(a) 
The City as franchising authority hereby grants to the grantee a nonexclusive franchise which authorizes the grantee to construct, and operate, maintain, reconstruct, rebuild and upgrade a cable system in, along, among, upon, across, above, over, under, or in any manner connected with public ways within the franchise area, for the purpose of providing cable service subject to the terms and conditions set forth in this franchise and in any prior utility use agreements entered into with regard to individual property. This franchise shall constitute both a right and an obligation to provide the cable services required by, and to fulfill the obligations set forth in, the provisions of this franchise.
(b) 
Nothing in this franchise shall be deemed to waive the lawful requirements of any generally applicable City ordinance or Charter provision existing as of the effective date, as defined in Section 2.3(a).
(c) 
Each and every term, provision or condition herein is subject to applicable State, federal and City law, and the ordinances and regulations enacted pursuant thereto. Notwithstanding the foregoing, the City may not unilaterally alter the material rights and obligations of grantee under this franchise.
(d) 
This franchise shall not be interpreted to prevent the City from imposing additional lawful conditions, including additional compensation conditions for use of the rights-of-way, should grantee provide service other than cable service.
(e) 
Grantee promises and guarantees, as a condition of exercising the privileges granted by this franchise, that any person who is a cable operator of this cable system in the franchise area, or directly involved in the management or operation of the cable system in the franchise area, will also comply with the terms and conditions of this franchise.
(f) 
No rights shall pass to grantee by implication. Without limiting the foregoing, by way of example and not limitation, this franchise shall not include or be a substitute for:
(1) 
Any other permit or authorization required for the privilege of transacting and carrying on a business within the City that may be required by the ordinances and laws of the City;
(2) 
Any permit, agreement, or authorization required by the City for right-of-way users in connection with operations on or in rights-of-way or public property including, by way of example and not limitation, street cut permits; or
(3) 
Any permits or agreements for occupying any other property of the City or private entities to which access is not specifically granted by this franchise including, without limitation, permits and agreements for placing devices on poles, in conduits or in or on other structures.
(g) 
This franchise is intended to convey limited rights and interests only as to those rights-of-way in which the City has an actual interest. It is not a warranty of title or interest in any right-of-way; it does not provide the grantee with any interest in any particular location within the right-of-way; and it does not confer rights other than as expressly provided in the grant hereof.
(h) 
This franchise does not authorize or prohibit grantee to provide telecommunications service, or to construct, operate or maintain telecommunications facilities. This franchise is not a bar to imposition of any lawful conditions on grantee with respect to telecommunications, whether similar, different or the same as the conditions specified herein. This franchise does not relieve grantee of any obligation it may have to obtain from the City an authorization to provide telecommunications services, or to construct, operate or maintain telecommunications facilities, or relieve grantee of its obligation to comply with any such authorizations that may be lawfully required.
(a) 
Subject to the City’s supervision and control, grantee may erect, install, construct, repair, replace, reconstruct, and retain in, on, over, under, upon, across, and along the rights-of-way within the City such wires, cables, conductors, ducts, conduits, vaults, manholes, amplifiers, pedestals, attachments and other property and equipment as are necessary and appurtenant to the operation of a cable system within the City.
(b) 
Grantee must follow City-established requirements for placement of cable system facilities in rights-of-way, including the specific location of facilities in the rights-of-way, and must in any event install cable system facilities in a manner that minimizes interference with the use of the rights-of-way by others, including others that may be installing communications facilities. Within limits reasonably related to the City’s role in protecting public health, safety and welfare, the City may require that cable system facilities be installed at a particular time, at a specific place or in a particular manner as a condition of access to a particular right-of-way; may deny access if grantee is not willing to comply with City’s lawful requirements; and may require grantee at its cost to remove any facility that is not installed in compliance with the requirements lawfully established by the City, and may require grantee to cooperate with others to minimize adverse impacts on the rights-of-way through joint trenching and other arrangements.
(a) 
This franchise and the rights, privileges and authority granted hereunder shall take effect on May 1, 2005, (the “effective date”), and shall terminate on May 1, 2015, unless terminated sooner as hereinafter provided. The term shall be automatically extended for an additional five years for a total of 15 years upon the grantee’s successful completion of the initial 10-year term of the franchise.
(b) 
The grant of this franchise shall have no effect on the grantee’s duty under the Charter or any prior ordinance(s) and all amendments thereto in effect prior to the effective date of this franchise.
This franchise shall be nonexclusive and subject to all prior rights, interests, easements or licenses granted by the City to any person to use any property, right-of-way, right, interest or license for any purpose whatsoever, including the right of the City to use same for any purpose it deems fit, including the same or similar purposes allowed grantee hereunder. The City may at any time grant authorization to use the rights-of-way for any purpose not incompatible with grantee’s authority under this franchise and for such additional franchises for cable systems as the City deems appropriate.
(a) 
Grantee’s rights hereunder are subject to the police powers of the City to adopt and enforce ordinances necessary to the safety, health, and welfare of the public, and grantee agrees to comply with all laws and ordinances of general applicability enacted, or hereafter enacted, by the City or any other legally constituted governmental unit having lawful jurisdiction over the subject matter hereof. The City shall have the right to adopt, from time to time, such generally applicable ordinances as may be deemed necessary in the exercise of its police power; provided, that such ordinances shall be reasonable and not destructive of the rights granted in this franchise.
(b) 
The City reserves the right to exercise its police powers, notwithstanding anything in this franchise to the contrary, and any conflict between the provisions of this franchise and any other present or future lawful exercise of the City’s police powers shall be resolved in favor of the latter.
In the event the City enters into a franchise, permit, license, authorization or other agreement of any kind with any other person or entity other than the grantee to enter into the City’s rights-of-way for the purpose of constructing or operating a cable system or providing cable service to any part of the franchise area, in which the grantee is actually providing cable service under the terms and conditions of this franchise or is required to extend cable service to under the provisions of this franchise, the material provisions thereof, in the reasonable discretion of the City, shall be reasonably comparable to those contained herein, in order that one operator not be granted an unfair competitive advantage over another.
The grantee and the City each acknowledges and warrants by acceptance of the rights, privileges and agreements granted herein, that it has carefully read and fully comprehends the terms and conditions of this franchise and is willing to and does accept all lawful and reasonable risks of the meaning of the provisions, terms and conditions herein.
By accepting the franchise, the grantee: (a) acknowledges and accepts the City’s legal right to issue and enforce the franchise; (b) accepts and agrees to comply with each and every provision of this franchise subject to applicable law; and (c) agrees that the franchise was granted pursuant to processes and procedures consistent with applicable law, as existed on the effective date of this franchise, and that it will not raise any claim to the contrary.