This chapter shall be known and cited as the "Township of Halfmoon
Cable System Regulatory Ordinance." Within this document it shall
also be referred to as "this chapter" or "the chapter."
The requirements of this chapter shall supersede any existing
ordinance(s) of grantor inconsistent with this chapter and apply to
the full extent of the terms herein and shall be limited in scope
or application only to the extent as may be required by applicable
federal or state law, including such changes in applicable law as
may be hereinafter enacted. No provisions of this chapter shall be
disregarded pursuant to this section except on express application
to and determination by the grantor to such effect based on the specific
factual circumstances demonstrated. When not in conflict with a franchise
agreement, each grantee shall be subject to all the terms and conditions
of this chapter. Any franchise existing at the time of adoption of
this chapter shall be subject to it at the time a renewed franchise
is granted by the grantor. Nothing in this chapter or amendments thereto
shall be interpreted to unilaterally deprive any person of any rights
or obligations imposed by any binding and existing valid franchise
agreement during the term thereof, whether entered into before or
after enactment of this chapter, and shall impose obligations on any
such person additional to those included in such franchise agreement
only to the extent permitted by law and to the extent not inconsistent
with such franchise agreement; provided that the failure of the grantor
to enforce any provision herein or in a franchise agreement or the
failure of any person to comply with any provision herein or in a
franchise agreement shall not be a waiver of the grantor's right
to enforce such provisions nor shall it in any way constitute evidence
or agreement by the grantor that such person has a valid existing
franchise agreement. The provisions of this chapter shall apply irrespective
of whether a grantee is determined to be operating pursuant to a valid
franchise agreement.
The grantor may negotiate franchise language jointly with other
local grantors in order to develop a coordinated franchise document
with common elements shared among participating municipalities in
the Centre Area Cable Consortium (CACC).
Any rights granted pursuant to this chapter and pursuant to
any franchise agreement authorized hereunder are subject to the police
power authority of the grantor to adopt and enforce ordinances necessary
to the health, safety, and welfare of the public. Grantees shall be
subject to and comply with all valid generally applicable laws enacted
by the grantor.
Certain information required to be filed with the grantor pursuant
to this chapter or a franchise is subject to inspection and copying
by the public pursuant to the provisions of Pennsylvania Open Records
Law, 65 P.S. § 271, as amended ("Sunshine Law").[1] Notwithstanding anything to the contrary set forth herein,
a grantee shall not be required to disclose information which it reasonably
deems to be proprietary or confidential in nature. The grantor agrees
to treat any information disclosed by a grantee as confidential and
only to disclose it to those employees, representatives, and agents
of the grantor that have a need to know in order to enforce a franchise
and who agree to maintain the confidentiality of all such information.
Grantee shall not be required to provide subscriber information in
violation of Section 631 of the Cable Act[2] or any other applicable law. For purposes of this section,
the terms "proprietary or confidential" include, but are not limited
to, information relating to a cable system design, customer lists,
marketing plans, financial information unrelated to the calculation
of franchise fees or rates pursuant to FCC rules, or other information
that is reasonably determined by a grantee to be competitively sensitive.
In the event that the grantor receives a request under the state's
sunshine law, public records or similar law for the disclosure of
information the grantee has designated as confidential, trade secret
or proprietary, the grantor shall promptly notify grantee of such
request and cooperate with grantee in its efforts to protect its rights.
The grantor shall be entitled to enforce this chapter and any
franchise agreement through all remedies lawfully available.
Under no circumstances shall any franchise agreement authorized
by this chapter be construed to create any relationship of agency,
partnership, joint venture, or employment between the parties.
As a condition of use of the rights-of-way, every grantee at
its sole cost and expense shall indemnify, protect, defend and hold
harmless the grantor, its elected officials, officers, employees,
and agents acting in their official capacities from and against any
and all claims, demands, losses, damages, liabilities, fines, charges,
penalties, administrative and judicial proceedings and orders, judgments,
remedial actions of any kind, and all costs and expenses of any kind,
including, without limitation, reasonable attorney's fees, directly
or indirectly, in whole or in part, resulting from the granting of
a franchise, property damage or bodily injury (including accidental
death) that arise out of grantee's construction, operation, maintenance
or removal of a cable system, except to the extent arising from or
caused by the sole or gross negligence or willful misconduct of the
grantor, its elected officials, officers, employees, agents or contractors.
The grantor shall give grantee written notice of its obligation to
indemnify and defend the grantor within 10 business days of receipt
of a claim or action pursuant to this section. If the grantor determines
that it is necessary for it to employ separate counsel, the costs
for such separate counsel shall be the responsibility of the grantor.
