(a)
Conditions of sale.
(1)
If a renewal of a franchise held by a grantee is denied and the city
acquires ownership of the cable system or effects a transfer of ownership
of the system to another person, any such acquisition or transfer
shall be:
(A)
At fair market value, determined on the basis of the cable system
valued as a going concern but with no value allocated to the franchise
itself; or
(B)
In the case of any franchise existing on the effective date of this
article, at a price determined in accordance with the franchise if
such franchise contains provisions applicable to such an acquisition
or transfer.
(2)
If a franchise held by a grantee is revoked for cause and the city
acquires ownership of the cable system or effects a transfer of ownership
of the system to another person, any such acquisition or transfer
shall be:
(b)
Date of valuation.
The date of valuation shall be no
earlier than the day following the date of expiration or termination
and no later than the date the city makes a fair and reasonable offer
for the system or the date of transfer of ownership, whichever occurs
first.
(c)
Transfer of property to city.
Upon exercise of the above
options of the city (and payment of the above sum) to purchase the
cable system and its service of official notice of such action upon
a grantee, the grantee shall immediately transfer to the city possession
of and title to all facilities and property, real and personal, of
the cable system, free from any and all liens and encumbrances not
agreed to be assumed by the city in lieu of some portion of the purchase
price set forth above; and the grantee shall execute such warranty
deeds or other instruments of conveyance to the city as shall be necessary
for this purpose.
(d)
Arbitration of value and costs.
(1)
In the event the city and the grantee cannot agree upon the value
of the cable system, either may give notice of a demand to the other
for arbitration.
(2)
Arbitration shall commence and proceed according to law except as
follows:
(A)
The parties shall, within fifteen (15) days, appoint one (1) arbitrator
each who is experienced and knowledgeable in the valuation of business
property customarily used in cable television operations. Arbitrators
shall each agree upon the selection of a third arbitrator, similarly
qualified, within fifteen (15) days.
(B)
Within thirty (30) days after appointment of all arbitrators and
upon ten (10) days’ written notice to parties, the board of
arbitrators shall commence a hearing on the issue of valuation.
(C)
The hearing shall be recorded and transcribed at the request of either
party. All hearing proceedings, debate and deliberations shall be
open to the public and at such times and places as contained in the
notice or as thereafter publicly stated in an order to adjourn, except
as otherwise authorized by the city attorney.
(D)
At the close of the hearings and within thirty (30) days, the board
of arbitrators shall prepare findings and a decision agreed upon by
a majority of the board, which shall be filed with the city and served
by mail upon the grantee. Unless the parties extend by mutual agreement
the time which the board has to make a decision, the proceedings shall
become null and void and shall be started anew.
(E)
The decision of the board shall be final and binding upon the parties.
(F)
Either party may seek judicial relief in the following circumstances:
(i)
A party fails to select an arbitrator;
(ii)
The arbitrators fail to select a third arbitrator;
(iii)
One (1) or more arbitrator(s) is unqualified;
(iv)
Designated time limits have been exceeded;
(v)
The board has not proceeded expeditiously; and
(vi)
Based upon the record the board abused its discretion.
(G)
In the event a court of competent jurisdiction determines the board
has abused its discretion, it may order the arbitration procedure
repeated and issue findings, orders and directions, with costs of
suit to be awarded to the prevailing party.
(H)
Cost of arbitration shall be borne equally unless the board finds
the offer of the city or the demand of the grantee was unreasonable,
in which case cost may be apportioned so that less or none of the
costs may be borne by one (1) party.
(Ordinance 99-28, sec. 1, adopted 6/22/99; 1957 Code, sec. 19-211)
(a)
Upon
payment of the purchase price, the grantee shall immediately transfer
to the city all contracts, leases, licenses, permits and any other
assignable rights necessary to maintain continuity of service to the
public and transfer possession of and title to all facilities and
property, real and personal, related to its system free from any and
all liens and encumbrances not agreed to be assumed by the city in
lieu of some portion of the purchase price. The grantee shall make
it a condition of each contract entered into by it with reference
to its operations under this article and the franchise that the contract
shall be subject to the exercise of its option by the city and that
the city shall have the right to succeed to all privileges and obligations
thereof upon the exercise of such option, if reasonably possible under
current business practices without affecting the price.
(b)
Until
such time as the grantee transfers to the city or to a new grantee
possession of and title to all assets, real and personal, related
to its system, the grantee shall, as trustee for its successor in
interest, continue to operate the system under the terms and conditions
of this article and the franchise and to provide the regular subscriber
service and any and all of the services that may be provided at that
time. During such interim period, the grantee shall not sell any of
the system assets nor shall the grantee make any physical, material,
administrative or operational change that would tend to degrade the
quality of service to the subscribers, decrease income, or materially
increase expenses without the express permission, in writing, of the
city or its assignee. The city shall be permitted to seek legal and
equitable relief to enforce the provisions of this section.
(c)
For
its management services during this interim period, the grantee shall
be entitled to receive, as compensation, the net profit, as defined
herein, generated during the period between the date the grantee received
written notice from the city of its intent to purchase the grantee’s
system or the expiration date of the franchise, whichever is earlier,
and the payment of the purchase price. Such management services shall
not be continued without the grantee’s consent for more than
twelve (12) months. However, if the council determines that the grantee
is responsible for any delay in transfer of ownership and control,
the grantee shall continue to operate the system without compensation
for its services until the sales agreement is executed and ownership
and control passes to the city or its assignee. In addition, the city
shall also have the further right to forthwith cancel the grantee’s
franchise and have the system removed, or to purchase the assets of
the grantee’s system at its depreciated value.
(Ordinance 99-28, sec. 1, adopted 6/22/99; 1957 Code, sec. 19-212)
