September 1,
1997. The rules and procedures may be changed by the
city, or by action of the peCSOn responsible for managing a
particular PEG channel (the "designated entity").
Provided, however, any rule for use shall be consistent
with the requirements of Minnesota law, as the same
existed on the eff,ective date of this ordinance, and
consistent with�p�ovisions of federal law prohibiting
company cor�rol of the editorial content of PEG channels.
/
300.(i),(2). �
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The compayiy shall be provided with a copy of any
proposed��amendments and a reasonable opportunity to
comme,Fit on those amendments to the rules. The
compzny's approvai of any amendment is not required and
the�company is not responsible in any manner for the rules
apii procedures, or their application, except as state law
requires that it be responsible for such rules.
All programming and/or information carried on the access
channels, except for the leased access channels, shall be
noncommercial in nature. As used herein, the term
"noncommercial" shall mean that the programming and/or
information carried on the access channels ^`
shall not
inctude any advertising except such underwriting credits as
may be allowed under the aforementioned access rules.
No portion of any access channel other than the leased
access channel shalt be leased, transferred or otherwise
assigned by the city and/or SPNN or other designated
access entity to any third party for any purpose without the
company's written consent.
�
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a1 �'a'7 `�
300.(j). The company, at its cost, shall maintain and operate the system
so that the city or the designated entities or users of PEG use
capacity (through the designated enfity) may transmit signafs
upstream from distant locations on the institutional network whether
existing as of the effective date of the franchise, or added thereafter;
and so that the city may transmit signals upstream from City Hafl
playback facilities to the headend, to the designated entities'
respective master controls and to subscribers. The company shall
also maintain and operate the system so that signals can be routed
orrto tfie appropriate PEG use channels and so that designated
entities may, from their respective master contro! sites, receive
signals from and transmit signals to the headend and out through the
institutional network and the subscriber network on the appropriate
channels. Designated entities, must be able to control signals from
distant locations and preview them before they are transmitted to
subscribers or to the institutional network. The company shall at ali
times provide a dedicated connection to the master,playback controls
for the PEG access channels with sufficient capacity so that each
designated entity can program the channels under its control. In
addition, the company shall provide a connection with sufficient
activated capacity so that the public access designated entities may
program all the subscriber network PEG'channels for which they have
playback responsibility simultaneously` and so the public access
master playback control can preview signals originated elsewhere
and route them onto the appropriate channels, The company shall
maintain and operate the system so that the city or its designated
entities can take advantage of the capabilities of the system.
300.(k). The company shall further maintain and operate the system so
that signals as received'by subscribers (whether originated at the
master control or at distant locations on the institutional network)
meet or exceed signal quality standards established by the FCC, or
such other standards as may be required under other provisions of
this franchise, but the company is not responsible for signa{ quality
problems that result from the failure of the city or an access user or
designated entity to provide an adequate signal at the point the signal
is delivered'to the company. Delivery is deemed to occur at the input
of the modulator (or other device used to place a signal on the
network so that it can be transmitted to the headend). The company
shall use components and provide maintenance services for PEG
access channels and associated system equipment at least of the
sarne quality as the components and maintenance services for other
ch"annels. The obligation to maintain and operate indudes, but is not
�ited to, the obligation to provide connections and electronics,
� nctuding temporary drops, and connections from the master control
to the headend as required to accomplish the foregoing, including all
necessary modulators and demodulators.
300.(I). Miscelianeous PEG requirements.
39
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3�0.(I).(i). Company is required to deliver the PEG Channels to
subscribers in an analog format unless and until all other
channels on the system are delivered in a digital format, or
until the city directs otherwise. Digitat PEG access
channels shall have the same bandwidth and transmission
quality as is used to carry any of the commercial channels
that deliver programming to company in a similar format.
At all times, the PEG access channels must be receivable.'
by subscribers without special expense, other than the
expense required to receive basic service. Designated
entities have no obligation to provide a signal to company
in a digital format. If the city requests that its PEG access
channels be converted to digital format befoce company
has converted ail other channels to digital format, the city
is responsible for the cost of converting such channels to
d+gital format.
300.(I).(2). A use other than a standard NTSC use on the subscriber
network shall be subject to the company's prompt prior
review and approval to ensuYe that the use wiil not cause
unreasonable technical interference with other channels.
Such uses must be in furtherance of PEG uses.
300.(1).(3). Company, upon request of a designated entity, will provide
technical assistance or diagnostic services to determine
whether or not tt�e problem with the PEG signals is the
result of matter`s for which company is responsible, and if
so company vuill take prompt corrective actions.
300.(1).(4). The company wilt provide any PEG access channeis on
the basic tier throughout the life of the Franchise, or if
ther� is no basic tier, shall provide the PEG access
channels to any person who subscribes to any level of
cable video programming service at no additional charge,
and otherwise in accordance with federal and state law. If
channeis are selecied through a menu system, the PEG
/ access channels shall be displayed in the same manner as
% other channels.
300.(I).(5). The company shall not charge for use of the PEG access
channeis, equipment, facilities or services.
Section 301. Instifutional network.
;
301.(a�. Company shal{ construct, maintain and operate an institutional
`" network for the use of the city and entities authorized by the city to
; use the institutional network for non-commercial purposes; "non-
� commerciat" has the same meaning as in Section 300(i)(2) except
that nothing in this Section 301(a) or Section 300(i)(2) shall prevent
an institutional network user from charging to recover its costs, or
�
a�����
prevent the city from charging other institutional network users to
recover its costs. The obligation to construct, maintain and operate
an institutional network shall apply throughout the term of this
franchise, and for any period that the company continues to operate
within the City of St. Paul, except as provided in Section 301(c). The
institutional network shall consist of four distinct but integrated parts,�
301.(a).(1). The CityLink network, a coaxial portion of the institutiQnal
network linking certain locations within the downtown St.
Paul area. oriainallv-s�d developed as part of an �
institutional network development project pursuarit to
Appendix H. �
�
�°
301.(a).(2). the "Coaxial Institutiona{ Network,° the insHfutional network
(other than the CityLink) required by Ap�ndix H of the St.
Paul Legislative Code, Article III Sections 1-3;
301.(a).(3). the °Upgraded HFC Institutional N twork," which shall be
the institutional network describ�by Section 301(a)(2) as
upgraded pursuant to the Corre'ctive Plan; and
301.(a).(4). the Fiber Institutional NefimQ`rk, a fiber-to-the-location
institutionat network desccibed in Exhibit B to this
301
301.(b)
franchise.
l
f
.(a).(5). The institutional network shall satisfy the performance and
testing standards rsfere�ced in this franchise and set forth
in Exhibits B and C.
The city will retain co�xtrol of the entire capacity of CityLink, the
cable broadband network developed as part of the institutional
network demonstration projects, and may use all the capacity on
CityLink for transmission and reception of data, video or other
communications at no charge. The company, at its cost, will maintain
the CityLink netwprk from the city's points of connection, whether the
city's end user equipment or the city's control system for CityLink,
through the network, including the company's headend and
remodulators so that it may be used for those purposes. The
maintenance obligation includes, but is not limited to, the replacement
of network components. Operationaf responsibilities will be shared as
those responsibilities have been shared priorto December 1, 1997,
with each party bearing its own costs. The city shall have the right, at
its cost, to install equipment and devices on the system as
appropriate to accommodate new services or functions, so long as it
does not degrade technical system operation, and, further, for that
portion of the system which the company maintains, the right is
subject to the consent of the company, which shall not be
unreasonably withheld. The company, upon request, will instail one
(1) standard drop from the network to city buildings adjacent to the
network at no charge, and otherwise will extend CityLink upon written
41
R �'�"'y
request, but may charge the city the actual cost it incurs in extending
the system, including drop costs. The parties will cooperate to share
information and to assist each other technicaliy as required to assure
the efficient operation of the CityLink. A map showing CityLink as it
existed as January 1, 1998 is attached as Exhibit E.
301.(c). The Coaxial Institutional Network shall be constructed, provided ,.%�
and maintained at company's cost as required by Appendix H, until ;�
the Upgraded HFC Institutional Network is completed. From and after '`
completion of the Upgraded HFC Institutional Network, only the '`� '
obiigations established by or incorporated into the requirements for.. "
the Upgraded HFC Institutional Network shall apply.
301.(d). The Upgraded HFC Institutional Network shall be constructed,
operated and maintained as required by the Corrective PYan, which is
attached hereto as Exhibit C. The Corrective Plan ob�igations shali
apply throughout the term of this franchise as if fiulfy set forth herein,
and for any period that the company continues to bperate within the
City of St. Paul. The responsibility for costs arld respective rights of
the parties shall be as specified in the Corre,,ctive Plan (as clarified by
the„-�;� Agreement daied March 25. �anaary�� 1998�E
with the following additional
301.(d).(1). Underthe Corcective Plan, the city is entitled to use all the
capacity on the hybric!-fiber coaxial portion of the
Institutional Netwp�k except for 12 MHz in the forward path
and 12 MHz in tfie reverse path as initially activated. The
city agrees tf�ai company may utilize up to 20 per cent of
the availablQ capacity in the forward path on the hybrid-
fiber coaxial portion of the Upgraded HFC Institutional
Networ,k`(counting the 12 MHz as part of the 20 per cent)
and 2b per cent of the available capacity in the reverse
pat�i=on the hybrid-fiber coaxial portion of the Upgraded
H�C Institutional Network (counting the 12 MHz as part of
ttie 20 per cent), so long as the company does so in a
� manner that (i) does not impair the city's use of the
`� institutional network in any respect; and (ii) does not
impose additional cost upon the city. Available capacity is
,'� defined as the portion of the 450 MHz activated capacity in
1 a particular direction that is useabie, less the capacity
devoted to pilot and control signals that benefit the city,
30,1.(d).(2). Under the Corrective Plan, the city is entitled to 50 per
�` cent of any increase in the hybrid-fiber coaxial poRion of
i the Upgraded HFC institutional Network. If the capacity of
1� ,' the hybrid-fiber coaxial portion of the Upgraded HFC
Network is increased by company, company shall make
additional capacity availab{e to the city within six months of
a request therefor. However, the city agrees that on or
42
�� ���
301.(d).(3)
is adequate, it will rescind its request; otherwise, the ,� ��
requested capacity must be provided. The parties clarify f
that this provision does not place an independent
before the time it requests such additional capacity, it will
submit a plan for use of that capacity to the company,
showing why it believes that there is a need therefor. The
company may, within 45 days of receipt of the plan, submit
an altemative plan for satisfying the city's needs. If the
city in its sole discretion decides that the altemative plan
obligation on the company to increase the capacity of the
Upgraded Insiitutional Neiwork.
Under the Corrective Plan, the company is requjred to
activate a single data channel in the forward path and a
single data channel in the reverse path for city use. Within
six months of a city request therefor, company agrees to
provide an additional data channel in the forward and
reverse paths for city use as more ful(y described in Exhibit
B.
301.(d).(4). Underthe Corrective Plan, the'company is required to
activate a single data channel in the forward path and a
single data channel in theireverse path for school use.
Within six months of a city request therefor, company
agrees to provide an�Cdditional data channel in the forward
and reverse paths �r school use as more fuily described
in Exhibit B. �'
301.(d).(5).
_.
r'
r�
�>
�'
y
x
;'
�
� 301.(d).(6).
The Corrective Plan establishes a series of testing
procedures�,�nd other obligations that are not applicable to
CityLink o�r`to the Fiber Institutional network required
herein.�The Corrective Plan is hereby clarified to provide
that the space that company agrees to provide at the
headend can be utilized for any part of the institutional
nelXvork; that the testing procedures that apply with
respect to video transmissions and data transmissions
'shali afso apply to the CityLink and to the Fiber Institutionat
Network; and to provide that the requirements of
Attachment 2-F-1 - Attachment 2-F-2 shall be read to
extend to all portions of the institutional network. Provided
that, with respect to the dark fiber provided by the
company for the Fiber Institutional Network, the tests shall
be performed in accordance with Exhibit B. Provided
further, notwithstanding any other provision of the
Corrective Pla�, maintenance of the Fiber Institutional
Network shail be paid for as provided below.
43
�t� -z�`t
Corrective Pla� is clarified to make it clear that the city
may improve any portion of the institutiona{ network at anv
time (before and after it is uoaradedl to increase the
capabilities of fhe institutional network at its cost.
301.(d).(7). Company and the city shall also be bound by the
requirements of the Corrective Plan Agreement, as if fi
set forth herein, except that the provisions of Section E
and Section 8 shatl not appiy.
301.(e). The company will construct, operate and maintain a Fiber ,
Institutional Network as provided herein.
301.(e).(1).
'
301.(e��(2).
<_
�1
The company at its cost will install fiber to the locations
specified in Exhibit B. The fibers will be insta1led in the
amount and in a topology as indicated on, Exhibit B. If a
ri�g topology is not used, the City Hall /knnex will serve as
the core location. This fiber must be iristalled no later than
the time the company upgrades the subscriber network,
and must be completed and succe'ssfully tested on or
before the date scheduled for admpletion of the subscriber
network upgrade, except as a�herwise provided in Exhibit
B. These fibers will be inst�ed at no charge to the City,
except with respect to locations that are to be designated
by November, 1998. With respect to those focations, if the
average incremental cost of providing fiber to those
locations exceeds the average incremental cost of
providing fiber to adl other locations listed on Exhibit B, the
city will pay an amount equal to the amount by which the
average cost ofi serving the newly designated tocations (or,
if lower, the not-to-exceed incremental cost estimate)
exceeds the average cost of serving the other locations
(or, if higher, the average cost estimate described below)
(the "Au,erage Cost Excess"). Within 30 days of the date
the Ci,4`y designates the additional locations, company must
prov,ide a not-to-exceed cost estimate of the incremental
cosf of providing fiber to those locations and an estimate
of'the average cost of providing fiber to ali other locations.
The city will then only be liable to pay the Average Cost
<'Excess if city directs the company to install the fiber to the
` newly designated locations. All installation will be planned
to take advantage of economies of scale and minimize
future maintenance costs to the city.
if the city desires to have the Fiber tnstitutional Network
extended to {ocations other than those specified on Exhibit
B, by the company, it may require the company to extend
the Fiber Institutional Network, but the city shali pay the
company the company's incremental cost for installing the
fiber as provided in Section 301(e)(3). Any fiber shall be
'��'
�[Y a�`�
instalied in the number and in a topology designated by
the city.
301.(e).(3). If the city notifies the company that it desires to have fiber
installed to a particula� location, pursuant to Section
301(e)(2), the company will develop a"not-to-exceed"
price for the extension based upon its estimated
incremental extension costs. The extensfon w+ll be
planned to take advantage of any economies of scale th�
may result from installation of fiber at the same time Jh`at
the company installs fiber for its own purposes., and to
minimize maintenance costs for the city. If the �ty directs
the company to install the fibers to that location, the
company may bill the city fior its incremental�'costs, up to
the not-to-exceed price, upon completion;`testing and
acceptance of the fiber link. `
3�1.(e).(4). Nothing herein prevents the city fram extending the Fiber
Institutional Network itself, at its,own cost.
301.(e).(5). Company, if requested to do so, shaN maintain the Fiber
Institutional Network. Beginning on the later of the date
the upgrade to the subseriber network is completed or 36
months after the effective date of the franchise, it may
charge the city its ac4ual incremental direct costs for
maintenance, plus 90 per cent. However, the company
may not charge for maintenance unless it provides the city
six months not"rce in advance that it intends to do so. The
actual increm'ental direct cost will be deemed to be $0.00
where the fiber used for the Fiber Institutional Network is
included in or lashed to a fiber sheath containing fibers
that are used for other portions of the institutional network
or oth�r portions of the company's cable system. The city
mav�mainiain the Fiber Institutional Network itself, if it
''
301.(,e�.(6).
,
i'
,;�,
��301.(e).(7).
�
wi�hes to do so. "Maintenance" for purposes of this
section means ordinary preventive and corrective
maintenance and inspections. If the Fiber Institutional
tVetwork ptant is cut or destroyed or must be relocated, it is
company's duty to replace, repair or relocate the plant, at
its cost.
Company shall provide the city with access to its facilities
and equipment as necessary to maintain or upgrade the
Fiber Institutional Network with reasonabie notice given
the nature of the problem.
The Fiber Institutional Network fibers shafl be for the
exclusive use of the city, or other persons authorized by
the city to use the Fiber Institutional Network.
45
q�-a�y
301.(e).{8). Company shall otherwise construct, operate and maintain
the Fiber Institutional Network, and charge for construction
or maintenance as provided in Exhibit B.
301.(fl. There shall be no charge for the institutional network or its use,
other than the construction charges and maintenance charges for the
Fber Institutiona{ Network set out in Section 301(e). �°
Section 302. Existing facilities �
�
302.(a). Whether specifically enumerated herein or not, Company shalf ,-`
continue through this franchise term to provide all PEG use facilities
and equipment that it was providing or was required to provide as of
June 1, 1997. By way of example and not limitation, all then-existing
production equipment provided by the company will continue to be
provided for PEG use. Likewise, all institutional network facilities and
equipment necessary or useful to the operation of the institutional
network required hereunder will continue to be provided.
Section 303. Interconnection with neighboring CATV systems.
303.(a). Company shall cooperate with any interconnection corporation,
regional interconnection authority or city, county, state or federal
regulatory agency which may be hereby established for the purpose
of regulating, financing or otherwise p�oviding for the interconnection
of cable systems beyond the 6oundaries of the city.
303.(b). Upon city request, the company shail negotiate in good faith to
interconnect the cabie system with contiguous cable systems. Within
three (3) months ofi a city request, the company shall report to the city
the results of the negotiatipns. Where company has negotiated in
good faith with the cabte operator of a contiguous cable system and
where that operator refuses to interconnect, the city shall not penalize
the company for sucii�failure to interconnect. The city shall not require
the company to interconnect where the company would be required to
pay more than itS pro-rata share of the interconnection costs based
upon the number of basic subscribers served.
303.(c). Notwithstanding the above, except in the case of an unaffiliated
interconnect. the company shall interconnect with all contiguous cable
systems operated in the Minneapolis-Saint Paul metropolitan area no
later�than six (6) months after the effective date of this franchise,
urnless the city determines that a particular interconnection is not in
�,#he public interest, or that a lonaer time oeriod is necessarv. The
% interconnections shall permit:
/
�303.(c).(1). The interconnected systems to exchange PEG
programming intended to be carried on the subscriber
network, including, by way of example and not limitation,
live coverage of public meetings; and
�
q�-a��
303.(c).(2). Institutional network signals, including by way of example
and not limitation, data transmissions so that govemments
on the interconnected systems can access remote data
bases, and video transmissions to permit teleconferencing.
Section 304. Support for public, educational and government use of the cable
system *
J✓ .
304.(a). In addition to satisfying the other requirements of this Article III;
the company is required to provide the following additional PEG-use
funding (as used in this Section 304, PEG access refers to the
channels, facilities and equipment used in connection with the
channels on the subscriber network provided under Section 300 and
associated interconnections; PEG use inciudes PEG access and
institutional network use):
304.(a).(1). On the effective date of the franchise, ,and on each of the
first four anniversaries of that effective date, the company
will pay the city $100,�00, in 1997 dollars, for any use in
connection with the institutional n,etwork.
304.(a).(2).
(A).
The company will provide the foflowing periodic capital
grants for PEG access, in 1997 dollars:
On the effective date of the franchise: $500,000.
(B). On each of the third and seventh anniversaries of the
effective date of the franchise: $500,00�.
(C). On the effectiv,e date of the franchise, and on each
anniversary qf the franchise: $50,000.
(D). If the franchise term is extended, the company wiil
304. (a). (3)
�,
continue;�o pay the amount required by 304(a)(3){E-},
and it sF�ail pay an additional $250,000 on the eleventh
anrnuersary of the effective date of the franchise.
�
In a,ddition to the capital grant provided under Section
304(a)(1)-(3), the company will provide the following
capital grant for PEG use for so long as it continues to
y <operate under this franchise: $630,000 per year, increased
` each year for the increase from the Minneapolis-St. Paul
Consumer Price Index for all consumers, all items, with the
base year for the calculation being 1997 (if there is no CPI
fior Minneapolis-St. Paul, the closest equivalent index wiil
be used). Thus, by way of example, the payment due in
1999 would be multiplied by the increase in the CPI for
1998 over 1997 levels, and the resulting amount would be
added to $630,000 to yield the total amount due. The
payment due in the year 2000 would be the 1999 payment,
plus an amount equal to the 1999 payment multiplied by
47
qg-asy
the 1999 increase in the CPl over 1998 levels. The
amounts owed for a year will be spread evenly over four
quarterly payments, with payments due on February 15, .
the second payment due on May 15, the third payment
due Auaust 15 and the fourth paymerit due November 15.
Provided that, far the fisst year of the franchise, the first
Qayment owed under this franchise will be made on the
effective date and will be a pro-rated amount„reflecting the
time remaining in the then-current calendar:quarter from
the effective date. For example, if the franchise became
effective March 1, the company would pay $52,500 (1/3 of
the quarterly payment due on May 15.
304.(a).(4). Notwithstanding the foregoing requirements of Section
304(a)(4), if company has a valid and binding contract with
an entity designated by ihe.city to manage any pubiic
access channel, the city agrees that company may offset
any amount it pays under such contract against payments
required under Section 304(a)(4). The city may establish
offset limits for eacFi calendar year by resolution. Nothing
in this section requires or shail be deemed to require
Franchisee to make any payment that constitute a
franchise fee, under 47 U.S.C. § 542.
304.(b). Throughout the fKanchise term, playback for the PEG access
channeis must be eonfigured so that the designated entities that are
responsible for the access channets are able to use their own
independent automated playback facilities, located the premises of
their choice Any master control that company intends to use for its
operations �nust be located outside the space occupied by a
designated entity, unless the parties agree otherwise. The playback
facility must be configured so as to permit the designated entity to
prograrri afl channels for which it is responsible for playback, on a Inre
or taped basis. Company shall continue to have access to the
designated entity's master control so that it can conduct necessary
maintenance and repair upon reasonable notice or at any time in the
eVent of emergencies.
304.(c). Public access facilities.
304.(c).(1). Throughout the franchise term, Company shall provide,
free of rent and other charges, except those specified
below, the approximately 6,690 square feet of space at the
Union Depot shown on Exhibit D(hereinafter "designated
space" or "space") for use by the designated entity
responsible for public access. In addition, the company
� shali provide the approximately 2,500 square feet of space
at the Union Depot shown on Exhibit D(hereinafter the
"expansion space"). The designated entiiy shafl pay
company fifty (50) percent of the amount (if any) actually
'�f'�-
q �' �a'y
paid by the company annually for rent and property taxes
for the expansion space, but no more than $12,500.00 per
annum, plus the operating charges specified bejow. The
designated space shall include the studio, edi��facilities
and other equipment and resources, availabl �for PEG use
as of December 1, 1997. Company shall m�ntain the
availability of existing utilities and HVAC in
space and expansion space as part of company's
obligation to ensure that this space remains commercially
habitable consistent with its existing use and will allow the
designated entity to expand HVAC and utifities, and allow
the designated entity temporary access to its space for
such purposes. ln addition, the company shall ensure that
restroom facilities are available,-to the designated space, in
addition to the restrooms avajlable to the expansion space.
304.(d). In the event the designated entit�rs denied use of the designated
space or expansion space by com�any or any third party, the use of
the designated space or expans�n space is prohibited by local law or
code, or the designated space or expansion space is rendered unfit
for use as a video production,and playback facility, company shall
provide to designated entity;�on comparable terms and conditions
6,690 square feet of space comparable to the designated space and
2,500 square feet of conYguous space comparable to the expansion
space, finished to comparable quality and with comparable utilities
and services as existed in the designated space and expansion space
at the time of relocaYion at an alternative location (hereinafter
"substitute space",or "space"), mutually selected by company and
city, or, if the parYies cannot agree, by binding arbitration pursuant to
Section 430.035 of the city's Legislative Code. Company shall pay
reasonable relocation expenses, inciuding, but not limited to,
expenses for reinstalling electrical and technical equipment and for
third-party reactivation, reconnection of internai equipment, and
balancing: The alternative space must be provided so that there is no
interruption in PEG operations.
304.(e). Company shali fully cooperate with the designated entity if the
designated entity requests assistance in acquiring additional space in
the Union Depot or such other location where studio facilities may be
I,ocated pursuant to Section 304(d), to the extent space is available.
Company shall agree to a reasonable exchange of remaining capital
,' or other payments hereunder for additional space for the access
manager so long as company's costs, expenses or obligations shall
be no greater than those set forth in this franchise.
304.(�. The designated entity shail pay all costs and expenses of the
designated space and expansion space for utilities, insurance and
internal maintenance. To the extent any such expenses are included
in comprehensive billings or invoices for all of company's area,
company shall make a pro rata ailocation based upon square footage
�
q &� -a.�y
used (approximately 27.5% of all space occupied by company or to
be occupied by the designated entity as of the date of this franchise)
and otherwise shall provide the designated entity with monthly bills for
such expenses fairly aftributable to the space of the designated entity
The designated entity is only required to pay for these expenses after
they are paid for in fu41 by the company, and oniy if the co �any
provides proof of payment, along with copies of the bills aid. If the
company subsequently recovers any of these costs t ough refund,
rebate, or seitlemeni, the designated entity will receiare that refund,
rebate or settlement (or a share of the same, to th�' extent the rebate,
refund or settlement is for a bili that includes designated space and
expansion space and space occupied by the coinpany). The
company may not add any overhead to the ezpenses the designated
entity is required to pay under this section,,,6r otherwise charge the
designated entity for any service renderecJ by an affiliate of the
company. The company is not requiredto provide security service to
the access manager for the access rrianager's space or expansion
space, but if the designated entity, requests it, shall arrange for
security services for the designated space and expansion space, at
the designated entity's cost. Cify, or designated entity, may examine
the water bills, invoices, mete� readings or other bases for the
monthly bills to designatedFentity to satisfy itself that the aliocation is
fair and reasonabie. Payments owed by designated entity shall be
made within thirty (30),days of a billing by company in accordance
with this Section 304tfl.
304.(g). The designate'd entity may make leasehold improvements to the
designated spa,ee and expansion space, or to the atternative space
provided pursuant to Section 304(d). The designated entity shall
maintain the'space, ordinary wear and tear excepted. The designated
entity sha� use the space for purposes consistent with its PEG
obligations and shatl not unreasonably intertere with the company's
office operations.
304.(h). Company shall provide the following promotional support for
access:
�-
30A. (h).(1).
�
� 304.(h).(2).
Two (2) cross-channel public service announcement spots
daily to promote community programs and the avaifability
of community programming facilities and training;
All PEG access channels shall be listed on the electronic
program guide (EPG) and in printed materials describing
or listing channels on the system;
304.(h).(3). lnsertion at no charge in at least two (2) biil stuffers
annually for promoting the designated entity's service or
generally promoting community programming, which bili
stuffers shall be produced by the designated entity and
shail conform to the company's standards and policies for
50
`l8�-a ��}
size and weight. Any bill stuffer denigrating the company,
its service or its programming is not permitted.
304.(h).(4). Distribution of the designated entity's newslette� to
company's employees; and /
304.(i). The designated entity responsibie for public acce'ss shall
indemnify, keep and save the city and company free and harmless
from any or all claims (other than claims for whicti the company may
enjoy immunity under 47 USC Section 558) arising out of the
designated entity's actions or omissions, or its%PEG programming
operations, to the extent the claims are not attributable to the acts or
omissions or operations of the party seeking indemnification. Subject
to the foregoing, in the event that suit sh�tl be brought or recourse or
damages sought against either the city.+or the company, the
designated entity shall defend and in�iemnify the city and/or the
company and pay any }udgments or`damages with all costs. The
indemnity is conditioned on the party seeking indemnification
tendering notice to the designated entity of any proceeding asserting
claims for which it may seek ir�demnity within ten (10) days of the
date the party seeking indem`nification receives notice of such
proceeding. The party seeking indemnification may participate by its
own counsel in any action against it, but at its own expense. The city
may require the designated entity to obtain liability or other insurance
in the city's discretion:a
r
f-
304.(j). Payments made under this agreement by company in one
calendar year do �not have to be spent in that calendar year.
References to tl�e designated entity include any successor to the
designated e�iity. An entity that is a designated entity may only hold
and use the resources, equipment, facility and funds provided for
under the franchise for so long and to the e�ent it is a designated
entity, and must transfer resources, equipment, facilities and funds to
its successor upon request of the city.
304.(k). For any period or for any channei where there is no designated
entety, the city at its option and after notifijing the company in writing,
the city shall act and enjoy all rights and responsibilities as if it were
the designated entity.
Section 305. Free drops to subscriber network.
30�.(a). In addition to providing the institutional network drops required by
this franchise, the company shall
/ 305.(a).(1). continue to provide a free drop to the subscriber network
and free basic and expanded basic service to each public
and private school, public li6rary branch, pofice and fire
station, community center and public building and to such
oiher institutions as has been requested by the city, where
51
q�-a�y
the drop and service had been provided prior to December
1, 1997;
305.(a).(2). provide a free drop to the subscriber network and free
basic and expanded basic service to each public arid
private school, public library branch, police and ffe station,
community center and public building that requests a drop
in writing, and to such other institutions as the'city may
reasonably request from time to time. Whece a drop
requested under this Section 305(a)(2) wot�'Id require the
company to install a drop longer than 40Q�feet in length
measured from the closest street, the company may
charge the location for the cost of the labor and materials
required to e�end the drop beyond ttie 400 feet.
305.(b). The company is only required to provide,a single free drop to the
subscriber network, to a single outiet at a��int within the location
selected by that location. However, the location at its own exoense
may extend the drop to multiple outlets and receive free basic and
expanded basic service at each outlet;"so long as such extension
A location that wishes to install
multiple outlets may do so itself, or may contract with the company to
do so.
Section 306. Support not franchise fees.
The parties agree that any cost to the company associated with providing any
support for PEG use required under this Frarichise (including the provision of the
institutional network and support therefor) �nd payments made outside this franchise, if
any, are not paR of the franchise fee, ancYfall within one or more of the exceptions in 47
U.S.C. § 542. �
Section 307. Research and
Company shall, on an ongoing basis, conduct research and development with regard to
improvement of existing services� provision of new services and enhancement of system
capabilities. �
Section 308. Company ru1es and regulations.
The company shall havzthe authority to promulgate such rules, regulations, terms and
conditions governing tli�e conduct of its business as shali be reasonably necessary to
erable the company,Yo exercise its rights and perForm its obligations under this
franchise, and to as�ure an uninterrupted service to each and al{ of its customers.
Provided, however, that such rules, regulations, terms and conditions shail not be in
conflict with the provisions hereof or applicable state, federal or local laws, rules and
regulations. Aq� rules or regulations promulgated pursuant to this section shall be
published at e'ompany's expense. After the adoption of such regulations, the company
shall file wit�i the city clerk and with the cable communications officer, copies of all rules
52
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and regulations which shall be available for public inspection.
ARTICLE IV. CABLE SYSTEM CONSTRUCTION
Section 400. Construction plan, and construction procedures.
400.(a). The construction plan that the company is re<
pursuant to Article III and Exhibit A shall be made
inspection during normal business hours at the m;
submit
� for public
office of
company at company's expense.
Section 401
401
from
constructing the system earlier than planned.,+iowever, any delay in
the system construction beyond the times s,{iecified in Exhibit A shall
require application to and consent by the�ity. The city may not
arbitrarily withhold consent for delay wh�n company has shown good
cause for such delay; provided, howev�er, that the city may attach
reasonable conditions to ensure performance. Good cause for delay
shall be presumed when the comp'any shows, to the satisfaction of
the council, that such delay is be`yond its reasonable control and that
it has taken ali reasonable steps to avoid the delay. Company shall
notify the city as soon as pos§ible of any anticipated or actual delay.
400.(c). Delays beyond comp�ny's reasonable control include, but are not
limited to, natural disasters, civil disturbances, power outages,
telephone network out�ges, and severe or unusual weather
conditions. Events within the control of the company include, but are
not timited to, del�?�s caused by the company's (or its parents') own
acts or failures to'timely act or plan for action.
;
400.(d). Construction in accordance with Article III and Exhibit A shali
commence a's soon as is reasonably possible after this franchise
becomes effective pursuant to Article I, Section 107 of this ordinance.
Failure to proceed expeditiously shall be grounds for revocation of
this franchise. Failure to proceed expeditiously shali be presumed in
the event that company fails to meet the deadlines established in
Exhibit A.
,'
400.(b). Nothing in this section shall prevent the
New,development undergrounding.
.(a). In cases of new construction or property development where
' utilities are to be placed underground, the company must place its
facilities underground at the time of such construction or
development, so long as the developer, utility or property owner shaff
give company reasonable written notice of such construction, or
developmeni, and of the particutar date on which open trenching wiil
be available for company's installation of conduit, pedestals and/or
vaults, and laterais to be provided at company's expense.
53
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401.(b). Company shali provide specifications as needed for trenching
when requested to do so, and shail maintain a current copy of the
specifications that it is providing with the cable communications
officer.
401.(c). Costs of trenching and easements required to bring service t�fhe
development shall be a matter to be negotiated between the I'
developer, utility or property owner and the company. �
I
Section 402. System construction procedures. �'
402.(a). The cable system shall be constructed, operated ar�d maintained
in accordance with all applicable codes of the city gove'rning the use
of the streets and other public property. Without lim mg the
company's obligations thereunder, the company a that, at a
minimum, it will follow the system construction pF�cedures
estabiished by this franchise, including by way„�f example and not
limitation, the requirements of this Article IV.,rNo requirement in this
franchise shall be read to limit or condition �ny of the obligations of
company under applicable law or Chapter�430. It is the duty of the
company to construct, operate and main4ain its cable system, and to
move and relocate its facilities, so that the city is not required to bear
any costs or delays as a result of the` cable system's occupation of the
streets or other public property, so that the public is not
discommoded, and so that the use of the streets or other public
property by the city and by othess +s not impeded. It is the duty of
company to repair any damage caused to the streets or public
property promptly to specifications of the city or other responsible
authority and to compensate the property owner for any loss. It is
likewise the duty of company to repair promptly any damage caused
to private property and to compensate the private property owner for
any loss. Unless expressly provided otherwise, costs associated with
compfying with this section and with appiicable law shall be borne by
the company, and with no cost to the city. If there is a conflict
between the procedures applicable under other provisions of the
legislative code and the requirements of this franchise with respect to
the use of the streets or other public property, the provision that the
city determines best protects it shall control.
402.(b). Withi� six months of ihe effective date ofi this franchise, company
shall begin applying for ali necessary governmental permits,
franchises, certificates and authorizations. Neither the review of plans
by the city nor the granting of any franchises, permits, certificates,
authorizations, approvals, etc., shall be construed as a guarantee or
warranty by the city of company's cable system, The company shall
n,ot assert the fact that the city has performed any prior review of its
plans or exercised any ministerial function in granting permits,
franchises, certificates, authorizations, approvals, etc., as a defense
, against its obligations to indemnify and hold the city harmless
pursuant to Articte I, Section 118. The company shall furnish ali
�
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pfans, drawings and technical data in sufficient detail so as to enable
each city department to fulfill its obligations under this franchise and
other applicable laws and regulations.
402.(c)_ Company shatl construct, install, operate and maintain,its system
in a manner consistent with all laws, ordinances, construc�ion
standards, govemmental requirements, FCC technical standards,
state law and any detailed standards submitted by company and
approved by the city as part of the system design process described
in Exhibit A. Within six months of the effective date of the franchise,
company shall provide the city with three copies of a construction
practices manual. The company will be obligated to comply with the
manual, except insofar as complying with the.manual would conflict
with company's obligations under this franch5se or other applicable
law, or the city otherwise disapproves of a:'practice. The city's failure
to comment upon the manual or any parkicular practice is not an
approval of the manual or a particular,practice.
402.(d). Construction, operation and maintenance of the cable system in
city shail be pertormed in an orde�ly and workmanlike manner. All
cables and wires shall be instalied, where possible, paraltel with
electric and telephone lines. NTultiple-cable configurations shall be
arranged in parallel, and bu�idled with due respect for engineering
considerations. '
402.(e). Company shall at all times comply with:
402.(e).(1). National Electrical Safety Code as prepared by the
Institute'of Electrical and Electronics Engineers;
402.(e).(2). Natignal Electrical Code of the National Fire Protectio�
Assbciation;
402.(e).(3). Bell Telephone System's Code of Pole Line Construction,
;�aiso known as Bell System Manual of Construction
1 Procedures; and
402.(e).(.4). Other applicable federal, state and local law provisions.
402.(�. ;; In any event, the system sha41 not endanger or interfere with the
safety of persons or property in the franchise area or other areas
where the company may have equipment located.
402.(g). Any antenna structure used in the cable system shall compiy with
construction, marking and lighting of antenna structures required
' under applicable law.
402.(h). All working facilities and conditions used during construction,
� operation and maintenance of the cable system shall comply with the
standards of the Occupationai Safety and Health Administration.
55
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402.(i). Company shall comply with all applicable standards for RF signal
leakage.
402.(j). Upon grant of this franchise to construct and maintain a cable
system to provide cable service in the city, the company may enter
into contracts with any public utility companies or any other owner or
lessee of any poles locaied within or out of the city to whaiever extent
such contract or contracts may be expedient and of advantage to the
company for use of poles and posts necessary for proper. installation
of the system, obtain right-of-way permits from appropr,iate state,
county and federal officials necessary to cross highwa�js or roads
under their respective jurisdiction to supply main truN�k lines from the
company's receiving antennas, obtain permission.f�om Federal
Aviation Administration to erect and maintain antennas suitab4e to the
needs of the system and its subscribers and ob�ain whatever other
permits a city, county, state or federal agenc�may require. In the
construction, installation and maintenance of its system, company will
use steel, cable and materials and electrQ#�ic devices, all of
specialized and advanced design and
system, the company wilt employ per:
experience in electronics and comm�ii
In the operation of its
with training, skill and
402.(k). The company's system, pole�'wires and appurtenances shall be
located, erected and maintained`so that none of its facilities shall
endanger or interFere with the of persons, or interfere with any
improvements the city may deem proper to make, or unnecessarily
hinder or obstruct the free use of the streets, alleys, bridges,
easements or public property.
402.(I). Company shail utilize existing potes, conduits and other
structures#aei{ities whenever possible, and shall not construct or install
any new, different, o� additional poles, conduits, or other
structures#�aeiti#+esawhether in the streets, on public property or on
privately-owned property until the written approval of the city is
obtained. However, no location of any pole or wire holding structure or
other facility of the company shail be a vested interest and such poles
or structures or facilities shali be removed or modified by the company
at its own,expense whenever the city or any person acting on the city's
behaif determines that the public or the city's convenience would be
enhanced fhereby_
402.(m). All transmission and distribution structures, lines and equipment
and all other parts of the cable system shall be constructed, operated
and maintained so as to cause minimum interference with the proper
;use of streets and other public property, and to cause minimum
interference with the rights or reasonabte conveniences of property
` which adjoins any of the said streets, or other public property.
402.(n). In case of any disturbance of any street, pavement, sidewalk,
driveway, foundation or other surfacing the company shall, at its own
l
56
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cost and expense and in a manner approved by the city, replace and
restore the same to as good condition as before said work was
commenced a�d in accordance with standards for such work set by
the city. If, upon reasonable written notice, the company fails to
promptly restore any street or other public properly in accordance with
this provision, the city shall have the right to put such street or public
property back into good condition at the expense of the company and
the company shall, upon demand, pay to the city the cost of such work
done or performed by the city. �
402.(0). In case of any disturbance of any other public property no#f
included in the scope of 402(n), the company shall, at its oyv�i cost and
expense and in a manner approved by the city, replace a�d restore all
such property to as good condition as before said worjc�was
commenced and in accordance with standards for su�ch work set by
the city. If, upon reasonable written notice, the corfipany fails to
promptly replace and restore any such property`in accordance with this
provision, the city shall have, in addition to such other rights as it may
have under this franchise, the right to replace or restore such public
property to at least as good condition as existed prior to the damage at
ihe expense of the company and the company shall, upon demand,
, pay to the city the cost of such work done or perFormed by the city.
402.(p). In case of any d'+sturbance of any private property, the company
shall, at its own cost and expense replace and restore all such
property to as good condition as before said work was commenced
and in accordance with any applicable standards for such work set by
the city. If, upon reasonable written notice, the company faiis to
promptly replace and restore any such property in accordance with this
provision, the property owner shail have, in addition to such other
rights as it may have under law or equity, the right to replace or
restore such private property to at least as good condition as existed
prior to the damage at the expense of the company and the company
shall, upon demand, pay to the owner the reasonable cost of such
work done or performed by the owner.
402.(q). Whenever the city shalf, during the period of this franchise,
undertake any public improvement which affects the cable system, it
shall, ciirect the company to remove or relocate its wires, conduits,
cabtes, vaults, pedestals, manholes, poles and other fixtures and
prbperty from the area affected by the improvements at the company's
expense, upon reasonable notice to the company of the undertaking of
such pubtic improvements. Likewise, the company at its expense shall
protect, support, temporarily disconnect, relocate, or remove any
property of company when, in the opinion of the city the same is
required by reason of traffic conditions, pubiic safety, street vacation,
� freeway or street construction, change or establishment of street
grade, installation or movement of structures by governmentai
agencies whether acting in a governmental or a proprietary capacity,
including but not limited to movement of buildings, urban renewal and
57
9�-��`1
redevelopment, and any program under which the city shall undertake
to cause a{I such properties to be located beneath the surface of the
ground, street vacation, or for any other reason where the
convenience of the city or the public would be served thereby If the
company fails to move its facilities by a time specified by the
responsibie govemment authority, that authority may perform the
work, and bill the company therefore.
402. (r). Notwithstanding the foregoing, whenever, in case of fire or other ��
emergency, it becomes necessary to remove any of the company's�
facilities, the city may do so without prior notice. ,.�
402.(s). 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 se[ving the
residents of the city. Ail such poles or other fixtures shall be placed
ciose to the line of the lot abutting on said street, and then in such
manner as not to interfere with the usual travel or�'said streets.
402.(t). Company shall promptly move and relocate its cable system for
any private party authorized to occupy the-streets or other public
property to accommodate the construction, operation or maintenance
of facilities by such party. Costs shall;lie borne as provided by
applicabie law.
402.(u). The company sha(I, on the request of any person holding a building
moving permit or other permit.for moving oversized objects issued by
the city, temporarify raise or tower its wires to permit the moving of the
buildings or objects. The ekpense of such temporary removal, raising
or lowering of wires shall'be paid by the person requesting the same, if
the system is properly installed and the company shall have the
authority to require such payment in advance. The company shall be
given not less than'ten (10) working days' advance notice to arrange
for such tempor,ary wire changes. In constructing, operating and
maintaining its'cabie system, the company shafl respect any and all
building moWers corridors on truck routes established by the state, the
city and a�y of their subdivisions or agencies.
402.(v). The company shall not remove any tree or trim any portion, either
abovs, at or befow ground tevef, of any tree within any public place
witliout the prior consent of the city. The city shall have the right to do
the trimming requested by the company and may charge the company
�for the city's direct costs for such trimming. Regardless of who
�� performs the work requested by the company, the company shall be
F �
� responsible, shall defend and hold city harmless for any and all ,
�' damages to any tree as a result of trimming, or to the land surrounding i
�`� any tree, whether such tree is trimmed or removed.
402.(w). The company shall erect and maintain all parts of the system in
good condition throughout the entire franchise period.
58
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402.(x). All necessary easements over and under private property shall be
arranged for by the subscribers or the company.
402.(y). The company shall render efficient service, make repairs and
adjustments promptly, and interrupt service only for good cause and
for the shortest time possible. It is understood that during the upgrade
there may be more necessary interruptions of service. Such
interruptions, insofar as possible, shall be preceded by notice and shal
occur during periods of minimum system use. All costs incurred ar�
making such repairs and adjustments shall be borne by the company
except as otherwise provided for in this ordinance. �;�
402.(z). Company shall provide to each subscriber a state,m'ent in layman's
language of the quality of signai to be expected by the subscriber.
!"
402.(aa). Company shall not allow its cable or other operations to interfere
with broadcast reception or persons not serve,d"by company.
�
3ection 403. Installation services. ,."��
403.(a). Company shall provide at least the�following instailation services:
403. (a). (1). Sfandard installation. St�ndard installation for the
subscriber network sh,a'�I consist of an aerial drop, not
exceeding two hundr'ed (200) feet, from a single pole
attachment to the �ustomer's residence. The use of
exposed (externa`I} wiring is the standard method of wiring
all buildings. ,t
403.(a).(2). Project pr� �ing:
(A). Company shall provide service to prewired projects and
utili�e the cabiing provided for the prewired projects as
re,yuired by Article 1 Section 111.
(B). y 7Company shall review and approve methods and
� materials, suppty specifications, technicai assistance and
material according to Article I, Section 111.
Company shalt prewire a project upon request according
to Article I, Section 111.
The company shali provide additiona{ outlets as customers
may request, but subscribers shall also have the option of
installing additional outlets themselves. However, this
section does not require the company to connect to wiring
that would result in signal leakage in excess of the limits
under applicable law.
Section 404. Books and records; inspection of system; testing requirements.
59
9 Y -��y
404.(a). Company shall provide the city access to all books and records, as
required by Chapter 430. Without limiting its obligations under that
Chapter, or other provisions of applicable law, company agrees that it
will provide the city access to all books and records related in whole or
in part to the construction, operation, or repair of the cable system so
that the city may inspect and copy these books and records. The
company's obligation includes the obligation to produce all books and
records related to revenues derived from the operation of the cable
system. The company is responsible for obtaining or maintaining the
necessary possession or control of all such books and records related•-
to the construction, operation or repair of the cable system so tha�ii'
can produce the documents upon request, without regard to w�iether
the books and records are held by it, a parent company, a cdntractor
or subcontractor, or someone else. Books and records,rziust be
maintained for a period of five years, except that (a) aa�record that is
a public record must be maintained for no less than��he period required
by state law; and (b) the city may from time to tirr�e specify a shorter
period for certain categories of voluminous booY�cs and records where
the information contained therein can be derived simply from other
materials. %%
404.(b). The terms "books and records" shall be read expansively to
include information in whatever format stored. The term "construction,
operation and repair shall be read' expansively, including by way of
example and not limitation, information related to system
management, contractual rel�tionships with subscribers and other
entities located in the streets�, and information related to the use of the
cable system. �
404.(c). Books and
location design
any books a�d
requested shall be produced to the city at the
the cable communications officer. However, if
are too voluminous, or for security reaso�s (for
�ocuments contain trade secrets) cannot be
copied and mdved, then company may request ihat the inspection take
place at so other location mutually agreed to by the city and the
company�provided that (1) the company must make necessary
arrangera�ents for roq mntfv copying documents selected by the city
after the��its review and providina them to the citv; and (2) the
company must pay all travel and additional copying expenses incurred
by tk�e city (above those that would have been incurred had the
documents been produced in the city) in inspecting those documents
or having those documents inspected by its designee.
. The company shall file promptly with the city a copy of any
docume�t the company files with the FCC, the Securities and
Exchange Commission or any other regulatory agency with jurisdiction
pertaining to the system. To the extent that such documents contain,
to the satisfaction of the city, the information required by other reports
hereunder, the city may suspend the requirements to file such other
reports with the city so as to avoid duplication and the administrative
.�
q�-a3`i
costs attendant thereto. Alternatively, company may comply with this
Section 404(d) by providing the city a list and short description of the
documents it files, and providing copies of the documents upon
request. The list must be kept current.
404.(e). Without limiting the 4oregoing, the company shail provide the city
the foilowing within 10 days of their receipt or (in the case of
documents created by the company or a� affiliate) filing:
404.(e).{1). notices of deficiency os forfeiture re{ated to the operation of.
the cable system (other than notices issued by the city ;'`(
and ,.
4Q4.(e).(2). copies of any request for protection under
or any judgment related to a declaration of
the Franchisee or by any partnership or c�
owns or controls the Franchisee directiv. or
404. (�.
404. (g)
�an uptcy laws,
bankruptcy by
°poration that
indirectly.
Company shall take all reasonable steps re ired, if any, to ensure
that it is able to provide the city all informatio, which must be provided
or may be requested under this franchise nr app{icable 1aw, including
by providing appropriate subscriber privac'y notices. Company shall
be responsible for redacting any data t�i�at applicable law prevents it
from providing to the city. Nothing in%fhis Section 404 shall be read to
require the company to violate state or federal faw protecting
subscriber privacy or nersonnel �cords.
u
The cable communicatio� officer may require company to
maintain records, and to prepare reports relevant to determining the
compliance of the compariy with the terms and conditions of this
franchise or applicable;law. Without limiting this generai obligation,
company shall prepare the following reports:
404.(g).(1). On or,before March 1 of each year, company shall provide:
(A). A"copy of updated maps depicting the location of all cable
jplant, to standard scale and with appropriate tick marks
% These maps shall be accompanied by a digital copy in a
standard format and medium as directed by the city
� engineer. Copies of maps should reflect the location of
` plant as-built.
' � (B).
�',
�
��.
A report deiailing company's performance under each
applicable customer service standard as defined by FCC
rules, Chapter 430 and regulations adopted pursuant
thereto, and this franchise. By way of example, if
company is required to answer telephones within 30
seconds 90 per cent of the time, the report shall state
what percentage of the time company answered the
phone within 30 seconds. For each standard not met,
the report wili explain the cause, and corrections taken
61
q� -a �y
for each.
(C). An estimate of the number of handicapped, senior
citizens or economically disadvantaged persons receiving
any rate discounts, and the amount of the discounts.
(D). A statement certified as true by an independent auditor or
the chief financia( officer for the company (I) listing by
category fhe revenues for each source of revenue which
is included within the definition of gross revenues in this
franchise, and (ii) identifying any other revenues of the .-%�
cable system that the company has excluded from g�s
revenues; the amount of the exclusion; and the reason
for the exclusion. r'
(E). A projected income statement and statement of projected
construction for the next two (2) years. -Provided that the
comoanv at its ontion mav arovide the nroiected income
statement for review and not for codvina.
(F). A list of officers and members.of the board of directors of
the company and its parents:"
(G). A list of stockholders holding five (5) percent or more of
the voting stock of the. company or its parents.
(H). A copy of the company's annual report and those of its
parents and subsidiaries.
(I). A fuil schedule of all subscriber and user rates, fees and
charges for al{ cable services provided.
(J). A copy of subscriber and user agreements used by the
company.
(K). Provided fhat, when it provides the information required
by subsections (I�) and (JfE), a company need not include
proprietary MDU rates and agreements, so long as the
same are made available for the city's inspection upon
request. Provided further, once it provides the
information required by G-H, the company need only file
the lists if the officers, members or stockholders change.
404,(g).(2). The company shall annually provide the following special
reports by March 31:
�� (A). An annual opinion survey report which identifies
subscriber satisfaction/dissatisfaction with cabie services
�°� offered by the company. Surveys required to make said
report shall be scientificaliy valid.
62
o� �-a�y
(B). An annual plant survey report, which shall be a survey of
the company's plant and a full report thereon including
new construction. The purpose of the report is to assure
the city that the plant is being operated and maintained in
accordance with applicable law. Said report shall include
but not be limited to an appropriate engineering
evaluation and shall be conducted in conformance with
standard engineering practices. The first report required
under this franchise shall be due on March 31, 2001.
404.(g).(3). Within one (1) month of the end of each quarter, whichshall
end on March 31, June 30, September 30, and Decerriber
31 of every year, company shall provide: �"
J .
(A). A statement, in a form approved by city, sho�'n�ing the
number of subscribers served in the entire"system and in
the franchise area; and the number of ckiannels on the
basic tier, on the expanded tier, and satellite; and
any annexations that occurred since the previous
reporting period. In addition, the�statement shall identify
all services being provided ov,er the cable system
(including any non-cable seroices), and particularly
identify any services begun or discontinued. A lease of
system capacity will be treated as a service for purposes
of the preparation of tk�`is report. The statement will also
identify the end-user`equipment being used by
subscribers, listing the number of end-user devices being
used by subscribers, by category.
(B). A statement:certified as true by an independent auditor or
the chief friancial officer for the company (I) listing by
category the revenues for each source of revenue which
is included within the definition of gross revenues in this
franchise, and (ii) identifying any other revenues of the
cabie system that the company has excluded from gross
revenues; the amount of the exclusion; and the reason
for the exclusion.
(C). , A report summarizing known cable system outages in the
franchise area, and an estimate of the number of
subscriber affected by the outage, and the time it took to
repair the outage, measuring from the time the company
first knew about the outage. An outage is defined as a
loss of audio or video or impairment of audio or video
affecting more than one subscriber.
�' (D). A report showing the percentage of time service
� interruptions were cured within 36 hours; the average
time from notice that a problem existed to final cure; and
the percentage of time that other service calis were
63
9g-a��!
resolved within 96 hours.
(E). A summary by category of complaints, identifying the
number and nature of complaints.
(F). The percentage of time standard and non-standard
installations were completed within the time required by
the city. ,
.s
(G}. For each month during the quarter, a form of a
subscriber bill showing how company is iterhizing
franchise fees, and taxes, and how it is itemizing costs,
together with copies of all other information, offers and
notices sent to subscribers as a group.
404.(h). Company shall provide the city the following on an ongoing basis:
404.(h).(1). A statement of the resolution of complaints referred to it by
the city.
404.(h).(2). Company shall provide the city with a special number that
the city may call to obtain information about any unplanned
or unanticipated outage. This number cannot be the same
number used by general subscribers, and must provide a
means for the city promptiy contact a person
knowiedgeable about the outage.
404.(h).(3). Company shall provide the city with at least a 24-hour
advance notice of any planned outages affecting 500 or
more subscribers on the same distribution line or fiber node
within the franchise area.
404.(i). Company shall maintain records of all complaints received, the
disposition of those complaints, and the time from disposition to any
cure.
404.(j). Company shall maintain accurate and detailed maps and
improvement plans which show the location, size, and a general
description of all facilities installed in the streets and any power supply
sources (including voltages and connections). Maps shall be based
upon post-construction inspection to verify location. The company
shall provide a map to the city showing the location of its facilities, in
such detail and scale as may be directed by the City Engineer. New
�system maps shall be promptly submitted to the city when the facility
� expands or is relocated. Copies of maps shall be provided on disk, in
a commercially availabie electronic format specified by the City
Engineer. The company shafl keep current records and plats on all
underground facilities it owns or operates. Such plats and records are
to be available to all utilities and the city immediately upon request.
404.(k). Company shall maintain accurate subscriber and institutional
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network drawings which show the location of ail facilities, and it must
provide those drawings upon request in hard copy and in a
commerciafly available electronic fiormat specified by the cable
communications officer.
404.(I). The cable system and all property owned or used by the company
in connection with the system shall be subject to inspection and testing
by the city to determine compliance with the provisions of this
ordinance and applicable law. The city shall be notified two weeks in
advance of, and shall have the right to be present when the cable
system is tested by the company for any required proof of r �
perFormance test, o� any test that the company is required to �rform
under Section 404(m). The city shall have the right to be p�nt for
any other test, upon request. The company must respo�d to requests
for information regarding its system and plans for the:�ystem as the
city may from time to time issue, including requests for information
regarding its plans for construction, operation and repair and the
purposes for which the plant is being construcfed, operated, or
repaired.
404.(m). If, based on complaints received or upon its own inspection, the
cable communications o�cer concludes that there is reason to believe
that the system may not be perform'ing as required, it may require the
company to perform tests and inspections of its system, and to
prepare a report showing the results of the inspection or testing, and
any corrective action taken as a result thereof.
404.(n). Except to the extent-that federal law prevents the company from
enforcing this requirement, the company shall be required to test its
cable system periodically for compliance with ail applicable technical
and performance sfandards. The tests shali be conducted at least
twice each year, shall be conducted by trained personnel using
properly calibrated and tested equipment, and accepted engineering
testing procedures designed to measure performance under the worst
case scenarios.
404.(0). In addition, company shail provide the city with the resufts of
company's proof of performance tests conducted pursuant to FCC
standards and requirements. Company shall provide city with
credentials of person or persons conducting said tests
404.(p). Ail costs of testing shall be borne by company. Where special
#esting is required to determine the source of technical difficulties, the
company shall be liable for all the costs thereof.
40� '`(q). Company must produce the books and records, prepare the
reports and permiY the city to conduct the inspections, requested by
the city even if the company does not believe that the request satisfies
the standard set out in this Section 404, unless the city waives the
requirement, os the company obtains a court order from a court of
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competent jurisdiction enjoining the request.
404.(r). Any material misrepresentation made by the company in any
report required by this section shall subject the company to the penalty
provisions of this ordinance and shall subject the company to all
remedies available to the city by law.
Section 405. Miscellaneous.
405.(a). By the acceptance of this franchise, company waives its rights, if
any, to relocation costs that might otherwise be provided by law and
that would otherwise be available from the City or in connection with
any project in which the City is a participant.
405.(b). The rights granted to company pursuant to Appendix H,.shall be
deemed terminated upon the effective date of this Franchise.
Provided, however, company shall remain liable for all acts and
omissions under the prior franchise, and remains obligated to
indemnify the city and maintain insurance as required by the franchise
to protect the city and its citizens against harms arising from the
company's acts and omissions under that Franchise, and to pay atf
amounts owed and unpaid. Notwithstandina this replacement and
renewal of the Franchise s�t out in A 2�ndiX H nothina herein shall
r� Ordinance from becomina effective in accordance with its
terms. should Charter Communications - St. Paul succeed to the
interests of CCSP � November 1 1998 in accordance with that
certain Transfer more particularlv �escribed in the Transfer Aareement
dated Ja� 12 1998. ''
405.(c). Al! remedies are cumulative and may be exercised singly or in
combination, and are in addition to any other remedies available to the
city at law or equity. �"
405.(d). Material terms ar� not severable.
405.(e). The companX,'shall maintain an unconditional guarantee from U.S.
West. Inc. to 6e' renamed MediaOne GrOUp• Inc. Gherte�
. ., in the form attached
to the Transfer Agreement, for the term of this franchise. The city will
not approve any transfer until and unless a substitute guarantee is
provided by the transferee's parents.
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ACCEPTANCE
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Company accepts�and hereby agrees to be bound by all the terms and conditions of this
franchise. �
Date:
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EXHIBIT A
Upgrade Planning and Coordination
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The company agrees that, in the course of upgrading its system, it will follo�erthe
procedures described below, in addition to complying with ali requirements for permitting
and construction established by the St. Paul Legislative Code.
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1. As part of the upgrade, company will inspect the cable syssem and ensure that all
portions are brought into compliance with the current version of applicable safety codes.
It will also replace or repair any plant that is in disrepair, and ebrrect any improper
instaliation.
2. At least three months before it begins construction on the upgrade, and no more
than six months after the effective date of its franchise, company will submit an upgrade
design plan to the city. The design plan wiil identify'fhe phases for construction and the
planned construction schedule. The design plan will show the design for both the
institutional network and the subscriber network:
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3. The company's system design plan vFiill be sufficiently detailed to permit the city to
determine whether the completed system likely to comply with the requirements of the
franchise. It will specify at least the follo,d�ring elements:
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a. design type, trunk and�feeder design, and number and location of nodes;
b, trunk and distributiefn system coaxial cable, fiber and fiber and coaxial
equipment to be used;
c. standby powea'for the cable system, including the headend;
d. longest am�5lifier cascade in the cable system (number of amplifiers,
number of miles, type of-cable/fiber);
e. design maps and tree trunk maps for the cable system. The system
design wili be shown on maps of industry standard scale, using standard symbology, and
shall depict all electronic and physical features of the piant, including tap windows.
4. The city may submit comments on the design plan to Company within 30 days of
the date the design plan is submitted to the city. Within 30 days of receipt of the
comments, company shall respond to the city, explaining any changes made to its design
plan and providing a brief explanation as to why it failed to incorporate other comments.
5. C�mpany shall (a) follow its design plan, if approved by the city (except to the
extent t at complying with that plan would violate this agreement) un ess the cable
commu�ications officer. in writi authorizes a modification of the I� which wri�
must '' enti what is bein modified and how it is bein modified the modification �
mo ' the � schedule ;(b) use construction procedures and protocols that are
designed to ensure that the cabie system perForms as would be expected if all defective
components were replaced with high-quality components given manufacturer's
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specifications for the newly-installed equipment; and (c) implement quality control and
testing procedures that will ensure that every part of the cable system functions to deliver
high quality service to subscribers.
6. Construction schedute. The upgrade must be completed within 36 months ofi the
effective date of the franchise. The upgrade shall proceed in accordance with the
construction schedule shown o� the table at the e�d of this Exhibit.
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7. Company shall assure that pre-installation quality control is perFormed on j�
replacement cable and equipment. In the case of passive components, this will include
random testing to verify compliance with the manufacturers' specifications. %
8. Company shall perform acceptance tests on each construction area,segment as it
is completed. 7he test should indicate that ail parts of the cable system are operating as
expected, and satisfying all appiicable technical standards at full loadin,g: Company shall
ensure that subscriber drops can deliver all the services provided by,the upgraded
system, without noticeable signal degradation and in a manner corasistent with sound
engineering practices; and shall ensure that drops are replaced Sliat are physically
defective or where the sigRal level exceeds the levels provided'for in the system design
plan consistent with the tap windows. ,
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9. Beginning November 1, 1998 and every month thereafter, city and company will
meet to discuss the progress of the upgrade, and to a�tempt to work cooperatively to
speed the construction process (by e.g., discussing�any problems in obtaining permits)
and to minimize the impact upon subscribers. At,each meeting, company shall provide a
detailed written progress report on the upgrade describing in detail its progress in
satisfying the requirements of its franchise and in particular, this Exhibit A.
10. Company wiil take prompt corrective action if it finds that any facilities or
equipment on the cable system are not operating as expected, or if it finds that facilities
ar�d equipment do not comply with the requirements of this franchise or applicabte law.
DESCRIPTION OF WORK
Engineering planning
Construction strand and equipment drawings
Additional fiber optical catile and nodes
instaliation
Fiber optical node upgrading
Coaxial amplifier replacement and re-spacing
Passive equipmerit replacement
System balancing and proof-of-performance
TO BE COMPLETED BY
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12-18'
12-18'
12-18'
24-30 `
30-36"
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' Dates� are in months from the effective date of the franchise. Specific work will be
worked in pliases. Some phases will be completed earlier. Some phaseslwork areas
may requj�e minor touch-up before they are complete. Higher number is outer limit.
Lower n�imber is when most should be complete.
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G:\USERS�HANSEN�CONTL�RENEWAL\CCSPFR3.W PD
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EXHIBIT B
INSTITUTIONaI, A�ETWORK ADDEI�TDUM
Additional Data Channels Activation on
Up2raded HFC Institutional i�Tetwork
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Company shall activate an additional data channel on the Upgraded
HFC Institutional I�Tetwork for use of the City and/or the Saint P-aul Public
Schools within siY months of a city request. Each additional data channel
will actually require the use of a single channel in the forward path and a
single channel in the reverse path on the distribution system segments along
with 100 Mbps Connecting Links and Headend equipment and hardware as
described further below.
The activated data channeis must be available to all locations on the
HFG Institutional I�Tetwork, and must be connected to and operate in a
manner consistent with the Connecting Link between the City Hall Annex
and the Headend being provided under the Corrective Plan and shown as
Attachment 2-A-8 in the Corrective Plan, This requires that the company
provide an additional 100 DZbps link fram the City Hall Annex to the
Headend for the additional City Data Channel and a 100 n2bps link fiom the
Saint Paul Public Schools Data Center to the Headend for the additional
School Data Channel. The company shall provide and maintain all
equipment and associated facilities needed for the Connecting Links
including the Ethernet switches at the City Hall Annex and the Saint Paul
Public Schools Data Center.,
As provided in the Corrective Plan, the company shall provide and
maintain all equipment and associated facilities needed at the Headend, for
the Connecting Links;'and throughout the distribution network to provide an
operational system,to the City and Saint Paul Public Schools demarcation
points for each of the activated data channels. The company shall provide
space at the Headend requued for the additional equipment; it shall have the
same obligation to provide space for such purposes as it has with respect to
the HFC Institutionai Network under the Corrective Plan.
The City and Saint Paul Public Schools shall provide modems for the
users. Specific equipment needed at the Headend will depend upon the
modems which the City and the Saint Paul Public Schools decide to use for
these' additional channels. The City shall inform the company of the make
an�model of the modems by the time of requesting activation.
The design shall be subject to the final approval of the City, which
approval shall not be unreasonably withheld.
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Fiber Institutional I�Tetwork
The company shall provide a Fiber Institutional I�Tetwork to
supplement the HFC Institutional I�Tetwork to address the need for highly
reliabie transmission of data, voice, and television at increasing data rates. It
is anticipated that the fiber wouid be equipped for transmission of signals at
rates up to 2 Gbps (2,000,000,000 bits per second) and above and the
company must ensure that, installing and maintaining the network, itdoes
nothing inconsistent with such a use. Initially, the network will utilize
twelve (12) Data Centers and nine (9) dedicated fiber optic links,, �
interconnecting to Data Centers.
The Data Centers would become the points of interconnection to the
HFC portion of the Institutional I�Tetwork and to dedicated links to other
locations within and outside the City and as needed. .The company shall
provide "dark" fiber brought to a point within the Data Center, and
terminated in the same manner that dark fiber isterminated under the
Corrective Plan. The City would procide the necessary equipment to light
the fiber.
The twelve (12) Data Centers shali be at the following locations within
Saint Paul:
The company shall provide and install the fiber optic cables for
interconnecting the Data Centers by either the "Ring," "Star," or "Star-Wiied
Ring'' topology, as typified in the following drawings.
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RING S7AR
In the Ring topology, the interconnections between the Data Centers
would be based upon redundant dual rings. A minimum of six (6) single
mode fibers shall be provided between the Data Centers. To provide for the
b eatest reliability in the event of a cable being physically damaged, cables '
would be routed so no interconnections between more than two Data Centers
would be in the same cable path.
In the Star topology, the central core location where the cables come
together could be one of the Data Centers". Although this topology would not
be as reliable as the above Ring topology in the event of a cable being
physically damaged, the cable company shall provide ronting which will
optimize reliability. A minimum of twelve (12) single mode fibers shall be
provided between each of the outlying Data Centers and the Core location. If
the Star topology is used, the Cbre location shall be at the City Hall Annex.
In the Star-�T�ired Ring topology, the central core location where the
cables come together could also be one of the Data Centers. Although this
topology would not be as reliahle as the above Ring topology in the event of a
cable being physically °damaged, the cable company shall provide routing
which will optimize reliability. A minimum of tweive (12) single mode fibers
shall be provided between each of the outlying Data Centers and the Core
location. If the Star-��Jired Ring topology is used, the Core location shall be
at the City Hall Annex.
I�Tine,(9) locations shall be provided with dedicated fiber optic links to
their neare"st appropriate Data Center. Each of the links shall contain six (6)
single mode fibers.
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�he nine (9) locations with dedicated fiber optic links to Data Centers
shall be at the following locations within Saint Paul:
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STAR WIRED
RING
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By nine months following the effective date of this fianchise, or within
ninety days from the time the City identifies the additional Data Center and
dedicated links, whichever is sooner, the cable company shall submit to the
City the company's initial engineering design plans for providing "dark fiber"
to the twelve (12) Data Centers and nine (9) dedicated links at the locations
identified above. Selection of specific routing, building locations, and fiber
termination details within the buildings �viIl be done cooperatively between
the cable company and the City. The City will have final approval of the
design, which will not be unreasonably withheld.
By December 31, 2000, the cable company shall have completed the
installation and have made available for use the aboce described "dark fiber"
for the Data Centers and dedicated links.
The City shall be responsible for the installation, operation, and
maintenance of terminal and other equipment used with these "dark" fibers
located at User premises beyond the demarcation point.
The cable company shall provide these fibers and the use o£the fibers
at no cost to the City, except as the franchise otherwise provides. If needed,
the company will provide space at the Headend for the equipment required
for the use of the fibers; it shall have the same obligation to provide space for
such purposes as it has with respect to the HFC Institutional I�Tetwork under
the Corrective Plan. Company will maintain all equipment at the Headend,
except as the franchise otheiwise provides. The company shall be responsible
for the maintenance of the fiber to perforinance within manufacturer's
specifications at all times:
In the event any,fiber falls below manufacturer's specifications at any
time, a condition of the routing results in detectable interference being
introduced into the transmissions, or changing physical conditions may
reduce the reliability of the transmission path, the cable company shall
replace and/or transfer the affected fiber's operation to other fxbex within four
(4) hours of becoming aware of the problem.
For pnrposes of testing the dark fiber, the Company shall foIIow the
same testing procedures for dark fiber provided under the Corrective Plan
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(for acceptance, for annual and for semi-annual testing). The Company will
follow the same procedure for testing headend equipment that it maintains
as applies to the link between the City Eiall Annex and the Headend under
t.he Corrective Plan. /
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The dark fiber and the equipment at the Headend that compa�iy is
required to provide must satisfy the reliability standards set forth ui the
Corrective Pian. "
The provisions of Attachment 2-F-1 (Service Call Processing and
Tracking) shall also apply to the Fiber Institutional I�Tetwork'described
herein, Attachment 2-F-2 (R,eliability), and the standards set out on
Attachment 2-F-6 (Connecting Link Data Oriented Testin"g) shall apply.
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