If the grantor is permitted under federal and/or state law to regulate
the rates charged by the grantee to subscribers, and if the grantor elects
to so regulate, the grantor shall establish reasonable procedures consistent
with due process and follow those procedures before so regulating subscriber
rates.
In further consideration of the terms and conditions of this agreement
and the grantor's early renewal of this franchise agreement, the grantee
shall make a lump sum grant of $96,000 to the grantor within 30 days of the
resolution and/or ordinance approving this agreement.
Upon the request of the grantor that the grantee interconnect its system
with that of another cable operator in an adjacent municipality, the grantee
shall contact said cable operator and attempt to negotiate reasonable terms
and conditions for the interconnection of the two cable systems. Should the
grantee be unable to reach terms and conditions with another cable operator,
it shall so inform the grantor in writing. Where the grantee is able to reach
an agreement with the other cable operator, it shall advise the city of the
costs of such an interconnection. The grantee agrees to pay as a one-time
grant up to a maximum of $25,000 for said interconnection expenses. Additionally,
in such interconnection, the grantee will dedicate up to six MHz video channels
for the use of public entities serving the city to use for noncommercial purpose
only.
The grantee shall not assign the franchise to a party not controlled
by, controlling or under common control with the grantee, nor transfer 51%
or greater ultimate voting control of the grantee, without written approval
by the city; provided that such approval will not be unreasonably withheld
if the assignee or transferee has filed with the appropriate officials of
the city an instrument duly executed, reciting the fact of such assignment
or transfer, accepting the terms of this ordinance and agreeing to perform
all conditions thereof; and that the assignee or transferee shall reimburse
the grantor for all reasonable out-of-pocket costs incurred by the grantor's
review and processing of the assignment or transfer. Any such costs shall
not be charged against any franchise fees due to the grantor during the term
of this franchise.
The grantee, as a term and conditions of this franchise agreement, shall
maintain a minimum standard of customer service consistent with the guidelines
of the NCTA. These guidelines, a copy of which are attached hereto as Exhibit
B, are incorporated herein by reference. In the event that the FCC dictates
standards of customer service, said standards shall supersede the NCTA standards.
In the event that the grantee shall fail to abide by its time schedule
set forth in its written renewal proposal of May 14, 1992, for technological
upgrading, the grantor may demand of the grantee and the grantee shall forthwith
establish and provide to the grantor a security fund, as security for the
faithful performance by the grantee of all material provisions of this agreement
and the grantee's renewal proposal concerning technological upgrading.
This security fund shall consist of a performance bond acceptable to the grantor
in the amount of $500,000 until the system upgrade and/or rebuild provided
for in the grantee's renewal proposal is completed, at which time the
bond shall be released, provided that there are then no outstanding material
violations of this agreement.
In addition to the grantee's representation set forth in its written
renewal proposal and terms and conditions set forth above, the grantee agrees
that:
A. Within 90 days of the execution of this agreement, the
grantee will make available as part of its basic programming a religious channel.
B. Within a reasonable time after regulations pursuant to
the Cable Act of 1992 have been issued, the grantee will amend its current
billing practice as the same concerns charges for additional outlets in the
same dwelling, converter boxes and remote controls to assure that charges,
if any, for said services shall not be in excess of the rates allowed by the
FCC under the Cable Consumer Protection Act of 1992. Notwithstanding, the
grantee may not prohibit or restrict any subscribers from purchasing and/or
renting converter boxes and/or remote controls from any other source, except
to prevent theft of service by a subscriber.
C. The terms and conditions and fees incurred by the grantee
pursuant to this agreement will not, in and of themselves, be the cause of
or basis for any increase of rates to subscribers in 1993, unless required
by federal law.
D. If at any time the grantee, its successors or assigns
is granted and/or operates a franchise in another municipality in the State
of Michigan which contains terms and conditions for the provision of service,
technology and/or franchise fees which are substantially better terms and
conditions for the franchiser than those contained in this franchise agreement,
then the grantee shall inform the grantor of such fact and provide a copy
of such ordinance or agreement to the grantor. Should the grantor wish to
include any such terms and conditions of said other ordinance and/or agreement,
it shall have 90 days after receipt of said information to request that inclusion.
Upon such request, the grantee shall negotiate in good faith to reasonably
comply with the grantor's request, it being the intent of the parties
that the grantor receive no less than equal value with any other similarly
sized municipalities served by the grantee, its successors or assigns. In
determining reasonable compliance, the grantee and the grantor shall take
into consideration all the other terms and conditions of such other ordinance
and/or agreement, including the terms and expiration dates of said agreements,
the natural evolution of technology at the time of any other such grants,
the rates and penetration levels in such other municipalities, potential additional
capital and operating expenditure and any other appropriate factors to assure
that the grantor receives equal value in services, technology and franchise
fees with such other municipalities.
E. To the extent that Section 19(a) of Ordinance No. 791 prevents the grantee from developing digital cable radio service
and/or interferes with the use of compression technology, the same shall be
repealed by the grantor.
F. The number of sets of portable equipment commonly referred
to as "studio suitcases" granted to the city shall be three.