HomeMy WebLinkAboutReso 99-134
RESOLUTION NO. 99- \ ~L.{.
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING
AN AGREEMENT RELATING TO FLORIDA CABLE
TELEVISION ORDINANCE NO. 99-~ AND GRANTING
TO RIFKIN/NARRAGANSETT SOUTH FLORIDA CATV,
LTD., AND INTERLINK COMMUNICATIONS PARTNERS,
LLLP, ITS SUCCESSORS AND/OR ASSIGNS, D/B/A
"CABLEVISION," A FRANCHISE TO OWN, OPERATE AND
MAINTAIN CABLE TELEVISION SYSTEM IN THE CITY OF
SUNNY ISLES BEACH, FLORIDA; SETTING FORTH
CONDITIONS ACCOMPANYING .THE GRANT OF SUCH
/
FRANCHISE; PROVIDING FOR REGULATION.' AND LEASE
OF SUCH SYSTEM; PROVIDING FOR ~N' EFFECTIVE
DATE. .
WHEREAS, on Apri115, 1999, the City of Sunny Isles Beach shall have adopted Ordinance
No. 99-~, providing the terms and conditions for the operation of the Cable Television System
and the application procedures and requirements relating to the grant of franchises; and
WHEREAS, in January, the City was notified ofRifkin/Narragansett a South Florida Cable
TV Limited Partnership intended to transfer its assets to Interlink Communications Partners, LLP;
and upon the receipt ofthat notice the City began negotiations with said Franchisee for a franchise
agreement based on the terms and conditions set forth in Exhibit "A" attached hereto and made a part
hereof;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY
OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS:
1. Approval of Franchise Agreement. The City hereby approves the Agreement relating to
Florida Cable Television Ordinance No. 99- ~ and granting a franchise to own, operate
and maintain cable television system in the City on the terms and conditions set forth in
Exhibit "A" hereto, and made a part hereof.
2. Execution of Franchise Agreement. This approval is granted on the condition that
Franchisee agree to be bound by the terms and conditions set forth in the franchise
agreement, as well as Ordinance No. 99-~ (Franchise Ordinance) and shall execute said
Agreement within 15 days from the date of this Resolution, ifit has not already done so.
3. Non-substantive Changes. The City Manager is authorized to make any non-substantive and
immaterial changes to the agreement as may be necessary prior to its execution.
Cable Agreement Resolution
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4. Effective Date. This Resolution shall be effective upon adoption.
PASSED AND ADOPTED this 15th day of April, 1999.
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,,"U -ATTEST:
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<;::' ':'; RiC(hard Bro~n-Morilla, City Clerk
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APPROVED AS TO FORM
AND LEGAL SUFFICIENCY:
Vote: S--O
Mayor Samson
Vice Mayor Turetsky
Commissioner Iglesias
Commissioner Kauffman
Commissioner Morrow
vCY es)
V (Yes)
V'(Yes)
c:;;;r (Yes)
V(Y es)
Cable Agreement Resoiution
Moved by: ~~\~ ~cvJ
Seconded by: ~\w..v- 1.01 t) A-< ~
_(No)
_(No)
_(No)
_(No)
_(No)
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EXHIBIT A
AGREEMENT RELA TING TO FLORIDA CABLE TELEVISION ORDINANCE NO. 99-b.Q
AND GRANTING A FRANCHISE TO OWN, OPERATE AND MAINTAIN CABLE
TELEVISION SYSTEM IN THE CITY OF SUNNY ISLES BEACH, FLORIDA, AND
SETTING FORTH CONDITIONS ACCOMPANYING THE GRANT OF SUCH FRANCHISE
AND PROVIDING FOR REGULATION AND LEASE OF SUCH SYSTEM.
This agreement, effective thisU,.A.day of ~ ,1999, is by and between the City
of Sunny Isles Beach (the "City") and Rifkin/Narragansett South Florida CATV Limited
Partnership and Interlink Communications Partners, LLLP, its successors or assigns d/b/a
Cablevision Communications ("Cablevision").
WHEREAS, pursuant to the Communications Act of 1934, as amended, 47 U.S.c. 9521
et seq., the City may grant or renew a franchise to construct, operate and maintain a cable
television system; and
WHEREAS, on April 15, 1999, the Commission of the City of Sunny Isles Beach,
Florida ("Commission"), adopted Ordinance No. 99-~, providing for the issuance and regulation
of cable television franchises for, and the installation, construction and operation of, cable
television systems within the City; and
WHEREAS, Cablevision desires to obtain a franchise to construct, install, maintain, and
operate a cable system in the City, and has applied to the City for the grant of such franchise; and
WHEREAS, the construction, installation, maintenance, and operation of such a system
involves the use and occupation of the streets of the City, over which the City exercises
governmental control; and
WHEREAS, the Commission has evaluated Cablevision's application in light of the
requirements of Federal and State law and the Ordinance, and has conducted public hearings
concerning Cablevision's request and application; and
WHEREAS, the Commission has relied on Cablevision's representations both oral and
written and has considered all information presented to it by Cablevision, and having held a
public hearing; and
WHEREAS, based on said representations and information, the Commission has
determined that a grant of a nonexclusive franchise to Cablevision to construct, install, maintain
and operate a cable television system in the City, subject to the terms and conditions set fonh
herein and in the ordinance, is consistent with the public interest; and
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WHEREAS, the Commission determined to grant Cablevision a non-exclusive franchise
to own, construct and operate a cable television system the City, subject to the terms and
conditions set forth herein and in the ordinance, is consistent with the public interest; and
WHEREAS, the City and Cablevision have reachedagreement on the terms and conditions
of such a franchise agreement.
NOW THEREFORE, in consideration of the City's gram of Cablevision's franchise to
own, construct, install, maintain and operate a cable system within the City, and to use and occupy
the streets of the City for that purpose, and in consideration of Cablevision's promise to provide
cable service to residents of the City pursuant to the ordinance and under the terms and conditions
set forth herein, and in consideration of the promises and undertakings herein, and other good and
valuable consideration, the receipt and the adequacy of which is hereby acknowledged, the
franchise is hereby granted and
The signatories do hereby agree as follows:
Section 1.
Definitions.
Except as otherwise provided herein, the definitions in section 3 of Ordinance No. 99-~
of the City of Sunny Isles Beach, Florida shall govern this franchise agreement. In addition, the
following definitions shall apply:
A. Ordinance shall mean Ordinance No. 99- "c, of the City of Sunny Isles Beach,
Florida and as said Ordinance has or may hereinafter be amended.
B. Franchisee or Cable vision shall mean Rifkin/Narragansett South Florida CATV
Limited Partnership, Interlink Communications Partners, LLLP and its lawful and permitted
successors, assigns and transferees pursuant to section 29 and 30 of this agreement and Ordinance
No. 99- Co~ of the City Sunny Isles Beach, Florida.
C. Franchise area shall mean the entire area within the legal boundaries of the City,
and such other areas as may hereinafter be annexed or incorporated by the City during the term
of the franchise.
D. Notice to the cable operator shall be deemed effective upon receipt. Notice to the
City shall be effective upon receipt by the City Manager.
E. Gross revenues on which franchise fee payments to the City are calculated shall be
defined as provided for in section I(T) of Ordinance No. 99-~.
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Section 2.
Grant of franchise.
A. Subject to the terms of this franchise agreement and Ordinance No. 99-~ the
City hereby grants franchisee a franchise for the right and privilege to own construct, install,
maintain and operate a cable television system within the franchise area.
B. The cable system herein franchised shall be used and operated only for the purposes
of providing cable television services unless and until franchisee obtains written authorization from
the City Manager to provide other services, including but not limited to, telephone and non-cable
video services, unless the City is otherwise prohibited by applicable law from the exercise of such
authority. However, it is hereby agreed that Internet services (i.e. services provided via the
utilization of Internet protocol) and data transmission services provided via the cable system shall
be considered a cable service for the purpose of this agreement and subject to all terms and
conditions herein, including but not limited to section 23, unless otherwise prohibited by
applicable Federal, State or local law.
C. Franchisee agrees that in no event shall it incorporate the length of time for which
a franchise is granted by the City as a term or condition within any contract or other agreement
to provide cable service to a subscriber(s) other than the City, Failure to comply with this
subsection shall be considered a material breach of this agreement.
Section 3.
Term of franchise.
This franchise shall be for a period of ten (10) years unless otherwise sooner terminated
or otherwise extended in accordance with the terms of this franchise agreement. The franchise
shall commence upon the date that franchise provides the City with the written acceptance required
by section 36 hereof, which must occur within 30 calendar days from the date of the Commission
resolution approving the grant of the franchise. This franchise agreement is subject to all other
requirements and conditions set forth in this franchise agreement and in Ordinance No. 99-~,
of the City for a grant of a franchise to become effective, except to the extent such requirements
are modified or waived as expressly set forth herein.
Section 4.
Non-exclusive franchise.
The franchisee's right to use and occupy the streets shall be non-exclusive, and the City
reserves the right to grant a similar or other use of said streets, or any portions thereof, to any
person, including the City, at any time during the term of this franchise agreement.
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Section 5.
Franchise subject to Communications Act, State law and ordinance.
A. This franchise agreement is subject to and shall be governed by all terms,
conditions and provisions of the Communications Act, any amendments thereto, and any other
applicable provision of Federal, State or local law, existing or hereafter adopted.
B. This franchise agreement is subject to and shall be governed by all terms, conditions
and provisions of Ordinance No. 99- '=>G::> of the City in effect as of the date of the resolution
granting this franchise, in addition to the terms, conditions and provisions set forth in this
franchise agreement.
Section 6.
Franchisee subject to other laws, police power.
A. The franchisee is subject to and agrees to comply with all applicable local, City,
State and Federal laws, ordinances, rules, regulations and orders.
B. The franchisee shall at all times be subject to all lawful exercise of the police power
of the City, and this agreement is not intended to limit the City's exercise of such power in any
way.
Section 7.
Reservation of rights.
A. It is explicitly understood that this franchise agreement shall be construed in
accordance with the laws of the State of Florida and Federal law , including, but not limited to, the
rules and regulations promulgated by the Federal Communications Commission.
B. The City reserves the right to adopt and incorporate by reference herein, by
ordinance, any additional terms, conditions, or regulations as it shall find necessary in the lawful
exercise of its powers as granted by the Constitution of the State of Florida. Additional
regulations adopted by the City shall be incorporated into this franchise agreement and complied
with by franchisee within 30 days of the date of adoption of such additional regulations.
C. The City reserves the right to acquire, purchase, own and/or operate a cable system
to the extent permitted by local, State and Federal law.
Section 8.
Insurance.
A. Franchisee shall obtain and maintain insurance of the types and minimum amounts
required in Section 9 of Ordinance No. 99- ~ in such a manner as to comply with each and
every requirement of that section.
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B. The franchisee shall provide proof to the City Manager of compliance with this
section no later than 60 days from the date of the Commission resolution approving the gram of
the franchise. Failure CO provide the City Manager with proof of insurance within the prescribed
time period will render this franchise agreement and grant of the franchise null and void without
further action by the City.
Section 9.
Indemnification of the City.
Pursuant to Section 9 of Ordinance No. 99-~, franchisee shall, at its sole cost and
expense, indemnify, hold harmless, and defend the City, its officials, boards, commission,
commissioners, agents, and employees, against any and all claims, suits, causes of action,
proceeding, judgements for damages or equitable relief, and costs and expenses arising out of the
construction, maintenance or operation of its cable system, the conduct of franchisee's business
in the City, or in any way arising out of the franchisee's enjoyment or exercise of a franchise
granted hereunder, regardless of whether the act or omission complained of is authorized, allowed
or prohibited by this ordinance or a franchise agreement, provided however, that franchisee's
obligation hereunder shall not extend to any claims caused by the misconduct or sole gross
negligence of the City, its official, boards, commissioners, agent or employees, This provision
includes, but is not limited to, the City's reasonable attorney's fees incurred in defending against
any such claim, suit or proceeding through and including the appellate levels; and claims arising
out of copyright infringements or a failure by the franchisee to secure consents from the owners,
authorized distributors, or providers of programs to be delivered by the cable system, claims
arising out of section 638 of the Communications Act, 47 U.S.c. 558, and claims against the
franchisee for invasion of the right of privacy, defamation of any person, firm or corporation, or
the violation or infringement of any copyright, trade mark, trade name, service mark or patent,
or of any other right of any person, firm or corporation. In addition, this provision is applicable
to any and all claims filed by third parties in any manner related to or arising under Section 9 of
Ordinance No. 99- ~~ and any amendments thereto of the City. Notwithstanding the foregoing,
franchisee may select counsel CO represent the City. City agrees to notify franchisee, in writing,
within ten days of City receiving notice, of any issue it determines may require indemnification.
Nothing in this section shall prohibit the City from participating in the defense of any litigation
by its own counsel and at its own cost if in the City's reasonable belief there exists or may exist
a conflict, potential conflict or appearance of conflict.
Nothing in the provision shall be construed to affect III any way the City's rights,
privileges, and immunities as set fonh in F.S. 9 768.28.
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Section 10. Construction bond.
Pursuant to Section 11 of Ordinance No. 99-..f1:2. at the City Manager's request, prior to
any cable system construction, upgrade, rebuild or other significant work in the streets, franchisee
shall furnish a construction bond in favor of the City in the amount of $50,000.00. If such
construction bond is not furnished to the City ten days prior to start of any such construction,
construction shall be delayed until such time as the construction bond is provided in a form
acceptable to the City Manager. The construction bond must be approved by the City Manager
or his/her designee, which approval shall not be unreasonably withheld. The construction bond
shall be maintained until said construction work for each Phase as defined in Paragraph 11 below
is accepted as complete by the City in writing and for a period not to exceed six months thereafter.
Franchise shall notify the City Manager in writing when it believes the construction has been
completed.
Section 11. Use of streets.
A. Franchise agrees at all times to comply with and abide by all applicable provisions
of the City Code.
B. All of franchisee's cable system distribution facilities shall be installed and
maintained underground to the extent required by Section 19(i) of Ordinance 99- '2e except as
specifically modified in this Agreement. Franchisee and the City agree that the relocation of cable
underground shall be accomplished in phases and upon the following mutually acceptable terms
and conditions:
1. Phase I. Phase I shall consist of the undergrounding of all wires between
theoretical 172nd Street and theoretical 175th Street along Collins A venue
(hereinafter referred to as "Phase I Work").
a. Upon execution of this Agreement, Franchisee agrees to pay to the City
the first $30,000 of the costs of Phase I Work as a good faith deposit which
shall be credited against the amount received in connection with the Phase
I Work as described in subparagraph 1. d. hereinbelow.
b. Unless FP & L agrees to excavate a trench for the undergrounding of all
wires, in which event Franchisee shall install its underground wires at its
sole cost and expense, then Franchisee so agrees to excavate such trench for
the purpose of undergrounding its cable wires and the direct costs incurred
thereby including engineering design, materials, state permitting fees and
actual construction (hereinafter referred to as "direct costs") shall be borne
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equally between the City and the Franchisee. Franchisee estimates the cost
for opening its own trench to approximate $233,000. In the event the costs
shall be substantially different from this estimated amount, Franchisee shaH
promptly notify the City prior to COmmencement of the Work in order that
the City may evaluate same. The City shall use its best efforts to secure
FP&L's cooperation in this matter provided however, if FP&L excavates
the trench and charges back to the Franchisee a portion of its costs for its
excavation, permitting and restoration of the trench, Franchisee's
responsibility shall be limited to $116,500 with respect to Phase I. The
City will bear the balance of the costs involved.
c. It is agreed that the Phase I work shall be performed in conjunction with
the construction of the City's beach front park and, accordingly, if the trench
is to be opened by Franchisee, work must be completed within forty-five
(45) days from commencement and it is acknowledged by the Franchisee
that it is the goal of the City to have all Phase I Work completed by
September 1, 1999. If FP&L excavates the trench, Franchisee shall
complete its work no later than forty-five (45) days from the opening,
subject only to delays beyond Franchisee's control. If Franchisee must
excavate the trench, it shall do so within one hundred and twenty (120)
days, subject again only to delays beyond Franchisee's control.
d. Subject to the terms of subparagraphs a. and b. hereinabove, the City
shall initially pay for all direct costs of the Phase I Work, provided the
Franchisee shall reimburse the City for 50 % of those costs incurred, which
reimbursement shall be pro rated and paid by Franchisee over a twelve
month period beginning in the year 2000.
2. Additional Phases. The undergrounding of all cable wires shall be accomplished
in two additional phases. Phase II shall consist of the undergrounding of all cable
wires not yet undergrounded from theoretical 175[h Street to the northerly City
limits along ColIins A venue (hereinafter referred to as "Phase II Work"). Phase III
shall consist of the undergrounding of all cable wires between theoretical 160lh
Street, south to the southerly City limits (hereinafter referred to as "Phase III
Work").
a. For all new construction projects for which the City has received an
contribution for utility undergrounding, through either a voluntary proffer
or as a result of the passage of Ordinance # 99-63, the City shall reimburse
Franchisee for the direct costs associated with Phase II and III Work. If,
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however, such direct costs associated with the Phase II and III Work exceed
the aforementioned contribution, Franchisee shall be responsible for the
difference in costs.
b. In all instances where FP&L opens the trenches for the purpose of
locating utility lines underground, and the City is not entitled to receive any
undergrounding contributions, either through voluntary proffer or by virtue
of the passage of Ordinance # 99-63, then the Franchisee shall bear the
costs of placing its cable TV facilities in the FP&L trench for Phase II and
III, excluding restoration and permitting costs.
c. In any instances where the City elects to underground cable television
wires in front of existing structures ,( i.e., converted motels), where FP &L
does not excavate the trench, and, Franchisee is requested to excavate such
trench, the City shall reimburse Franchisee for 100% of those direct costs
incurred within thirty (30) days of completion of the installation.
4. Time Frames. Franchisee shall coordinate the scheduling and timing of all
construction work with the City. Franchisee shall act diligently in locating its wires
and shall not cause any undue delay in the performance of the Work.
5. Permit Fees. The City hereby waives all City permit fees in conjunction with the
undergrounding work to be performed pursuant to this Paragraph 11.
C. Franchisee shall utilize, with the owner's permission, existing conduits, poles, or
other facilities whenever feasible. Copies of agreements for use of conduits or other facilities shall
be filed with the City, pursuant to Section 19(e) of Ordinance No, 99- '=fa .
D. All of franchisee's transmission lines, equipment, structures and other facilities
shall be installed, located and maintained so as to cause minimum interference with the rights and
convenience of property owners. The City may issue such rules and regulations concerning the
installation and maintenance of a cable system installed in, on, or over public streets, as may be
consistent with the ordinance.
E. All safety practices required by applicable federal, state or local law or accepted
industry practices and standards shall be used during construction, maintenance and repair of the
cable system.
F. As required by the City, and except where otherwise provided herein, and/or as
otherwise required by law, upon receipt of written notice from the City, franchisee shall remove,
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relocate, replace or modify at its own expense its facilities within any public street for the reasons
set fonh in Section 19(b) of Ordinance No. 99-~.
G. Franchisee shall obtain any required permits and pay any required fees before
conunencing any construction on or otherwise disturbing any private property or public streets as
a result of its construction or operations. Franchisee shall, at its own expense, restore such
properry pursuant to the requirement of Ordinance No. 99- (ofo as amended. If such restoration
is not performed in a reasonable and satisfactory manner within 30 calendar days, the City may
after prior written notice to franchisee, cause the repairs to be made at franchisee's expense
pursuant to section 19(a) of Ordinance No. 99-~.
H. If the City is required to perform emergency street work requiring relocation of
franchisee's facilities in the streets, then franchisee shall reimburse the City for its reasonable costs
associated with such relocation. In the event that the City receives reimbursement from Miami-
Dade County for such work, it is hereby agreed that franchisee's payment obligation to the City
shall be reduced by that amount received by the City from the County.
I. Franchisee shall not place facilities, equipment or fixtures where they will
unreasonably interfere with any other companies lawfully using the public rights-of-way serving
the residents of the City. All such facilities, equipment or fixtures placed in any public street or
public right-of-way shall, to the best of the franchisee's ability, be placed close to the line of the
lot abutting on the public street, in a manner so as not to interfere with the use of the public street.
Section 12. Minimum system facilities and services.
A. Pursuant to Section 12 of Ordinance No. 99- bG, , franchisee's cable system shall,
at a minimum, (1) be able to pass frequencies of at least 750 MHZ; (2) have a minimum channel
capacity of at least 78 video channels; (3) have at least two activated downstream video channels;
(4) have two-way interactive capability; and (5) upstream video channel capacity to the headend
from the locations specified herein, and in amount necessary to satisfy, the access channel
requirements set forth in section 16 hereof; and
B. Franchisee funher agrees to provide cable service and internet access such that
franchisee shall act as the City's host, without charge, to the City buildings as set fonh in Exhibit
A to this franchise agreement, and to all buildings of the City that may be constructed or opened
within the City or annexed areas during the term of this franchise agreement. Where franchisee's
plant is the closest franchised cable operator to a specified facility, such service shall include the
basic cable service tier and all programming offered on the cable progranuning service tier
including any additional programming added to those two levels of service, to the extent a separate
charge is not associated with such additional programming.
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C. School commitments. At such time as any public or private school serving any
grades K-12 (as required in Title I of the Elementary and Secondary Education Act of 1965,20
U.S. C. 9 421 et seq., as amended) is to be constructed within the territorial boundary of the City,
franchisee hereby agrees to provide, at minimum, the products and services described in section
12(C)(l-7) herein. Where franchisee receives prior notice of the construction, franchisee shall
cooperate with the builder to install all cable related facilities during construction so as to allow
for activation of cable services simultaneous with occupancy of the building. Notwithstanding
anything to the contrary, where franchisee's plant is the closest plant to the school site, franchisee
shall comply with the requirements of Section 12(C)(l-7) herein within 60 days of receiving a
request from the City Manager or his designee.
1. Franchisee shall, at a mInImUm, provide a service
connection at one outlet in all public and private schools grades K-
12 (as defined in Title I of the Elementary and Secondary Education
Action of 1965, 20 U.S.c. 9 421a et seq., as amended), where
franchisee's plant is the closest franchised cable operator to a
specified school. Such connections will be made free of charge and
as promptly as possible to all unserved schools requesting such a
connection. Upon request, franchisee will provide at cost, such a
service connection to any other unserved K-12 public and private (as
defined in Title I of the Elementary and Secondary Education Act
of 1965, 20 U.S.c. S 421a et seq., as amended) school located
within the City. If any internal wiring installation is requested to
serve additional outlets in any school, it will be provided at cost;
provided, however. that such internal wiring will be provided
without charge if franchisee is able to coordinate with other
comparable electrical wiring installation in cases of new
construction or substantial rehabilitation of existing schools in the
City.
2. Any public or private school connected pursuant to
subparagraphs 1 or 2 may elect to install its own internal wiring
(provided such wiring meets required technical specifications)
including, but not limited to those technical standards implemented
by franchisee, and to bear the cost thereof. Free BST and free
CPST service will be provided to each outlet in all connected public
and private schools.
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3. Franchisee will provide free educational program listings
equal to the number of outlets to each connected school.
Additional copies of such program listings will be provided, if
requested by a school. Such educational program listing will
identify and describe programming on franchisee's system that is
appropriate for use in the classroom and will provide suggested
curriculum support ideas.
4. Franchisee will provide to each connected school materials
for teachers that explain the educational applications of franchisee's
broadband cable systems and services. The materials will be
provided to all connected schools. Additional copies of such
materials will be provided, upon request.
5. Within 12 months after franchisee or any parent, affiliate or
subsidiary makes an on-line service for personal computers
commercially available on a system serving Dade, Broward or Palm
Beach Counties, franchisee will, upon request by the City Manager,
provide schools within the City with a minimum one free connection
per floor to such on-line service. At a minimum, such on-line
service will provide unlimited free access to the Internet.
Additional cable modems shall be provided by franchisee at
franchisee's actual cost or less. Operational support and services
(for example, assisting connected schools in setting up and
maintaining reliable Internet connections), will be provided to
connected schools upon request. In addition, no less than once per
year franchisee will conduct or sponsor a training program in the
Dade County area to educate teachers about its on-line service and
to provide connected schools with an opportunity for hands-on
training.
6. Upon request, the municipal building will receive twelve
(12) free connections to on-line service. At a minimum, such on-
line service will provide free unlimited access to the Internet.
Additional cable modems shall be provided at franchisee's actual
cost or less. Operational support and services will be provided to
the City upon request. In addition, Franchisee agrees to provide
twelve (12) outlets at no charge to the City for cable TV service.
Additional outlets will be provided at City's expense for wiring
only.
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7. Franchisee agrees not to seek to recover the cost for these
connections as external or other costs.
8, Nothing herein shall preclude franchisee from providing
benefits to schools which exceed those provided herein.
D. All video signals received for transmission that contain closed circuit captioning
information for the hearing impaired shall in turn contain such information in the form received
when transmined by the cable operator to the subscriber of the system.
E. Franchisee's system shall be capable of transmitting, and shall transmit, to
subscribers any stereo signals and any other form of advanced television signals received and
carried by the system in the form received.
F. Franchisee shall take affirmative, economically feasible steps to ensure maximum
availability of the services and facilities of the system, including without limitation all access
channel services and facilities, to handicapped person, including hearing impaired persons.
Franchisee shall comply fulJy with all applicable laws concerning handicapped or disabled persons,
and shalJ indemnify and hold the City harmless from any suit, claim, or demand against it for
violation of such laws that arises from franchisee's provision, or failure to provide, services in
conformity with such laws.
G. The franchisee and the City recognize that the technology of cable systems and the
services available are advancing at a rapid rate. Thus, franchisee hereby agrees to provide the
City and its subscribers, during the term of this agreement, with at minimum, comparable
technology, products, services, and benefits which are provided by the franchisee, or its parent,
any subsidiary or affiliate to any other community, in Dade or Broward County.
H. In lieu of being responsible for wiring each and every floor and installing all
facilities necessary for live cable-casting from the new City complex, franchisee agrees to provide
the City with a financial grant in the amount equivalent to the cost incurred by the franchisee
responsible for the aforestated wiring and installation, calculated on a pro-rata per subscriber
basis.
1. Upon the request of the City Manager, the franchisee shalJ lease, on the same terms
and conditions as provided to any other franchising authority or community served by the same
system, but in no event in an amount greater than the actual cost basis to the franchisee, such up
and downstream capacity on the cable system as may be required to allow the City to colJect data
from subscribers for purposes not competitive with services offered by franchisee, including, but
not limited to, reading water meters, to the extent such capability is available. The franchisee
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shall allow the City to co-locate necessary equipment with the cable system and to interconnect
such equipment into the cable system, at the City's cost, provided said equipment does not
interfere with the cable system's technical integrity,
Section 13. Technological improvements to system
A. The franchisee and the City recognize that the technology of cable systems and the
services available are advancing at a rapid rate. Thus, franchisee hereby agrees to provide the city
and its subscribers. during the term of this agreement, with at minimum, comparable technology,
products, services and benefits which are provided by the franchisee to any other communities
served from the same headend as the City, and within six months, any technology, products,
services and benefits which are provided by the franchisee to any City and any subscribers in Dade
and Broward County. For purposes of this section, franchisee shall not be obligated to offer
within the City any technology being listed among less than 500 subscribers in another
community.
B. Upon request of the City, after the fifth anniversary but prior to the seventh annual
anniversary of the franchise herein granted the franchisee shall, but not more than annually, report
in writing to the City Manager, in a form satisfactory to the City Manager, on technological
advances and the availability of new and enhanced services for cable systems. The report shall
state what plans, if any, the franchisee has for the upgrade or rebuilding of its cable system to the
state-of-the-art. The report shall also contain an analysis of the impact of updating the cable
system to include new advances upon the franchisee's technical plant, customer service, subscriber
rates, and the franchisee's financial capabilities. To the extent known by franchisee, the franchisee
shall also provide the City Manager with a comparison of the services, facilities and technologies
utilized by franchisee or any parent, affiliate or subsidiary of franchisee or system as defined in
or any other MSO, including a list of each jurisdiction in which new technologies have been used
or where cable television systems are being upgraded to include new technologies and provide new
services, and an assessment of the costs associated with implementing the new technologies with
the City.
C. In the event the franchisee, pursuant to section B above, provides to the City and
City accepts a plan to activate an upgrade or rebuild the system to state-of-the-art no later than the
ninth (9Ih) anniversary of the date hereof, franchisee and City, hereby agree to extend the term of
this franchise from ten (10) years to 15 years from the effective date hereof.
Section 14. Technical standards.
Franchisee shalJ maintain and operate its cable system, at a minimum, in full compliance
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with FCC regulations and Ordinance No. 99-~. Franchisee shall further comply with each of the
following requiremems:
A. All antennas, supporting structures, and outside plant used in operating and
maintaining franchisee's cable system within the City shall comply with all generally accepted
industry standards and all applicable Federal, State, County, City, and/or utility laws, ordinances,
rules, regulations and applicable lease agreements relating to tower structures and outside plant.
.
B. All construction, installation and maintenance of franchisee's cable system shall
comply with the National Electrical Safety Code, the National Electrical Code, all applicable state
and local laws and regulations, and accepted industry practices.
C. Franchisee's cable system shall, at a minimum, meet or exceed all technical and
signal quality standards of the FCC and the National Cable Television Association, including such
standards as hereinafter may be adopted or promulgated.
Section 15. Proof of performance tests.
Franchisee shall perform at its expense, the proof of performance tests as required by
Section 13 of Ordinance No. 99-~and any amendments thereto, to demonstrate compliance with
the requirements of that section, this franchise agreement, FCC standards, and the standards of
Good Engineering Practices for Measurements on Cable Systems, published by the National Cable
Television Association. Upon written request, franchisee, will provide proof of performance test
results within 30 days to the City Manager. Franchisee will provide the City Manager at least ten
days advance written notice of when a proof of performance test is scheduled so that the City may
have an observer present.
Section 16. Access channels and facilities.
A. Access channel capacity. Franchisee shall provide to the City, at least one and a
maximum of two activated downstream access channels and at least one and a maximum of two
activated upstream channels on the system which the City may elect to use, in whole or in part,
for video and audio services solely for educational and/or governmental access use at the City's
discretion on the following terms and conditions.
1. Upon written request of the City Manager, based on a
directive from the Commission, franchisee agrees that it will
cablecast all City Commission meetings taped, or at the City
Manager's discretion, live on the cable system and provide tapes of
such meetings to the City Manager, other cable operators or
residential developments as requested by the City at cost.
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2. Upon written request by the City, franchise shall provide one
dedicated access channel. The channel shall be activated from a
location designated by the City. If at any time the initial Channel
is programmed during at least six hours per day with locally
produced programming, Monday through Friday for four
consecutive weeks, franchisee shall, without charge, at the request
of the City, provide the City with a second access channel. Both
parties agree the computer generated messaging shall not count
toward the six hours per day programming test. In the event the
programming on the first access channel falls below the specified
level for a period of eight consecutive weeks, then City agrees that
franchisee shall have the right to deactivate the second access
channel.
3. Franchisee's system shall be configured so that any
programing delivered to the system on any upstream channel
required hereunder may be delivered downstream on the system on
any of the activated downstream access channels required or from
such other access facilities in Dade County as may be provided by
franchisee that are technically and financially feasible.
4. The access channels to be provided to the City as set forth
above may be allocated by the City to any or all categories of access
use (educational or governmental) at the sole discretion of the City.
5. Franchise shall make available all necessary headend and
system electronic and distribution equipment so that any
programming transmitted upstream on any upstream channel from
any origination location designated by the City Manager pursuant to
Section 14 hereof may be transmitted downstream to all subscribers
on any of the downstream access channels provided pursuant to
Section 14 hereof. The Government Center and the other upstream
origination locations designated pursuant to Section 14 hereof will
be linked to the headend by the most technically feasible and COSt
effective means, franchisee will make available the necessary system
electronic and distribution equipment to franchisee's headend and
distribution system to make possible the live cablecasting of the
programming form a location designated by the City. In the
alternative franchisee shall interconnect its system with any system
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carrying live programming so as to allow distribution of the live
signal to all of franchisees subscribers in the City.
6. In addition to the foregoing provisions, in the event that
franchisee owns or operates a production facility in Dade or
Broward County, franchisee agrees to provide the City with the
technical ability to transmit programming over the access channels
to subscribers within the City directly from any such facility.
7. Franchisee agrees that all access channels will be provided
to subscribers on the system as a part of basic service and that, if
such information is supplied to franchisee or known by franchisee
pursuant to its responsibilities under Section 14 hereof, franchisee
will publicize programming on the access channels as a part of any
ordinary printed program listings it provides or wiIl include access
channel programing listings in any monthly program guide sent to
subscribers, provided that information concerning access channel
programming is provided to or becomes known to franchisee within
the time that other programmers are required to provide such
information for inclusion in such program listings or program
guide.
B. Access facilities, equipment and support.
1. Franchisee, at franchisee's sole expense, shall use its best
efforts to obtain agreements from other cable franchisees and shall
provide all facilities, equipment, cabling and trained personnel
necessary to interconnect franchisees system with all other
franchises' systems in the City so as to permit both live and delayed
cablecast of all City Commission meetings and other City or public
meetings, events and programs held at a location to be designated
by the City, to all subscribers in the City. The system electronic
and distribution facilities and equipment and cabling provided by
franchisee shall be state-of-the-art and of sufficient quality and
performance specifications to enable all material cablecast on the
access channels provided pursuant to this agreement to meet all
video and audio signal quality standards adopted by the FCC when
transmitted downstream to subscribers. including any such standards
as may be adopted or amended during the term of this franchise
agreement and to provide comparable video and audio signal quality
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to the programming provided generally by the franchisee on the
system when transmilted downstream to subscribers. It is
understood that franchisee shall be responsible for maintaining all
such equipment in good repair and operational condition, at
franchisee's expense, Further, to the extent required to maintain
state-of-the-art production quality, the City reserves the right to
require franchisee to replace all such facilities, equipment and
cabling.
2. In addition to the City Commission meetings, the City
Manager may designate up to a maximum of 12 municipal or civic
events ("designated municipal event") per year that are no longer
than three hours each that franchisee shall cablecast live on the first
access channel. The City Manager shall notify franchisee in writing
of each such designated municipal event, and its place and time, no
less than two weeks before each such event is held. Franchisee
shall periodically replay each such designated municipal event on
the access channel, and subscribers shall be informed of the replay
schedule as provided in Section 14 hereof. Upon five days prior
notice, franchisee shall further replay such designated municipal
events at the times requested by the City Manager. Franchisee shall
also provide the City with a videocassette copy of every designated
municipal event and Commission meeting. In addition, franchisee
agrees to provide the City with at minimum 500, thirty-second
spots to advertise municipally sponsored events during reasonable
viewing periods with a value of not less than $10,000 per year
during each year of the term of this agreement. The value of said
time shall be calculated on published rate card.
3. The City may cablecast character generated information on
a designated access channel from the location designated at any time
of its choosing.
4. Subject to availability. franchisee shall make any studio
facilities, that it operates in Dade and Broward County during the
term of this agreement as well as a remote production truck,
available for use by the City and area educational institutions for
non-commercial government and educational access progranuning.
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5. Franchisee hereby agrees that the facilities, equipment,
services, and all other support to be provided by franchisee pursuant
to Section 10 and this Section 14 constitute capital costs which are
required by the franchise to be incurred by franchisee for public,
educational, or governmental access facilities within the meaning of
section 622(g)(2)(C) of the Communications Act, 47 U.S.C.g
542(g)(2)(C); that such grant does not constitute a franchise fee
within the meaning of Communications Act, State law, Ordinance
No. 99-00and amendments thereto, or this franchise agreement;
and that franchisee hereby waives, and will not assert in any
proceeding, any claim to the contrary.
Section 17. Conunercialleased access.
Franchisee shalJ provide commercial leased access channels as requires by Federal law .
Section 18. Emergency use of facilities.
A. Franchisee shaH comply with all FCC rules on emergency use of facilities.
B. Franchisee shaH provide standby power generating capacity at the cable system
headend and be capable of providing at least two hours of emergency power supply. Standby
batteries, capable of providing at least two hours of emergency power, shalJ be installed in the
cable distribution plant.
Section 19. Lock-out devices.
Franchisee shall make available at reasonable charge to any residential subscriber, upon
the request of such subscriber, a "parental guidance" or "lock-out" device which shall permit the
subscriber, at his or her option, to eliminate the audio and visual transmissions from any channel
reception to the extent technicaHy feasible.
Section 20. Closed-circuit captioning for the hearing impaired.
Franchisee shall make available at a reasonable charge to any hearing-impaired residential
subscriber, upon the request of such subscriber, any equipment beyond the subscriber's equipment
capable of decoding closed-circuit captioning information for the hearing impaired.
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Section 21. Line extension policy.
A. Upon request and payment of all applicable charges, and provided that the
requesting person gives franchisee access to his or her premises in order to furnish, maintain and
cominue to offer service (Q that person, franchisee shall, throughout the term of this agreement,
promptly furnish, maintain, and continue to provide all services distributed over the system to any
person at his or her place of residence or commercial location where franchisee's plant is the
closest activated plant to the location.
Section 22. Cable home wiring commitments.
A. At minimum, franchisee shall comply with all FCC rules regarding cable home
wiring, as amended from time to time.
1. Upon commencement of service, and annually thereafter,
franchisee will notify customers of their rights and options relating
to cable home wiring, pursuant to applicable law.
Section 23. Franchise fee.
A. In consideration of the privilege granted herein to use and occupy the streets to
own, construct, install, maintain and operate its cable system, franchisee shall pay to the City a
franchise fee equal to either (1) five percerit of its gross revenues as defined in Section 1 T of
Ordinance No. 99-Ch; or (2) if a change in law increases the maximum allowable percentage to
an amount greater than that specified in (1) above, that higher amount provided however, that such
increase is affirmatively imposed by the City after a public hearing at which both the public and
franchisee are allowed to comment on the impact of the higher fee. Franchisee will pay to the City
such higher amount effective with the next available billing cycle in which the higher charge may
be placed on subscribers bills. Franchisee shall calculate gross revenues for purposes of
determining the franchise fee owned in accordance with generally accepted accounting principles
(GAAP), franchisee may subtract its actual bad debt expense determined in accordance with
generally accepted accounting principles (GAAP) for the relevam period from gross revenues,
provide, however, that any bad debt subsequently collected shall be included in gross revenues in
the period in which the bad debt is collected.
B. Franchisee shall pay the franchise fee to the City in full compliance with the
requirements set forth in Section 15 of Ordinance No. 99-~as amended.
C. The quarterly statements required to be filed by the franchisee with the City
pursuant to Section 15 (D) of Ordinance No.99-~ shall be audited and reported on by certified
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public accouman[ or certified as true and correct by a duly authorized financial officer of
franchisee. Franchisee shall bear the cost of the preparation of such statements.
D. The acceptance by the City of any paymeN from franchisee of the franchise fee
shall not constitute a release or an accord and satisfaction of any claim the City may have against
franchisee for performance of any of its obligations under Ordinance No. 99-~and amendments
thereto, this franchise agreement, or local, State of Federal law, including, without limitation,
franchisee's obligation to pay the proper franchise fee amount owed, subject, however, to
applicable statute of limitations, if any.
E. Following the expiration or the termination for any reason of its franchise,
franchisee shall pay the franchise fee owed as of the date that its operations ceased within 90
calendar days of ceasing such operations. Such payment shall be accompanied by a gross revenues
audit report prepared by a certified public accountant showing the revenues received by franchisee
since the end of the previous fiscal year.
F. Franchisee expressly agrees that: (I) the franchise fee payments to be made pursuant
to this section shall not be deemed to be in the nature of a tax; (ii) such franchise fee payments
shall be in addition to any and all taxes of a general applicability and not applicable solely to cable
television operations within the City or other fees or charges which franchisee shall be required
to pay to the City or to any State of Federal agency or authority, as required herein or by law, all
of which shall be separate and distinct obligations of franchisee; (iii) franchisee shall not have or
make any claim for any deduction or other credit of all or any pan of the amount of said franchise
fee payments from or against any of said City taxes or other fees or charges of general
applicability which franchisee is required to pay to the City, except as agreed herein or required
by law;(iv) franchisee shall not apply nor seek to apply all or any pan of the amount of said
franchise fee payments as a deduction or other credit from or against any of said City taxes or
other fees or charges of general applicability, each of which shall be deemed to be separate and
distinct obligations of franchisee; (v) franchisee shall not apply or seek to apply all or any part of
the amount of any of said taxes or other fees or charges of general applicability as a deduction or
other credit from or against any of its franchise fee obligations, each of which shall be deemed to
be separate and distinct obligations of franchisee; and (vi) the franchise fee specified herein is the
minimum fair market value for the grant hereunder of a franchise for use of the streets, including
all public easements, public rights-of-way and other entitlement to use, occupy or traverse public
property, for the purpose of operating a cable television system.
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Section 24. Reports and records.
Upon request of the City Manager or his designee, franchisee shall furnish the City
Manager with all of the information as required under Sections 15 and 16 or Ordinance No. 99-~
Section 25. Right to inspect financial records and facilities.
A. Franchisee shall maintain a complete set of books and records, including plans,
contracts, engineering, accounting, financial, statistical, customer and service records as required
under Sections 15 and 16 of Ordinance No. 99-~
B. Pursuant to Ordinance No. 99","" the City shall have the right to inspect, at
franchisee's local office, the books and records specified in subsection 25(A) hereof and such other
records as may be required by the City to perform its regulatory responsibilities under Ordinance
No. 99- ~~ and amendments thereto or applicable Federal law . The City agrees to carry out any
such inspection during franchisee's normal business hours and upon reasonable notice. Access by
the City to perform its regulatory responsibilities to franchisee's books and records shall not be
denied on grounds that such books and records contain proprietary or confidential information.
C. The City shall accord all books and records that it inspects under this section the
degree of confidentiality such books and records are entitled to under Federal and State law.
Franchisee's books and records shall not constitute public records, except to the extent required
by Federal and State law. To the extent franchisee considers any books or records that it is
required to produce to be confidential or otherwise protected from public disclosure, franchisee
shall designate which documents it views as protected and provide a written explanation to the City
of the legal basis for franchisee's claim of protection.
D. Pursuant to Ordinance No.99- ~~, the City shall have the right to inspect
franchisee's facilities and property during franchisee's normal business hours and upon reasonable
notice.
Section 26. Customer service requirements.
Franchisee agrees to comply with each of the customer service requirements set forth in
Section 16 of Ordinance No. 99-bP
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Cable Franchi.e Agreemelll
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Section 27. City purchase of cable system.
The City may, upon [he recommendation of the City Manager and [he approval of the
Commission, acquire ownership of and operate franchisee's cable system in accordance with
Section 29 of Ordinance No. 99-~.
Section 28. Modification of franchise.
Franchisee shall file an application with the City Manager for any modification of its
franchise pursuant to Section 7 of Ordinance No. 99-~as amended. The application shall fully
conform with each of the requirements set forth in that section that apply to applications for
modification.
Section 29. Transfer of franchise.
A, Franchisee shall not directly or indirectly assign, sell or transfer its franchise, or
any right, title, or interest in same, this franchise agreement, or its cable system, nor shall any
ownership interest or any other form of control of franchisee or any lawful successor be
transferred, assigned, directly or indirectly, without prior written notice to and approval of the
City. In determining whether to approve a transfer, the City will consider the factors set forth in
Section 21 of Ordinance No. 99~ However, in the event that an entity having a controlling
interest of the franchisee desires to transfer the franchise to another affiliated entity whose
ownership is controlled by the same entity, the City hereby agrees to designate such transaction
a pro forma transfer pursuant to Section 21 of Ordinance 99-~.
B. Franchisee shall file an application to transfer its franchise or to transfer control of
franchisee in full compliance with Sections 7 and 21 of Ordinance No. 99-~
Section 30. Procedures for requesting approval of transfer.
In addition to the requirements set forth in Sections 7 and 21 of Ordinance No, 99-!J?, the
following procedures shall be followed by franchisee in requesting the City's consent to transfer
its franchise or to transfer control of franchisee.
A. At least 120 calendar days prior to the contemplated effective date of a transfer,
franchisee shall submit to the City Manager an application for approval of the transfer. Such
application shall include the following:
1. A statement of the reason for the contemplated transfer.
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Cable Franchise ^Ireemenr
2. The name, address and telephone number of the proposed
trans feree.
3. A detailed statement of the corporate or other business entity
organization of the proposed transferee, including but not limited to
the following:
(a) The names, business addresses, state of
residence and country of citizenship of all general
partners and/or corporate officers and directors of
the proposed transferee.
(b) The names, business addresses, state of
residence and country of citizenship of all persons
and entities having, controlling, or being entitled to
have or control ten percent or more of the ownership
of the proposed transferee and the respective
ownership share of each such person or entity.
(c) The names and addresses of any subsidiary of
the proposed transferee and of any other business
entity owning or controlling in whole or in part or
owned or controlled in whole or in part by the
proposed transferee,
(d) A detailed and complete financial statement
of the proposed transferee, prepared by a certified
public accountant if audited statements were made,
and if not, by a duly authorized financial officer of
the proposed transferee, for the three fiscal years
immediately preceding the date of the request for
transfer approval and a letter or other acceptable
evidence in writing from a duly authorized officer of
the proposed transferee setting forth a clear and
accurate description of the amount and sources of
funding for the proposal transaction and its
sufficiency to provide whatever capital shall be
requires by the proposed transferee to construct,
install, rebuild, maintain and operate the proposed
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Cable Franchise ^Ireemrm
system in the City. If the corporate or business
entity organization of the proposed transferee has
not been in existence for a full three years, the
proposed transferee shall submit a certified financial
statement for the period of its existence.
(e) A description of all previous experience of
the proposed transferee in operating cable television
systems and providing cable television services or
related or similar services, including a statement
identifying, by place and date, any other cable
television franchisees) awarded to the proposed
transferee, its parent, subsidiaries, or affiliates; the
status of said franchisees) with respect to completion
thereof; the total estimated cost of completion of
such system(s); and a summary of the amount of the
proposed transferee's and its parent's or subsidiary's
resources committed to the completion thereof.
(f) Upon request from the City Manager, a
detailed pro forma financial plan describing for each
remaining year of the franchise, the projected
number of subscribers, rates, all revenues, operating
expenses, capital expenditures, depreciation
schedules, income statements, and statement of
sources and uses of funds. Where the transfer is part
of a larger transaction and such information is Dot
prepared for the single system in the City, the
proposed transferee may provide such information on
a consolidated basis including the system in the City,
but shall provide information on the size of the City
system, in terms of number of subscribers, relative
to the transaction, so that pro rata estimates may be
made.
(g) A detailed description of the proposed plan of
operation of the proposed transferee, which shall
include, but 'not be limited to the following:
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( i) A detailed map indicating all
new areas proposed (0 be served, a
proposed time schedule for the
installation of all equipment necessary
to become operational throughout the
new areas to be served, and the
projected total cost for new
construction of the system.
(ii) A statement or schedule
setting forth all proposed products
and services to be made available and
classifications of rates and charges to
be made against subscribers and all
rates and charges and to each of any
said classifications, including
installation charges, service charges,
equ ipment charges, special,
extraordinary, or other charges.
4. Upon request, the proposed purchase price of the cable
system, and the terms and conditions of the proposed transfer. All
such discussions shall be deemed confidential and not become a
public record to the extent and pursuant to procedures of applicable
federal and state law.
Section 31. Renewal of franchise.
The provisions of Ordinance No. 99-~hall govern any and all proceedings to renew this
franchise. If franchisee decides to initiate a formal renewal process in accordance with section
626(a)-(g) of the Communications Act, 47 U.S.C. ~ 546(a)-(g), it and the City must comply with
each of the requirements in the Communications Act as well as the additional requirements set
forth in Sections 7 and 21 of Ordinance No. 99-b~ as amended to the extent such requirements are
not prohibited by applicable law.
Section 32. Rates.
A. Nothing in Ordinance No.99-~ or any amendments thereto, or this franchise
agreement shall prohibit the City from regulating rates for cable service, installation,
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Cable Franchise Agreemenl
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disconnection, and equipment rental to the full extent permitted by and consistent with State and
Federal law.
B. Franchisee further agrees that it shall not increase rates or charges for basic cable
service, installation, disconnection, or equipment rental without at least 30 days prior notice to
subscribers and the City.
C. Pursuant to Section 18 of Ordinance No. 99-b~ franchisee shall at all times charge
nondiscriminatory rates throughout the City.
D. Franchisee shall not engage in predatory pricing or any other anti-competitive
business practice as defined by applicable law.
Section 33. Security fund.
A. Pursuant to Section 10 of the ordinance, franchisee shall provide the City a security
r:fiJ. fund or in the alternative a bond or letter of credit, as approved by the City Manager, in the
$~I ~I^- *,amount of $5ctOOO.00 as security for the faithful performance of all provisions of the franchise
"P"""" agreement, Ordinance No. 99- ~f the City, and all applicable State and Federal law . If such
security fund or corporate guarantee is not furnished to the City within 60 days of the date of
Commission resolution approving the grant of the franchise, then franchisee shall pay to the City
Manager a fine in the amount of $500.00 per day, beginning on the 61st day, until the date on
which the security fund or corporate guarantee is received by the City. In the event said guarantee
is not received within 60 days of the date after the Commission resolution approving the grant of
the franchise, this franchise agreement and the grant of the franchise will become null and void
without further action by the City.
B. If 30 calendar days after written notice franchisee fails to pay to the City any fees
or taxes due and unpaid, or any liquidated damages, damages, costs or expenses that the City has
incurred by reason of any act, omission or default of franchisee in connection with this franchise
agreement or Ordinance No.99~ or amendments thereto, the City may immediately withdraw
that amount, with interest and any costs, from the security fund or make such equivalent claim
against the guarantee. Upon such withdrawal or claim, the City shall notify franchisee in writing
of the amount and date of the withdrawal.
C. Within 30 calendar days after notice to franchisee that an amount has been
withdrawn by the City from the security fund, franchisee shall restore the security fund to its
original amount. If franchisee fails to restore the security fund to the original amount within that
30 calendar day period, such failure shall be considered a material breach of this franchise
~ ~ \l, t\1'\ St."; v€N\E.V S -t. 'tJ"t6l-'l.. Se.~~ 33: ~ ur~ ~. ~ -# SO, 000) """,+.1L SO q 000
?r ' <J lCv.hv,.l~~\D4lkt
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Cable Franchise Agreemem
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agreement and a violation of Ordinance No. 99-("1;,, and shall constitute grounds for of the
franchise or other enforcement action by the City.
D. Where a bond or letter of credit is provided in lieu of a security fund, franchisee
shall pay the City the amounts of all claims against said bond or letter of credit within 30 calendar
days after notice of such claim, maintaining the security not withstanding the form at its original
amount. If franchisee fails to pay the City the amount of any claim within thirty (30) days after
notice to the franchisee of the claim paid or fails to restore the guarantee to its original amount,
such failure may be considered a material breach of this franchise agreement and a violation of
Ordinance No. 99~and amendments thereto, and shall constitute grounds for revocation of the
franchise or other enforcement action by the City.
E. The security fund or an equivalent amount shall become the property of the City
in the event the franchise is revoked. Franchisee is entitled to return of the balance of the security
fund that remains following any other form of expiration of the franchise, including denial of
renewal, provided that there is no outstanding default or unpaid amounts owed to the City by
franchisee.
F. If the franchise terminates for reasons other than revocation, any security fund,
bond or letter of credit will be maintained by the franchisee for one year from the date of
termination and the remaining fund will be returned to franchisee one year from the termination
date of the franchise, provided there is no outstanding default or unpaid amounts owned to the City
by franchisee.
G. The rights reserved to the City under this section are in addition to all other rights
of the City, whether reserved in this franchise agreement or in Ordinance No. 99-"~ and
amendments thereto, or authorized by other law, and no action, proceeding or exercise of a right
with respect to the security fund will affect any other right the City may have.
Section 34. Enforcement remedies.
A. Liquidated damages. Because the City may suffer damages from any violation by
franchisee of this agreement or of Ordinance No. 99-"" and amendments thereto, which damages
may be difficult to quantify, the City and franchisee agree to the following schedule of liquidated
damages:
1. For failure to install, operate and maintain the cable system as required by
Sections lO(A) and 11 (A) hereof, unless the City specifically approves a delay
caused by the occurrence of conditions beyond franchisee's control Franchisee shall
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Cable Franchise Agreemem
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pay to the City $1.000.00 per day for each day or part thereof, the deficiency
continues.
2. For material failure to provide data, documents, reports or information in
a timely manner as required by this franchise agreement or by Ordinance No. 99-
~ and amendments thereto, or as requested by the City consistent with FCC rules
and regulations and all other applicable law, franchisee shall pay $250.00 per day,
or part thereof, that each violation occurs or continues. For non-proprietary
information, a violation would be deemed to have occurred when franchisee fails
to provide information by the date requested by the City. If the information
requested is considered proprietary by a court of competent jurisdiction, no fine
shall be imposed. For proprietary information, a violation would be deemed to
have occurred if the City disagrees with the franchisee's explanation as to why the
material is proprietary and a final decision of a court of competent jurisdiction
upholds the City's determination.
3. For failure to comply with any other provision of Ordinance No.99-bb and
amendments thereto, or failure to comply with any other material provision of this
franchise agreement other than those specifically referenced above, or failure to
comply with any lawful order of the City within 30 days of receipt of notice of such
non-compliance from the City, franchisee shall pay $250.00 per day for each day,
or part thereof, that such non-compliance continues.
B. Before assessing liquidated damages against franchisee, the City shall give
franchisee written notice of the alleged violation and its intention to assess such damages, which
notice shall contain a description of the alleged violation. Following receipt of such notice,
franchisee shall cure or commence to cure and the franchisee and the City shall have a 30 day
period during which time franchisee and the City shall make good faith reasonable efforts to
resolve the dispute in question. If the dispute is not resolved in that 30 day period, the City may
collect liquidated damages owed, either through draw-down of the security fund as provided in
Section 11 of this agreement, or through any other means allowed by law provided however that
no fines or liquidated damages shall be assessed while litigation is pending in a court of competent
jurisdiction.
C. Revocation or termination of franchise. Franchisee's franchise is subject to
revocation pursuant to Section 22 of Ordinance No. 99-(,{,as amended for any of the reasons set
forth therein. In the event the City exercises its right to revoke the franchise, the procedures set
forth in Section 22 of Ordinance No. 99-~as may be amended shall apply,
-28-
Cable Frarochi~ ^g'eemem
~
C'yJ
Section 35. Area wide-interconnection.
A. The City may request franchisee to interconnect with any or all other cable systems
located within the City or serving subscribers within the City. Interconnection of systems shall
permit interactive transmission and reception of program material and may be done by direct cable
connection, microwave link, satellite, or other appropriate method.
B. Upon receiving the request of the City to interconnect with cable systems,
franchisee shall, where it does not own the affected system or systems, immediately initiate good
faith negotiations with the operators of the other affected system or systems in order that costs for
construction and operation of the interconnection link may be shared equitably among the
systems. Franchisee shall report to the City the results of such negotiation no later than 30 days
after the City's request. Where franchisee owns the affected system, franchisee shall report to the
City on the timing, method and cost of interconnection within 30 days of the City's request.
C. The franchisee may be granted reasonable extensions of time to interconnect. The
City shall rescind its request to interconnect upon petition by the franchisee to the City, if the City
finds that (1) the franchisee has negotiated in good faith and has failed to obtain an approval from
the system or systems of the proposed interconnection; or (2) the cost of the interconnection
would be unreasonably high.
D. Franchisee shall make all reasonable efforts to cooperate with any designated access
organization, interconnection corporation, regional interconnection authority or City, County,
State or Federal regulatory agency which may be hereafter established for the purpose of
regulating, financing, or otherwise providing for the interconnection of cable systems beyond the
boundaries of the franchise area.
Section 36. Written notice of acceptance.
Within 30 days of the Conunission resolution approving the grant of this franchise, franchisee
shall provide the City Manager with written acceptance of all the terms and conditions of this
franchise agreement. Franchisee's failure to comply in full with this section shall render this
franchise agreement and the franchise null and void with no further action by the City, unless the
City Manager agrees in writing to extend such period.
-29-
Cable Franchise Agreement
'\
c;YJ
Section 37. Execution in counterpart.
This franchise agreement may be executed in counterpart.
IN WIT~~S WHEREOF the parties hereto have set their hands and seals this ! Lday of
~ ' ' 1999.
CITY OF SUNNY ISLES BEACH, FLORIDA RIFKIN/NARRAGANSETT SOUTH
FLORIDA CA TV LTD., d/b/a
CABLEVISION COMMUNICATIONS
By:
ATTEST:
3~~ ~\\~
Richard Brown-Morilla, City Clerk
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY
~~ ~.
Ly M.'Dannheisser, City Attorney
Cable Franchi~ Agreement
By9~~ ~J
D' 'pd~ General Partner
ATTEST:
c;;i..'~,A ~AAfr1& /
. Not.ary Public
My Commission Expires: 6/2/99.
INTERLINK COMMUNICATIONS
PARTNERS, LLLP, d/b/a CABLEVISION
COMMUNICATIONS
~~G)~~
o ~.d.,~ General Partner
ATTEST:
~7YJ~
-Notary}>tjbiic
My Commission Expires :6/2/99' :.
, ..
-30-
.:'~.~:, :~.~"
"
."l""
\
pJ
The Hanover Insurance Companies
FRANCHISE BOND
Bond No.: BLR1650780
KNOW ALL MEN BY THESE PRESENTS,
THAT InterLink Communications Partners, LLLP , as Principal, and
X THE HANOVER INSURANCE COMPANY,a corporation of the State of NEW HAMPSHIRE,
n MASSACHUSETTS BAY INSURANCE COMPANY, a corporation of the State of NEW HAMPSHIRE,
having its executive office in WORCESTER, MASSACHUSETTS, as Surety, are held and firmly bound unto
_City of Sunny Isles Beach, 17070 Collins Avenue, Suite 250, Sunny Isles Beach, FL 33160_,
hereinafter referred to as Obligee, in the penal sum of Fifty Thousand and 00/100 ***_ DOLLARS
(S 50,000.00 ) for the payment of which, well and truly to be made, we bind ourselves, our heirs,
executors, administrators, successors and assigns, jointly and severally, firmly by these presents, the
liability of the Surety being limited to said penal sum regardless of the number of years this bond
remains in force or is renewed, of the number of premiums that shall be payable or paid, the number of
Subscribers to the system and/or legal fees which may be required and incurred.
WHEREAS, the Obligee has granted a franchise to Principal to use the public streets and places within
its Municipality to transmit and distribute electrical impulses through an open line-coaxial antenna
system for television receivers located within said City of Sunny Isles Beach .
NOW THEREFORE, the condition of this obligation is such, that if the above bound Principal shall
faithfully perform, well and truly observe and fulfill their terms and conditions of the franchise, then this
obligation shall be null and void; otherwise it shall remain in full force and effect until cancelled.
PROVIDED, HOWEVER, it shall be a condition precedent to any right of recovery hereunder, that in
the event of any default on the part of the Principal, a written statement of the particular facts showing
the date and nature of such default shall be immediately delivered to the Surety by registered mail at its
Home Office at 100 NORTH PARKWAY, WORCESTER, MASSACHUSETTS 01605.
AND PROVIDED FURTHER that no action, suit or proceeding shall be had or maintained against the
Surety on this instrument unless same be brought or instituted and process served upon the surety within
twelve (12) months after an act of breach or cancellation of this bond or termination of said franchise,
whichever occurs first.
This Bond may be terminated or canceled by Surety by giving thirty (30) days prior notice in writing
from Surety to Principal and said Obligee, such notice to be given by certified mail. Such termination
shall not affect any liability incurred or accrued under this Bond prior to the effective date of such
termination or cancellation.
IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this instrument this
29th day of April , 19 99 .
WITNESS:
`1_ .G �� � :L.�� InterLink Communications Partners, LLLP
NAME (/ PB I►R _ _ isno ,1-
TITLE
X T HE HANOVER INSURANCE COMPANY
❑MASSACHUSETTS BAY INSURANCE COMPANY
SURETY
BY:
l,c, ._ A , 676
REGINA L. GOOD, ATTORNEY-IN-FAC
APPR•VEP • D ' .CE' ED :Y'
I TNT RSIGNED BY: D E. PARR
OBYGEE `e_ atzh
C 7-1 ili■ -,1--i. b Title Florida Resident Agent
5/3A-
/ 3 LJ 1 PALM BEACH GARDENS,FL 33418
Date
This Power of Attorney may not be used to execute any bond with an inception date after 2/4/2002
THE HANOVER INSURANCE COMPANY
MASSACHUSETTS BAY INSURANCE COMPANY
POWERS OF ATTORNEY
CERTIFIED COPY
KNOW ALL MEN BY THESE PRESENTS: That THE HANOVER INSURANCE COMPANY and MASSACHUSETTS BAY INSURANCE
COMPANY,both being corporations organized and existing under the laws of the State of New Hampshire do hereby constitute and appoint
William G.Franey,Kenneth W.Roberts,John R.Muha,II,Brenda L Patterson,Shirley A.Harkins,Michael S.Olive,Regina L Good,
Jeri L Murrow and/or David R.Summerall
of Capitol Heights,MD and each is a true and lawful Attomey(s)-in-fad to sign,execute,seal,acknowledge and deliver for,and on its behalf,
and as its act and deed,at any place within the United States,or,if the following line be filled in,only within the area therein
designated
any and all bonds,recognizances,undertakings,contracts of indemnity or other writings obligatory in the nature thereof,as follows:
-Any such obligations in the United States,
in any amount -
And said companies hereby ratify and confirm all and whatsoever said Attomey(s)-in-fad may lawfully do in the premises by virtue of these presents.
These appointments are made under and by authority of the following Resolution passed by the Board of Directors of said Companies which
resolutions are still in effect:
'RESOLVED,That the President or any Vice President,in conjunction with any Assistant Vice President, be and they are hereby
authorized and empowered to appoint Attomeys-in-fact of the Company,in its name and as its acts,to execute and acknowledge for
and on its behalf as Surety any and all bonds,recognizances,contracts of indemnity,waivers of citation and all other writings obligatory
in the nature thereof,with power to attach thereto the seal of the Company. Any such writings so executed by such Attorneys-in-fact
shall be as binding upon the Company as if they had been duly executed and acknowledged by the regularly elected officers of the
Company in their own proper persons.'(Adopted October 7, 1981 -The Hanover Insurance Company;Adopted April 14, 1982-
Massachusetts Bay Insurance Company)
EREOF,THE HANOVER INSURANCE COMPANY AND MASSACHUSETTS BAY INSURANCE COMPANY have caused
• p =- • • aled with their respective corporate seals,duly attested by a Vice President and an Assistant Vice Pres'.- this 4th day
4,0. .,9� p ep►Y �N8
T '��� INSURANCE COMPANY MASSA df S BAY INSU- •MP
� '.eal)/972 ► .1i' • �
�rr •ent l Vice P idept ` ` r'�`��` « '
\11% -Petiliws% �'IG/ "�, •
ssistant Vice Presiden / Assists t Vice Presi••
a
TH EALTH OF MASSACHUSETTS ) / • \` * 1`�
COUNTY OF WORCESTER ) ss.
11111!11
On this 4th day Age ry, r-fore me came the above named Vice President and Assistant Vice President of The Hanover Insurance
Company and As c !� =nce Company, to me personally known to be the individuals and officers described herein, and
acknowledged t pis affix-- •r T - •ing instrument are the corporate seals of The Hanover Insurance Company and Massachusetts
Bay InsuranckLaltnediny •. at the said corporate seals and their sign res as officers were duly affixed and subscribed to said
instrument b ct r90 -id Corporations.
ti:'. XG •
(SgPV B L rc f Notary Public
'''�i, ••��' '•'PV�,'''''''' My Commission Expires November 26,2004
I,the undersigned Ash••- � Wiesident of The Hanover Insurance Company and Massachusetts Bay Insurance Company,hereby certify that
the above and foregoing is a full,true and correct copy of the Original Power of Attorney issued by said Companies,and do hereby further certify
that the said Powers of Attorney are still in force and effect.
This Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of The Hanover Insurance
Company and Massachusetts Bay Insurance Company.
'RESOLVED,That any and all Powers of Attorney and Certified Copies of such Powers of Attorney and certification in respect thereto,
granted and executed by the President or any Vice President in conjunction with any Assistant Vice President of the Company,shall
be binding on the Company to the same extent as if all signatures therein were manually affixed,even though one or more of any such
signatures thereon may be facsimile.' (Adopted October 7, 1981 -The Hanover Insurance Company;Adopted April 14, 1982-
Massachusetts Bay Insurance Company)
GIVEN under my hand and the seals of said Companies,at Wor or.Massachusetts,this 29th day of APr71 19 99
--THE •'•NOVER a URANCE COMPANY MASS USE BAY INSURANCE COMPANY
Nab. 1
•°111-.%■ S4Ni. , . )■%.\--QtkAiY.------- •
• Assistant Vice President y ''�, X ` Assistant Vice Preside
liatu
City of Sunny Isles Beach
17070 Collins Avenue. Suite 250
Sunny Isles Beach. Florida 33160
�yF_y Q►` "gyp
(305 ) 947 -0606 phone (305) 9.19 -3113 fax
David Samson
Mayor
MEMORANDUM
Irving Turetsky
Vice Mayor
Commissioners
Danny Iglesias
TO: The Honorable David Samson, Mayor
Lila Kauffman
The Honorable Irving Turetsky, Vice Mayor
Connie Morrow
The Honorable Daniel Iglesias, Commissioner
-James DiPietro
The Honorable Lila Kauffman, Commissioner
City Manager
The Honorable Connie Morrow, Commissioner
Lynn M. Dannheisser
City Attorney
FROM: Lynn M. Dannheisser, City Attorney /jD
DATE: May 11, 1999
RE: Cable Franchise Agreement by and between the City of Sunny Isles
Beach (the "City ") and Rifkin/Narragansett South Florida CATV
Limited Partnership and Interlink Communications, LLLP, its
successors and assigns d/b /a Cablevision ( "Cablevision ")
Attached please find Rifkin/Narragansett South Florida CATV and Interlink
Communications Limited Partnership LLLP's agreement to accept and abide by the
terms and conditions of Resolution No. 99 -134 and Ordinance No. 99 -66, along
with a $30,000.00 good faith deposit for costs of the Phase I development and a
Franchise Bond in the amount of $50,000.00 to cover the performance of their
work.
LMD:ch
Attachments
cc: James DiPietro, City Manager
Jack Neustadt, Finance Director (w /original check)
Richard Bro City Clerk
w /original Bond and Lette Agreement) t/
City of Sunny Isles Beach
17070 Collins Avenue, Suite 250
Sunny Isles Beach, Florida 33160
(305) 947 -0606 phone (305) 949 -3113 fax
David Samson
Mayor
MEMORANDUM
Irving Turetsky
Vice Mayor
Commissioners
Danny Iglesias
TO:
Richard Brown - Morilla, City Clerk
Lila Kauffman
Connie Morrow
FROM:
Lynn M. Dannheisser, City Attorney
James DiPietro
City Manager
DATE:
May 4, 1999
Lynn M. Dannheisser
City Attorney
RE:
Franchise Agreement for Cable Television
Please be adLdth t Se ction 33 of the Agreement relating to Florida Cable
Television No. 99 -134, granting a franchise to own, operate, maintain
cable television has a scrivener's error in the amount of the security fund. The
franchisee is obligated to post a bond or a letter of credit as approved by the City
Manager in the amount of $50,000.00, not $500,000.00 as indicated in the current
Agreement. Please correct the scrivener's error and send a revised copy of this
agreement to Tony Bello, General Manager, Cablevision Communications.
Thank you for your kind attention to this matter.
LMD:ch
cc: Tony Bello
May 3, 1999
Lynn M. Dannheisser, City Attorney
City of Sunny Isles Beach
17070 Collins Avenue, Suite 250
Sunny Isles Beach, FL 33160
Dear Ms. Dannheisser:
A kL
INTERLINK COMMUNICATIO:
PARTNERS, LLLP
Rifkin/Narragansett South Florida CATV Limited Partnership and InterLink Communications
Partners, LLLP ( "Franchisee ") hereby agrees to accept and abide by the terms and conditions of
that certain Resolution No. 99 -134 and Ordinance No. 99 -66 approved by the City of Sunny Isles
Beach, Florida ( "City ") on April 15, 1999 whereby the City did grant to Franchisee a new
franchise for the period of ten years to operate and maintain a cable television system in the City
of Sunny Isles Beach, Florida.
Pursuant to the requirements of Section 11 of Resolution No. 99 -134, enclosed please find our
check in the amount of $30,000 payable to the City as a good faith deposit against the costs of
the Phase I development. Also enclosed is a Certificate of Insurance as required by Section 9 of
the Ordinance and Franchise Bond No. BLR1650780 ' ia the amount of $50,000 the
bond required in the franchise is stated incorrectly) as require y ection 33 of the Resolution.
Sincerely,
Dale D. Wagner
Senior Vice President
Finance and Administration
DDW:km
cc: Irene McPhail
Tony Bello
24A Q—tb *,(nn...... e. ---4 i%n....n- rn 0A11AA f11—N 2112 2111 2ee2 2n2_222.111 e
agGQRD
A w
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05/03/1999
PRODUCER Serial tll 601840
rifirummAllom
imE
ON RISK SERVICES, INC. OF NEW YORK
ONLY AND CONFERS NO CERTIFICATE
TWO WORLD TRADE CENTER
HOLDER, THIS CERTIFICATE DOES NOT AMEND EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
NEW YORK, NY 10048
COMPANIES AFFORDING
PHONE: 212.4414135
PAX: 212.47¢42$4
COMPANY
A TRAVELERS INDMENITY COMPANY -- -
INSURED
••- ....
COMPANY FEDERAL INSURANCE COMPANY
B
INTERLINK COMMUNICATION PARTNERS, LLLP
360 SOUTH MONROE STREET
"COMPAQ; --- ___.... _._ _ _.._..._....
SUITE 600
C SECURITY INSURANCE COMPANY HARTFORD
DENVER. 00 $0209
— •• • _ . _ -_ _. _ .
COMPANY ALLIANZ INSURANCE COMPANY
Q
TMISISTOCERnFyn;KT791FPUUCiggZTTNWRANCELIS'TE BF FE BEEN ISSUED TO THE IN3URE0 i ThE POLICY PERIOD
INDICATED, NOTWITHSTANDING ANY REOUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED B Y THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.
EXCLUSIONS AND CONDITIONS OF SUCH POLICIGS, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS,
CO TYPE OF INSURANCE POLICY NUMBER
LT,tj'-
POLICY EFFECTIVE POLICY EXPIRATION
DATE(MMIDDIYY) DATE(MWDOIYY) LIMITS
o NERA
UJGLSA974K8799TIL98
06 /12/98
06/01199
GENERALAGGREGATE
s 2,
X COMMERCIAL GENERALlIA81lITY
PRODUCTS- COMPIOPAGO
_
i 2,000,000
^ ^ _ CLAIMS MADE u OCCUR
PERSONAL & ADV INJURY
IS
— OWNER'S a CONTRACTOR'S PROT
I
EACH OCCURRENCE
S — 1,000,000 -
FIREDAMAGE (Myon� fro)
S 1,WOb�6t5�
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AUTOMOBILELLABILITY
UJCAP974KS775TIL98 (A/S)
06/12/98
06/01/99
X�
ANY AUTO
UEECAP974K8787TCT98 (1-X)
COMBINED SINGLE LIMIT
f 1,000,000
ALL OWNED AUTOS
- --
SCHEDULED AUTOS
BODILY INJURY
(Por pomm)
I f
HIRED AUTOS
NON- OWNEDAUTOS
BODILY INJURY
PHYSICAL DAMAGE
--
- M '
PROPERTY DAMAGE
i
GARAGE
. _
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AUTO ONLY - EA ACCIDENT
3
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OTHER •• U THAN ATO ONLY:
_....... ...... __.
EACHACCIDENT
Q
AGGREGATE
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79858712
06/12/98
06/01/99
EACH OCCURRENCE
f
FORM
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- -
f 5,000-,' 0.. 00
OTHER THAN LNM6RELLA FORM
i
WORKERS COMPENBATIO AN
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UVYDNU8974K874A98
06/12/98
06/01/99
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06/12/98
06/01/99
$50,000,000 PER OCCURRENCE
SUBJECT TO POLICY
CLP1032626
TERMS, CONDITIONS AND
EXCLUSIONS
RE: CITY OF SUNNY ISLES BEACH, FL
3NOUL0 ANY Of THE ABOVE MCRISED POLICIES 01 CANCELLED EEfORE THE
CITY OF SUNNY ISLES BEACH
EXPIRATION DATE THEREOF, THE I"UING COMPANY WILL ENDEAVOR TO MAIL
ATTN. CECILLE HAYLES
30 DAY3 WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THK WT,
LEGAL ASSISTANT
17070 COLLINS AVENUE
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
SUITE 250
OF ANY JUNO UPON THE COMPANY, ITS AGENTS OR REPRE3ENTA71VE3.
SUNNY ISLES BEACH, FL 33160
TOTAL P.02
l - I U5/07/1999 I " " "" " "" " " "' IJZ07n'toAf%-1
i INVO"ICE NUMBER
INVOICE
DATE
VOUCHER
NUMBER
VOUCHER
DUE DATE
GROSS AMOUNT
DISCOUNT
NETAMOUNT
042999
i
I
i
104/29/1999
VGCCO02993S Due:
I
I
04/29/1999
$ 30,000.00
I
I
I
$ 30,000.00
234
01843 ICITY
OF SUNNY ISLES BEACH, IN
$ 30,000.00
$ 0.00
$ 30,000.00
Rifkin/Narragansett South Florida CATV
� r
Wells Fargo Hank 11 24/t 210
Limited Partnership Denver, CO
Suite 600
360 S Monroe St
Denver, CO 80209
We are an equal opportunity employer.
DATE 05/07/1999 1 CHECK NUMBER JZ0203940
PAY Thirty thousand and no /100 Dollars Only******************** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **
TO THE CITY OF SUNNY ISLES BEACH, INC
ORDER 17070 COLLINS AV, SUITE 250
OF SUNNY ISLES, FL 33160
ATTN: JACK NEUSTADT
1180 20 3 9 4011' 1: 1 2 1000 2481: 4 1596 7999 211'
FRM! ` PARR &. MUHA 1Nc.
P. omm"10
CAPITOL HIUONr9, MARYLAND 20791.4310
13011459-00"
FRANCHISE BOND
Bond No.: BLR1650780
KNOW ALL MEN BY THESE PRESENTS,
THAT InterLink Communications Partners, LLLP , as Principal, and
X THL• HANOVI;R INSURANCE COMPANY, a corporation of the State of NEw HAMPSHIRE,
7 MASSACHUSETTS BAY INSURANCE COMPANY, a corporation of the Slate of NEw HAMPSHIRE,
having its executive office in WORCESTER, MASSACHUSETTS, as Surety, are held and firmly bound unto
Citv of Sunnv Isles Beach, 17070 Collins Avenue, Suite 250, Sunny isles Beach, FL 33160_,
IicreinaRer referred to as Obligee, in the penal sum of Fifty Thousand and 00 /100 * * *_ DOLLARS
(S50,000.0 for the payment of which, well and truly to be made, we bind ourselves, our heirs,
executors, administrators, successors and assigns, jointly and severally, firmly by these presents, the
liability of the Surety being limited to said penal sum regardless of the number of years this bond
remains in force or is renewed, of the number of premiums that shall be payable or paid, the number of
Subscribers to the system and /or legal fees which may be required and incurred.
WHEREAS, the Obligee has granted a franchise to Principal to use the public streets and places within
its Municipality to transmit and distribute electrical impulses through an open line- coaxial antenna
system for television receivers located within said City of Sunny Isles Beach
NOW THEREFORE, the condition of this obligation is such, that if the above bound Principal shall
faithfully perform, well and truly observe and fulfill their terms and conditions of the franchise, then this
obligation shall be IIUII and void; otherwise it shall remain in full force and effect until cancelled.
PROVIDED, HOWEVER, it shall be a condition precedent to any right of recovery hereunder, that in
the event of any default on the part of the Principal, a written statement of the particular facts showing
the date and nature of such default shall be immediately delivered to the Surety by registered mail at its
I Ionic Office at 100 NORTH PARKWAY, WORCESTER, MASSACHUSETTS 01605.
AND PROVIDED FURTHER that no action, suit or proceeding shall be had or maintained against the
Surety on this instrument unless same be brought or instituted and process served upon the Surety within
twelve (12) months after an act of breach or cancellation of this bond or termination of said franchise,
whichever occurs first.
This Bond may be terminated or canceled by Surety by giving thirty (30) days prior notice in writing
from Surety to Principal and said Obligee, such notice to be given by certified mail. Such termination
shall not affect any liability incurred or accrued under this Bond prior to the effective date of such
termination or cancellation.
IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this instrument this
29(11 day of April , 19 99
WITNESS:
,' c � tom✓
'NA%IE
APPRJVE .D'Cvf D-Awr. -ED
pnMGL•E
•fHle
Date
InterLink Communications Partners, LLLP
PRI
B
TITLE
XTHE HANOVER INSORANCE COMPANY
OMASSACHUSETTS BAY INSURANCE COMPANY
SURETY
l - 0d
B Y' �%
REGINA L. GOOD, ATTORNEY -IN•FA
C RSIGNE BY: D E. PARR
Florida Resident Agent
PALM BEACH GARDENS, FL 33418
B
L-O- %"IBIT A
AGREEMENT RELATING TO FLORIDA CABLE TELEVISION ORDINANCE NO. 99- (16
AND GRANTING A FRANCHISE TO OWN, OPERATE AND MAINTAIN CABLE
TELEVISION SYSTEM IN THE CITY OF SUNNY ISLES BEACH, FLORIDA, AND
SETTING FORTH CONDITIONS ACCOMPANYING THE GRANT OF SUCH FRANCHISE
AND PROVIDING FOR REGULATION AND LEASE OF SUCH SYSTEM.
This agreement, effective this 2Z flay of , 1999, is by and between the City
of Sunny Isles Beach (the City) and Rifkin /Narragansett South Florida CATV Limited
Partnership and Interlink Communications Partners, LLLP, its successors or assigns d /b /a
Cablevision Communications ( "Cablevision ").
WHEREAS, pursuant to the Communications Act of 1934, as amended, 47 U.S.C. § 521
et seq., the City may grant or renew a franchise to construct, operate and maintain a cable
television system; and
WHEREAS, on April 15, 1999, the Commission of the City of Sunny Isles Beach,
Florida ( "Commission "), adopted Ordinance No. 99 -L�Z, providing for the issuance and regulation
of cable television franchises for, and the installation, construction and operation of, cable
television systems within the City; and
WHEREAS, Cablevision desires to obtain a franchise to construct, install, maintain, and
operate a cable system in the City, and has applied to the City for the grant of such franchise; and
WHEREAS, the construction, installation, maintenance, and operation of such a system
involves the use and occupation of the streets of the City, over which the City exercises
governmental control; and
WHEREAS, the Commission has evaluated Cablevision's application in light of the
requirements of Federal and State law and the Ordinance, and has conducted public hearings
concerning Cablevision's request and application; and
WHEREAS, the Commission has relied on Cablevision's representations both oral and
written and has considered all information presented to it by Cablevision, and having held a
public hearing; and
WHEREAS, based on said representations and information, the Commission has
determined that a grant of a nonexclusive franchise to Cablevision to construct, install, maintain
and operate a cable television system in the City, subject to the terms and conditions set forth
herein and in the ordinance, is consistent with the public interest; and
Cable Franchise Agreement
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WHEREAS, the Commission determined to grant Cablevision a non - exclusive franchise
to own, construct and operate a cable television system the City, subject to the terms and
conditions set forth herein and in the ordinance, is consistent with the public interest; and
WHEREAS, the City and Cablevision have reached agreement on the terms and conditions
of such a franchise agreement.
NOW THEREFORE, in consideration of the City's grant of Cablevision's franchise to
own, construct, install, maintain and operate a cable system within the City, and to use and occupy
the streets of the City for that purpose, and in consideration of Cablevision's promise to provide
cable service to residents of the City pursuant to the ordinance and under the terms and conditions
set forth herein, and in consideration of the promises and undertakings herein, and other good and
valuable consideration, the receipt and the adequacy of which is hereby acknowledged, the
franchise is hereby granted and
The signatories do hereby agree as follows:
Section 1. Definitions.
Except as otherwise provided herein, the definitions in section 3 of Ordinance No. 99-
of the City of Sunny Isles Beach, Florida shall govern this franchise agreement. In addition, the
following definitions shall apply:
A. Ordinance shall mean Ordinance No. 99- � of the City of Sunny Isles Beach,
Florida and as said Ordinance has or may hereinafter be amended.
B. Franchisee or Cablevision shall mean Rifkin/Narragansett South Florida CATV
Limited Partnership, Interlink Communications Partners, LLLP and its lawful and permitted
successors, assigns and transferees pursuant to section 29 and 30 of this agreement and Ordinance
No. 99- (( of the City Sunny Isles Beach, Florida.
C. Franchise area shall mean the entire area within the legal boundaries of the City,
and such other areas as may hereinafter be annexed or incorporated by the City during the term
of the franchise.
D. Notice to the cable operator shall be deemed effective upon receipt. Notice to the
City shall be effective upon receipt by the City Manager.
E. Gross revenues on which franchise fee payments to the City are calculated shall be
defined as provided for in section 1(T) of Ordinance No. 99 -0L-
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Section 2. Grant of franchise.
A. Subject to the terms of this franchise agreement and Ordinance No. 99 --L6 the
City hereby grants franchisee a franchise for the right and privilege to own construct, install,
maintain and operate a cable television system within the franchise area.
B. The cable system herein franchised shall be used and operated only for the purposes
of providing cable television services unless and until franchisee obtains written authorization from
the City Manager to provide other services, including but not limited to, telephone and non -cable
video services, unless the City is otherwise prohibited by applicable law from the exercise of such
authority. However, it is hereby agreed that Internet services (i.e. services provided via the
utilization of Internet protocol) and data transmission services provided via the cable system shall
be considered a cable service for the purpose of this agreement and subject to all terms and
conditions herein, including but not limited to section 23, unless otherwise prohibited by
applicable Federal, State or local law.
C. Franchisee agrees that in no event shall it incorporate the length of time for which
a franchise is granted by the City as a term or condition within any contract or other agreement
to provide cable service to a subscriber(s) other than the City. Failure to comply with this
subsection shall be considered a material breach of this agreement.
Section 3. Term of franchise.
This franchise shall be for a period of ten (10). years unless otherwise sooner terminated
or otherwise extended in accordance with the terms of this franchise agreement. The franchise
shall commence upon the date that franchise provides the City with the written acceptance required
by section 36 hereof, which must occur within 30 calendar days from the date of the Commission
resolution approving the grant of the franchise. This franchise agreement is subject to all other
requirements and conditions set forth in this franchise agreement and in Ordinance No. 99 -(
of the City for a grant of a franchise to become effective, except to the extent such requirements
are modified or waived as expressly set forth herein.
Section 4. Non - exclusive franchise.
The franchisee's right to use and occupy the streets shall be non - exclusive, and the City
reserves the right to grant a similar or other use of said streets, or any portions thereof, to any
person, including the City, at any time during the term of this franchise agreement.
Cable Franchise Agreement
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411%,
Section 5. Franchise subject to Communications Act, State law and ordinance.
A. This franchise agreement is subject to and shall be governed by all terms,
conditions and provisions of the Communications Act, any amendments thereto, and any other
applicable provision of Federal, State or local law, existing or hereafter adopted.
B. This franchise agreement is subject to and shall be governed by all terms, conditions
and provisions of Ordinance No. 99-_6 2 of the City in effect as of the date of the resolution
granting this franchise, in addition to the terms, conditions and provisions set forth in this
franchise agreement.
Section 6. Franchisee subject to other laws, police power.
A. The franchisee is subject to and agrees to comply with all applicable local, City,
State and Federal laws, ordinances, rules, regulations and orders.
B. The franchisee shall at all times be subject to all lawful exercise of the police power
of the City, and this agreement is not intended to limit the City's exercise of such power in any
way.
Section 7. Reservation of rights.
A. It is explicitly understood that this franchise agreement shall be construed in
accordance with the laws of the State of Florida and Federal law, including, but not limited to, the
rules and regulations promulgated by the Federal Communications Commission.
B. The City reserves the right to adopt and incorporate by reference herein, by
ordinance, any additional terms, conditions, or regulations as it shall find necessary in the lawful
exercise of its powers as granted by the Constitution of the State of Florida. Additional
regulations adopted by the City shall be incorporated into this franchise agreement and complied
with by franchisee within 30 days of the date of adoption of such additional regulations.
C. The City reserves the right to acquire, purchase, own and /or operate a cable system
to the extent permitted by local, State and Federal law.
Section 8. Insurance.
A. Franchisee shall obtain and maintain insurance of the types and minimum amounts
required in Section 9 of Ordinance No. 99- (o(o in such a manner as to comply with each and
every requirement of that section.
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B. The franchisee shall provide proof to the City Manager of compliance with this
section no later than 60 days from the date of the Commission resolution approving the grant of
the franchise. Failure to provide the City Manager with proof of insurance within the prescribed
time period will render this franchise agreement and grant of the franchise null and void with
further action by the City. out
Section 9. Indemnification of the City.
Pursuant to Section 9 of Ordinance No. 99 -�, franchisee shall, at its sole cost and
expense, indemnify, hold harmless, and defend the City, its officials, boards, commission,
commissioners, agents, and employees, against any and all claims, suits, causes of action,
proceeding, judgements for damages or equitable relief, and costs and expenses arising out of the
construction, maintenance or operation of its cable system, the conduct of franchisee's business
in the City, or in any way arising out of the franchisee's enjoyment or exercise of a franchise
granted hereunder, regardless of whether the act or omission complained of is authorized, allowed
or prohibited by this ordinance or a franchise agreement, provided however, that franchisee's
obligation hereunder shall not extend to any claims caused by the misconduct or sole gross
negligence of the City, its official, boards, commissioners, agent or employees.. This provision
includes, but is not limited to, the City's reasonable attorney's fees incurred in defending against
any such claim, suit or proceeding through and including the appellate levels; and claims arising
out of copyright infringements or a failure by the franchisee to secure consents from the owners,
authorized distributors, or providers of programs to be delivered by the cable system, claims
arising out of section 638 of the Communications Act, 47 U.S.C. 558, and claims against the
franchisee for invasion of the right of privacy, defamation of any person, firm or corporation, or
the violation or infringement of any copyright, trade mark, trade name, service mark or patent,
or of any other right of any person, firm or corporation. In addition, this provision is applicable
to any and all claims filed by third parties in any manner related to or arising under Section 9 of
Ordinance No. 99- (, � and any amendments thereto of the City. Notwithstanding the foregoing,
franchisee may select counsel to represent the City. City agrees to notify franchisee, in writing,
within ten days of City receiving notice, of any issue it determines may require indemnification.
Nothing in this section shall prohibit the City from participating in the defense of any litigation
by its own counsel and at its own cost if in the City's reasonable belief there exists or may exist
a conflict, potential conflict or appearance of conflict.
Nothing in the provision shall be construed to affect in any way the City's rights,
privileges, and immunities as set forth in F.S. § 768.28.
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Section 10. Construction bond.
Pursuant to Section 11 of Ordinance No. 99 --(-..,6, at the City Manager's request, prior to
any cable system construction, upgrade, rebuild or other significant work in the streets, franchisee
shall furnish a construction bond in favor of the City in the amount of $50,000.00. If such
construction bond is not furnished to the City ten days prior to start of any such construction,
construction shall be delayed until such time as the construction bond is provided in a form
acceptable to the City Manager. The construction bond must be approved by the City Manager
or his /her designee, which approval shall not be unreasonably withheld. The construction bond
shall be maintained until said construction work for each Phase as defined in Paragraph 11 below
is accepted as complete by the City in writing and for a period not to exceed six months thereafter.
Franchise shall notify the City Manager in writing when it believes the construction has been
completed.
Section 11. Use of streets.
A. Franchise agrees at all times to comply with and abide by all applicable provisions
of the City Code.
B. All of franchisee's cable system distribution facilities shall be installed and
maintained underground to the extent required by Section 19(i) of Ordinance 99- (cam except as
specifically modified in this Agreement. Franchisee and the City agree that the relocation of cable
underground shall be accomplished in phases and upon the following mutually acceptable terms
and conditions:
1. Phase I. Phase I shall consist of the undergrounding of all wires between
theoretical 172nd Street and theoretical 175`h Street along Collins Avenue
(hereinafter referred to as "Phase I Work ").
a. Upon execution of this Agreement, Franchisee agrees to pay to the City
the first $30,000 of the costs of Phase I Work as a good faith deposit which
shall be credited against the amount received in connection with the Phase
I Work as described in subparagraph 1. d. hereinbelow.
b. Unless FP & L agrees to excavate a trench for the undergrounding of all
wires, in which event Franchisee shall install its underground wires at its
sole cost and expense, then Franchisee so agrees to excavate such trench for
the purpose of undergrounding its cable wires and the direct costs incurred
thereby including engineering design, materials, state permitting fees and
actual construction (hereinafter referred to as "direct costs ") shall be borne
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Cable Franchise Agreement \
equally between the City and the Franchisee. Franchisee estimates the cost
for opening its own trench to approximate $233,000. In the event the costs
shall be substantially different from this estimated amount, Franchisee shall
promptly notify the City prior to commencement of the Work in order that
the City may evaluate same. The City shall use its best efforts to secure
FP &L's cooperation in this matter provided however, if FP &L excavates
the trench and charges back to the Franchisee a portion of its costs for its
excavation, permitting and restoration of the trench, Franchisee's
responsibility shall be limited to $116,500 with respect to Phase I. The
City will bear the balance of the costs involved.
c. It is agreed that the Phase I work shall be performed in conjunction with
the construction of the City's beachfront park and, accordingly, if the trench
is to be opened by Franchisee, work must be completed within forty -five
(45) days from commencement and it is acknowledged by the Franchisee
that it is the goal of the City to have all Phase I Work completed by
September 1, 1999. If FP &L excavates the trench, Franchisee shall
complete its work no later than forty -five (45) days from the opening,
subject only to delays beyond Franchisee's control. If Franchisee must
excavate the trench, it shall do so within one hundred and twenty (120)
days, subject again only to delays beyond Franchisee's control.
d. Subject to the terms of subparagraphs a. and b. hereinabove, the City
shall initially pay for all direct costs of the Phase I Work, provided the
Franchisee shall reimburse the City for 50 % of those costs incurred, which
reimbursement shall be pro rated and paid by Franchisee over a twelve
month period beginning in the year 2000.
2. Additional Phases. The undergrounding of all cable wires shall be accomplished
in two additional phases. Phase II shall consist of the undergrounding of all cable
wires not yet undergrounded from theoretical 175`h Street to the northerly City
limits along Collins Avenue (hereinafter referred to as "Phase II Work "). Phase III
shall consist of the undergrounding of all cable wires between theoretical 160`h
Street, south to the southerly City limits (hereinafter referred to as "Phase III
Work ").
a. For all new construction projects for which the City has received an
contribution for utility undergrounding, through either a voluntary proffer
or as a result of the passage of-Ordinance # 99 -63, the City shall reimburse
Franchisee for the direct costs associated with Phase II and III Work. If,
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however, such direct costs associated with the Phase II and III Work exceed
the aforementioned contribution, Franchisee shall be responsible for the
difference in costs.
b. In all instances where FP &L opens the trenches for the purpose of
locating utility lines underground, and the City is not entitled to receive any
undergrounding contributions, either through voluntary proffer or by virtue
of the passage of Ordinance # 99 -63, then the Franchisee shall bear the
costs of placing its cable TV facilities in the FP &L trench for Phase II and
III, excluding restoration and permitting costs.
c. In any instances where the City elects to underground cable television
wires in front of existing structures,( i.e., converted motels), where FP &L
does not excavate the trench, and, Franchisee is requested to excavate such
trench, the City shall reimburse Franchisee for 100% of those direct costs
incurred within thirty (30) days of completion of the installation.
4. Time Frames. Franchisee shall coordinate the scheduling and timing of all
construction work with the City. Franchisee shall act diligently in locating its wires
and shall not cause any undue delay in the performance of the Work.
5. Permit Fees. The City hereby waives all City permit fees in conjunction with the
undergrounding work to be performed pursuant to this Paragraph 11.
C. Franchisee shall utilize, with the owner's permission, existing conduits, poles, or
other facilities whenever feasible. Copies of agreements for use of conduits or other facilities shall
be filed with the City, pursuant to Section 19(e) of Ordinance No. 99 -Cz(o .
D. All of franchisee's transmission lines, equipment, structures and other facilities
shall be installed, located and maintained so as to cause minimum interference with the rights and
convenience of property owners. The City may issue such rules and regulations concerning the
installation and maintenance of a cable system installed in, on, or over public streets, as may be
consistent with the ordinance.
E. All safety practices required by applicable federal, state or local law or accepted
industry practices and standards shall be used during construction, maintenance and repair of the
cable system.
F. As required by the City, and except where otherwise provided herein, and /or as
otherwise required by law, upon receipt of written notice from the City, franchisee shall remove,
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Cable Franchise Agreement
relocate, replace or modify at its own expense its facilities within any public street for the reasons
set forth in Section 19(b) of Ordinance No. 99- (A0 .
G. Franchisee shall obtain any required permits and pay any required fees before
commencing any construction on or otherwise disturbing any private property or public streets as
a result of its construction or operations. Franchisee shall, at its own expense, restore such
property pursuant to the requirement of Ordinance No. 99- (06 as amended. If such restoration
is not performed in a reasonable and satisfactory manner within 30 calendar days, the City may
after prior written notice to franchisee, cause the repairs to be made at franchisee's expense
pursuant to section 19(a) of Ordinance No. 99 -�&.
H. If the City is required to perform emergency street work requiring relocation of
franchisee's facilities in the streets, then franchisee shall reimburse the City for its reasonable costs
associated with such relocation. In the event that the City receives reimbursement from Miami -
Dade County for such work, it is hereby agreed that franchisee's payment obligation to the City
shall be reduced by that amount received by the City from the County.
1. Franchisee shall not place facilities, equipment or fixtures where they will
unreasonably interfere with any other companies lawfully using the public rights -of -way serving
the residents of the City. All such facilities, equipment or fixtures placed in any public street or
public right -of -way shall, to the best of the franchisee's ability, be placed close to the line of the
lot abutting on the public street, in a manner so as not to interfere with the use of the public street.
Section 12. Minimum system facilities and services.
A. Pursuant to Section 12 of Ordinance No. 99- (� , franchisee's cable system shall,
at a minimum, (1) be able to pass frequencies of at least 750 MHZ; (2) have a minimum channel
capacity of at least 78 video channels; (3) have at least two activated downstream video channels;
(4) have two -way interactive capability; and (5) upstream video channel capacity to the headend
from the locations specified herein, and in amount necessary to satisfy, the access channel
requirements set forth in section 16 hereof; and
B. Franchisee further agrees to provide cable service and internet access such that
franchisee shall act as the City's host, without charge, to the City buildings as set forth in Exhibit
A to this franchise agreement, and to all buildings of the City that may be constructed or opened
within the City or annexed areas during the term of this franchise agreement. Where franchisee's
plant is the closest franchised cable operator to a specified facility, such service shall include the
basic cable service tier and all programming offered on the cable programming service tier
including any additional programming added to those two levels of service, to the extent a separate
charge is not associated with such additional programming.
Cable Franchise Agreement
IV]
C. School commitments. At such time as any public or private school serving any
grades K -12 (as required in Title I of the Elementary and Secondary Education Act of 1965, 20
U.S.C. § 421 et seq., as amended) is to be constructed within the territorial boundary of the City,
franchisee hereby agrees to provide, at minimum, the products and services described in section
12(C)(1 -7) herein. Where franchisee receives prior notice of the construction, franchisee shall
cooperate with the builder to install all cable related facilities during construction so as to allow
for activation of cable services simultaneous with occupancy of the building. Notwithstanding
anything to the contrary, where franchisee's plant is the closest plant to the school site, franchisee
shall comply with the requirements of Section 12(C)(1 -7) herein within 60 days of receiving a
request from the City Manager or his designee.
1. Franchisee shall, at a minimum, provide a service
connection at one outlet in all public and private schools grades K-
12 (as defined in Title I of the Elementary and Secondary Education
Action of 1965, 20 U.S.C. § 421a et seq., as amended), where
franchisee's plant is the closest franchised cable operator to a
specified school. Such connections will be made free of charge and
as promptly as possible to all unserved schools requesting such a
connection. Upon request, franchisee will provide at cost, such a
service connection to any other unserved K -12 public and private (as
defined in Title I of the Elementary and Secondary Education Act
of 1965, 20 U.S.C. § 421a et seq., as amended) school located
within the City. If any internal wiring installation is requested to
serve additional outlets in any school, it will be provided at cost;
provided, however, that such internal wiring will be provided
without charge if franchisee is able to coordinate with other
comparable electrical wiring installation in cases of new
construction or substantial rehabilitation of existing schools in the
City.
2. Any public or private school connected pursuant to
subparagraphs 1 or 2 may elect to install its own internal wiring
(provided such wiring meets required technical specifications)
including, but not limited to those technical standards implemented
by franchisee, and to bear the cost thereof. Free BST and free
CPST service will be provided to each outlet in all connected public
and private schools.
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Cable Franchise Agreement
3. Franchisee will provide free educational program listings
equal to the number of outlets to each connected school.
Additional copies of such program listings will be provided, if
requested by a school. Such educational program listing will
identify and describe programming on franchisee's system that is
appropriate for use in the classroom and will provide suggested
curriculum support ideas.
4. Franchisee will provide to each connected school materials
for teachers that explain the educational applications of franchisee's
broadband cable systems and services. The materials will be
provided to all connected schools. Additional copies of such
materials will be provided, upon request.
5. Within 12 months after franchisee or any parent, affiliate or
subsidiary makes an on -line service for personal computers
commercially available on a system serving Dade, Broward or Palm
Beach Counties, franchisee will, upon request by the City Manager,
provide schools within the City with a minimum one free connection
per floor to such on -line service. At a minimum, such on -line
service will provide unlimited free access to the Internet.
Additional cable modems shall be provided by franchisee at
franchisee's actual cost or less. Operational support and services
(for example, assisting connected schools in setting up and
maintaining reliable Internet connections), will be provided to
connected schools upon request. In addition, no less than once per
year franchisee will conduct or sponsor a training program in the
Dade County area to educate teachers about its on -line service and
to provide connected schools with an opportunity for hands -on
training.
6. Upon request, the municipal building will receive twelve
(12) free connections to on -line service. At a minimum, such on-
line service will provide free unlimited access to the Internet.
Additional cable modems shall be provided at franchisee's actual
cost or less. Operational support and services will be provided to
the City upon request. In addition, Franchisee agrees to provide
twelve (12) outlets at no charge to the City for cable TV service.
Additional outlets will be provided at City's expense for wiring
only.
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Cable Franchise Agreement
7. Franchisee agrees not to seek to recover the cost for these
connections as external or other costs.
8. Nothing herein shall preclude franchisee from providing
benefits to schools which exceed those provided herein.
D. All video signals received for transmission that contain closed circuit captioning
information for the hearing impaired shall in turn contain such information in the form received
when transmitted by the cable operator to the subscriber of the system.
E. Franchisee's system shall be capable of transmitting, and shall transmit, to
subscribers any stereo signals and any other form of advanced television signals received and
carried by the system in the form received.
F. Franchisee shall take affirmative, economically feasible steps to ensure maximum
availability of the services and facilities of the system, including without limitation all access
channel services and facilities, to handicapped person, including hearing impaired persons.
Franchisee shall comply fully with all applicable laws concerning handicapped or disabled persons,
and shall indemnify and hold the City harmless from any suit, claim, or demand against it for
violation of such laws that arises from franchisee's provision, or failure to provide, services in
conformity with such laws.
G. The franchisee and the City recognize that the technology of cable systems and the
services available are advancing at a rapid rate. Thus, franchisee hereby agrees to provide the
City and its subscribers, during the term of this agreement, with at minimum, comparable
technology, products, services, and benefits which are provided by the franchisee, or its parent,
any subsidiary or affiliate to any other community, in Dade or Broward County.
H. In lieu of being responsible for wiring each and every floor and installing all
facilities necessary for live cable- casting from the new City complex, franchisee agrees to provide
the City with a financial grant in the amount equivalent to the cost incurred by the franchisee
responsible for the aforestated wiring and installation, calculated on a pro -rata per subscriber
basis.
I. Upon the request of the City Manager, the franchisee shall lease, on the same terms
and conditions as provided to any other franchising authority or community served by the same
system, but in no event in an amount greater than the actual cost basis to the franchisee, such up
and downstream capacity on the cable system as may be required to allow the City to collect data
from subscribers for purposes not competitive with services offered by franchisee, including, but
not limited to, reading water meters, to the extent such capability is available. The franchisee
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M
shall allow the City to co- locate necessary equipment with the cable system and to interconnect
such equipment into the cable system, at the City's cost, provided said equipment does not
interfere with the cable system's technical integrity.
Section 13. Technological improvements to system
A. The franchisee and the City recognize that the technology of cable systems and the
services available are advancing at a rapid rate. Thus, franchisee hereby agrees to provide the city
and its subscribers, during the term of this agreement, with at minimum, comparable technology,
products, services and benefits which are provided by the franchisee to any other communities
served from the same headend as the City, and within six months, any technology, products,
services and benefits which are provided by the franchisee to any City and any subscribers in Dade
and Broward County. For purposes of this section, franchisee shall not be obligated to offer
within the City any technology being listed among less than 500 subscribers in another
community.
B. Upon request of the City, after the fifth anniversary but prior to the seventh annual
anniversary of the franchise herein granted the franchisee shall, but not more than annually, report
in writing to the City Manager, in a form satisfactory to the City Manager, on technological
advances and the availability of new and enhanced services for cable systems. The report shall
state what plans, if any, the franchisee has for the upgrade or rebuilding of its cable system to the
state -of -the -art. The report shall also contain an analysis of the impact of updating the cable
system to include new advances upon the franchisee's technical plant, customer service, subscriber
rates, and the franchisee's financial capabilities. To the extent known by franchisee, the franchisee
shall also provide the City Manager with a comparison of the services, facilities and technologies
utilized by franchisee or any parent, affiliate or subsidiary of franchisee or system as defined in
or any other MSO, including a list of each jurisdiction in which new technologies have been used
or where cable television systems are being upgraded to include new technologies and provide new
services, and an assessment of the costs associated with implementing the new technologies with
the City.
C. In the event the franchisee, pursuant to section B above, provides to the City and
City accepts a plan to activate an upgrade or rebuild the system to state -of -the -art no later than the
ninth (9`h) anniversary of the date hereof, franchisee and City, hereby agree to extend the term of
this franchise from ten (10) years to 15 years from the effective date hereof.
Section 14. Technical standards.
Franchisee shall maintain and operate its cable system, at a minimum, in full compliance
Cable Franchise Agreement
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with FCC regulations and Ordinance No. 99 -(
following requirements: • Franchisee shall further comply with each of the
A. All antennas, supporting structures, and outside plant used in operating and
maintaining franchisee's cable system within the City shall comply with all generally accepted
industry standards and all applicable Federal, State, County, City, and /or utility laws, ordinances,
rules, regulations and applicable lease agreements relating to tower structures and outside plant.
B. All construction, installation and maintenance of franchisee's cable system shall
• comply with the National Electrical Safety Code, the National Electrical Code, all applicable state
and local laws and regulations, and accepted industry practices.
C. Franchisee's cable system shall, at a minimum, meet or exceed all technical and
signal quality standards of the FCC and the National Cable Television Association, including such
standards as hereinafter may be adopted or promulgated.
Section 15. Proof of performance tests.
Franchisee shall perform at its expense, the proof of performance tests as required by
Section 13 of Ordinance No. 99-% and any amendments thereto, to demonstrate compliance with
the requirements of that section, this franchise agreement, FCC standards, and the standards of
Good Engineering Practices for Measurements on Cable Systems, published by the National Cable
Television Association. Upon written request, franchisee, will provide proof of performance test
results within 30 days to the City Manager. Franchisee will provide the City Manager at least ten
days advance written notice of when a proof of performance test is scheduled so that the City may
have an observer present.
Section 16. Access channels and facilities.
A. Access channel capacity. Franchisee shall provide to the City, at least one and a
maximum of two activated downstream access channels and at least one and a maximum of two
activated upstream channels on the system which the City may elect to use, in whole or in part,
for video and audio services solely for educational and /or governmental access use at the City's
discretion on the following terms and conditions.
1. Upon written request of the City Manager, based on a
directive from the Commission, franchisee agrees that it will
cablecast all City Commission meetings taped, or at the City
Manager's discretion, live on the cable system and provide tapes of
such meetings to the City Manager, other cable operators or
residential developments as requested by the City at cost.
Cable Franchise Agreement
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2. Upon written request by the City, franchise shall provide one
dedicated access channel. The channel shall be activated from a
location designated by the City. If at any time the initial Channel
is programmed during at least six hours per day with locally
produced programming, Monday through Friday for four
consecutive weeks, franchisee shall, without charge, at the request
of the City, provide the City with a second access channel. Both
parties agree the computer generated messaging shall not count
toward the six hours per day programming test. In the event the
programming on the first access channel falls below the specified
level for a period of eight consecutive weeks, then City agrees that
franchisee shall have the right to deactivate the second access
channel.
3. Franchisee's system shall be configured so that any
programing delivered to the system on any upstream channel
required hereunder may be delivered downstream on the system on
any of the activated downstream access channels required or from
such other access facilities in Dade County as may be provided by
franchisee that are technically and financially feasible.
4. The access channels to be provided to the City as set forth
above may be allocated by the City to any or all categories of access
use (educational or governmental) at the sole discretion of the City.
5. Franchise shall make available all necessary headend and
system electronic and distribution equipment so that any
programming transmitted upstream on any upstream channel from
any origination location designated by the City Manager pursuant to
Section 14 hereof may be transmitted downstream to all subscribers
on any of the downstream access channels provided pursuant to
Section 14 hereof. The Government Center and the other upstream
origination locations designated pursuant to Section 14 hereof will
be linked to the headend by the most technically feasible and cost
effective means, franchisee will make available the necessary system
electronic and distribution equipment to franchisee's headend and
distribution system to make possible the live cablecasting of the
programming form a location designated by the City. In the
alternative franchisee shall interconnect its system with any system
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Cable Franchise Agreement
carrying live programming so as to allow distribution of the live
signal to all of franchisees subscribers in the City.
6. In addition to the foregoing provisions, in the event that
franchisee owns or operates a production facility in Dade or
Broward County, franchisee agrees to provide the City with the
technical ability to transmit programming over the access channels
to subscribers within the City directly from any such facility.
7. Franchisee agrees that all access channels will be provided
to subscribers on the system as a part of basic service and that, if
such information is supplied to franchisee or known by franchisee
pursuant to its responsibilities under Section 14 hereof, franchisee
will publicize programming on the access channels as a part of any
ordinary printed program listings it provides or will include access
channel programing listings in any monthly program guide sent to
subscribers, provided that information concerning access channel
programming is provided to or becomes known to franchisee within
the time that other programmers are required to provide such
information for inclusion in such program listings or program
guide.
B. Access facilities, equipment and support.
1. Franchisee, at franchisee's sole expense, shall use its best
efforts to obtain agreements from other cable franchisees and shall
provide all facilities, equipment, cabling and trained personnel
necessary to interconnect franchisees system with all other
franchises' systems in the City so as to permit both live and delayed
cablecast of all City Commission meetings and other City or public
meetings, events and programs held at a location to be designated
by the City, to all subscribers in the City. The system electronic
and distribution facilities and equipment and cabling provided by
franchisee shall be state -of -the -art and of sufficient quality and
performance specifications to enable all material cablecast on the
access channels provided pursuant to this agreement to meet all
video and audio signal quality standards adopted by the FCC when
transmitted downstream to subscribers, including any such standards
as may be adopted or amended during the term of this franchise
agreement and to provide comparable video and audio signal quality
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Cable Franchise Agreement
�,1
to the programming provided generally by the franchisee on the
system when transmitted downstream to subscribers. It is
understood that franchisee shall be responsible for maintaining all
such equipment in good repair and operational condition, at
franchisee's expense. Further, to the extent required to maintain
state -of -the -art production quality, the City reserves the right to
require franchisee to replace all such facilities, equipment and
cabling.
2. In addition to the City Commission meetings, the City
Manager may designate up to a maximum of 12 municipal or civic
events ( "designated municipal event ") per year that are no longer
than three hours each that franchisee shall cablecast live on the first
access channel. The City Manager shall notify franchisee in writing
of each such designated municipal event, and its place and time, no
less than two weeks before each such event is held. Franchisee
shall periodically replay each such designated municipal event on
the access channel, and subscribers shall be informed of the replay
schedule as provided in Section 14 hereof. Upon five days prior
notice, franchisee shall further replay such designated municipal
events at the times requested by the City Manager. Franchisee shall
also provide the City with a videocassette copy of every designated
municipal event and Commission meeting. In addition, franchisee
agrees to provide the City with at minimum 500, thirty- second
spots to advertise municipally sponsored events during reasonable
viewing periods with a value of not less than $10,000 per year
during each year of the term of this agreement. The value of said
time shall be calculated on published rate card.
3. The City may cablecast character generated information on
a designated access channel from the location designated at any time
of its choosing.
4. Subject to availability, franchisee shall make any studio
facilities, that it operates in Dade and Broward County during the
term of this agreement as well as a remote production truck,
available for use by the City and area educational institutions for
non - commercial government and educational access programming.
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Cable Franchise Agreement
5. Franchisee hereby agrees that the facilities, equipment,
services, and all other support to be provided by franchisee pursuant
to Section 10 and this Section 14 constitute capital costs which are
required by the franchise to be incurred by franchisee for public,
educational, or governmental access facilities within the meaning of
section 622(g)(2)(C) of the Communications Act, 47 U.S.C.§
542(g)(2)(C); that such grant does not constitute a franchise fee
within the meaning of Communications Act, State law, Ordinance
No. 99Jdoand amendments thereto, or this franchise agreement;
and that franchisee hereby waives, and will not assert in any
proceeding, any claim to the contrary.
Section 17. Commercial leased access.
Franchisee shall provide commercial leased access channels as requires by Federal law.
Section 18. Emergency use of facilities.
A. Franchisee shall comply with all FCC rules on emergency use of facilities.
B. Franchisee shall provide standby power generating capacity at the cable system
headend and be capable of providing at least two hours of emergency power supply. Standby
batteries, capable of providing at least two hours of emergency power, shall be installed in the
cable distribution plant.
Section 19. Lock -out devices.
Franchisee shall make available at reasonable charge to any residential subscriber, upon
the request of such subscriber, a "parental guidance" or "lock -out" device which shall permit the
subscriber, at his or her option, to eliminate the audio and visual transmissions from any channel
reception to the extent technically feasible.
Section 20. Closed- circuit captioning for the hearing impaired.
Franchisee shall make available at a reasonable charge to any hearing - impaired residential
subscriber, upon the request of such subscriber, any equipment beyond the subscriber's equipment
capable of decoding closed - circuit captioning information for the hearing impaired.
Cable Franchise Agreement
�1
Section 21. Line extension policy.
A. Upon request and payment of all applicable charges, and provided that the
requesting person gives franchisee access to his or her premises in order to furnish, maintain and
continue to offer service to that person, franchisee shall, throughout the term of this agreement,
promptly furnish, maintain, and continue to provide all services distributed over the system to any
person at his or her place of residence or commercial location where franchisee's plant is the
closest activated plant to the location.
Section 22. Cable home wiring commitments.
A. At minimum, franchisee shall comply with all FCC rules regarding cable home
wiring, as amended from time to time.
1. Upon commencement of service, and annually thereafter,
franchisee will notify customers of their rights and options relating
to cable home wiring, pursuant to applicable law.
Section 23. Franchise fee.
A. In consideration of the privilege granted herein to use and occupy the streets to
own, construct, install, maintain and operate its cable system, franchisee shall pay to the City a
franchise fee equal to either (1) five percent of its gross revenues as defined in Section 1T of
Ordinance No. 99-(0(0; or (2) if a change in law increases the maximum allowable percentage to
an amount greater than that specified in (1) above, that higher amount provided however, that such
increase is affirmatively imposed by the City after a public hearing at which both the public and
franchisee are allowed to comment on the impact of the higher fee. Franchisee will pay to the City
such higher amount effective with the next available billing cycle in which the higher charge may
be placed on subscribers bills. Franchisee shall calculate gross revenues for purposes of
determining the franchise fee owned in accordance with generally accepted accounting principles
(GAAP), franchisee may subtract its actual bad debt expense determined in accordance with
generally accepted accounting principles (GAAP) for the relevant period from gross revenues,
provide, however, that any bad debt subsequently collected shall be included in gross revenues in
the period in which the bad debt is collected.
B. Franchisee shall pay the franchise fee to the City in full compliance with the
requirements set forth in Section 15 of Ordinance No. 99 -Was amended.
C. The quarterly statements required to be filed by the franchisee with the City
pursuant to Section 15 (D) of Ordinance No.99- W shall be audited and reported on by certified
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Cable Franchise Agreement
public accountant or certified as true and correct by a duly authorized financial officer of
franchisee. Franchisee shall bear the cost of the preparation of such statements.
D. The acceptance by the City of any payment from franchisee of the franchise fee
shall not constitute a release or an accord and satisfaction of any claim the City may have against
franchisee for performance of any of its obligations under Ordinance No. 99 -%and amendments
thereto, this franchise agreement, or local, State of Federal law, including, without limitation,
franchisee's obligation to pay the proper franchise fee amount owed, subject, however, to
applicable statute of limitations, if any.
E. Following the expiration or the termination for any reason of its franchise,
franchisee shall pay the franchise fee owed as of the date that its operations ceased within 90
calendar days of ceasing such operations. Such payment shall be accompanied by a gross revenues
audit report prepared by a certified public accountant showing the revenues received by franchisee
since the end of the previous fiscal year.
F. Franchisee expressly agrees that: (I) the franchise fee payments to be made pursuant
to this section shall not be deemed to be in the nature of a tax; (ii) such franchise fee payments
shall be in addition to any and all taxes of a general applicability and not applicable solely to cable
television operations within the City or other fees or charges which franchisee shall be required
to pay to the City or to any State of Federal agency or authority, as required herein or by law, all
of which shall be separate and distinct obligations of franchisee; (iii) franchisee shall not have or
make any claim for any deduction or other credit of all or any part of the amount of said franchise
fee payments from or against any of said City taxes or other fees or charges of general
applicability which franchisee is required to pay to the City, except as agreed herein or required
by law;(iv) franchisee shall not apply nor seek to apply all or any part of the amount of said
franchise fee payments as a deduction or other credit from or against any of said City taxes or
other fees or charges of general applicability, each of which shall be deemed to be separate and
distinct obligations of franchisee; (v) franchisee shall not apply or seek to apply all or any part of
the amount of any of said taxes or other fees or charges of general applicability as a deduction or
other credit from or against any of its franchise fee obligations, each of which shall be deemed to
be separate and distinct obligations of franchisee; and (vi) the franchise fee specified herein is the
minimum fair market value for the grant hereunder of a franchise for use of the streets, including
all public easements, public rights -of -way and other entitlement to use, occupy or traverse public
property, for the purpose of operating a cable television system.
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Cable Franchise Agreement
ril V)
Section 24. Reports and records.
Upon request of the City Manager or his designee, franchisee shall furnish the City
Manager with all of the information as required under Sections 15 and 16 or Ordinance No. 99 -G(
Section 25. Right to inspect financial records and facilities.
A. Franchisee shall maintain a complete set of books and records, including plans,
contracts, engineering, accounting, financial, statistical, customer and service records as required
under Sections 15 and 16 of Ordinance No. 99 -(ka
B. Pursuant to Ordinance No. 99-o, the City shall have the right to inspect, at
franchisee's local office, the books and records specified in subsection 25(A) hereof and such other
records as may be required by the City to perform its regulatory responsibilities under Ordinance
No.99- ro% and amendments thereto or applicable Federal law. The City agrees to carry out any
such inspection during franchisee's normal business hours and upon reasonable notice. Access by
the City to perform its regulatory responsibilities to franchisee's books and records shall not be
denied on grounds that such books and records contain proprietary or confidential information.
C. The City shall accord all books and records that it inspects under this section the
degree of confidentiality such books and records are entitled to under Federal and State law.
Franchisee's books and records shall not constitute public records, except to the extent required
by Federal and State law. To the extent franchisee considers any books or records that it is
required to produce to be confidential or otherwise protected from public disclosure, franchisee
shall designate which documents it views as protected and provide a written explanation to the City
of the legal basis for franchisee's claim of protection.
D. Pursuant to Ordinance No.99- �fP , the City shall have the right to inspect
franchisee's facilities and property during franchisee's normal business hours and upon reasonable
notice.
Section 26. Customer service requirements.
Franchisee agrees to comply with each of the customer service requirements set forth in
Section 16 of Ordinance No. 99 -(p
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Cable Franchise Agreement
Section 27. City purchase of cable system.
The City may, upon the recommendation of the City Manager and the approval of the
Commission, acquire ownership of and operate franchisee's cable system in accordance with
Section 29 of Ordinance No.99 --"a.
Section 28. Modification of franchise.
Franchisee shall file an application with the City Manager for any modification of its
franchise pursuant to Section 7 of Ordinance No. 99 -(,�as amended. The application shall fully
conform with each of the requirements set forth in that section that apply to applications for
modification.
Section 29. Transfer of franchise.
A. Franchisee shall not directly or indirectly assign, sell or transfer its franchise, or
any right, title, or interest in same, this franchise agreement, or its cable system, nor shall any
ownership interest or any other form of control of franchisee or any lawful successor be
transferred, assigned, directly or indirectly, without prior written notice to and approval of the
City. In determining whether to approve a transfer, the City will consider the factors set forth in
Section 21 of Ordinance No. 99-(Jo However, in the event that an entity having a controlling
interest of the franchisee desires to transfer the franchise to another affiliated entity whose
ownership is controlled by the same entity, the City hereby agrees to designate such transaction
a pro forma transfer pursuant to Section 21 of Ordinance 99 -�L.
B. Franchisee shall file an application to transfer its franchise or to transfer control of
franchisee in full compliance with Sections 7 and 21 of Ordinance No. 99 -Y
Section 30. Procedures for requesting approval of transfer.
In addition to the requirements set forth in Sections 7 and 21 of Ordinance No. 99-6L, the
following procedures shall be followed by franchisee in requesting the City's consent to transfer
its franchise or to transfer control of franchisee.
A. At least 120 calendar days prior to the contemplated effective date of a transfer,
franchisee shall submit to the City Manager an application for approval of the transfer. Such
application shall include the following:
1. A statement of the reason for the contemplated transfer.
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Cable Franchise Agreement
2. The name, address and telephone number of the proposed
transferee.
3. A detailed statement of the corporate or other business entity
organization of the proposed transferee, including but not limited to
the following:
(a) The names, business addresses, state of
residence and country of citizenship of all general
partners and /or corporate officers and directors of
the proposed transferee.
(b) The names, business addresses,. of
residence and country of citizenship of all persons
and entities having, controlling, or being entitled to
have or control ten percent or more of the ownership
of the proposed transferee and the respective
ownership share of each such person or entity.
( c) The names and addresses of any subsidiary of
the proposed transferee and of any other business
entity owning or controlling in whole or in part or
owned or controlled in whole or in part by the
proposed transferee.
(d) A detailed and complete financial statement
of the proposed transferee, prepared by a certified
public accountant if audited statements were made,
and if not, by a duly authorized financial officer of
the proposed transferee, for the three fiscal years
immediately preceding the date of the request for
transfer approval and a letter or other acceptable
evidence in writing from a duly authorized officer of
the proposed transferee setting forth a clear and
accurate description of the amount and sources of
funding for the proposal transaction and its
sufficiency to provide whatever capital shall be
requires by the proposed transferee to construct,
install, rebuild, maintain and operate the proposed
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Cable Franchise Agreement
system in the City. If the corporate or business
entity organization of the proposed transferee has
not been in existence for a full three years, the
proposed transferee shall submit a certified financial
statement for the period of its existence.
(e) A description of all previous experience of
the proposed transferee in operating cable television
systems and providing cable television services or
related or similar services, including a statement
identifying, by place and date, any other cable
television franchise(s) awarded to the proposed
transferee, its parent, subsidiaries, or affiliates; the
status of said franchise(s) with respect to completion
thereof; the total estimated cost of completion of
such system(s); and a summary of the amount of the
proposed transferee's and its parent's or subsidiary's
resources committed to the completion thereof.
(f) Upon request from the City Manager, a
detailed pro forma financial plan describing for each
remaining year of the franchise, the projected
number of subscribers, rates, all revenues, operating
expenses, capital expenditures, depreciation
schedules, income statements, and statement of
sources and uses of funds. Where the transfer is part
of a larger transaction and such information is not
prepared for the single system in the City, the
proposed transferee may provide such information on
a consolidated basis including the system in the City,
but shall provide information on the size of the City
system, in terms of number of subscribers, relative
to the transaction, so that pro rata estimates may be
made.
(g) A detailed description of the proposed plan of
operation of the proposed transferee, which shall
include, but not be limited to the following:
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Cable Franchise Agreement
( i) A detailed map indicating all
new areas proposed to be served, a
proposed time schedule for the
installation of all equipment necessary
to become operational throughout the
new areas to be served, and the
projected total cost for new
construction of the system.
(ii) A statement or schedule
setting forth all proposed products
and services to be made available and
classifications of rates and charges to
be made against subscribers and all
rates and charges and to each of any
said classifications, including
installation charges, service charges,
equipment charges, special,
extraordinary, or other charges.
4. Upon request, the proposed purchase price of the cable
system, and the terms and conditions of the proposed transfer. All
such discussions shall be deemed confidential and not become a
public record to the extent and pursuant to procedures of applicable
federal and state law.
Section 31. Renewal of franchise.
The provisions of Ordinance No. 99- Whall govern any and all proceedings to renew this
franchise. If franchisee decides to initiate a formal renewal process in accordance with section
626(a) -(g) of the Communications Act, 47 U.S.C. § 546(a) -(g), it and the City must comply with
each of the requirements in the Communications Act as well as the additional requirements set
forth in Sections 7 and 21 of Ordinance No. 99-6 as amended to the extent such requirements are
not prohibited by applicable law.
Section 32. Rates.
A. Nothing in Ordinance No.994? or any amendments thereto, or this franchise
agreement shall prohibit the City from regulating rates for cable service, installation,
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Cable Franchise Agreement
disconnection, and equipment rental to the full extent permitted by and consistent with State and
Federal law.
B. Franchisee further agrees that it shall not increase rates or charges for basic cable
service, installation, disconnection, or equipment rental without at least 30 days prior notice to
subscribers and the City.
C. Pursuant to Section 18 of Ordinance No. 99-6 shall at all times charge
nondiscriminatory rates throughout the City.
D. Franchisee shall not engage in predatory pricing or any other anti - competitive
business practice as defined by applicable law.
Section 33. Security fund.
A. Pursuant to Section 10 of the ordinance, franchisee shall provide the City a security
fund or in the alternative a bond or letter of credit, as approved by the City Manager, in the
Wt Wamount of $50,000.00 as security for the faithful performance of all provisions of the franchise
agreement, Ordinance No. 99 -of the City, and all applicable State and Federal law. If such
security fund or corporate guarantee is not furnished to the City within 60 days of the date of
Commission resolution approving the grant of the franchise, then franchisee shall pay to the City
Manager a fine in the amount of $500.00 per day, beginning on the 61st day, until the date on
which the security fund or corporate guarantee is received by the City. In the event said guarantee
is not received within 60 days of the date after the Commission resolution approving the grant of
the franchise, this franchise agreement and the grant of the franchise will become null and void
without further action by the City.
B. If 30 calendar days after written notice franchisee fails to pay to the City any fees
or taxes due and unpaid, or any liquidated damages, damages, costs or expenses that the City has
incurred by reason of any act, omission or default of franchisee in connection with this franchise
agreement or Ordinance No. 99-W or amendments thereto, the City may immediately withdraw
that amount, with interest and any costs, from the security fund or make such equivalent claim
against the guarantee. Upon such withdrawal or claim, the City shall notify franchisee in writing
of the amount and date of the withdrawal.
C. Within 30 calendar days after notice to franchisee that an amount has been
withdrawn by the City from the security fund, franchisee shall restore the security fund to its
original amount. If franchisee fails to restore the security fund to the original amount within that
30 calendar day period, such failure shall be considered a material breach of this franchise
Cable Franchise Agreement
33; 4tw- corm 4 -SO o0d�^$0-S- 00,000
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31
agreement and a violation of Ordinance No. 99-(.(,, and shall constitute grounds for of the
franchise or other enforcement action by the City.
D. Where a bond or letter of credit is provided in lieu of a security fund, franchisee
shall pay the City the amounts of all claims against said bond or letter of credit within 30 calendar
days after notice of such claim, maintaining the security not withstanding the form at its original
amount. If franchisee fails to pay the City the amount of any claim within thirty (30) days after
notice to the franchisee of the claim paid or fails to restore the guarantee to its original amount,
such failure may be considered a material breach of this franchise agreement and a violation of
Ordinance No. 994,g6 and amendments thereto, and shall constitute grounds for revocation of the
franchise or other enforcement action by the City.
E. The security fund or an equivalent amount shall become the property of the City
in the event the franchise is revoked. Franchisee is entitled to return of the balance of the security
fund that remains following any other form of expiration of the franchise, including denial of
renewal, provided that there is no outstanding default or unpaid amounts owed to the City by
franchisee.
F. If the franchise terminates for reasons other than revocation, any security fund,
bond or letter of credit will be maintained by the franchisee for one year from the date of
termination and the remaining fund will be returned to franchisee one year from the termination
date of the franchise, provided there is no outstanding default or unpaid amounts owned to the City
by franchisee.
G. The rights reserved to the City under this section are in addition to all other rights
of the City, whether reserved in this franchise agreement or in Ordinance No. 99460 and
amendments thereto, or authorized by other law, and no action, proceeding or exercise of —a right
with respect to the security fund will affect any other right the City may have.
Section 34. Enforcement remedies.
A. Liquidated damages. Because the City may suffer damages from any violation by
franchisee of this agreement or of Ordinance No. 99-(o( and amendments thereto, which damages
may be difficult to quantify, the City and franchisee agree to the following schedule of liquidated
damages:
1. For failure to install, operate and maintain the cable system as required by
Sections 10(A) and 11(A) hereof, unless the City specifically approves a delay
caused by the occurrence of conditions beyond franchisee's control Franchisee shall
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Cable Franchise Agreement
�0
pay to the City $1,000.00 per day for each day or part thereof, the deficiency
continues.
2. For material failure to provide data, documents, reports or information in
a timely manner as required by this franchise agreement or by Ordinance No. 99-
and amendments thereto, or as requested by the City consistent with FCC rules
and regulations and all other applicable law, franchisee shall pay $250.00 per day,
or part thereof, that each violation occurs or continues. For non - proprietary
information, a violation would be deemed to have occurred when franchisee fails
to provide. information by the date requested by the City. If the information
requested is considered proprietary by a court of competent jurisdiction, no fine
shall be imposed. For proprietary information, a violation would be deemed to
have occurred if the City disagrees with the franchisee's explanation as to why the
material is proprietary and a final decision of a court of competent jurisdiction
upholds the City's determination.
3. For failure to comply with any other provision of Ordinance No. 99 -6(o and
amendments thereto, or failure to comply with any other material provision of this
franchise agreement other than those specifically referenced above, or failure to
comply with any lawful order of the City within 30 days of receipt of notice of such
non - compliance from the City, franchisee shall pay $250.00 per day for each day,
or part thereof, that such non - compliance continues.
B. Before assessing liquidated damages against franchisee, the City shall give
franchisee written notice of the alleged violation and its intention to assess such damages, which
notice shall contain a description of the alleged violation. Following receipt of such notice,
franchisee shall cure or commence to cure and the franchisee and the City shall have a 30 day
period during which time franchisee and the City shall make good faith reasonable efforts to
resolve the dispute in question. If the dispute is not resolved in that 30 day period, the City may
collect liquidated damages owed, either through draw -down of the security fund as provided in
Section 11 of this agreement, or through any other means allowed by law provided however that
no fines or liquidated damages shall be assessed while litigation is pending in a court of competent
jurisdiction.
C. Revocation or termination of franchise. Franchisee's franchise is subject to
revocation pursuant to Section 22 of Ordinance No. 99 -(oGas amended for any of the reasons set
forth therein. In the event the City exercises its right to revoke the franchise, the procedures set
forth in Section 22 of Ordinance No. 9946(bas may be amended shall apply.
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Cable Franchise Agreement
�J
Section 35. Area wide - interconnection.
A. The City may request franchisee to interconnect with any or all other cable systems
located within the City or serving subscribers within the City. Interconnection of systems shall
permit interactive transmission and reception of program material and may be done by direct cable
connection, microwave link, satellite, or other appropriate method.
B. Upon receiving the request of the City to interconnect with cable systems,
franchisee shall, where it does not own the affected system or systems, immediately initiate good
faith negotiations with the operators of the other affected system or systems in order that costs for
construction and operation of the interconnection link may be shared equitably among the
systems. Franchisee shall report to the City the results of such negotiation no later than 30 days
after the City's request. Where franchisee owns the affected system, franchisee shall report to the
City on the timing, method and cost of interconnection within 30 days of the City's request.
C. The franchisee may be granted reasonable extensions of time to interconnect. The
City shall rescind its request to interconnect upon petition by the franchisee to the City, if the City
finds that (1) the franchisee has negotiated in good faith and has failed to obtain an approval from
the system or systems of the proposed interconnection; or (2) the cost of the interconnection
would be unreasonably high.
D. Franchisee shall make all reasonable efforts to cooperate with any designated access
organization, interconnection corporation, regional interconnection authority or City, County,
State or Federal regulatory agency which may be hereafter established for the purpose of
regulating, financing, or otherwise providing for the interconnection of cable systems beyond the
boundaries of the franchise area.
Section 36. Written notice of acceptance.
Within 30 days of the Commission resolution approving the grant of this franchise, franchisee
shall provide the City Manager with written acceptance of all the terms and conditions of this
franchise agreement. Franchisee's failure to comply in full with this section shall render this
franchise agreement and the franchise null and void with no further action by the City, unless the
City Manager agrees in writing to extend such period.
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Cable Franchise Agreement
yPJ
Section 37. Execution in counterpart.
This franchise agreement may be executed in counterpart.
iITN SS WHEREOF the parties hereto have set their hands and seals this 2 Z --day of
, 1999.
CITY OF SUNNY ISLES BEACH, FLORIDA
ATTEST:
RIFKIN /NARRAGANSETT SOUTH
FLORIDA CATV LTD., d /b /a
CABLEVISION COMMUNICATIONS
By:
General. Partner
ATTEST:
Richard Brown- Morilla, City Clerk � \ Notary Public
My Commission Expires: 6/2/99•;
APPROVED AS TO FORM AND INTERLINK COMMUNICATIONS
LEGAL SUFFICIENCY PARTNERS, LLLP, d/b /a CABLEVISION
COMMUNICATIONS
Ly M. Dannheisser, City Attorney General Partner
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Cable Franchise Agreement
ATTEST:
Notaiy 'Pubiic
My Commission Expires: '6/2/99