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HomeMy WebLinkAbout38.12.3 ORDINANCE NO. 38.12.3 AN ORDINANCE OF THE CITY OF SARATOGA AMENDING~ ARTICLE VI OF CHAPTER 4 OF THE SARATOGA CITY~ CODE, PROVIDING FOR THE GRANTING OF FRANCHISES FOR CABLE TELEVISION SYSTEMS IN SAID CITY. The City Council of the City of Saratoga does hereby ordain as follows: Section 1: Chapter 4, Article VI of the Saratoga City Code, together with all of the sections and subsections thereof, is amended to read as follows: ARTICLE VI - CABLE'TELEVISION FRANCHISES Sec. 4-200. DEFINITIONS. For the purpose of this article, the following terms, phrases, words, abbreviations, and their derivations shall have the meaning given herein. When not inconsistent with the context, words used in the present tense include the future tense, words in the plural number include the singular number, and words in the singular number include the plural number. (a) "City" shall mean~ the City of Saratoga, a municipal corporation, and '?Council" shall mean the City Council of said City. (b) "Franchise"Shall mean and include any authoriza- tion granted hereunder in terms of a franchise, privilege, permit, license or otherwise to construct, operate and maintain a CATV system in the City. Any such authorization, in whatever term granted, shall not mean and include any license or permit required for the privilege of transacting and carrying on a business within the City in accordance with Article V of this Chapter. (c) "Grantee" shall mean the person, firm or corpora- tion to whom or to which a franchise, as hereinabove defined is granted by the Council to construct, operate or maintain a CATV system as hereafter defined,-Tunder this ordinance, and the lawful successor, transferee or assignee of said person, firm or corpora- tion. (d) "Street" shall meansthe surface'of and the space above and below any part-of the entire width of right of way of a public street, road, highway, freeway, lane, path, alley, court, sidewalk, parkway, or drive, or of any unaccepted street offered for dedication to City whether or not such'entire area is actually used or improved for street purposes, now or hereafter existing as such within the City, or any public utility easement. (e) "Property of grantee" shall mean all property owned, installed or used by a grantee~in the conduct of a CATV business in the City under the authority of a franchise granted pursuant to this Ordinance. (f) "Subscriber" or "User" shall mean an~persSn or entity receiving for any purpose any service of the Grantee s cable television system including, but not limited to, the con- ventional cable television system service of retransmission of television broadcast, radio signals, grantee's original cable- casting, and the local government, education and public access channels; and other services, such as leasing of channels, data and facsimile transmission, pay television, and police, fire and similar public service communication. (g) "Cable TeleVision System" (CATV) shall mean any facility including any system of antennae, micro-wave, wires, wave-guides, coaxlal cables or other conductors and equipment designed, constructed or used for the purpose of collecting and amplifying local and distant broadcast television or radio signals and distributing and transmitting them to subscribing members of the public who pay for such service, and shall also include the transmitting of original cable programming not received through television or radio broadcast signals, and transmitting and receiving all other digital, voice and audio-visual signals. CATV, for the purpose of this fran- chise Ordinance or any ordinance granting a franchise pursuant thereto, shall not include the delivery or transmission of any copyrighted program or event withoutI~he owner of the facility first complying with all laws applicable thereto. (h) "Subscriber" Shall mean any person or entity receiving for any purpose the.CATVservice of a grantee. (i) "Gross Annual. Basic Subscriber Receipts" shall mean any and all compensation and other consideration received directly or indirectly by the grantee from subscribers in payment of the regularly furnished service of the cable television system in the transmission of broadcast television, radio signals and original cablecast programming of the grantee. (j) "Gross Annual Non-Basic Service Receipts" shall mean any and-all compensation and other consideration received directly or indirectly by the grantee from subscribers or users in payment for the receipt of signals other than broadcast television, radio,~ or original cablecast programming of the grantee whether for 'pay television","facsimile" ~ ' transmission, return", or "response" communication, and whether or not transmitted encoded or processed to permit reception by only selected subscribers. (k) "Gross Annual Advertising Receipts" shall mean any income, compensation and other consideration received by grantee derived from any form of advertising. -2- C~~) "Gross Annual Lease Receipts" shall mean any fees or income received by grantee for the lease or rental, and compensation for any service in connection therewith, such as studio and equipment rental and production costs, of any channel permitted or designated by the Federal Communications Commission to be so leased or rented. Sec. 4-201. FRANCHISE TO INBTALL AND OPERATE. (a)~= A non-exclusive franchise to install, construct, operate, and maintain a cable television system on streets within all or a specific portion of the City may be granted by the Council to any person, whether operating under an existing fran- chise, who Or which offers to furnish and provide such system under and pursuant to the terms and provisions of this ordinance. Each franchise for a CATV system as herein defined shall be subject to the provisions of this ~r~icle VI exclusively, rather than to the general franchise regulations of Article IV of this Chapter. ?~ No provision of this ordinance may be deemed or construed'a~ to require the granting of a franchise when in the opinion of the Council it is in the public interest to restrict the number of grantees to o~ or more. (b) When and in the event that the grantee of any franchise granted hereunder uses in his cable televisionsystem distribution channels furnished to the grantee by a telephone company pursuant to tariff or contract on file with a regulatory body having jurisdiction and said grantee makes ao use of the streets independent of such telephone company-furnished facili- , be to ties said grantee shal~ required comply with all of the provisions hereof as a Licensee" and in such event whenever the term "Gz~ntee" is used herein it.shall be deemed to mean and include "Licensee." Sec. 4-202. USES PERMITTED BY GRANTEE. A franchise granted pursuant to the provisions of this. Ordinance shall author- ize and permit the grantee to engage in the business of operating and providing a CATV system in the City, and for that purpose to erect, install, construct, repair, replace, reconstruct, maintain and retain in, on, over, under, upon, across and along any public street such poles, wires, cable, conductors, ducts, conduit, v~ts, manholes, amplifiers, appliances, attachments, and other property as may be necessary and appurtenant to the CATV system; and in addition, go to use, operate, and provide'similar facili- ties or propertie~~ rented or leased from other persons, firms or corporations, including but not limited to any public utility or other grantee franchised or permitted to do business in the subject', however, to all of the other terms, conditions, and provisions of this OrdinanCe and any additional conditions or provisions of any Ordiance which grants a franchise in accord herewith. No franchise granted hereunder shall be construed as either (a) a franchise, permit or license to transmit any special program or event for which a separate and distinct charge is made to the subscriber prog,r, am-by-~rogram ~n the manner commonly known and referred to as 'pay television , and no grantee shall directly or indirectly install, maintain or operate on any television set any -3- coin box or other device or means for collecting of money for individual programs, nor (b) as any franchise, permit or license to transmit any copyrighted program or event without complying with all laws relating thereto. The grantee may make a charge to subscribers for installa- tion or connection to its CATV system and a fixed monthly charge d No increase in the as filed and approved as herein provi ed. rates and charges to subscribers, as set forth in the schedule filed and approved with grantee's application, may be made without the prior approval of the Council expressed by resolu- tion. Rates may not be discriminatory. Seco 4-203. GENERAL FRANCHISE PROVISIONS. Any franchise granted hereunder shall be subject to such reasonable conditions as may be imposed in the granting of the same, and in addition shall be automatically subject to the following conditions which shall also be obligations of the grantee: (a) The grantee shall compl~ with all encroachment permit, zoning, building, and other laws and ordinances of the City, and the City Code, as presently existing or hereafter enacted or adopted, in the location, construction, operation, maintenance and use of the CATV system or any part thereof. (b) The grantee Shall obtain such licenses and certificates as required, and at all times during the term of any franchise keep such licenses in full force and effeet, from the Federal' Communications.%Commission, and shall comply with all present and future laws, regulations, rules and orders of the Federal Communications Commission, as presently existing or hereafter enacted,..promulgated or adopted, and shall also comply with any and all other laws, whether local, state or national, as presently existing or as hereafter enacted, regulat- ing or governing any of the activities of the grantee. (c) The grantee shall at all times during the term of any franchise,at its own cost and expense, properly and in good, workmanlike manner, install and maintain adequate shield- ing, filtering and grounding at affected installations within the CATV system to eliminate television interference encountered from fundamental frequency overload by radio amateur transmissions which are in compliance with Federal Con~Lunications Commission regulations. (d) No grantee shall engage in the business of leasing or selling television or other receivers which make useI~of signals transmittedby the CATV system, nor shall any grantee offer of provide any service of television or radio maintenance, sale of parts, or repair, to subscribers, other than initial or subsequent adjustment of equipment as may be necessary by virtue of the CATV installation, and which adjustment service shall be included in and not be in addition to the installation charge to the sub- scriber. This shall not preclude the grantee from furnishing converters that are not part of the basic CATV system as designed and engineered. (e) No g~antee shall add 'to, alter, change, or delete any non-original cablecast programming other than deletion of advertising commercials, if such deletion is otherwise permitted by law. -4- Sec. 4-204. CABLE TELEVISION SERVICE. (a) Bas,~ Service. The cable television system permitted to be installed and operated hereunder shall: (1) be operatlonally capable of relaying to b su scriber terminals those television and radio broadcast signals for the carriage of which the-grantee is now or hereafter authorized by the Federal Communications Commission; (2) be constructed with the potential of two-way digital signal transmission; (3) distribute color television signals which it receives in color; (4) provide at least one (1) channel, without charge, for exclusive use of the City; (5) provide at least one (1) channel each for those educational and publi~ access uses as now or hereafter required~by the Federal Communications Commission for systems operating in the top 100 markets; (6) have a minimum capacity of 27 channels, with ultimate 54 channel capacity. (b) Non-Basic Services. The cable television system permitted to be installed and operated hereunder, may also engage in the business of: (1) transmitting original cablecast togramming not received through television groadcast signals; (2) transmitting and receiving all other signals: digital, voice and audio-visual. (c) Subscriber Complaints. In addition to other service regulations adopted by the Council, and excepting cir- cumstances beyond grantee's control, such as Acts of God, riots and civil disturbances, and in providing the foregoing services, the grantee shall: (1) limit System failures to minimum time durati6nlby locating and correcting malfunc- hours after occurrence, irrespective of holidays or other non-business hours; (2) upon complaint by a subscriber, make a demonstration satisfactory to the chief administrative officer that a signal is being delivered which is of sufficient strength and quality to meet the standards set forth in the regulations of the Federal Communications Commission, or in regulations hereafter adopted by the Council; (3) render effiCient service, making repairs ~romptly and interrupting~service only or good cause and for the shortest time possible. Planned interruptions, insofar as possible, shall be preceded by notice given to subscribers 24 hours in advance and shall occur during periods of minimum use of the system; (4) maintain an office in the City, which office shall be open during all the usual business hours, with its telephone listed in direc- tories of the telephone company serving the City, and be so operated that complaints and requests for repairs or adjustment may be received at any time, day or night, seven days a week. (d) Municipal Service. (1) With respect to the local government channel, the grantee shall provide, at the request of the chief administrative officer, and upon City reimbursement of grantee's actual cost, use of grantee's studio, equipment and technical services for production of live and video-tape municipal programs, subject to scheduling requirements of the grantee; (2) With respect to the basic television services, the grantee shall provide all subscriber services, and a tie-in connection, without cost, when the system passes such facilities and as designated by the Council, to (i) public' schools and community colleges within the City, and (ii) buildings owned and controlled by the 'City used for public purposes and not for ~esidential use (fire and police stations excepted). (e) Compatibility and Connectibility. (1) It is the desire of the City that all cable television systems franchised hereunder shall, insofar as financially and technically possible, be compatible one with another and with systems adjacent to the City; (2) Wherever it is financially and technically feasible, the grantee shall so construct, operate and modify the system so as to tie the same into all other systems within and adjacent to the City. Sec. 4-205. DURATION OF LICENSE. No franchise granted under this ordinance shall be for a term of. longer than 15 years from the date of acceptance of such franchise by the grantee or the renewal thereof. Any such franchise granted hereunder shall automatically terminate without notice Or hearing in the event that the grantee directly or indiredtly transmits or delivers any copyrighted program or event without complying with all laws relating thereto. Any such franchise granted hereunder may be terminated by the Council prior to its date of expiration after a public hearing, in the'event that said Council shall have found after thirty (30) days notice of any such proposed termination and hearing, that: (a) the grantee has failed to comply with any condition, limitation, obligation, or provision of this Ordinance, or has, by act or omission, violated any term, condition or pro- vision of any franchise, permit, or license issued here~nder and has failed after thirty (30) days written notice to completely obviate such default, or (b) any provision of this ordinance has become invalid or unenforceable and the Council further finds that such provision constitutes a consideration material to the grant of said franchise. Sec. 4-206. FRANCHISE pAYMENTS. Any grantee granted a franchise under this ordinance shall pay to the City, during the life of such franchise, a sum equal to three percent (3%) of the Gross Annual Basic Subscriber Receipts of the grantee, or such greater percentage as may at any time be permitted or allowed as a maximum percentage rate by the rules and regulations of the Federal Communications Commission and.~s set forth in the ordinance grating the franchise or any a~endments thereto. Such payment shall be made by the grantee monthly, Or as may otherwise be provided in the ' grantee s franchise, and such payment by the grantee to the City shall be in lieu of any occupation tax, license tax, or similar levy~ : The Grantee shall file with the City, within thirty (30) days after the expiration of any calendar year during which such franchise is in force, a financial statement prepared by a certified public accountant showing in detail the total gross receipts, as defined herein, of grantee, its successors or assigns, during the preceding calendar year. It shall be the duty of grantee to pay to the City, within fifteen (15) days after the time for filing such statements, any unpaid balance for the calendar year covered by such statements. In any year, or portion thereof, following the first fullyear service has been provided, and during which payments under this section amount to less than $100 per month grantee shall pay the City as a minimum, and amount equal to $100 per month. The City shall have the.right to inspect the grantee's records showing the gross receipts from which its franchise payments are computed and the right of audit and recomputation of any and all amounts paid under this Ordinance. No acceptance of any payment shall be construed as a release or as an accord and satisfaction of any claim the City may have for further or additional sums payable under this Ordinance or for the performance of any other obligation hereunder. In the event of any holding over after expiration or other termination of any franchise granted hereunder, without the consent of the City, the grantee shall pay to the City reasonable com ensation and damages, of not less than one hundred per cent (100%3 of its total gross profits during said period. Unless and until specifically permitted by the terms of the Ordinance granting the franchise, or any amendments thereto, the grantee shall not engage in, nor have commercial receipts -7- from, non-basic services, advertising or channel leaselot rental. At such time as grantee may be permitted to expand to include such services and their receipts, then and at that time grantee shall in addition pay to City a percentage of such annual non- basic service receipts, gross annual advertising receipts and gross annual lease receipts, such percentage to be determined and approved by City. Sec. 4-207. LIMITATIONS .OF FRANCHISE. (a) Any franchise granted'~nder this Ordinance shall be non-exclusive. (b) No privilege or exemption shall be granted or conferred by any franchise granted under this Ordinance except those specifically prescribed'~erein. .(c)~ Any p~ivilege ~Iaimed.under any franchise by the grantee in any street or ~ther publi~ property shall be sub- ordinate to any prior lawful occupancy of the streets or other phblic property, and subject to removal and relocation as herein- after set forth in this Article. (d) Any such franchise shall be a privilege to be held in personal trust by the original grantee. It cannot in any event be sold, transferred, leased, assigned or disposed of, in whole or in part, either by forced or involuntary sale, or by voluntary sale, merger, consolidation or otherwise,without prior consent of the Council expressed by resolution, and then only under such conditions as may therein be prescribed. Any such transfer or assignment shall be made only by an instrument in writing, such as a bill of sale, or similar document, a duly executed copy of which shall be filed ~n the office of the City Clerk within thirty (30) days after any such transfer or assignment. The said consent of the Council may not be unreasonably refused; provided, however, the proposed assignee must show financial responsibility as determined by the Council and must agree to comply with all provisions of this ordinance; and provided, further, that no such consent shall be required for a transfer in trust, mortgage, or other hypothecation, in whole or in part, to secure an indebtedness, except that when such hypothecation shall exceed 50% of the market value of the property used by the franchise in the conduct of the cable television system, prior consent of the Council shall be required for such a transfer. Such consent shall not be withheld unreasonably. In the event that Grantee is a corporation, prior approval of the City Council, expressed by ordinance, shall be required where there is an actual change in control or where ownership of more than 50% of the voting stock of Grantee is acquired by a person or group of persons acting in.concert, none of whom already own 50% or more of the voting stock, singly or collectively. Any such acquisition occurring without prior approval of the City Council shall constitute a failure to comply with a provision of this ordinance within the meaning of Section 5 of this ordinance. (e) Time shall be of the essence of any such .franchise granted hereunder. The grantee shall not be relieved of his obli- gation to comply promptly with any of the provisions of this Ordinance or by any failure of the City to enforce prompt compliance. ~8- (f) The grantee shall have no recourse whatsoever against the City fo~ any loss, cost, expense, or damage arising out of any provision or requirement of this Ordinance, or of any franchise issued hereunder or-because of its enforcement. (g) Any such franchise granted shall not relieve the grantee of any obligations involved in obtaining pole or conduit space from any~department of the City, utility company, or from others maintaining utilities in streets. (h) Any franchise granted hereunder shall be in lieu of any and all other rights, privileges, powers, incaunities, and authorities owned, possessed, controlled, or exercisable by grantee, or any successor to any interest of grantee, of or pertaining to the construction, operation, or maintenance of any CATV system in the City; and the acceptance of any franchise hereunder shall operate, as between grantee and the City, as an abandonment of any and all of such rights, privileges, powers, immunities, and authorities within the City, to the effect that, as between grantee and the City, and all construc- tion, operation and maintenance by any grantee of any CATV system in the City shall be, and shall be deemed and construed in all instances and respects to be, under and pursuant to said franchise, and not under or pursuant to any other right, privilege, power, immunity or authority whatsoever. Sec. 4-208. RIGHTS RESERVED TO THE CITY. (a) Nothing herein shall bedeemed or construed to impair or affect, in any way, to any extent, the right of the City to acquire the property of the grantee, either by purchase or through the exercise of the right of the eminent domain, at a fair and just value, which shall not include any amount for the franchise itself or for any of the rights or privileges granted, and nothing herein contained shall be construed to contract away or to modify or~abridge, either for a term or in perpetuity, the City's right of eminent domain. (b) There is hereby reserved to the City every right and power which is required to be herein reserved or provided by any ordinance of the City, and the grantee, by its acceptance of any franchise, agrees to be bound thereby and to complyd with any action or requirements of the City in its exercise of such rights or power, heretofore or hereafter enacted or established. (c) Neither the granting of any franchise hereunder nor any of the provisions contained herein shallbe construed to prevent the City from granting any identical, or similar, fran- chise, to any other person, firm or corporation, within all or any portion of the City. (d) There is hereby reserved to the. City the power to amend any.section or part of this Ordinance so as to require additional or greater standards of construction, operation, maintenance or otherwise, on the part of the grantee. (e) Neither the granting of any franchise nor any provision hereof shall constitute a waiver or bar to the exercise of any governmental right or power of the City. (f) The Council may do all things which are necessary and convenient in the exerciseof-'its jurisdiction under this Ordinance and may determine any question of fact which may arise during the existence of any franchise granted hereunder. The City Manager is hereby authorized and empowered to adjust, settle, or compromise any controversy or charge arising from the opera- tions of any grantee under this Ordinance, either on behalf of the City, the grantee, or any subscriber, in the best interest of the public. Sec. 4-209. PERMITS AND CONSTRUCTION. (a) Within thirty (30) days after acceptance of any franchise the grantee shall proceed with due diligence to obtain all necessary permits and authorizations which are required in the conduct of its business, including, but notlimited to any utility joint use attachment agreements, microwave carrier licenses, and any other permits, licenses and authorizations to be granted by duly constituted regulatory agencies having jurisdiction over the operation of CATV systems, or their associated microwave transmission facilities. In connection therewith, copies of all petitions, applications and communications submitted by the grantee to the Federal Communications Commission, Securities and Exchange Commission, or any other Federal or State regulatory commission or agency having jurisdiction in respect to any matters affect- ing grantee's cable television operations, shall also be submitted simultaneously to the Chief Administrative Officer. (b) Within ninety (90) days after obtaining all necessary permits, licenses and authorizations, grantee shall commence system mapping, engineering and pole clearance and thereafter within such time as set forth in the Ordinance granting the franchise, commence physical installation of the system. (c) Within such number of days as set forth in the ordinance granting the franchise after the commencement of con- struction and installation of the system, grantee shall proceed to render service to subscribers, and the completion of the construction and installation shall be pursued with reasonable diligence thereafter. Such ordinance may specify particular areas of the City to first be served, and may set up a schedule of chonological steps or stages of facility installation and service, both by area and by state of construction facilities, and shall provide specific time limits on or before which each area shall have full CATV service available so all persons in each such area desirous of subscribing to such service. (d) Failure on the part of the grantee to commence and diligently pursue each of the foregoing requirements and to complete each of the matters set forth herein, shall be grounds for termination of such franchise, under and pursuant to the terms of Section 4-205 hereof; provided, however, that the Council in its discretion may extend the time for the commencement and completion of construction and installation for additional periods in the event the grantee, acting in good faith, experiences delays by reason of circumstances beyond control. -10 - (e) In the event that the grantee does not obtain certification from the Federal Communications Commission within 120 days after applying for such certification, then City s"'~have the right, at its option, to terminate the within franchise. (f) Grantee shall utilize existing poles, conduits and other facilities whenever possible, and shall not construct or install any new, different, or additional poles, conduits or other facilities whether on public property or on privately- owned property unless and until first securing the written approval of the Director of Public Works. Whenever grantee shall not utilize existing poles, conduits and other facilities, or whenvet existing conduits and other facilities shall be located beneath the surface of the streets, or whenever the City shall undertake a program designed to cause all conduits and other facilities to be located beneath the surface of the streets in any area or throughout the City, in the exercise O~ its police power or pursuant to the terms hereof, upon reasonable notice to grantee, any such conduits or other facilities of grantee shall be con- structed, installed, placed or replaced beneath the surface of the streets. Any construction, installation, placement, replace- ment or changes which may be so required shall be made at the expense of grantee, whose costs shall be determined as in the case of public utilities. (g) The City shall have the right, free of charge, to make additional use, for any public or municipal purpose, whether governmental or proprietary, of any poles, conduits, or other similar facilities erected, controlled or maintained exclusively by or for grantee in any street, provided such use by City does not interfere with the use by grantee. (h) In those areas of the City where the transmission or distribution facilities or service drops of the respective public utilities providing telephone, communication or electric services are underground, or hereafter are placed underground, the grantee likewise shall construct, operate and maintain all of his transmission, distribution and service drop facilities undergound. The term "underground" shall include a partial underground system; provided, that-upon obtaining the written approval of the Director of Public Works, amplifiers in the grantee's transmission and distribution lines may be placed in appropriate housings upon the surface of the ground. (i) The grantee at his expense shall protect, s~pport, temporarily disconnect, relocate, or remove any property of D grantee when, in the opinion of the irector of Public Works the same is required by reason of traffic conditions, public safety, street vacation, freeway or street construction, change or establishment of street grade, installation of sewers, drains, waterpipes, power line, signal line, transportation facilities, tracks or any other types of structure or improvements by governmental agencies whether acting in a governmental or a proprietary capacity, or any other structure or public improve- ment, including but not limited to mo~ment of buildings, urban renewal and redevelopment, and any general program under which -11- the City shall undertake to cause all such properties to be located beneath the surface of the ground. The grantee shall in all cases have the privilge, subject to the corresponding obligations, to abandon any property of grantee in place, as herein provided. Nothing hereunder shall be deemed a taking of the property of grantee, and grantee shall be entitled to no surcharge by reason of anything hereunder. If such removal or reloeation relates to any underground conduit or other facility, the same shall be subject to .the requirements of Sections 13-16 through 13-19of this Code. All facilities of grantee, whether abo~e ground or underground, shall be con- sidered encroachments within the terms and meaning of, and subject to the provisions of, Articles IV and V of Chapter 13 of this Code. l(j) Upon the failure, refusal or neglect ofgrantee to cause any work or other act required by law or hereunder to be properly completed in, on, over, or under any street within any time prescribed therefor, or upon notice given, where no time is prescribed, the Director of Public Works may cause such work or other act to be completed in whole or in part, and upon so doing shall submit to grantee an itemized statement of the costs thereof. The grantee shall, within thirty (30) days after receipt of such statement, pay to the City the entire amount thereof. The performance bond herein- after set forth in Section 4-211 (a) is specifically made applicable to these provisions. Sec. 4-210. REMOVAL'AND ABANDONMENT OF PROPERTY OF GRANTEE. (a) In the event that the use Of any part of the CATV system is discontinued for any reason for a continuous period of thirty (30) days, or in the event such system or property has been installed in any street or public place without complying with the requirements of grantee's franchise or this Ordinance, or the franchise has been terminated, cancelled or has been terminated,. cancelled or has expired, the grantee shall promptly, upon being give~ thirty (30) days' notice, remove from the streets or publ-ic places all such property and poles of such system other than any which the Director of Public Works may permit to be abandoned in place. In the event of such removal, the grantee shall promptly restore the street or other area from which such property has been removed to a condition satisfactory to the Director of Public Works. (b) Any property of the grantee remaining in place sixty (60) days after the termination of expiration of the franchise shall be considered permanently abandoned. The Director of Public Works may extend such time not to exceed an additional thirty (30) days. Upon any such abandonment of the property of the grantee in place, such property shall be and become the property of the City. Seco 4.-211. BONDS~ INDEMNIFICATION AND LIABILITY INSURANCE. (a) Performance Bond to City. ~he grantee shall, concur~ently with the filing of an acceptance of award of any franchise granted under this Ordinance, file with the City, and atoll times thereafter -12- maintain in full force and effect for the term of such franchise or any renewal thereof, at grantee's sole expense, C&i~_sH~glF~c~orate surety bond in a company and in a form ap ~oved by the City Attorney, in the amount of not less than F~50,000.00 to.guarantee completion of construction of all facilities, faithful performance by grantee under the franchise, and compliance by grantee with all provisions of this Ordinance and the Ordinance granting such franchise. Upon completion of construction of all facilities, and when service to all areas as required by the franchise is avail- able to the required standards, the amount of such bond may be reduced to a sum of not less than $25,000.00. The exact amount of such bond, both original and as to be reduced, shall be set forth in the Ordinance granting the franchise. Said bond shall provide, inter alia, not only for payment to City of any and all damages or loss suffered or to be suffered by City in the event of any breach or failure by grantee under such franchise, includ- ing the full amount of any compensation, indemnification or cost of renewal or abandonment of any property of the grantee, but also that upon any failure of grantee to complete construction and installation of such CATV system in accord with the applicable time limits and scheduling or after completion, upon any failure of grantee to continue to provide CATV service to the levels and standards as required by such franchise and this Ordinance, the proceeds of such bond, up to the whole thereof, shall be used by such bonding company, on demand of City, to complete such construction and installation and/or operate said system and so provide said service together with any and allattorneys' fees and costs incurred by City by reason of any such breach or default or by reason of any action or proceeding taken or suffered by City against either grantee or said bonding company up to the full amount of said bond, such condition to be a continuing obligation for the duration of such franchise and of any renewal thereof and thereafter until the grantee has liquidated all of its obligations With the City that may have arisen from the acceptance of said franchise or renewal by the grantee or from its exercise of any privilege,therein granted. The bond shall provide that thirty (30) days prior written notice of intention not to renew, cancellation, or material change, be given to the City. Neither the provisions of this section, nor any bond accepted by the City pursuant h~reto, nor any damages recovered by the-City thereunder, shall be construed to excuse faithful performance by the grantee, or limit 'the liability of the grantee, under any franchis~ issued hereunder, or for damages, either to the full amount of the bond orotherwise. (b) Performance Bond for Subscribers. Upon being granted a franchise, and upon filing of the acceptance required under Sec~4~-~2~_~YDhereof, the grantee shall file, annually, with the City Clerk and shall thereafter during the entire term of such franchise maintain in full force and effect a corporate surety bond, or other adequate surety agreement,in the amount as shall have been approved by the Council. The bond or agreement shall be so conditioned that in the event such grantee shall fail to comply with any one or more of the provisions of any agreement or undertaking made between grantee and any subscriber, then there shall be recover- able jointly and severally from the principal and surety any damages or costs suffered or incurred by any subscriber as a -13 - result thereof, including reasonable attorneys' fees and costs of any action or proceeding. Said condition shall be a continuing obligation during the entire term of such franchise and thereafter until grantee shall have satisfied in full any and all obligations to any subscriber which arise out of or pertain to any such agreement or undertaking. (c) Indemnification. The grantee shall indemnify and hold harmless the City, its officers, boards, commissions, agents and employees, from and against.any and all claims, actions, demands, causes of actions, suits, proceedings, damages (including but not limited to damages arising out of copyright infringements, and damages arising out of any.failure by grantee to secure consents from the owners, authorized distributors or licensees of programs to be delivered by grantee's Cable Television System), costs or liabilities (including costs o~ t~abilities of the City with respect to its employees) of every kind and nature whatsoever, including but not limited to damages for injury or death or damage to person or property, and regardless of the merit of any of the same, and against all liability to others, and against any loss, cos,t and expense-arising or resulting from any of the same, including any attorneys~ fees, accountants' fees, expert witness or consultants' fees, court costs, per diem expenses, traveling and transportation expense, and other costs or expenses arising out of or p~rtainingto the exercise or the enjoinment of any franchise hereunder by grantee, or the granting thereof by the City. (d) Defense of Litigation. Grantee shall at the sole risk and expense of grantee, upon demand of the City, made by and through the City Attorney, appear in and defend any and all suits, actions or other legal proceedings, whether judicial, quaSi-judicial, administrative, legislative, Or otherwise, brought or instituted or had by third persons or duly constituted authorities, against or affecting the City, its officers, boards, commissions, agents, or employees, and arising out of or pertaining to the exercise or the enjoyment of such franchise, or the granting thereof by the City. Grantee shall pay and satisfy and shall cause to be paid and satisfied any judgment, decree, order, directive, or demand rendered, made or issued against grantee, the City, its officers, boards, commissions, agents, or employees in any of these premises; and such indemnity shall exist and continue without reference to or limitation by the amount of any bond, policy of insurance, deposit, undertaking or other assurance required hereunder, ~r otherwise; provided, that neither grantee nor City shall make or enter into any compromise or settlementt of any claim, demand, cause of action, action, suit, or other proceeding, withoutfirst obtaining the written consent of the other. (e) Insurance Required. Upon being granted a franchise and upon the filing of the acceptance required under Sec~'~2~.l hereof, the grantee shall file with the City Clerk and s~all'thereafter during -14- the entire term of such franchise maintain in full force and effect at its own cost and expense each of the following: policies of insurance: (1) General Comprehensive Liability Insurance in the amount of $1,000,000.00, together with Bodily injury Liability Insurance in an amount of not less than $1,000,000.00 for injuries including accidental death, to any one person~ and subject to the same limit for each person in an amount of not less than ~1,000,000.00 onaccount of any one occurrence!, and Property Damage Liability Insurance in an amount of not less than $50,000.00 resulting from any one occurrence; (2) In addition to the foregoing, the liability policy or Certificate of Insurance in an amount of not less than $1,000,000.00,. insuring against any and all claims, actions, demands, suits, damages or liability by reason of any copyright infringement or arising out of any failure by grantee to secure consents from the owners, authorized distributors or licensees of programs to be delivered by the grantee's CATV system or arising out of the exercise of enjoy- ment of its franchise. Each of the foregoing policies and certificates shall name the City, its officers, boards, commissions, agents and employees, as additional named insureds, and shall contain a provision that a written notice of cancellation or reduction in coverage of each such policies shall be delivered to the City no less than thirty (30) days in advance of the effective date thereof; each such pbliCy shall include, in the losses, expenses and damages insured against, reasonable attorneys' fees, and each of said policies shall, in the event such insurance also covers grantee or any other entity or person, contain the standard cross- liability endorsement. -15- Sec. 4-212. INSPECTION OF PROPERTY AND TEC.HNICAL RECORDS. (a) At all reasonable times, the grantee shall permit any duly ~uthorized representatives of the City to examine all property of the grantee, together with any appur- tenant property of the grantee situated within or without the City, and to examine and transcribe any and all maps and other technical records kept or maintained by the grantee or under its control which deal with the operations, affairs, transactions or property of the grantee with respect to its franchise. If any maps or technical records are not kept in the City, or upon reasonable request made available in the City, and if the Council shall determine that an examination thereof is necessary or appropriate, then all travel and maintenance expense necessarily incurred in making such examination shall be paid by the grantee. (b) The grantee shall prepare and furnish to the City at the times, and in the form prescribed by the City Manager, such reports with respect to its revenues, gross recei ts, affairs, transactions, and property as may be reasonabYy necessary or appropriate to the performance of any of the rightS, functions 6r duties of the City or any of its officers in connection with the franchise, and in this regard shall submit to the City copies of all data and information furnished to the Federal Communications Commission under Section 403 of the Communications Act, and regulations and orders pursuant thereto, at such times as such information' is submitted to the Federal Communications Commission. (c) The grantee shall at all times make and keep in the City full and complete plans and records showing the exact location of all CATV systems equipment installed or in use in streets and other. public places in the City. (d) The grantee shall file with the City, on or before the last day of June of each year, a current map or set of maps drawn to scale, showing all CATV system equipment installed and in place in streets and other public places in the City. (e) When any portion of the CATV system is to be installed on public utility poles or facilities, certified copies of the agreement for such use of poles and facilities shall be filed with the City Clerk. Sec. 4-213. OPERATIONAL S%ANDARDS. The grantee's CATV system shall be installed and maintained in accord with the highest and best accepted standards of the industry to the effect that subscribers shall receive the highest possible service as the state of the art allows. In determining the satisfactory extent of such standards the follow- ing among ot~e~s ~halltbe considered minimums: -16- (a) That the system be installed using all band equipment capable of passing the entire VHF and FM spectrum, and that it have the further capability of converting UHF for distribution to Subscribers on the VHF bank. (b) That the system, as installed and maintained, be capable of passing standard color TV signals without the introduction of material degradation of color fidelity and intelligence. .(c) That the system and all equipment be designed and rated for 24-hour per day continuous operation. (d) That the system provide a nominal signal level of 2000 microvolts at the input te~Tninals of each TV receiver of each subscriber, measured against 300 OHMs. (e) That the system carrier-to-noise ratio be not less than 40 decibels, as measured at the furthermost amplifier from the head end. (f) That the hum modulation of the picture signal is less than two (2) per cent. (g) That the system use components having a VSWR of 1.4 or less. (h) That the system, as to television, produce a picture, whether in black and white or in color, which is undistorted, free of ghost images and accompanied by proper sound on typical standard production television receivers in good repair. On request of City, grantee shall demonstrate by monitor or otherwise, the adequacy of signal strength and 'quality, and the quality of the resultant audio and video product. In addition to the foregoing, performance requirements of a more specific nature shall be set forth in the Ordinance granting the franchise, or in a separate document or series of documents incorporated by reference into such Ordinance granting said franchise. Sec. 4-214. APPLICATION FOR FRANCHISE. Application for a franchise hereunder shall be in writing, shall be filed with the City Clerk, and shall contain the following information: (a) .The name and address of the applicant. If the applicant is a partnership, the name and address of each'partner shall also be set forth. If the applicant is a corporation, the application shall also state the names and addresses of parent and subsidiary companies. (b) A general statement and description of the CATV system proposed to be constructed, installed, maintained or operated by the applicant; the proposed location of such system and its various components; the manner in which applicant proposes to construct, install, maintain and operate the same; and, particularly, the extent and manner in which existing or future poles or other facilities of other public utilities will be used for such system. -17 - (c) A general statement of the public streets, public places and proposed public streets within which applicant proposes or seeks authority to construct, install or maintain any CATV equipment or facilities; a general description of the equipment or facilities proposed to be constructed, installed or maintained therein. (d) A map specifically showing and delineating the proposed service area or areas within which applicant pro- poses to provide CATV services and for which a franchise is requested, specifying p~oposed chronology and scheduling of construction, installation and service completion. (e) A statement o~ schedule in a form approved by the City of proposed rates and charges to subscribers for installation and services; and a copy of proposed service agreement between the grantee and its subscribers shall accompany the application. For unusual circumstances, such as underground cable required, or more than 150 feet of distance from cable to connection of service to subscribers, an additional installation charge over that normally charged for installation as specified in the applicant's proposal may be charged, with easements to be supplied by subscribers. For remote, relatively inaccessible subscribers within the City, service may be made available on the basis of cost of materials, labor and easements if required by the grantee. (f) A copy of any contract, if existing, between the applicant and any public utility providing for the use of facilities of such public utility, such as poles, lines or conduits. (g) A statement setting forth all agreements and understandings, whether written, '~.oral or implied, existing between the applicant and any person, firm or corporation with respect to the proposed franchise or the proposed CATV operation. If a franchise is granted to a person, firm or corporation posing as a front or as the representative of another person, firm or corporation, and such information is not disclosed in the original application such franchise shall be deemed void and of no force and effect whatsoever. (h) A current financial statement,. or latest annual report if the applicant is listed on a domestic national stock exchange, prepared by acertified public accountant, or person otherwise satisfactory to the Council, showing appli- cant's financial status and his financial ability to complete the construction and installation of the proposed CATV system. -18- (,!i~,) A full disclosure made of any criminal pro- ceedings, or l~ny charges by any governmental agency, litigation, or other legal proceedings, past, present, or pending, in conjunction with any CATV operations of applicant. (~)7! The CoUncil' may at any time demand, and appli- cant shall pr0~ide, such supplementary, additional or other information as the Council may deem reasonably necessary to determine whether the requested franchise should be granted. Sec. 4-215.... GRAN~.ING OR DENIAL Q.F FRANCHISE. (a) UponlconSideration ~f any such application, the Council may refuse to grant the requested franchise or the Council may by ordinance grant a franchise for a CATV system to any such applicant'as may appear from said applica- tion to be in its opinion best qualified to'render proper and efficient CATV service to television viewers and subscribers in the City. The Council's decision in the matter shall be final. If favorably considered, the application submitted shall constitute and form part of the franchise as granted. (b) Any franchise granted pursuant to this Ordinance shall include the following condition: "The CATV system franchised shall be used -and operated solely and exclusively for the purposes expressly authorized by Article VI, Chapter 4, of the Saratoga City Code, and for no other purpose what- soever." Inclusion of the foregoing statement in any such franchise shall not be deemed to limit the authority of the City to include any other reasonable condition, limitation, restriction or, provision which it may deem necessary to impose in connection with such franchise pursuant to the authority Conferred by this Ordinance. In the event that any ordinance granting franchise should fail to include the above-Set forth statement, the same shall be deemed to beincluded in any such franchise as if the same were more fully set forth therein. Sec. 4-216. FRANCHISE RENEWAL. At the expiration of the term of any franchise hereunder, the franchise holder, not being in default of any of the terms of the franchise, shall have the first right of refusal for a renewal of such franchise on such terms and con- ditions as required by this Article at that time, for the same service area covered by the expired franchise or any part thereof. Sec. 4-217. ACCEPTANCE AND EFFECTIVE DATE OF FRANCHISE. (a) No franchise granted pursuant to the provisions of this Ordinance shall become effective unless and until the ordinance granting same has become effective and, in addition, unless and until all thin~s required in this Section and Sections 4-211(~,~211(b)~'a~;.74~ ll(e) hereof are done and completed, all of such things being hereby declared to be conditions pre- cedent to the effectiveness of any franchise granted hereunder. In the event any of such things are not done and completed in -19- the time and manner required, this franchise shall automatically be null and void. (b) Within thirty (30) days after the effective date of the ordinance awarding a franchise, or within such extended period of tin~ as the Council in its discretion may authorize, the grantee shall file with the City Clerk his written acceptance, in form satisfactory to the City Attorney, of the franchise, together with the bond and insurance policies required by Sections4-211 hereof, respectively, and his agree- ment to be bound by and to comply with and to do all things required of him by the provisions of this Ordinance and the franchise. Such acceptance and agreement shall be acknowledged by the grantee before a notary public, and shall in form and content be satisfactory to and approved by the City Attorney. Sec..4-2~8. MISCELLANEOUS PROVISIONS. (a) When not otherwise prescribed herein, all matters herein required to be filed with the City shall be filed with the City Clerk. (b) The grantee shall pay to the City a sum of money sufficient to reimburse it for all publication expenses incurred by it in connection with the granting of a franchise pursuant to the provisions of this Ordinance. Such payment. shall be made within ten (10) days after the City furnishes the grantee with a written statement of such expenses. (c) No person, firm or corporation in the existing service area of the grantee shall be arbitrarily refused service; provided, however, that the grantee shall not be required to provide service to any subscriber who does not pay the appli- cable installation fee pr'monthly service charge. (d) No franchise granted under this Ordinance shall ever be'given any value by any court or other authority, public or private, in any proceeding of any nature or character, wherein or whereby the City shall be a party or affected therein or thereby. (e) Grantee shall be subject to all provisions of the other ordinances, rules, regulations, and specifications of the City heretofore or hereafter adopted, including but not limited to those pertainingto works and activities in, on, over,under and about streets.: Any privilege claimed under any franchise granted pursuant to this Ordinance in any street or other public property shall be subordinate to any prior lawful occupancy of the streets orother public property. Grantee also shall be subject to the provisions of general laws of the State of California, or as hereafter amended, when applicable to the exercise of any privilege contained in any franchise granted under this Ordinance, includ- ing but not limited to those pertaining to works and activities in and about State highways. -20- (f) If the Federal Communications Commission or the Public Utilities Commission of the State of California or ahy other Federal or State body or agency shall now or here- after legally exercise any paramount jurisdiction over the subject matter of any franchise granted under this Ordinance, then to the extent such jurisdiction shall preempt or preclude the exercise of like jurisdiction by the City the jurisdiction of the City shall cease and no longer exist. The preemption or preclusion of the exercise by the City of any of its police power shall not diminish, impair, alter or affect any contractual benefit to the City or grantee nor any contractual obligation of the grantee under any franchise issued hereunder. Any and all minimum standards covering the operation of grantee and any and all maximum rates, ratios and charges specified herein or in any franchise issued here- under, existing now and at any time in the future, including such time as any paramount jurisdiction shall preempt or preclude that of the City, and any and all rights, powers, privileges and authorities of the City to determine, establish or fix any of the same, are each and all hereby declared by the City and by any grantee accepting any franchise hereunder to be contractual in nature and to be for the benefit of the City. (g) Before providing cable television service to any subscriber, the grantee shall provide a written notice to the subscriber substantially as follows: "Subscriber is hereby notified that in pro- -viding cable television service, the grantee is making use of public rights-of-way within the City of Saratoga, and that the continued use of such rights-of-way is in no way guaran- teed. In the event the continued use of such rights-of-way is denied to grantee for any reason, grantee will make every reasonable effort to provide service over alternate routes. By accepting cable television service, subscriber agrees he will make no claim nor undertake any action against the City of Saratoga, its officers, or its employees if the service to be provided hereunder is interrupted or discontinued." Sec. 4-219. EQUAL OPPORTUNITY EMPLOYMENT AND AFFIRMATIVE. " ~CTION PLAN. In the carrying out of the construction, maintenance and operation of the cable television system, the grantee shall not discriminate against any employee or applicant for employ- ment because of race, creed, color, sex or national origin. The grantee shall take affirmative acti6n to ensure that ~pplicants are employed, and that employees are treated during employment, without regard to their race, creed, color, sex or national origin. Such action shall include, but not be -21- limited to, the f~llowing: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection of training, including apprenticeship. The grantee shall post in conspicuous places, avail- able to employees and applicant for employment, notices setting forth the provisions of this non-discrimination clause. The grantee shall, in all solicitations for employees placed by or on behalf of the grantee, state that all qualified applicants will receive consideration for employment without regard to race, creed, color, sex or national origin. The grantee shall incorporate~the foregoing require- ments in all of its contracts for worksrelative to construction and maintenance of the cable television system, other than contracts for standard commercial supplies of raw materials, and shall require all of its contractors.for such work to incorporate such requirements in all subcontracts for such work. Sec. 4-220. VIOLATIONS. (a) It shall be unlawful for any person~ firm or corporation to establish, operate or to carry on the business of distributing to any persons in this City any television signals or radio signals by means of a CATV system unless a franchise therefor has first been obtained pursuant to the provisions of this Ordinande, and unless such franchise is in full force and effect. (b) .It shall b~ unlawful for any person, firm or corporation to construct, install or maintain within any public' street in the City, or within any other public property of the City, or within any privately-owned area within the City which has not yet become a public street but as designated or delineated as a proposed public street on any tentative subdivision map approved by the City, any equipment or facilities for distributing any television signals or radio signals through a CATV system, unless a franchise authorizing such use of such street or property or area has first been obtained pursuant to the provisions of this Ordinance, and unless such franchise · f is in ull force and effect. (c) It shall be unlawful for any person, firm or corporation to make any unauthorized connection, whether physically, electrically, acoustically, inductively or other- wise, with any part of a franchised CATV system within this City for the purpose of taking or receiving television signals, radio signals, pictures, programs or sound. (d) It shall be unlawful for any erson firm or corporation to make any connection, whether p~ysicatly, electrically, acoustically, inductively or otherwise, with any part of a franchise CATV system within this City for the purpose of enabling himself or others to receive any television signal, radio signal, picture, program or sound, without payment to the owner'of said system of the requisite fees therefor. -22- (e) It shall be unlawful for any person, without the consent of the owner, to wilfully taper with, remove or injure any cables, wires o~ equipment used for distribution of television signals, radio signals, pictures, programs or sound. ~ (f) It shall b~ unlawful.for~any person, firm or corporation to represent to the City, or any officer, agent, board, commission or employee thereof, that such person, firm or corporation has the consent from the owner of any copy- righted program or event to transmit the same, if such repre- sentation is not true. Section 2: If any section, subsection, sentence, clause or phrase of this Ordinance is for any reason held illegal, invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions hereof. The Council hereby declares ~hat it would have passed this Ordinance and each section, subsection, sentence, clause and phrase hereof, irrespective of the fact that any one or more sections, sub- sections, sentences, clauses or phrases be declared illegal, invalidor unconstitutional. Section 3: This Ordinance shall be in full force and effect thirty (30) days after the date of its passage and adoption. The above and foregoing Ordinance was regularly introduced and after the waiting time required by law was thereafter passed and adopted this 24th day of April, 1973, by the following vote; AYES: Councilmen Bridges, Diridon, Kraus and Smith NOES: None~'' .......... ~) ABSENT: Councilman Dwyer ~ The above n~d fordDin is a t~ Deputy City Cle,'k Date