[HISTORY: Adopted by the Borough Council of the Borough of
Sellersville 4-10-1989 by Ord. No. 542. Amendments noted where
applicable.]
A.Â
In consideration of the faithful performance and observance of the
conditions, restrictions and reservations hereinafter specified, a
nonexclusive license is hereby granted to Suburban Cable TV Co., Inc.,
its successors or assigns (hereinafter referred to as "licensee")
by the Borough (hereinafter referred to as "licensor") to erect, maintain
and operate until the year 2000 and during any extension of said period,
from the date of final passage of this ordinance, a distribution system
and necessary facilities and additions thereto, in, under, over, along,
across and upon streets, lanes, avenues, alleys, sidewalks, bridges,
rights-of-way, easements, highways and other public places in the
Borough selected by the licensee, for the purpose of the transmission
and distribution of audio, digital and video impulses in accordance
with the laws and regulations of the United States of America and
the Commonwealth of Pennsylvania and with the provisions of this ordinance.
B.Â
The license granted hereafter shall be automatically extended for
successive five-year terms, provided that the licensee has, during
the initial term and each successive term, substantially complied
in all material aspects with the terms of this ordinance. No extension
shall be unreasonably denied, and any decision by the Borough that
the licensor has not so complied shall be appealable on the merits
to a court of competent jurisdiction. The licensor shall be entitled
to all renewal rights afforded it by the current provisions of the
Cable Communications Act of 1984.
Except as otherwise provided in this section, the licensee shall
erect its facilities on existing power and telephone poles pursuant
to pole attachment agreements to be entered into between the licensee
and the utility companies having ownership of or otherwise having
jurisdiction over such existing power poles. No new poles shall be
set by the licensee except where no pole exists or use of an existing
utility pole is not practicable due to excessive rearrangements or
other conditions. Where existing utility lines are underground, the
licensee shall place its facilities underground unless otherwise authorized
by the licensor.
The distribution facilities of the licensee shall be at all
times maintained in a good and safe condition by the licensee, and
shall be constructed and maintained by the licensee so as not to interfere
with television and radio reception by inhabitants not using the services
of the licensee.
Construction and maintenance of the transmission distribution
system shall be in accordance with the provisions of the National
Electrical Safety Code, the National Electrical Code and applicable
ordinances and regulations of the licensor affecting or otherwise
concerning electrical installations.
A.Â
The licensee shall indemnify and hold the licensor harmless from
and against any loss and expenses, including attorneys' fees,
from any claims, demands or actions for injury and damage to persons
or property, both real and personal, arising out of the construction,
erection, operation and maintenance of the facilities of the licensee.
B.Â
The licensee shall carry insurance against any and all claims for
injury or damages to persons or property, both real and personal,
caused by the construction, erection, operation or maintenance of
any of the facilities of the licensee. The amount of such insurance
against liability due to damage to property shall not be less than
$100,000 as to any person and $200,000 as to any one accident; and
the amount of such insurance against liability due to injury of death
to persons shall not be less than $1,000,000 as to any one person
and $2,000,000 as to any one accident. The licensee shall also carry
such insurance as necessary to protect it from all claims under the
Workmen's Compensation Law in effect and applicable to the licensee.
All insurance required by this ordinance shall be and remain in full
force and effect during the entire terms of the license granted hereunder,
including all periods of extension. The licensee shall provide the
licensor with a certificate evidencing insurance coverage required
by this subsection upon request by the licensor.
C.Â
The licensee, upon receipt of notice, in writing, from the licensor,
shall defend, at the sole expense of the licensee, any action or proceeding
against the licensor in which it is claimed that personal injuries
or property damage arose from the activities of the licensee in the
construction, erection, operation or maintenance of the facilities
of the licensee.
In consideration of the license granted by this ordinance, the
licensee hereby agrees to pay the licensor 5% of its gross revenues
received from subscribers in the Borough from its monthly basic and
premium cable service, excluding the share of premium service revenues
that belong to and are paid to the suppliers of such services. The
licensor agrees that said sums of money to be paid to and accepted
by the licensor are in full payment for the privilege of the licensee
in using public thoroughfares of the Borough in conducting activities
pursuant to this license and in lieu of any other taxes or charges
that may be assessed or charged by the licensor. Payments of said
fee shall be made by the licensee to the licensor annually within
90 days after the close of every calendar year and shall be accompanied
by a report of such gross revenues received, certified by a duly recognized
certified public accountant. The Borough of Sellersville or its duly
authorized representative shall have the right, within three years
after the close of any calendar year, to inspect the books and records
of the licensee to the extent necessary to verify the payments to
which it is entitled.
The rates charged by the licensee for installation of and providing
any and all cable services shall be as determined by the licensee
in accordance with applicable law.
The licensee is hereby granted the right to assign the license
granted by this ordinance upon written permission of the licensor,
which permission shall not be unreasonably withheld. Notwithstanding,
the licensee shall have the right, without such permission of the
licensor, to assign this license to any affiliate or subsidiary of
the licensee, upon written notice to the licensor.
The licensee shall maintain a business office at a location
where subscribers may readily visit and may call without incurring
toll charges. The licensee shall respond to all service calls within
24 hours and correct malfunctions as promptly as possible and shall
maintain a competent staff sufficient to provide adequate and prompt
service to its subscribers.
In the event that the licensee fails to comply with any material
provision of this ordinance and fails to correct such noncompliance
within 90 days after written notice received from the licensor to
do so, the licensor shall have the right, in addition to all other
rights and remedies allowed by law, to require the licensee to terminate
service until such failure is cured.
The licensee shall accept the provisions of this ordinance in
writing, to be received by the Borough not later than 15 days from
the date of the enactment of this ordinance. In the event that such
notice is not received by the Borough within said time period, the
provisions of this ordinance and the license granted hereby shall
be rendered wholly ineffective and void unless said time is extended,
in writing, by the Borough. This ordinance shall be interpreted as
an agreement between the licensor and the licensee and may not be
amended except by mutual written agreement.
If any section of this license or ordinance is determined to
be illegal, invalid or unconstitutional by any court of competent
jurisdiction such determination shall have no effect on the validity
of any other section hereof.
A license issued pursuant to this ordinance shall be deemed
to constitute a contract between the licensee and the licensor. Each
shall be deemed to be contractually committed to comply with the terms
hereof. All terms, conditions and provisions of the contract shall
be deemed to be embodied in the license.
