HomeMy WebLinkAbout324rr J
ORDINANCE NO. 324
AN ORDINANCE OF THE TOWN OF LOS ALTOS HILLS, CALIFORNIA,
GRANTING TO SUN COUNTRY CABLE, INC., A NON-EXCLUSIVE
FRANCHISE FOR THE INSTALLATION, CONSTRUCTION,
OPERATION, AND MAINTENANCE OF ACABLE TELEVISION
SYSUN EWLOS ALTOS HILLS
THE CITY COUNCIL OF THE TOWN OF LOS ALTOS HILLS DOES ORDAIN:
Section 1 Sh9x11itly, This Ordinance shall be known and may be
cited as the "LOS ALTOS HILLS CABLE TELEVISION FRANCHISE
ORDINANCE" with SUN COUNTRY CABLE, INC.
Section 2 Gr La_FMchiM This Ordinance is enacted pursuant to
the authority provided in, and all the provisions, terms, and conditions of
Ordinance No. 323 , titled "LOS ALTOS BILLS CABLE TELEVISION
FRANCHISE ORDINANCE," copies of which are on fhia in the office of the City
Clerk. The franchise herein granted shall include the provisions of said
Ordinance, all of which are incorporated herein by referenoe and made a
part hereof. The franchise requested from the TOWN by SUN COUNTRY
CABLE, INC., to install, construct, reconstruct, operate, and maintain a cable
communications system is hereby granted as herein provided.
Section SUN COUNTRY
CABLE, INC., hereinafter referred to as Grantee, is hereby granted a
non-exclusive franchise for a period of fifteen years from the date of
acceptance of this franchise on the terms and conditions hereinafter set
forth.
The franchise herein granted shall be subject to all of the terms and
conditions of this Ordinance and other documents comprising the franchise
as set forth in Section 2 herein above, together with all of the terms and
conditions contained in that certain document entitled
"AN AGREEMENT GRANTING A NON-EXCLUSIVE FRANCHISE TO
SUN COUNTRY CABLE, INC. TO OPERATE A CABLE TELEVISION
SYSTEM IN THE CITY OF LOS ALTOS HILLS AND SETTING FORTH
CONDITIONS ACCOMPANYING THE GRANTING OF THE
FRANCHISE"
and including Exhibits "A" to "F" attached to the Agreement (herein called
the "Agreement") and a copy of which marked Exhibit "I" is attached
hereto and incorporated herein by reference and made a part hereof.
In the event of any conflict between the provisions of this Ordinance
and documents comprising the franchise as set forth is Section 2, the
provisions of this Ordinance will prevail.
$fiction 4. Effgctive Date: Posting. This Ordinance shall become
effective thirty (30) days from and after its adoption; provided however,
that the franchise granted by this Ordinance shall not become effective
unless and until SUN COUNTRY CABLE, INC. files written acceptance thereof
and an agreement to be bound by and comply with all of the requirements
thereof.
A copy of this Ordinance shall be posted within the Town of Los Altos
Hills in three (3) public places.
The within Ordinance was introduced at a regular meeting of the City
Council of the Town of Los Altos Hills held this 15th day of June
1988, and was thereafter passed and enacted at a regular meeting of the
City Council of the Town of Los Altos Hills this 21st day of June
1988, by the following roll call vote:
AYES: Councilmember: fie,, Johnson, Siegel, Tryon and van Tamelen
NOES: Councilmember: None
ABSENT: Councilmember None
ABSTAIN: Councilmember:
I
BSC_
MAYOR
ATTEST:
CITY CLERK
60788 -2-
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AN AGREEMENT GRANTING A NON—EXCLUSIVE FRANCHISE
TO SUN COUNTRY CABLE, INC. TO OPERATE A CABLE
TELEVISION SYSTEM IN THE CITY OF LOS ALTOS HILLS
AND SETTING FORTH CONDITIONS ACCOMPANYING THE
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TABLE OF CONTENTS
v�
SECTION
1:
GRANT OF FRANCHISE
SECTION
2:
DEFINITIONS
SECTION
3:
GENERAL REQUIREMENTS
SECTION
9:
CONSTRUCTION AND SERVICE REQUIREMENTS
SECTION
5:
SYSTEM DESIGN AND PERFORMANCE REQUIREMENTS
SECTION
6:
SERVICES, PROGRAMMING AND BILLING
SECTION
7:
SUPPORT FOR LOCAL CABLE USAGE
SECTION
8:
PURCHASING, TRAINING AND HIRING REQUIREMENTS
SECTION
9:
REGULATION
SECTION
10:
SEPARABILITY
SECTION
11:
FORCE MAJEURE; GRANTEE'S INABILITY TO PERFORM
SECTION
12:
HOLD HARMLESS
EXHIBIT A: CONSTRUCTION AND SERVICE SCHEDULE
EXHIBIT B: INSTITUTIONAL COMMITMENTS
EXHIBIT C: CHANNEL LINEUP
EXHIBIT D: CONSTRUCTION POLICIES/PROCEDURES
EXHIBIT E: LINE EXTENTION POLICY/
LOW DENSITY UNDERGROUND SERVICE PLAN
V
A G R E E M E N T
THIS AGREEMENT, made and entered into this 21st day
of June, 1988 at Los Altos Hills , by and
between the City of Los Altos Hills, a municipal corporation of the
State of California, ("Grantor"), and Sun Country Cable Inc.
("Grantee").
W I T N E S S E T H
WHEREAS, the City of Los Altos Hills, pursuant to Ordinance
No. 323 , is authorized to grant one or more non-exclusive revocable
franchises to operate, construct, maintain and reconstruct a cable
television system within the City; and
WHEREAS, the City has received applications for a cable
television franchise,and after due evaluation of the applications
received, and after public hearings, the City has determined that it
is in the best interest of the City and its residents to grant a
franchise to Sun Country Cable, Inc.
NOW, THEREFORE, the City (herein also known as the Grantor)
hereby grants to Sun Country Cable, Inc., (hereinafter the Grantee) a
cable television franchise in accordance with the provisions of
Ordinance No. 324 , and this Agreement.
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1. GRANT OF FRANCHISE
1.1 Grant. Sun Country Cable, Inc., a California
corporation with its principal place of business located at 6601
Owens Drive, Suite 120, Pleasanton, California 94566, is hereby
granted for itself, its successors and assigns, subject to the terms
and conditions of this Agreement and Ordinance No. 324 , the
franchise, authority, right and privilege, for a fifteen (15) year
period from and after the effective date hereof, to construct,
operate and maintain a cable television system along, over, or under
the streets and public ways within the City of Los Altos Hills. The
Grantee also is hereby authorized to grant a security interest in the
franchise to any of its lenders.
1.2 Right of
Grantor to
Issue Franchise.
Grantee
acknowledges and accepts
the right
of Grantor to issue
a franchise
and Grantee agrees it shall not now or at any time hereafter
challenge this right in any way or in any County, State or Federal
court.
1.3 Effective Date of Franchise. The effective date of
the franchise shall be the date of execution of this Agreement by the
Grantee, which shall occur within ten (10) days following adoption by
the Grantor.
1.4 Duration. The term of the franchise shall be fifteen
(15) years from the effective date hereof at which time it shall
expire and be of no force and effect. Renewal shall be in accordance
with then applicable law.
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1.5 Franchise Not Exclusive. This franchise shall not be
construed as any limitation upon the right of Grantor, through its
proper officers, to grant to other persons or corporations rights,
privileges or authority substantially similar to the rights,
privileges and authority herein set forth, along, over, or under the
same or other streets and public ways or public places by franchise,
permit or otherwise.
1.6 Franchise Acceptance. The Grantee, by executing this
Agreement, guarantees performance by Grantee of all of Grantee's
obligations hereunder imposed by Ordinance No. 324 and this
Agreement.
2. DEFINITIONS
For the purposes of this Agreement, the following words,
terms, phrases, and their derivations shall have the meanings given
herein. When not inconsistent with the context, words used in the
present tense include the future tense, words in the plural number
include the singular number and words in the singular number include
the plural number. The word "shall" is always mandatory and not
merely directory. The definitions contained in Ordinance N0.324 are
incorporated herein as if fully set forth.
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2.1 "Agreement" or "Franchise Agreement" means this
agreement and any amendments or renewals thereof.
2.2 "Grantee" means Sun Country Cable, Inc., or any
person or entity who or which succeeds Sun Country Cable, Inc., in
accordance with the provisions of this franchise.
2.3 "Grantor" or "City„ means the City of Los Altos Hills
or its delegate acting within the scope of its jurisdiction.
2.4 "Section" means any section, subsection or provision
of this franchise agreement.
3. GENERAL REQUIREMENTS
3.1 Governing Requirements. The franchise application of
Grantee shall be incorporated herein as if fully set forth. Grantee
shall comply with the requirements of this Agreement and Ordinance
No. 324 and all offerings contained in Grantee's franchise
application. In the event of any conflict between this Agreement,
and Ordinance No. 324 and Grantee's franchise application, the
provisions of this Agreement shall govern.
3.2 Franchise Fee. The Grantee shall pay to the Grantor
an annual franchise fee of five percent (58) of Gross Annual Revenues
subject to applicable law.
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3.3 Advance on Franchise Fees. Upon the effective date
of the franchise, Grantee shall initiate a one-time franchise fee
payment to Grantor of Ten Thousand Dollars ($10,000.00). This
payment is to be considered an advance of franchise payment due and
shall be credited as franchise fees become due. Any interest earned
by the Grantor on the advance payment will not be considered part of
the franchise fee.
3.4 Recovery of Franchise Costs. As necessary to aid in
the analysis of all future disputed matters relative to the
franchise, the Grantor shall be entitled to employ the services of
technical, financial or legal consultants. All reasonable fees of
the consultants incurred by the Grantor in this regard shall be
equally borne by the Grantee and the Grantor, regardless of the
outcome of any specific dispute under consideration.
3.5 Payment to Grantor. No acceptance of any payment
shall be construed as an accord that the amount paid is in fact the
correct amount, nor shall such acceptance of payment be construed as
a release of any claim the Grantor may have for further or additional
sums payable under the provisions of this Agreement. All amounts
paid shall be subject to audit and recomputation by the Grantor.
3.6 Liability Insurance and Indemnification. Upon the
effective date of the franchise, Grantee shall furnish proof that
satisfactory liability insurance policies are in force, in the
minimum amounts of:
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* Worker's Compensation -- As required by the State of
California.
* Comprehensive General Liability -- $1,000,000
* Comprehensive Automobile Liability -- $1,000,000
* Excess Liability, Umbrella Form -- $2,000,000
The City of Los Altos Hills is to be named as an
additional insured, and the City is to be given Thirty days (30)
written notice of cancellation or material change in the policy. The
liability insurance policies shall be maintained throughout the
duration of this franchise, with a Three (3) year periodic review and
Grantor approval of the minimum coverage, with a copy filed with
Grantor. The insurance carriers shall be authorized to do business
in California, and subject to Grantor approval.
3.7 Letter of Credit. within thirty (30) days after the
effective date of the franchise, Grantee shall post an irrevocable
letter of credit, in a form acceptable to the Grantor, in the amount
of $40,000 to guarantee the performance of its obligation hereunder.
The amount of said letter of credit shall be reduced to $20,000 when
Grantee has completed construction of the service area as described
in Exhibit E of the franchise agreement. The letter of credit shall
be maintained throughout the life of the franchise in the amount set
forth in this section, and renewed annually, if so required by
Grantor. The letter of credit shall satisfy the requirements of and
be utilitzed for the purposes outlined in Sections 6.1, 6.2 and 6.3
of Ord. 324.
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4. CONSTRUCTION AND SERVICE REQUIREMENTS
4.1 General. The Grantee shall meet or exceed all the
construction and service requirements set out in this franchise
agreement and in addition shall meet or exceed those material service
requirements set out in Grantee's franchise application. It is the
Grantor's intent that Grantee shall not be penalized for minor
breaches of the terms hereof as determined by the Grantor so long as
Grantee's best efforts are maintained.
4.2 Construction Schedule. Grantee shall complete system
construction and offer service to all residents within the proposed
service area in accordance with the schedule in Exhibit A -
Construction and Service Schedule. The proposed service area is
described in Exhibit E.
4.3 Liquidated Damages. It is understood that it is
impractical at this time to reasonably ascertain the total extent of
damages which may be incurred as a result of a failure by Grantee to
complete construction within the construction period specified in
this Agreement. Such impracticality arises out of the difficulty of
establishing a cost for future damages suffered by the public who are
denied services or the effect of non -completion with respect to
inconvenience, financial loss, effective and efficient regulation of
the franchise for the promotion and protection of the public
convenience, health, safety and/or welfare, or other factors which
are incapable of measurement in precise monetary terms. Therefore,
Grantee offers and agrees to compensate Grantor
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for each calendar day on which Grantee has not completed construction
of the system in accordance with this Agreement at the following
schedule:
4.4 Delay in Construction. Grantee shall make a good
faith and diligent effort to obtain all necessary permits and
clearances. Within four months after the effective date of this
franchise, Grantee shall report to Grantor its estimate of the
initial construction date. The initial construction date estimated
by Grantee may be used by Grantor as the presumptive construction
starting date, with all construction requirements based on that date
provided, however, that Grantee may adjust its estimated initial
construction date upon a showing of delays which are beyond its
reasonable control (including makeready construction) or which are
not reasonably foreseeable. As used herein, "construction date"
shall be defined as the date when the first cable is placed either
aerial or underground.
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LIQUIDATED DAMAGES/
DAYS
CALENDAR DAYS
1 - 30
$ 0.00
31 - 60
$ 50.00
61 - 90
$ 100.00
Thereafter
$ 150.00
4.4 Delay in Construction. Grantee shall make a good
faith and diligent effort to obtain all necessary permits and
clearances. Within four months after the effective date of this
franchise, Grantee shall report to Grantor its estimate of the
initial construction date. The initial construction date estimated
by Grantee may be used by Grantor as the presumptive construction
starting date, with all construction requirements based on that date
provided, however, that Grantee may adjust its estimated initial
construction date upon a showing of delays which are beyond its
reasonable control (including makeready construction) or which are
not reasonably foreseeable. As used herein, "construction date"
shall be defined as the date when the first cable is placed either
aerial or underground.
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For any schedule delay that may occur, the burden of proof
shall be on the Grantee to demonstrate that such delay was beyond its
reasonable control or was not reasonably foreseeable. The imposition
by Grantor of any damages under Section 4.3 shall be subject to the
provisions of Section 9.2.e.
4.5 Right of Inspection of Construction. Grantor shall
have the right to inspect all construction or installation work
performed subject to the provisions of the franchise and to make such
tests as it shall find necessary to ensure compliance with the terms
of the franchise and other pertinent provisions of law. Grantor
agrees that any delays occasioned by such inspection excluding
remedial work shall not be held against Grantee as a "delay in
construction" described in Section 4.4 herein.
4.6 Provision of Residential Service. Grantee shall
offer all residential services to all households in the proposed
service area at uniform installation charges and monthly rates for
each household, within the schedules of Section 4.2 above. New
residences in active cable areas shall be provided service within
ninety (90) days after a request for service is received by Grantee.
4.7 Equipment. Grantee agrees to provide such equipment
and services as were proposed in its application or the equivalent
thereof. In theevent that equivalent equipment or services are
proposed, the Grantor shall be given forty five (45) days advance
written notice thereof with appropriate explanations therefor.
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Grantor's approval of such proposals shall not be unreasonably
withheld, and its decision shall be given to the Grantee, in writing,
within forty five (45) days of receipt of grantee's notification.
5. SYSTEM DESIGN AND PERFORMANCE REQUIREMENTS
5.1 System Configuration. The cable television system
shall consist of at least a residential, or "A" Cable.
5.2 Channel Capacity. The cable television system shall be
installed to deliver signals at frequencies up to at least four
hundred (400) megahertz (MHz), with specific capacity as indicated
below.
Signal
Cable Signal Frequency Channel
Network Direction Range Capacity
Residential (A) outbound 50-400 MHz 54 plus FM
band
Residential (A) Inbound 5-30 MHz 3 video
equivalent
In order to accomodate potential future demand as well as
technological developments, the Grantee shall construct the cable
system in a manner capable of expanding to deliver signals at
frequencies of up to at least four hundred forty (440) megahertz
(MHz).
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5.3 Satellite Reception. Grantee shall, if reasonably
possible, provide a sufficient number of earth stations to receive
signals from all operational communications satellites that generally
carry programs carried by cable communication systems, throughout the
life of the franchise.
5.4 Capacity for Interactive Residential Services. Grantee
shall construct the system so that it is capable of providing
interactive residential services. Activation of upstream capability
throughout the System or on a point-to-point "as needed" basis, in
order to provide interactive residential service(s), shall occur upon
written request within one (1) year of the same type of service being
regularly and commercially available on a non -experimental basis to
subscribers in similarly sized stand alone systems in the Bay Area or
in Grantee's own similar systems. The Company shall not be required
to provide such service if the provision of such service on a
profit-making basis would violate federal law, rules, or regulations,
or if provision of such service would require the Grantee to assume
common carrier status.
5.5 Support for Local Programming. Grantee shall provide
support for local programming as shown in Exhibit B. Grantee shall
make available up to three channels on the system for local
programming, and shall provide Fifteen Thousand Dollars ($15,000) to
cover the purchase and installation of modulators and related
equipment to process the access channels, and
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any other equipment necessary to interconnect Foothill College to
Grantee's headend so that programming from Foothill College can be
distributed on the cable communications system. The balance of the
Fifteen Thousand Dollars ($15,000), if any, may be used by Grantor
for the purchase of equipment to support local programming. Records
of actual expenditures shall be made available to the Grantor, in a
form acceptable to the City Manager. None of the funds described
above for access facilities and equipment shall be credited against
any franchise fees due.
5.6 Interconnection. Upon Grantor's request and upon
showing of need, Grantee shall negotiate in good faith to
interconnect the cable television system with neighboring cable
systems in the future. Within six (6) months of a Grantor request,
Grantee shall report to Grantor the results of the negotiations.
Grantee shall interconnect Foothill College with the headend, for the
purpose of permitting programming originating at the College to be
placed directly on a cable system access channel.
5.7 Converters. Grantee shall provide a basic RF
non -addressable non-descrambler type converter for its basic and pay
subscribers. Grantee shall provide the appropriate equipment to
provide pay-per-view programming when it becomes commercially
available. Grantee shall make available upon Grantee's request
addressable converters for those residents who want to subscribe to
programming made available from Stanford University.
5.8 Technical Standards. The Federal Communications
Commission (FCC), Rules and Regulations, Part 76, Subpart K (Technical
Standards) and any amendments thereto, shall apply. However, because
of the recent development of interactive and other innovative
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services, modifications of FCC standards, as presented in the
specifications below, are acceptable as necessary to meet system
service objectives. In addition, the following performance criteria
shall apply:
1. Forward Signal
Carrier to
Noise
44
db
Carrier to
Cross Mod
51
db
Carrier to
CTB
51
db
Carrier to
2nd Order
60
db
Carrier to
Hum
40 db (2%)
Signal Level at Subscriber
Tap
Low band 9 db
High band 14 db
Co -Channel
Interference
44 db
upstream Channels (if activated)
FCC specifications
2. Reverse Signals -- The reverse channels shall have the
capability of providing return signals from any subscriber tap to the
headend without noticeable signal degradation or interference.
A. If necessary to prevent the build-up of noise and
distortion products, the area shall be divided into sections, and
sub -trunks run to a central hub within the area. Equivalent
alternatives such as addressable taps or switches may be utilized.
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B. No more than +54 dBmV output level shall be required
out of any customer interface device to meet the system
specifications.
C. Where applicable, the end of the system specifications
shall include the effects of any signal reprocessing equipment
necessary to achieve forward transmission.
D. For Class I signals, the signal delivered to the
subscriber's TV receiver, after being transmitted to the headend,
processed and retransmitted down a forward channel, shall meet the
Technical Standards of the FCC regulations, Part 76, Subpart R.
6. SERVICES, PROGRAMMING AND BILLING
6.1 Initial Services and Programming. Grantee shall
provide, as a minimum, the initial services and programming listed in
Exhibit C. If any listed service or type of service shall become
unavailable, or cannot be provided for valid reasons, Grantee shall
provide substitute programming to maintain the mix, level and quality
of programming within the broad categories of video programming
proposed by the Grantee.
Before the date service is available to the first subscriber,
Grantee shall conduct a survey of potential customers to determine
their likelihood of subscribing to an all -band FM service on cable.
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In the event that thirty percent (30%) or more of those surveyed
indicate that they are highly likely to subscribe to such a service
for no less than $4.95 per month, then Grantee shall provide such
service. The survey may include information on the expected quality
of the reception.
6.2 Reouest for Services and Programming. Grantee shall
receive and give due consideration to subscriber requests for
additional services and programming. Upon consideration and
resolution, Grantee shall provide a response to the inquiring party.
6.3 Subscriber Billing Procedures. Grantor and Grantee
jointly acknowledge that Grantee has the right to itemize subscriber
billing information on subscriber bills. If Grantee decides to
itemize subscriber billing information beyond a description of
subscriber ordered services identified in Exhibit C, Grantee shall
submit an example of said subscriber bill to Grantor's City Manager
for review and approval.
Grantor's City Manager shall give his response within five days
of receiving the example of said subscriber bill. If Grantor's City
Manager gives no response within said period, Grantor shall be
entitled to use said subscriber bill. Approval by Grantor's City
Manager shall not be unreasonably withheld.
6.4 Customer Service. The System shall be operated to receive
subscriber complaints and requests for service on a twenty-four (24)
hour basis. Documentation shall be maintained by Grantee on all
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subscriber complaints and requests for service which require a
response by the Grantee. Grantee shall render service efficiently
and courteously, answer its telephones promptly, and make repairs in
a timely manner. It shall be the company's objective to answer the
telephone in three rings, and to limit time on hold to two minutes.
Grantee shall maintain a repair force of technicians capable of
responding to subscriber complaints or requests for service within
the control of the Grantee within twenty-four (24) hours during week
days and forty eight (48) hours on weekends and holidays. No charge
shall be made to the subscriber for this service, unless the reason
of the complaint or request for service was caused by negligence or
misconduct on the part of the subscriber.
Service shall he interrupted by Grantee only for good cause and
for the shortest time practicable. Such interruptions within the
control of the Grantee shall occur to the extent practicable only
during periods of low subscriber usage of the System.
Failure on a consistentbasis to achieve these objectives at
least 908 of the time shall be considered a material violation of the
franchise, subject to the remedies in Section 9.2 of the Agreement.
Grantee shall furnish each subscriber, at the time service is
installed, with written instructions that clearly set forth
procedures on using the service, information concerning how to make
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inquiries or complaints, information identifying the City office
responsible for administration of the franchise, and information on
how and when to reach the cable company. A toll free telephone
number, office address and office hours shall be included on monthly
subscriber bills.
7. SUPPORT FOR CABLE SYSTEM USAGE BY PUBLIC
7.1 Public Cable Usage Management. The Grantor may
delegate to an independent non-profit entity, such as a Commission or.
Board, the authority to receive and allocate support funds and other
considerations provided by the Grantee and/or others, designed to
promote and develop public -benefit usage of the cable system.
7.2 Joint Powers. The Commission or Board may be
established jointly with neighboring jurisdictions, at Grantor's sole
option.
7.3 Grantee Support for Cable Television Usage by Public.
Upon written request by Grantor, Grantee will increase its monthly
rate for basic service by an amount not to exceed fifty cents ($.50)
for support of public access programming. In that event, Grantee
will have the right to itemize that amount and its purpose separately
on subscriber bills. Grantee will remit said amount to Grantor on a
quarterly basis from subscriber payments actually received. If this
requirement is activated by Grantor, such fees will not be credited
by Grantee against any franchise fees due.
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8. EQUAL EMPLOYMENT OPPORTUNITY
8.1 Equal Employment Opportunity. Throughout the term of
the franchise, Grantee shall conduct its business as an Equal
Employment Opportunity Employer. In addition, throughout the term of
the franchise, the Grantee shall maintain a policy that all
employment decisions, practices and procedures are based on merit and
ability without discrimination, and not in violation of state or
federal law on the basis of an individual's race, color, religion,
age, sex, national origin, or physical handicap.
9. REGULATION
9.1 Franchise Regulation. The franchise granted under this
Agreement shall be subject to regulation by Grantor in accordance
with the provisions of Ordinance No. 324 Grantor may, at its
option, enter into joint regulatory agreements with the Grantors of
franchises in adjacent jurisdictions served by the same cable system.
9.2 Remedies for Franchise Violations.
(a) Franchise violations for purposes of this Agreement
shall be violations of this Agreement, of the Ordinance or of any
other of the Agreements between the parties.
(b) In. addition to the remedies for delays in construction
as specified in Ordinance No. 324 and Section 4.3 of this
Agreement, Grantor reserves the right to impose the following
remedies as liquidated damages in the event Grantee violates any
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other material provision of the franchise, provided that Grantee has
not commenced corrective action within thirty (30) days from
Grantor's written notice by certifiedmail to the general manager of
the Grantee.
(1) Assess damages, not exceeding Fifty Dollars
($50.00) per day, for Grantee's individual willful and/or repeated
violation of the franchise or failure to take corrective action with
respect to a violation of any provision of the franchise.
(2) In those cases where a subscriber's service is not
restored within twenty-four (24) hours due to unusual circumstances,
the reasons for the delay shall be fully documented in the complaint
log. If a subscriber experiences material degradation of sound and
picture of the entire service or of premium services, or
alternatively if a subscriber's service is interrupted on a
continuing intermittent basis for a 24 hour period or more, such
subscriber may submit a request to the Grantee for rebate describing
the degree of degradation or intermittent operation. A rebate may
then be granted by the Grantee on a case-by-case basis. Grantee
shall provide, upon request by Grantor, the disposition of such
requests.
(c) In the event the stated violation is not reasonably
curable within sixty (60) days, the franchise will not be terminated
or revoked if the Grantee provides, within the said sixty (60) days,
a
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plan, satisfactory to the Grantor, to remedy the violation and
continues to demonstrate good faith in seeking to correct said
violation.
(d) In determining which remedy or remedies for Grantee's
violation are appropriate, Grantor shall take into consideration the
nature of the violation, the person or persons bearing the impact of
the violation, the nature of the remedy required in order to prevent
further such violations and such other matters as the Grantor may
deem appropriate; provided, however, that adequate remedies must be
imposed if service is in any way materially lessened, or if any
material provision of this franchise is not complied with.
(e) within five (5) days after receipt of a written notice
of a violation from Grantor, Grantee may request a hearing before the
Grantor's City Manager, or his authorized representative, in a full
public proceeding affording due process. Such hearing shall be
scheduled within twenty (20) days of the receipt of the request
therefor. If Grantee has requested said hearing, Grantor shall defer
assessing any damages pursuant to this Section until the conclusion
of said hearing.
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10.
10.1 If any material section of Ordinance No. 324 or
this Agreement, as determined by the Grantor, is held to be invalid
or preempted by federal or state regulations or laws, the Grantor
may, at its sole discretion, negotiate with Grantee appropriate
modifications to this Agreement to provide reasonable relief from
such invalidity or preemption.
11. FORCE MAJEURE: GRANTEE'S INABILITY TO PERFORM
11.1 In the event Grantee's performance of any of the
terms, conditions, obligations or requirements of this franchise or
Ordinance No. 324 is prevented due to any cause beyond its
reasonable control or not reasonably foreseeable, such as inability
to perform, Grantor shall not subject Grantee to penalties or
sanctions as a result thereof, provided Grantee has notified Grantor
in writing within thirty (30) days of its discovery of the occurrence
of such an event. Such causes beyond Grantee's reasonable control or
not reasonably foreseeable shall include, but shall not be limited
to, Acts of God, earthquake, lighting, flood, fire, explosion,
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strikes, labor disputes, riots or civil disturbances, utility company
delays, or other causes not foreseeable and beyond the control of
Grantee.
12. HOLD HARMLESS
12.1 The Grantee on behalf of itself, its successors and
assigns, shall defend, indemnify and hold harmless the Grantor, its
officers, boards, commissions, agents and employees, and each of
them, against and from any and all claims, demands, actions, suits,
liabilities and judgments of every kind and nature and regardless of
the merits of the same, arising out of or related to the exercise or
enjoyment of the franchise granted pursuant to this Agreement and to
Ordinance No. 324 , including costs of investigations, attorneys'
fees and court costs in the defense of any actions, to the extent
that such claims or demands are alleged to be the result of any
error, omission, intentional act or negligent act of Grantee or any
persons employed by Grantee, even if that Grantee employee is
erroneously alleged to be a Grantor employee.
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IN WITNESS WHEREOF, Grantor and Grantee have executed this
Agreement the date and year first above written.
APPROVED AS TO FORM: TOWN OF LOS ALTOS HILLS
1C' y Manager
Date: 7UNf-- --i, 1R63
ATTEST:
City Clerk -
SUN COUNTRY CABLE, INC.
By:
President
Date:
-23-
V
ID"10036dr.1
CONSTRUCTION AND SERVICE SCHEDULE
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EXHIBIT A
Construction and Service schedule
Vj
The following information and timeline will detail the various
elements of construction:
1. Date of applications with utilities.
Grantee shall submit applications for all necessary
licenses and permits from utilities to begin the first phase of
construction within 30 days of the effective date of the franchise.
Grantee shall have completed the application process for
all necessary licenses and permits from utilities within one hundred
twenty (120) days of the effective date of the franchise.
Grantee shall have received all necessary licenses and
permits from utilities within one hundred eighty (180) days of
submitting its applications.
2. Date system construction will begin.
System construction will begin no later than one (1) month
after receipt of necessary licenses and permits to construct the
first phase of the system.
A-1
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3. Date service will be available to first subscriber.
The first subscriber will be served no later than six (6)
months after the receipt of all necessary licenses and permits for
the first phase.
4. Date service will be available to all residents.
Service will be available to all residents within the
Service Area no later than twelve (12) months after the receipt of
all licenses and permits, but in any event no later than twenty two
(22) months after receipt of franchise.
CONSTRUCTION TIMELINE
1 Mo. Applications submitted for Phase 1 construction
4 Mos. All applications submitted for additional construction
phases.
7 Mos. Licenses and permits received for Phase 1.
8 Mos. Construction begins in Phase 1.
10 Mos. All licenses and permits received for additional
construction phases.
16 Mos. First subscribers served.
22 Mos. Service available to all residents in service area.
A-2
4
EXHIBIT B
INSTITUTIONAL COMMITMENTS
M
EXHIBIT B
Institutional commitments
Free Drops
Vj
Grantee will provide one standard drop for cable service at no charge
for installation or monthly service to the exterior wall nearest
Grantee's trunk cable, to the following institutions:
City Hall
Bullis School
Pinewood School
Ford Country Day School (if reopened)
St. Nicholas School (unless served by
another interconnected cable operator)
Access Facilities and Equipment
The following equipment shall be provided, upon request by Grantor,
to activate up to three local programming channels on the cable
system:
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4N+
Access Equipment
Item quantity
Modulators 3
Processors 3
Return amplifiers 10
Headend combining equipment
J
Cost per unit
Total
$2,000
$6,000
$2,000
$6,000
$200
$2,000
$1,000
Total equipment cost $15,000
Should the City not wish to activate all three channels, the balance
of the $15,000 shall be available for other local programming
equipment purchases, as determined by the City or its designees.
B-2
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PROGRAM CHANNEL LINEUP
Fil
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EXHIBIT C
Program Channel Line Up
BASIC SUBSCRIBER TELEVISION SERVICE*
F:
Cable
Channel Program Service
2 KTVU-2, Oakland, Independent
3 ESPN, 24-hour Sports
4 KRON-4, San Francisco, NBC
5 KPIX-5, San Francisco, CBS
6 HBO, Home Box Office -- Premium
7 KGO-7, San Francisco, ABC
8 American Classic Movies
9 KQED-9, San Francisco, PBS
10 The Disney Channel -- Premium
11 KNTV-11, San Jose, ABC
12 ARTS and Entertainment
13 CNN, Cable News Network
14 Cinemax -- Premium
15 Reserved, FAA frequency
16 Showtime -- Premium
17 WTBS-17, Atlanta, GA, Independent
18 The Discovery Channel, Science and Exploration
19 CNN Headline News
20 KOFY-20, San Francisco, Independent
21 MTV, Music Television
22 Pay -per -View Service
23 Nickelodeon, Children's Programming
24 K13HK-44, San Francisco, Independent
25 C -SPAN, Public Affairs
26 KICU-36, San Jose, Independent
27 USA Network
28 Financial News Network
29 Educational Access
30 Public Access
31 KTEH-54, San Jose, PBS
32 KDTV-14, San Francisco, Spanish Language Independent
33 KTSF-26, San Francisco, Independent
34 KCSM-60, San Mateo, PBS
35 Lifetime, Health and Fitness
36 KSTS-48, San Jose, Multi-lingual Programming
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EXHIBIT D
CONSTRUCTION POLICIES/PROCEDURES
0460
CONSTRUCTION POLICIES AND PROCEDURES
FOR THE INSTALLATION OF CABLE TELEVISION
IN THE CITY OF LOS ALTOS HILLS
construction Policies
General
All persons working on Grantee's facilities shall wear clothing
(shirts, jackets, or vests) that clearly identifies them with
the Grantee.
Overhead Facilities
No additional utility poles will be permitted, except with the
written permission of the City Engineer.
Underground Facilities
1. All underground cable in public rights of way that are hard
surfaced shall be enclosed in conduit. Grantee shall use
jacketed and flooded cable for all underground cable.
2. Pedestals may be installed above ground provided that the
locations are acceptable to the City Engineer.
3. Service drops shall be installed underground if both
telephone and electrical services are currently
underground.
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400
4
4. The type and color of tap pedestal shall be approved by the
City.
5. The City Engineer may determine that above ground tap
pedestals are unacceptable in certain situations and that
tap boxes will be installed flush with the existing ground
or sidewalk.
6. Amplifier pedestals in front yard locations shall be
avoided if possible and all locations shall be subject to
the approval of the City Engineer.
7. All work shall be in accordance with any City of Los Altos
Hills specifications for an underground cable television
system which are applicable at the time of construction.
Construction Specifications
Preconstruction
Aerial Facilities
1. Grantee shall process all applications for utility pole use
directly with the appropriate utility agency. Copies for
all applications shall be forwarded to city simultaneously
with submittal to appropriate utility/agency.
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410
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2. Grantee shall be responsible for acquiring any necessary
easements from affected property owners.
3. Trees on private property shall not be trimmed without
permission of the property owner.
4. Trees in the public right of way shall not be trimmed
without the permission of the City Engineer.
5. Property owners shall be given at least 24 hours notice (72
hours if over a weekend) prior to commencement of any cable
related work on or over their property.
Underground Facilities
1. Permit requests for all underground and surface mounted
facilities shall be submitted to the City Engineer well in
advance of their scheduled installation. Permit requests
shall be accomplished by a bulk permit fee of $20 per mile.
2. Residents on each street are to be notified and "no
parking" signs and barricades placed by "Cable Company" in
accordance with the State of California "Manual of Warning
Signs, Lights and Devices for use in Performance of work
Upon Highways" at least 24 hours prior to work on any
particular street.
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3. Access to existing driveways and along the street where
construction is taking place is to be maintainedat all
times. If it becomes necessary to restrict access on any
street, the City must be given 24 hours notice. At the end
of each working day, all trenches are to be backfilled, all
streets are to be thoroughly cleaned and swept, and all
equipment and materials removed. If it is necessary to
stockpile any material or store any equipment in partkin
lanes along any street, approval from the City Inspector
must first be obtained. The City anticipates that
generally one skip loader and one rock cutter will be
stored overnight within the City right of way near the
project.
4. The contractor is to contact USA (800) 642-2444, 48 hours
prior to beginning work to verify and mark existing
underground utilities. No work is to commence prior to the
services having been marked.
5. Any power enclosures and locations thereof must be approved
by the city Engineer prior to installation.
6. Mid -block street crossings for trunk and feeder cable must
be approved by the City Engineer prior to installation.
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Construction
General
1. Grantee shall comply with all applicable regulations and
requirements of the affected utility companies and the
California Public Utilities Commission.
2. Grantee shall keep a log of all complaints received
regarding construction/installation of their facilities and
the disposition of such complaints. Copies of said log
shall be forwarded to the City every month once
construction /installation commences.
3. All work is to be done in accordance with the General
Provisions of the City of Los Altos Hills standard
specifications.
Underground Facilities
1. Existing landscaping within area of work is to be carefully
removed where necessary and replaced or restored with
minimal damage.
2. The site shall be enclosed by barricades, flags, and lights
so placed as to effectively warn and protect vehicular
traffic and pedestrians.
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3. Driv�y access is to be maintained to each prorty at all
times.
4. A maximum of Two Thousand (2,000) feet per day may be
trenched. This limit is at the discretion of the City
Inspector.
5. A city Inspector will inspect the installation of the
underground cable system, and an inspection fee at the rate
of 'twenty Dollars ($20.00) per mile will be charged to the
"Grantee".
6. All cables placed in the City rights of way that are hard
surfaced up to the service box/tap pedestal must be
enclosed in conduits.
7. when cutting pavement with a rocksaw, the trench is to be
four and one-half (4 1/2) inches wide and locate at the lip
of gutter. A maximum width path six (6) inches from edge
of gutter is allowable.
8. unless directed by the City, cutting of existing curb
and/or gutter is not permitted.
9. In areas where the lip of gutter cannot be followed due to
conflicts with utilities, at curb returns, and at street
crossings, backfill is to be a four -sack PCC slurry
containing pea gravel with a two (2) inch A.C. cap.
10. All trenches at the lip of gutter are to be backfilled
using a four -sack PCC slurry containing pea gravel.
Sufficient lampblack shall be added to the concrete to
match the color of the A.C. in the street. The edge of the
slurry shall be rolled at the lip of gutter and a broom
finish shall be applied to the surface.
11. Trenches are to be a minimal depth of 12-14 inches. Where
necessary, they may be a maximum of eighteen (18) inches
deep. Services shall be shallower. A minimum of ten (10)
inches measured from top of conduit to the street surface
is acceptable.
12. All trench edges are to be cut smoothly and neatly. Any
edges which are not satisfactory to the Public Works
inspector shall be sawcut prior to backfilling.
13. Trenches in cul-de-sacs are to follow the lip of gutter
around the "bulb." No crossings are allowed in
cul-de-sacs.
14. Trenches requiring a two (2) inch deep A.C. cap must be
capped by the end of each week. No trenches are to be
uncapped over any weekend.
15. No trench shall be left open at the end of any working
day. A temporary backfill is allowable.
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16. Unlewodirected by the City, street crossings 'It the
distribution system are to be typically located at
intersections.
17. Trenches may intersect perpendicularly only where they
cross an intersection in both directions. At all other
locations, trenches must follow the lip of gutter around
curves.
18. Where appropriate, underground trenching shall be located
in unpaved areas adjacent to existing streets. Depth shall
be 12-18 inches and shall be backfilled with native soil
wherever possible.
19. "As -built" plans are to be provided to the City of Los
Altos Hills Engineering Department within Ninety (90) days
of completion of construction.
20. All excavation sites shall be restored to their original
condition to the satisfaction of the City Engineer.
b
EXHIBIT E
LINE EXTENSION POLICY/
LOW DENSITY UNDERGROUND SERVICE PLAN
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EXHIBIT E
LINE EXTENSION POLICY
4
a. Density Minimums. The Grantee shall provide cable
service to all parts of the Franchise Area, either within the
present City limits or added to the City through annexation,
which have at least Thirty (30) homes per aerial mile or Fifty
(50) homes per underground mile, as measured from the Company's
nearest existing distribution line. Attached to this exhibit
and incorporated by reference is a list of streets which are
known to meet or exceed the Fifty homes per underground mile
requirement. Notwithstanding the above, Grantee shall serve 85%
of homes within existing City limits on the effective date of
the franchise.
b. New Underground Developments. Grantee shall make service
available simultaneously with other utilities at its normal
rates for underground installations to all homes in all new
developments with underground utilities so long as:
(1) the developer provides all trenches and conduit
installed according to Grantee's specifications at
no cost to Grantee, including conduit extensions
to connect new plant to existing cable plant, and,
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(2) the development has a density of no less than 30
homes per mile, as measured from the nearest
existing distribution plant, excluding the first
Five Hundred (500) feet of any necessary conduit
extensions to connect existing cable distribution
plant.
C. Non -Standard Installations. The Grantee's maximum
standard length for a service drop is one hundred fifty (150)
feet. For all drops longer than one hundred fifty (150) feet,
the Grantee will charge an installation fee equal to its cost of
time and materials plus customary reasonable overhead.
LOW DENSITY UNDERGROUND SERVICE PLAN
1. Inital Notification
Within 60 days of the commencement of aerial construction in
the initial service area and every three years thereafter,
Grantee will send to all unserved homes in each Low Density
Underground Area (the "Area") written notification of the
Low Density Underground Service Plan (the "Plan"). The
notice will contain the following:
a. a general description of the Plan
b. a map of which Area that home is in and the
boundaries of that Area
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C. a statement that if 50% or more of the homeowners
of that Area request an estimate under the Plan by
returning a pre -addressed card, Grantee will
provide an estimate of the construction surcharge
for providing service to those homes requesting
the estimate
The form and language of the notice proposed to be mailed
shall he provided to the City Manager for review and
approval prior to the mailing of the notices.
2. Written Estimates
Within 90 days of the receipt of the requests in Section 1
(c) from 50% or more of the homeowners in an Area, Grantee
will provide a written estimate for the construction
surcharge to each homeowner requesting it. The estimate
will be based on;
a. the lowest of three competitive bids for
underground construction of distribution plant in
that Area for an Area with more than 50 homes,
unless waived by the City Manager; or
b. the negotiated price for underground construction
of distribution plant with a single contractor for
an Area with fewer than 50 homes subject to the
review and approval of the City Manager; plus
C. a contingency not to exceed 15% of the estimate.
Grantee will guarantee the estimate for a period of 90 days from
the date of the estimate.
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3. Formula
Any homeowner who requests extension of service based on the
estimate must agree to pay Grantee
a. a service surcharge of $30 per month, in addition
to the Grantee's normal charge for basic service,
for 24 months; and
b. a construction surcharge based on the difference
between the actual average cost for aerial plant
construction in the system and the estimated cost
for underground construction in the homeowner's
Area according to the following formula:
construction surcharge = (x/y) - $720
where x = cost difference between average
aerial cost for the system and
estimated underground cost for
that Area
y = number of homes committing to
monthly service surcharge
4. Availability
The availability of service in any Area under the terms of
the Plan will be for the term of the franchise.
E-4
5. Other Construction
Any homeowner in an Area may contract independently for
construction of underground distribution plant to serve his
home so long as it is constructed in accordance with the
standards of Grantor and Grantee. However, that homeowner
must still pay Grantee's normal charges for installation and
monthly service.
E-5
STREETS KNOWN To MEET THE SO HOMES PER
UNDERGROUND MILE REQUIREMENT
Barley Hill Road
Voorhees Drive
Rancho Manuella
Snell Court and Lane
Alicante Lane
Alexander Place
Rhoda Drive
Lomita Linda
Magdalena Ave.
Fern Hill Drive (end)
Eucalyptus Lane
Wild Plum
Todd Lane
Vista Serena
Moody Springs
Murietta Lane
Padre Court
Corita Way
Court off Natoma
Menalto Drive
Dawson Drive and Rebecca
Baleri Ranch Road
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