[HISTORY: Adopted by ordinance 6-14-1993; amended 4-14-1997 by Ord. No. 49. Subsequent amendments noted where
applicable.]
The Board of Aldermen for the City of Moscow Mills, Missouri
hereby grants and assigns a non-exclusive Franchise to Charter Communications
Entertainment I, LLC, hereinafter referred to as the "Franchisee",
to operate and maintain a cable system for a period of 10 years, with
an option to renew for an additional 10 years upon renegotiation and
acceptance by both parties.
For the purposes of this Ordinance, the following terms, phrases,
words and their derivations shall have the meanings given herein.
The word "shall" is mandatory and "may" is permissive. Words not defined
shall be given their common and ordinary meaning.
The Board of Aldermen for the City of Moscow Mills, Missouri.
Title VI of the Communications Act of 1934, as amended.
A facility consisting of a set of closed transmission paths
and associated signal generation, reception, and control equipment
that is designed to provide cable service which includes video programming
and which is provided for sale to or use by the inhabitants or businesses
of the City.
The City of Moscow Mills, Missouri.
The authorization to operate a cable television system, including
all mutual rights, duties and obligations of the Franchisee and the
City as contained in this Ordinance.
Charter Communications Entertainment I, LLC, d/b/a Charter
Communications.
Any receipts received by the Franchisee from the operation
of the Cable System to provide cable services within the City, provided,
however, that this shall not include any taxes or copyright fees on
services furnished by the Franchisee herein imposed directly upon
any subscriber or user by the state, local or other governmental unit
and collected by the Franchisee on behalf of said government unit.
A.
Franchisee shall be given the right and privilege to construct, erect,
operate, and maintain, in, upon, along, across, above, over, and under
the streets, alleys, public ways now laid out or dedicated and in
compatible easements, and all extensions, thereof, and additions thereto,
in the City, poles, wires, cables, underground conduits, manholes,
and other equipment and fixtures necessary for the maintenance and
operation of a Cable System.
B.
Franchisee shall raise or lower wires or equipment upon the reasonable
request of any third person, including any person holding a building
permit. Expenses associated with raising and lowering the wires or
equipment shall be paid by the person requesting the same (except
in cases where Franchisee is required to bear the costs under other
provisions of this Franchise) and the Franchisee may require advance
payment. Franchisee shall be entitled to require that it be given
up to 10 days' advance notice by the person requesting the movement.
Franchisee, shall, at all times during the life of this Franchise,
be subject, when not inconsistent with the Cable Act or this Franchise,
to all lawful exercise of the police power by the City and to such
reasonable regulation as the City shall hereafter provide.
A.
Franchisee shall comply with all applicable rules and regulations
of the Federal Communications Commission.
B.
Copies of all petitions, applications and communications submitted
by the Franchisee to the Federal Communications Commission, Securities
and Exchange Commission, or any other federal or state regulatory
commission or agency having jurisdiction in respect of any matters
directly affecting Cable System operations authorized pursuant to
the Franchise, shall be submitted to the Board upon written request.
Construction and maintenance of the transmission and distribution
system including house connections, shall be in accordance with the
provisions of the National Electrical Safety Code of the National
Board of Fire Underwriters, and such safety codes as now exist or
which may be established in the future. In the event of a conflict
among safety codes, the strictest standard shall apply.
A.
In the event that the City grants one or more Franchise(s) or similar
authorization(s), for the construction, operation and maintenance
of any communication facility which shall offer services substantially
equivalent to services offered by the Cable System it shall not make
the grant on more favorable or less burdensome terms. If Franchisee
finds that the agreement(s) granting said other Franchise(s) contain
provisions imposing lesser obligations on the Company(s) thereof than
are imposed by the provisions of this Franchise, Franchisee may petition
the City for a modification of this Franchise. The Franchisee shall
be entitled, with respect to said lesser obligations to such modification(s)
of this Franchise as may be determined to be necessary to insure fair
and equal treatment by this Franchise and said other agreements.
B.
In the event that a non-Franchise multi-channel video programming
distributor provides service to the residents of the City, the Franchisee
shall have a right to request Franchise amendments from the Board
that relieve the Franchisee of regulatory burdens that create a competitive
disadvantage to the Franchisee. In requesting amendments, the Franchisee
shall file a petition to the Board seeking to amend the Franchise.
Such petitions shall:
1.
Indicate the presence of a non-Franchised competitor(s);
2.
Identify the basis for Franchisee's belief that certain provisions
of the Franchise place Franchisee at a competitive disadvantage; and
3.
Identify the regulatory burdens to be remanded or repealed in order
to eliminate the competitive disadvantage.
C.
The Board shall not unreasonably withhold granting the Franchisee's
petition and so amending the Franchise.
A.
No Cable System shall be allotted to occupy or use the streets or
public right-of-way of the City or be allowed to operate without a
Cable System Franchise.
B.
No Franchisee or other multichannel video programming distributor
shall enter into or enforce an exclusive contract for the provision
of cable service or other multichannel video programming with any
person, or demand the exclusive right to serve a Person or location,
as a condition of extending service to that or any other Person or
location.
C.
No Franchisee or other multichannel video programming distributor
shall engage in acts that have the purpose or effect of limiting competition
for the provision of cable service or services similar to cable service
in the City, except for such actions as are expressly authorized by
law.
A.
Franchise shall include the entire area of the City.
B.
Franchisee's distribution system shall be capable of providing
service to all potential subscribers requesting service within the
incorporated limits of the City and shall extend its distribution
system to serve additional subscribers in any unserved areas of the
City as of the effective date of this Ordinance whenever the number
of unserviced homes passed by such extension would exceed 40 homes
per mile; provided that such extensions are technically and economically
feasible to the Franchisee.
C.
Where the length of a drop cable required to serve an individual
resident would exceed 150 feet, the subscriber served by such a drop
cable shall pay the cost of installing a feeder cable to a point where
the subscriber will receive a signal without degradation of picture
quality or reliability.
A.
Franchisee shall comply with applicable Federal, State and local
laws for the protection of privacy of cable subscribers.
B.
Franchisee shall render efficient repair service, and interrupt service
only for good cause and for the shortest time possible. A toll-free
telephone number shall be maintained so that complaints and repair
requests may be received by Franchisee at any time. All non-emergency
service requests and complaints shall be responded to within five
days of receipt. All emergencies and/or system outages will be responded
to within 24 hours.
C.
Franchisee shall give the City 30 days' prior notice of any
rate increases, channel lineup or other substantive service changes.
D.
The Franchisee shall by appropriate means, as subscribers are connected
or reconnected to the Cable System, furnish information concerning
the procedures for making inquiries and/or complaints, including the
name, address and toll-free telephone number of the Franchisee.
E.
The equipment installed by the Franchisee in the subscriber's
home shall remain the property of the Franchisee and shall be subject
to reasonable inspection and service by the Franchisee at reasonable
hours, and removal upon non-payment or termination of the service.
Franchisee shall reserve one local access/PEG (Public, Education,
Government) Channel.
A.
Franchisee shall provide and maintain one free connection of basic
cable service to City Hall, police and fire stations, and to all public
and parochial primary and secondary schools located in the City. The
cost of any internal wiring shall be borne by the institution.
B.
Such connections shall be provided at such times as service can be
provided from the Franchisee's existing distribution plant. If
a distribution plant extension of the system is required which imposes
an undue economic hardship, the Franchisee shall have the right to
petition the City for relief from the service commitments of this
section. Service shall be provided to newly constructed City facilities
under the same terms and conditions and as soon as practical, but
in no event later than two years from the date of occupancy.
A.
Franchisee shall pay to the City for the privilege of operating a
Cable System under this Franchise 3% of its Gross Receipts per month,
in accordance with the Cable Act. Such percentage shall be payable
to the City on an annual basis due no later than 90 days following
the end of the calendar year.
B.
City shall have the right to inspect for up to three previous years
the Franchisee's records showing its gross receipts for all services
from which its contracted payouts are computed. No acceptance of any
payout by the City shall be construed as a release of or an accord
or satisfaction of any claim the City might have for further or additional
sums payable under the terms of this Franchise.
A.
Franchisee shall endeavor to obtain rights to use facilities belonging
to other Franchise holders within the City. Approval of the assignment
of such rights to the Franchisee by such other Franchise holders is
hereby expressly given by the City, it being the intention of the
City that the Franchisee will utilize public utility facilities where
feasible.
B.
All transmission and distribution structures, lines, and equipment
erected by the Franchisee within the City shall be located so as not
to interfere with the proper use of streets, alleys, and other public
ways and places, and to cause minimum interference with the rights
or reasonable convenience of property owners who adjoin any of the
said streets, alleys, or other public ways and places, and not to
interfere with existing public utility installation.
C.
If the Franchisee disturbs any pavements, sidewalks, driveways or
other surfacing, it shall, at its own expense, and in the manner provided
by the City, replace and restore all such pavings, sidewalks, driveways
or other surfaces of any streets or alleys thus disturbed.
D.
If at any time during the period of this Franchise, the City shall
lawfully elect to alter, or change the grade or alley, or other public
ways, the Franchisee shall upon reasonable notice by the City, remove
and relocate its poles, wires, cables, underground conduits, manholes,
and other fixtures at its own expense, and in each instance comply
with the requirements of the City.
A.
The Franchisee shall maintain, throughout the term of the Franchise,
insurance in the amounts as follows:
|
Type
|
Amount
|
|---|---|
|
Workers' Compensation
|
Statutory Limits
|
|
Commercial General Liability
|
$1,000,000 per occurrence,
Combined Single Liability (C.S.L.)
$2,000,000 General Aggregate
|
|
Auto Liability including coverage on all owned, non-owned and
hired autos
|
$1,000,000 per occurrence C.S.L.
|
|
Umbrella Liability
|
$1,000,000 per occurrence C.S.L.
|
B.
The City shall be added as an Additional Insured to the above Commercial
General Liability and Auto Liability Insurance Coverage.
C.
The Franchisee shall furnish the City with current Certificates of
Insurance evidencing such coverage.
Franchisee shall promptly notify the City in the event of any
sale or transfer of 25% or more of the voting stock or control of
the Franchise, however, such notification shall not apply to any sale,
assignment, or transfer to any entity controlling, controlled by or
under common control with the Franchisee.
Any notices to be sent to the parties hereto shall be sent to
the following addresses unless either party notifies the other in
writing of another address:
|
To the City:
|
To the Franchisee:
|
|---|---|
|
City of Moscow Mills
Attn: City Clerk
City Hall
P.O. Box 36
Moscow Mills, Missouri 63362
|
Charter Communications
Attn: General Manager
219 W. Church Street
Bowling Green, Missouri 63334
|
|
With a copy to:
| |
|
Charter Communications
Attn: Vice President - Government Relations
12405 Powerscourt
St. Louis, Missouri 63131
|
In the case of any emergency or disaster, the Franchisee shall
upon request of the City, make available its facilities for emergency
use during the emergency or disaster.
The City shall have access to records and other like materials
of the Franchisee upon reasonable prior notice as mutually agreed
upon by the City and Franchisee.
A.
In addition to all other rights and powers pertaining to the City
by virtue of this Franchise or otherwise, the City reserves the right
to terminate and cancel this Franchise and all rights and privileges
of the Franchisee hereunder in the event that the Franchisee:
1.
Violates any provision of this Franchise or any rule, order, or determination
of the Board made pursuant of this Franchise, except where such violation,
other than Subsection A2 below, is without fault or through excusable
neglect;
2.
Becomes insolvent, unable or unwilling to pay its debts, is adjudged
bankrupt;
3.
Attempts to evade any of the provisions of this Franchise or practices
any fraud or deceit upon the City.
B.
Such termination and cancellation shall be by Ordinance duly adopted
after 30 days' written notice to the Franchisee and shall in
no way affect any of the City's rights under this Franchise or
any provisions of law. In the event that such termination and cancellation
depends upon a finding of fact, such finding of fact shall be made
by the Board or its representative. Before this Franchise may be terminated
and cancelled under this section, the Franchisee shall be provided
with an opportunity to be heard before the Board and an opportunity
to cure any condition leading to termination or cancellation. If the
Franchisee has corrected the condition leading to termination or cancellation
within the 30 days' written notice of termination or cancellation,
or, if such correction requires more than 30 days, has begun to correct
any such condition, this Franchise shall remain in effect.
C.
Prevention or delay of any performance under the Franchise due to
circumstances beyond the control of Franchisee or City including,
but not limited to, natural disaster, employee strikes or war shall
not be deemed noncompliance with or a violation of this Franchise.
Franchisee shall comply at all times with applicable Federal,
State and local laws and all executive and administrative orders relating
to nondiscrimination, equal employment and affirmative action.
If any section, subsection, sentence, clause, phrase, or portion
of this Ordinance is for any reason held invalid, unconstitutional
or unenforceable, such portion shall be deemed a separate, distinct
and independent provision and such holding shall not effect the validity
of the remaining portions hereof.
This Ordinance sets forth the entire agreement between the parties
respecting the subject matter hereof. All agreements, covenants, representations
and warranties, express and implied, oral and written, of the parties
with regard to the subject matter hereof are contained herein. No
other agreements, covenants, representations and warranties, express
or implied, oral or written, have been made by any party to another
with respect to the matter of this Ordinance. All prior and contemporaneous
conversations, negotiations, possible and alleged agreements, representations,
covenants and warranties with respect to the subject matter hereof
are waived, merged herein and therein and superseded hereby and thereby.
This is an integrated Ordinance.
To the extent that Federal or State Law or regulation may now,
or as the same may hereafter be amended to, authorize the City to
regulate the rates for any particular service tiers, service packages,
equipment, or any other services provided by the Franchisee, the City
shall have the right to exercise rate regulation to the full extent
authorized by law, or to refrain from exercising such regulation for
any period of time, at the sole discretion of the City. If and when
exercising rate regulation, the City shall abide by the terms and
conditions set forth by the Federal Communications Commission.
