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1977-035NO - 3 AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, CREATING A NEW CHAPTER 27 ENTITLED "CABLE TELEVISION", PROVIDING A SEVERABILITY CLAUSE AND DECLARING AN EFFECTIVE DATE THE COUNCIL OF THE CITYOF DENTON, TEXAS, HEREBY ORDAINS SECTION I The Code of Ordinances of the City of Denton, Texas is hereby amended by creating a new Chapter 27, Articles I through X entitled "Cable Television", and shall hereafter read as follows ARTICLE I Section 27-1 FRANCHISE GRANTED AND LIMITATIONS The franchise to be granted by the City of Denton pursuant to this ordinance shall grant to the grantee, the right, privilege and franchise to erect, construct, operate and maintain in, upon, along, across, above, over and under the streets, alleys, public ways and public places now laid out or dedicated and all such ex- tensions thereto and additions thereto in the City, and poles, wires, cables underground, conduits, manholes, and other television conductors and fixtures necessary for the maintenance and operation of a CATV system for the interception, sale, transmission and distri- bution of television programs and other audio-visual electrical signals and the right to transmit the same to the inhabitants of the City on the terms and conditions hereinafter set forth The City of Denton expressly reserves the right to grant a similar use of said streets, alleys, public ways and places to any person at any time during the period of this franchise It is further the intention of this ordinance to limit the activity of a grantee here- under solely to the operation of cable television systems within the City of Denton Section 27-2 DURATION OF FRANCHISE GRANT The term of the franchise to be granted by the City of Denton pursuant to this ordinance shall be for a period of fifteen (15) years from and after the grant and acceptance date of the franchise to be awarded, subject to the conditions and restrictions as herein- after provided, and further provided that the Mayor and City Council shall have the right to review such franchise periodically at such time as the Mayor and City Council may from time to time elect to do so and as hereinafter provided Section 27-3 FRANCHISE RIGHTS SUBJECT TO POLICE POWERS In accepting this franchise, the grantee acknowledges that its rights hereunder are subject to the police power of the City to adopt and enforce general ordinances necessary to the safety and welfare of the public, and it agrees to comply with all applicable general laws and ordinances enacted by the City pursuant to such power ARTICLE II This ordinance shall be known and may be cited as the "Denton Cable Television ordinance" and it shall become a part of the Code of Ordinances of the City of Denton, Texas, with the following defi- nitions applicable thereto DEFINITIONS Section 27-4 AGENCY Agency means the person, department, or agency designated by the City Council to act in matters related to CATV Section 27-5 CABLECASTING, ORIGINATION AND ACCESS Cablecasting means programming (exclusive of broadcast signals) carried on a cable television system 1 Origination Cablecasting Programming (exclusive of broad- cast signals) carried on a cable television system over one or more channels, and subject to the exclusive control of the cable operator 2 Access Cablecasting Services provided by a cable television system on its public, education, local government, or leased channels a Public Access Channel A specially designated non-commercial public access channel available on a first-come non-discriminatory basis for which the system shall maintain and have available for public use at least the minimal equip- ment and facilities necessary for the production of programming for such a channel -2- b Education Access Channel A specially designated channel for use by local educational authorities c Local Government Access Channel A specially designated channel for local government uses d Leased Access Channel Portions o€-the system's nonbroadeast bandwidth including unused portions of the specially desig- nated channels for leased access services Section 27-6 CATV Community antenna television system or cable television sys- tem or CATV system means any facility, the primary function of which is either to receive and amplify the broadcast signals of one or more television and radio stations or to provide signals for additional closed circuit programming, and to redistribute such signals to members of the public who subscribe thereto or to whom redistribution of such signals is required by the ordinance, by means of wires, cables, conduits, or any other devices which are above, below, on, in, or along highways or other public places Section 27-7 CERTIFICATE HOLDER Certificate holder means the person or company awarded a Certi- ficate of Public Convenience and Necessity for the operation of a CATV system in the City of Denton, the certificate to be awarded in accordance with the provisions of applicable law, including this ordinance Section 27-8 CHANNELS 1 Class I Cable Television Channel A signalling path pro- vided by a cable television system to relay to subscriber terminals television broadcast programs that are received off-the-air or are obtained by microwave or by direct connection to a television broad- cast station 2 Class II Cable Television Channel A signalling path pro- vided by a cable television system to deliver to subscriber terminals -3- y~ x 11~M qp ~ n r ~ television signals that are intended for reception by a television broadcast receiver without the use of an auxiliary decoding device and which signals are not involved in a broadcast transmission path 3 Class III Cable Television Channel A signalling path pro- vided by a cable television system to deliver to subscriber terminals signals that are intended for reception by equipment other than a television broadcast receiver or by a television broadcast receiver only when used with auxiliary decoding equipment 4 Class IV Cable Television Channel A signalling path pro- vided by a cable television system to transmit signals of any type from a subscriber terminal to another point in the cable television system Section 27-9 CONVERTER Converter means an electronic device, which converts signals to a frequency not susceptible to interference within the television receiver of a subscriber, and by an appropriate channel selector also permits s subscriber to view all signals delivered at designated dial locations 1 Single Channel Converter An electronic device used at the headend, which changes the frequency of RF television signals to some other channel 2 Set Converter An electronic device used at a subscriber's terminal, which permits a subscriber to receive all cable TV signals on a common channel, usually not subject to local interference Section 27-10 DISTRICT District means the area within which the cable operator will provide service Section 27-11 GROSS RECEIPTS, REVENUES, GROSS ANNUAL RECEIPTS As compensation for the franchise granted herein and in conside- ration of permission to use the streets and public ways of the City and the Service Area for the construction, operation, maintenance, and reconstruction of a cable communications system within the City and Service Area, the grantee shall pay to grantor an annual amount equal to three (3%) percent of the grantee's gross annual subscriber -4- revenues from all sources attributable to the operations of the grantee within the City and the Service Area In the event that the FCC, in the future, permits total gross annual revenues from all sources to become the basis for computing this fee, such basis shall automatically be utilized herein All funds received pursuant to this subsection shall be deposited into the General Fund of the grantor Section 27-12 LOCALLY RECEIVABLE SIGNALS Locally receivable signal is a signal from a station whose grade A contour includes either a majority of the franchise area or includes the cable system signal reception site Section 27-13 MONITORING Monitoring means observing a one-way communications signal, or the absence of a signal, where the observer is neither the subscriber nor the programmer, whether the signal is observed by visual or elec- tronic means for any purpose whatsoever Section 27-14 PROGRAMMER Programmer means any person, firm, corporation, or entity who or which produces or otherwise provides program material for transmission by video, audio, digital, or other signals, either live or from re- corded tapes, to subscribers, by means of the cable communications system Section 27-15 SCHOOL School means any institution of the Denton Independent School District, any non-profit day care center, and any other non-profit educational institution Section 27-16 SERVICE, BASIC AND ADDITIONAL 1 Basic Subscriber Service means the total of all the follow- ing a The transmission signals provided b The transmission local government c The transmission signals, of all for he of the access of the broadcast video channel :ein, public, educational, and channel signals, local origination channel -5- d The transmission of such other cablecast channel signals as are required by the FCC to match the number of broadcast channel signals being trans- mitted, and e The installation and re-connection of subscriber service outlets 2 Additional services means any of the following a Such video services as the transmission of all leased access channel signals not included in basic subscriber service, as well as the trans- mission of cablecast video advertising messages and pay television signals Section 27-17 SUBSCRIBER Subscriber means any person, firm, corporation, or other entity receiving for any purpose the service of the grantee herein Section 27-18 STREETS AND HIGHWAYS Streets means streets, avenues, highways, boulevards, concourses, driveways, bridges, tunnels, parks, parkways, waterways, docks, bulk- heads, wharves, piers, alleys, all other public rights of way, and public grounds or waters within or belonging to the City Section 27-19 SYSTEM System means the broadband communications facility which is to be constructed, operated, and maintained by the Company within the City of Denton Section 27-20 TWO-WAY CAPABILITY Two-way capability means the subscriber or any other location shall have the capability to choose whether or not to respond im- mediately, or by sequential delay by utilizing any type of terminal equipment whatever, by push button code, dial code, meter, voice, video signal, or by any other means to any type of electronic, in- cluding but not limited to audio and video, electrical or mechan- ically produced signal, display, and/or interrogation Section 27-21 USER User denotes a person or organization utilizing a system channel for purposes of production and/or transmission of material, as con- trasted with receipt thereof, in a subscriber capacity Section 27-22 TAPPING Tapping means observing a two-way communications signal exchange, -6- 6 If the City Council finds the franchisee's performance satisfactory, a new franchise may be granted pursuant to the ordinance as amended 7 In the event the current franchise is determined by the City Council to have performed unsatisfactorily, new applicants shall be sought and evaluated by the CATV Advisory Board and a franchise award made by the City Council according to CATV franchising procedures adopted by the City Council Section 27-24 RENEGOTIATION 1 The City and the franchisee shall hold scheduled renegotia- tion sessions within thirty (30) days of the fifth and tenth anni- versary dates of the franchisee's obtaining certification for the system from the Federal Communications Commission All such nego- tiation sessions shall be open to the public and announced in a news- paper of general circulation at least five (5) days before each session 2 Special Renegotiation Sessions Special renegotiation sessions may be held at any time during the term of the franchise provided that both the City and the franchisee shall mutually agree on the time, the place and the topics to be negotiated All such renegotiation sessions shall be open to the public and announced in a newspaper of general circulation at least five (5) days before each session 3 Topics to be Negotiated The following topics shall be discussed at every scheduled renegotiation session Service rate structures, free or discounted services, application of new tech- nologies, system performances, services provided, programming offered, customer complaints, amendments to this ordinance, under- grounding progress, and judicial and FCC rulings 4 Topics in addition to those listed may be added if agreed upon by the parties Members of the general public may add topics either by working through the negotiating parties or by presenting a petition If such a petition bears the valid signatures of fifty or more residents of the City, the proposed topic or topics shall be added to the list of topics to be discussed at the renegotiation session -8- Section 27-25 CANCELLATION AND TERMINATION 1 The City Council may cancel the franchise conferred by this ordinance at any time prior to its expiration date upon a finding, made after thirty (30) days notice of the proposed can- cellation and public hearing, that the grantee has failed to cure one or more of the following defects during a sixty (60) day period following written notice by the City Manager to the grantee of such a defect a Material breach, whether by act or omission, of any terms or conditions of this franchise ordinance b Material misrepresentation of fact in the application for or negotiation of the franchise c Failure to provide subscribers or users with adequate service in the best interest of the public convenience and welfare Section 27-26 CONTINUITY OF SERVICE 1 Continuity of Service Mandatory The grantee shall be required to provide continuous service to all subscribers in re- turn for payment of the established fee If the grantee over builds, rebuilds, modifies or sells the system, or the grantor revokes or fails to renew this franchise, or grantor elects to purchase the system, the grantee is required as part of this franchise to con- tinue to operate the system until or orderly change of operation is effectuated In the event the grantee fails to operate the system for five consecutive days without prior approval of the City Council, the City or its agent may operate the system until such time that a new operator is selected 2 Grantor purchase of System upon Revocation In the event that the grantor revokes this franchise, pursuant to appropriate provisions of this ordinance, the grantor shall have the right to purchase the CATV system at a price not to exceed its then book value (that is, original cost of property less accumulated depre- ciation) The book value shall be determined by the grantor in accordance with generally accepted appraisal and accounting prin- ciples Under no circumstances shall any valuation be made for -9- "good will" or any right or privilege granted by this franchise Should a dispute arise over the determination of the fair market value of the system, the dispute shall be resolved by arbitration as provided in the sections of this ordinance entitled "Resolution of Disputes" 4 TRANSFERS AND ASSIGNMENTS (a) The franchisee operating under this ordinance shall not be permitted to sell, transfer, or otherwise change more than ten (10%) percent of the ownership herein granted without prior written consent of the City of Denton If after five (5) years the franchisee would consider sale of more than ten (10%) percent or a transfer of control, then provided the transferee met the character, financial, and experience criteria established by the FCC and the City Council of Denton, the consent of the City Council of Denton would not be unreasonably withheld (b) The franchisee operating under this ordinance shall not be permitted to sell, lease, sublease, transfer, or otherwise change working control of the franchise herein granted without prior written consent of the City of Denton For the purpose of deter- mining whether it shall consent to such change transfer, or acquisi- tion of control, the City Council may inquire into the prospective controlling party, and the franchisee shall assist the City Council in any such inquiry If the City Council does not schedule a hearing on the matter within sixty (60) days after notice of the change or proposed change and the filing of a petition requesting its consent, the City shall be deemed to have consented In the event that the City Council adopts a resolution denying its consent, and such change, transfer, or acquisition of control has been effected, the City Council may terminate the franchise (c) The consent or approval of the City Council to any assignment, lease, transfer, sublease, or mortgage of the franchise granted to the franchisee shall not constitute a waiver or release of the rights of the City in and to the streets (d) In the absence of extraordinary circumstances, the City Council will not approve the assignment of the franchise by -10- the franchise prior to completion of construction of the CATV system ARTICLE IV FRANCHISE TERRITORY - EXTENSION OF SERVICE Secttion 27-27 FRANCHISE AREA Grantee shall submit, in addition to the application for fran- chise, a map showing the franchise area and the projected construction completilon date The map shall clearly delineate any areas which will not be served, if any Section 27-28 REVIEW OF FRANCHISE AREA At Itwo year intervals, beginning the third year after the fran- chise is awarded, the map shall be reviewed, and changes in the ser- vice are Ias shall be incorporated by mutual agreement 1 Before requesting extension of service into pre- viously unserved areas, the City Council must take into consideration the costs of said extension, population density and averages, and terrain pro- blems 2 The review shall take place at a public meeting Section 27-29 ARBITRATION OF DISPUTES Should the Council and the grantee fail to agree upon new ser- vice areas requested by the Council, the matter shall be arbitrated as provided in this ordinance Section 27-30 SERVICE OUTSIDE FRANCHISE AREA Grantee shall negotiate with any citizen or group of citizens desiring service who are located outside the service area Should the grantee and such citizens fail to reach an agreement upon the costs of service to be extended, the matter shall be submitted to an arbitration board as provided in this ordinance Section 27-31 ANNEXATION Upon the annexation of any new territory by the City of Denton, the portion of the CATV system that may be located or operated within such territory, and the streets, alleys, or public grounds thereof, shall thereafter be subject to all the terms of this grant as though it were Ian extension made thereunder -11- ARTICLE V Section 27-32 ACCESS PROGRAMMING FACILITIES All cable system franchises must provide reasonable equipment to be used by access cablecasters with the aid of a technical and production staff to be provided by the operator Included should be equipment that can store programs for later showing In addition, a centrally located studio must be made available to all access users on a first-come, first-served basis Any applicant to operate the system will be expected to demonstrate in its application how it plans to make available the equipment, the studio, and production and technical staff Applicants will be given preference in the selection process for plans that will most adequately meet these requirements A full schedule of rates for use of equipment, studio, and technical and production staff must be submitted If separate rates are planned for mobile facilities, these must also be included Rate preference may be given to non-commercial users Section 27-33 HUB SYSTEM The cable system design shall incorporate the use of a HUB sys- tem. with sufficient hubs to insure the quality of reception required by the Federal Communications Commission There shall be an interconnecting cable between the central headend and the other hubs which will be activated two-way The interconnecting cable must have the capacity to carry at least two (2) channels of TV in each direction Section 27-34 EMERGENCY OVERRIDE The cable system shall include an "Emergency Alert" capability which will permit the mayor, or the mayor's designated representative, to override, by remote control, the audio and/or video of all channels involved in retransmission of television broadcast programming The cable operator shall designate a channel which will be used for emergency broadcasts Section 27-35 STANDBY POWER The cable system operator shall maintain equipment capable of providing standby powering for headend transportation and trunk -12- amplifiers for a minimum of two hours The equipment shall be con- structed so as to automatically notify the cable office when it is in operation and to automatically revert to the standby mode when the AC power returns All utility safety regulations must be fol- lowed to prevent a standby generator from powering the "dead" utility line, with possible injury to an unwitting lineman Section 27-36 PRIVACY 1 USE OF DATA FROM SUBSCRIBER A grantee shall not initiate or use any form, procedure, or device for procuring information or data from cable subscribers' premises by use of the cable system without prior valid written auth- orization from each subscriber so affected Valid authorization shall mean written approval from the subscriber for a period of time not to exceed one (1) year, and said authorization shall not have been obtained from the subscriber as a condition of service Further, it shall be unlawful for a grantee, without such authorization, to activate and/or utilize any "Class IV Cable Television Channel" in any manner from the subscriber's premises In any case the subscriber shall have the right and opportunity to deactivate the return path from his or her premises 2 IDENTIFYING SUBSCRIBERS The City or a grantee shall not, without prior valid written authorization from each subscriber so affected, provide any data identifying subscribers' names or address to any other party 3 PROCUREMENT OF INFORMATION It shall be unlawful for any firm, person, group, company, cor- poration, governmental body, or agency to procure information or data from cable subscribers' premises by use of the cable system without prior written authorization from each subscriber so affected Valid authorization shall mean written approval from a subscriber for a period of time not to exceed one (1) year and shall not have been obtained as a condition of the grantee providing cable service to the subscriber -13- f - 4 SPECIFIC AUTHORIZATION No authorization for procurement or dissimi.nation of subscriber identifiable information or data shall be valid unless it (1) specifies the type or types of information or data covered, and (2) the parties authorized to collect, receive, store, record, transmit, or otherwise convey this information or data Further, all authorizations shall specify the maximum period of time that any subscriber identifiable information or data shall be preserved in any manner or form 5 SUBSCRIBER COPY'REQUIRED A written copy of all subscriber identifiable information or data which is retained and/or disclosed and the disposition of this infor- mation or data, together with any explanation necessary to make it understandable to the subscriber, shall be provided to the affected subscriber within thirty (30) days of procurement Further disclosures shall be fully detailed in writing to the affected subscriber within thirty (30) days of such disclosure Section 27-37 ANTENNA SWITCH FOR ALTERNATIVE USE OF OFF-AIR ANTENNAS Grantee shall install an RF switch upon request by a subscriber ARTICLE VI TECHNICAL STANDARDS AND SPECIFICATIONS Section 27-38 Methods of construction, installation, and maintenance of the City's cable television system shall comply with the National Elec- trical Safety Code, National Electrical Code of 1975, National Bureau of Standards Handbook 81 (Part 2), National Bureau of Standards, U S Department of Commerce November 1, 1961, to the extent that such Codes are consistent with local law affecting the construction, installation, and maintenance of electric supply and communications lines To the extent that such Code is inconsistent with other provisions of this franchise or with local law, the latter shall govern Section 27-39 Any tower constructed for use in the City's cable television system shall comply with the standards contained in Structural Stan- dards for Steel Antenna Towers and Antenna Supporting Structures, -14- EIA Standards RS-222-A as published by the Engineering Department of the Electronic Industries Association, 2001 Eye Street, N W , Washington, D C 20006 Section 27-40 Installation and physical dimensions of any tower constructed for use,in the City's cable television system shall comply with all appropriate Federal Aviation Agency regulations including, but not limited to, ObJectives Affecting Navigable Airspace, 14 C F R 77 1 et seq , February, 1965 Section 27-41 Any antenna structure used in the City's cable television sys- tem shall comply with Construction Marking, and Lighting of Antenna Structure, 47 C F R 17 1 et seq , September, 1967 Section 27-42 All working facilities and conditions used during construction, installation, and maintenance of the City's cable television system shall comply with the standards of the Occupational Safety and Health Administration Section 27-43 The Company shall comply fully with the rules and standards for cable television operations as adopted by the Federal Communications Commission 47 C F R 76 601-76 613 (1972) Section 27-44 The Company shall comply fully with the rules and regulations contained and promulgated within this ordinance and all other City ordinances which apply to the operation of the cable system Section 27-45 Stray radiation (Rf leakage) shall be checked at reception locations for emergency radio services to prove no interference signal combinations are possible Stray radiation shall be measured adjacent to any proposed aeronautical navigation radio sites to prove no interference to airborne navigational reception in the normal flight patterns -15- ARTICLE VII LOCAL REGULATORY FRAMEWORK AND REGULATIONS Section 27-46 REMEDIES FOR BREACHES 1 In the event that its service to any subscriber is inter- rupted for twenty four (24) consecutive hours, except for acts of God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a ten (10%) percent rebate of the monthly fees to affected subscriber 2 In the event that its service to any subscriber is inter- rupted for forty eight (48) or more consecutive hours, except for acts of'God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a twenty (20%) percent rebate fo the monthly fees to affected subscribers 3 In the event that its service to any subscriber is inter- rupted for seventy two (72) or more consecutive hours, except for acts of God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide'a hundred percent (100%) rebate of the monthly fees to the affected subscribers Section 27-47 PERFORMANCE BOND 1 Performance Bond Grantee shall file with the City Secre- tary, after he has received Federal Communications Commission approval and before any installation of the cable television system begins, a bond approved by the City Attorney, executed by a bonding or surety company authorized to do business in the State of Texas, in the amount of $100,000, conditioned upon the faithful performance of the grantee and upon the further condition that in the event the grantee shall fail to comply with any law, ordinance, or regulation governing the franchise, it shall be recoverable jointly and severally from the principal and surety of the bond, any damages or loss suffered by the City as a result thereof, including the full amount of any -16- ARTICLE VII LOCAL REGULATORY FRAMEWORK AND REGULATIONS Section 27-46 REMEDIES FOR BREACHES 1 In the event that its service to any subscriber is inter- rupted for twenty four (24) consecutive hours, except for acts of God, an& except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a ten (10%) percent rebate of the monthly fees to affected subscriber 2 In the event that its service to any subscriber is inter- rupted for forty eight (48) or more consecutive hours, except for acts of God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a twenty (207x) percent rebate fo the monthly fees to affected subscribers 3 In the event that its service to any subscriber is inter- rupted for seventy two (72) or more consecutive hours, except for acts of God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a hundred percent (100%) rebate of the monthly fees to the affected subscribers Section 27-47 PERFORMANCE BOND 1 Performance Bond Grantee shall file with the City Secre- tary, after he has received Federal Communications Commission approval and before any installation of the cable television system begins, a bond approved by the City Attorney, executed by a bonding or surety company authorized to do business in the State of Texas, in the amount of $100,000, conditioned upon the faithful performance of the grantee and upon the further condition that in the event the grantee shall fail to comply with any law, ordinance, or regulation governing the franchise, it shall be recoverable jointly and severally from the principal and surety of the bond, any damages or loss suffered by the City as a result thereof, including the full amount of any -16- compensation, indemnification, or cost of removal or abandonment of any property of the grantee, plus a reasonable allowance for attorney fees and costs, up to the full amount of the bond The bond shall contain the following endorsement It is hereby understood and agreed that this bond may not be cancelled nor the intention not to renew be stated, until thirty (30) days after receipt by the City Manager of Denton, Texas, by registered mail of two (2) copies of a written notice of such intent to cancel or not renew A copy of all bonds or a certified copy thereof and written evidence of payment of required, premium, shall be filed and main- tained with the City Manager during the term of any franchise granted hereunder, or any renewal thereof Section 27-48 CONSTRUCTION TIMETABLES 1 The company shall commence operation within two (2) years of the effective date of the certificate Operations shall be con- sidered commenced with the bona fide transmission and amplification of television signals on a regular basis to at least one thousand (1,000) residential subscribers Upon the reasonable request for service by any person located within the City, the company shall, within sixty (60) days, furnish service to such person A request for service shall be unreasonable for the purpose of this subdivi- sion, if occurring within five (5) years from the effective date of the certificate and no trunk line installation capable of servicing that person's block has as yet been installed, or, if occurring at any time and direct access cannot be obtained to such person's pre- mises and all other means of access are highly impracticable Section 27-49 FORECLOSURE, RECEIVERSHIP 1 Upon the foreclosure or other judicial sale of all or a substantial part of the system, or upon the termination of any lease covering all or a substantial part of the system, the company shall notify the city of such fact, and such notification shall be treated as a notification that a change in control of the company has taken place, and the requirements of this ordinance governing the consent of the City Council to such change in control of the company shall apply -17- 2 The City Council shall have the right to cancel the fran- chise one hundred twenty (120) days after the appointment of a re- ceiver, or trustee, to take over and conduct the business of the company, whether in receivership, reorganization, bankruptcy, or other action or proceeding, unless such receivership or trusteeship shall have been vacated prior to the expiration of the said one hundred twenty (120) days, or unless a Within one hundred twenty (120) days after his election or appointment, such receiver or trustee shall have fully complied with all the provisions of this ordinance and remedied all defaults thereunder, and, b Such receiver or trustee, within said one hundred twenty (120) days shall have executed an agreement, duly approved by the Court having jurisdiction in the matter, whereby such receiver or trustee assumes and agrees to be bound by each and every provision of this ordinance and the certificate granted to the company Section 27-50 ESTABLISHMENT OF A REGULATORY ENTITY 1 Continuing Regulatory Jurisdiction The City shall have continuing regulatory jurisdiction and supervision over the operation of any franchise granted hereunder and may from time to time adopt such reasonable rules and regulations as they may deem necessary for the conduct of the business contemplated thereunder 2 Authority to Establish CATV Advisory Board The continuing regulatory jurisdiction of the City shall be exercised by the City of Denton City Council The City Council shall have the authority to establish and appoint a CATV Advisory Board consisting of five (5) members who shall serve for three (3) year terms with such terms to be staggered Such Board's duration shall be at the pleasure of the Council and should such board be established it shall advise the City Council on its regulatory jurisdiction and may have the follow- ing responsibilities and duties at the direction of the City Council a Resolving disputes or disagreements between subscribers and the grantee after an investigation, should the subscriber and the grantee not first be able to resolve their view or disagreement Said decision or findings may be appealed to the City Council -18- b Reviewing and auditing all reports and filings submitted to the City as required hereunder and such other correspondence as may be submitted to the City concerning the operation of the cable television network, and reviewing the rules and regulations set by the grantee company c Assuring that all tariffs, rates, and rules pertinent to the operation of the CATV system in the City of Denton are made available for inspection by the public at reasonable hours and upon reasonable requests d Reviewing rates and recommending any rate changes to the City Council Section 27-51 PROCEDURE FOR ANY DATE TO DAY REGULATION 1 Any formal inquiry, proceeding, investigation, or other formal action to be taken or proposed to be taken by the City Council in regard to the operations of the company's cable tele- vision system, including action in regard to an increase in sub- scription rates, shall be taken only after thirty (30) days public notice of such action or proposed action is published in a local daily or weekly newspaper having general circulation in the City of Denton, a copy of such action or proposed action is served directly on the company, and the company has been given an opportunity to respond in writing and/or a hearing as may be specified by the City Council, and general members of the public have been given an opportunity to respond or comment in writing on the action or proposed action 2 The public notice required by this action shall state clearly the action or proposed action to be taken, the time provided for response and the person or persons and authority to whom such responses should be addressed, and such other procedures as may be specified by the CATV Advisory Board If a hearing is to be held, the public participation will be allowed The grantee is a neces- sary party to any hearing conducted in regard to this operation -19- Section 27-52 FUNCTIONS TO BE REGULATED 1 A franchisee shall maintain an office in the City, which shall be open during all usual business hours, have a publicly listed telephone, and be so operated that complaints and requests for repairs or adjustments may be received on a twenty four (24) hour basis 2 A franchisee shall maintain a repair and trouble-shooting force capable of responding to subscriber complaints or requests for service within twenty four (24) hours after receipt of the complaint or request No direct charge shall be made to the subscriber for this service 3 A franchisee shall insure that all subscribers, programmers, and members of the general public have recourse to a satisfactory hearing of any complaint The City shall work closely with the franchisee and members of the public, to establish procedures for handling and settling complaints A franchisee shall present to the City no later than six (6) months after the effective date of its franchise, a set of rules, regulations and procedures concerning the handling and settling of complaints Section 27-53 EMPLOYMENT REQUIREMENTS A franchisee shall not deny service, deny access, or otherwise discriminate against subscribers, channel users, or general citizens on the basis of race, color, religion, national origin, or sex A franchisee shall strictly adhere to the equal employment opportunity requirements of the FCC, as expressed in Section 76 13(a)(8) and 76 311 of Chapter 1 of Title 47 of the Code of Federal Regulations The franchisee shall comply at all times with all other applicable federal, state, city, and county laws, and all executive and admini- strative orders relating to non-discrimination A franchisee shall make a positive effort to hire racial minorities, women and other protected groups as subcontractor if available and qualified Section 27-54 FRANCHISE FEES The grantee shall pay, as compensation to the City, an annual fee of three (3%) percent of its gross subscriber receipts In the -20- event that it is determined that the FCC lacks the jurisdiction to impose the three (3%) percent limitation on the franchise fees, or that the limits is raised or the fee basis is changed to allow revenues other than subscriber receipts to be used in calculating the fee, then the franchisee shall be subject to renegotiation In the event the parties cannot agree upon a new franchise fee, the matter shall be submitted to arbitration Section 27-55 RATES The following maximum rates and charges to subscribers for in- stallation of equipment and regular subscriber service have been con- sidered, approved and authorized by the City of Denton, and there shall be no changes in rates charged to subscribers except upon prior approval of the City, following an appropriate public proceeding SUBSCRIBERS' RATES AND CHARGES A INSTALLATION CHARGES 1 Residential Primary TV outlet, normal installation Additional TV outlets (a) When installed at same time as primary, each (b) When installed at different time, each FM radio outlets (a) When installed at same time as TV outlet, each (b) When installed at different time, each Subscription TV (a) When installed at existing TV outlet or, at same time as primary TV outlet (b) When requiring additional outlet, installed at different time to pri- mary outlet 2 Ho tels Mot els. comme rcia l Build ings, Ap artments {Bloc k09er vice to 5 o r more un its) Primary TV outlet, normal installation $20 00 $ 8 00 $10 00 $ 8 00 $10 00 $20 00 $15 00 Actual Cost of Labor & Material -21- NO f' 3 AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, CREATING A NEW CHAPTER 27 ENTITLED "CABLE TELEVISION", PROVIDING A SEVERABILITY CLAUSE AND DECLARING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON, TEXAS, HEREBY ORDAINS SECTION I The Code of Ordinances of the City of Denton, Texas is hereby amended by creating a new Chapter 27, Articles I through X entitled "Cable Television", and shall hereafter read as follows ARTICLE I Section 27-1 FRANCHISE GRANTED AND LIMITATIONS The franchise to be granted by the City of Denton pursuant to this ordinance shall grant to the grantee, the right, privilege and franchise to erect, construct, operate and maintain in, upon, along, across, above, over and under the streets, alleys, public ways and public places now laid out or dedicated and all such ex- tensions thereto and additions thereto in the City, and poles, wires, cables underground, conduits, manholes, and other television conductors and fixtures necessary for the maintenance and operation of a CATV system for the interception, sale, transmission and distri- bution of television programs and other audio-visual electrical signals and the right to transmit the same to the inhabitants of the City on the terms and conditions hereinafter set forth The City of Denton expressly reserves the right to grant a similar use of said streets, alleys, public ways and places to any person at any time during the period of this franchise It is further the intention of this ordinance to limit the activity of a grantee here- under solely to the operation of cable television systems within the City of Denton Section 27-2 DURATION OF FRANCHISE GRANT The term of the franchise to be granted by the City of Denton pursuant to this ordinance shall be for a period of fifteen (15) years from and after the grant and acceptance date of the franchise to be awarded, subject to the conditions and restrictions as herein- after provided, and further provided that the Mayor and City Council shall have the right to review such franchise periodically at such time as the Mayor and City Council may from time to time elect to do so and as hereinafter provided Section 27-3 FRANCHISE RIGHTS SUBJECT TO POLICE POWERS In accepting this franchise, the grantee acknowledges that its rights hereunder are subject to the police power of the City to adopt and enforce general ordinances necessary to the safety and welfare of the public, and it agrees to comply with all applicable general laws and ordinances enacted by the City pursuant to such power ARTICLE II This ordinance shall be known and may be cited as the "Denton Cable Television Ordinance" and it shall become a part of the Code of Ordinances of the City of Denton, Texas, with the following defi- nitions applicable thereto DEFINITIONS Section 27-4 AGENCY Agency means the person, department, or agency designated by the City Council to act in matters related to CATV Section 27-5 CABLECASTING, ORIGINATION AND ACCESS Cablecasting means programming (exclusive of broadcast signals) carried on a cable television system 1 Origination Cablecasting Programming (exclusive of broad- cast signals) carried on a cable television system over one or more channels, and subject to the exclusive control of the cable operator 2 Access Cablecasting Services provided by a cable television system on its public, education, local government, or leased channels a Public Access Channel A specially designated non-commercial public access channel available on a first-come non-discriminatory basis for which the system shall maintain and have available for public use at least the minimal equip- ment and facilities necessary for the production of programming for such a channel -2- b Education Access Channel A specially designated channel for use by local educational authorities c Local Government Access Channel A specially designated channel for local government uses d Leased Access Channel Portions o€-the oyetem's n©nbroadcast bandwidth including unused portions of the specially desig- nated channels for leased access services Section 27-6 CATV Community antenna television system or cable television sys- tem or CATV system means any facility, the primary function of which is either to receive and amplify the broadcast signals of one or more television and radio stations or to provide signals for additional closed circuit programming, and to redistribute such signals to members of the public who subscribe thereto or to whom redistribution of such signals is required by the ordinance, by means of wires, cables, conduits, or any other devices which are above, below, on, in, or along highways or other public places Section 27-7 CERTIFICATE HOLDER Certificate holder means the person or company awarded a Certi- ficate of Public Convenience and Necessity for the operation of a CATV system in the City of Denton, the certificate to be awarded in accordance with the provisions of applicable law, including this ordinance Section 27-8 CHANNELS 1 Class I Cable Television Channel A signalling path pro- vided by a cable television system to relay to subscriber terminals television broadcast programs that are received off-the-air or are obtained by microwave or by direct connection to a television broad- cast station 2 Class II Cable Television Channel A signalling path pro- vided by a cable television system to deliver to subscriber terminals -3- r ME"4 7`~ ~ q. e I television signals that are intended for reception by a television broadcast receiver without the use of an auxiliary decoding device and which signals are not involved in a broadcast transmission path 3 Class III Cable Television Channel A signalling path pro- vided by a cable television system to deliver to subscriber terminals signals that are intended for reception by equipment other than a television broadcast receiver or by a television broadcast receiver only when used with auxiliary decoding equipment 4 Class IV Cable Television Channel A signalling path pro- vided by a cable television system to transmit signals of any type from a subscriber terminal to another point in the cable television system Section 27-9 CONVERTER Converter means an electronic device, which converts signals to a frequency not susceptible to interference within the television receiver of a subscriber, and by an appropriate channel selector also permits a subscriber to view all signals delivered at designated dial locations 1 Single Channel Converter An electronic device used at the headend, which changes the frequency of RF television signals to some other channel 2 Set Converter An electronic device used at a subscriber's terminal, which permits a subscriber to receive all cable TV signals on a common channel, usually not subject to local interference Section 27-10 DISTRICT District means the area within which the cable operator will provide service Section 27-11 GROSS RECEIPTS, REVENUES, GROSS ANNUAL RECEIPTS As compensation for the franchise granted herein and in conside- ration of permission to use the streets and public ways of the City and the Service Area for the construction, operation, maintenance, and reconstruction of a cable communications system within the City and Service Area, the grantee shall pay to grantor an annual amount equal to three (390) percent of the grantee's gross annual subscriber -4- revenues from all sources attributable to the operations of the grantee within the City and the Service Area In the event that the FCC, in the future, permits total gross annual revenues from all sources to become the basis for computing this fee, such basis shall automatically be utilized herein All funds received pursuant to this subsection shall be deposited into the General Fund of the grantor Section 27-12 LOCALLY RECEIVABLE SIGNALS Locally receivable signal is a signal from a station whose grade A contour includes either a majority of the franchise area or includes the cable system signal reception site Section 27-13 MONITORING Monitoring means observing a one-way communications signal, or the absence of a signal, where the observer is neither the subscriber nor the programmer, whether the signal is observed by visual or elec- tronic means for any purpose whatsoever Section 27-14 PROGRAMMER Programmer means any person, firm, corporation, or entity who or which produces or otherwise provides program material for transmission by video, audio, digital, or other signals, either live or from re- corded tapes, to subscribers, by means of the cable communications system Section 27-15 SCHOOL School means any institution of the Denton Independent School District, any non-profit day care center, and any other non-profit educational institution Section 27-16 SERVICE, BASIC AND ADDITIONAL 1 Basic Subscriber Service means the total of all the follow- ing a The transmission of all broadcast video channel signals provided for herein, b The transmission of the public, educational, and local government access channel signals, c The transmission of the local origination channel signals, -5- d The transmission of such other cablecast channel signals as are required by the FCC to match the ,number of broadcast channel signals being trans- mitted, and e The installation and re-connection of subscriber service outlets 2 Additional services means any of the following a Such video services as the transmission of all leased access channel signals not included in basic subscriber service, as well as the trans- mission of cablecast video advertising messages and pay television signals Section 27-17 SUBSCRIBER Subscriber means any person, firm, corporation, or other entity receiving for any purpose the service of the grantee herein Section 27-18 STREETS AND HIGHWAYS Streets means streets, avenues, highways, boulevards, concourses, driveways, bridges, tunnels, parks, parkways, waterways, docks, bulk- heads, wharves, piers, alleys, all other public rights of way, and public grounds or waters within or belonging to the City Section 27-19 SYSTEM System means the broadband communications facility which is to be constructed, operated, and maintained by the Company within the City of Denton Section 27-20 TWO-WAY CAPABILITY Two-way capability means the subscriber or any other location shall have the capability to choose whether or not to respond im- mediate]y, or by sequential delay by utilizing any type of terminal equipment whatever, by push button code, dial code, meter, voice, video signal, or by any other means to any type of electronic, in- cluding but not limited to audio and video, electrical or mechan- ically produced signal, display, and/or interrogation Section 27-21 USER User denotes a person or organization utilizing a system channel for purposes of production and/or transmission of material, as con- trasted with receipt thereof, in a subscriber capacity Section 27-22 TAPPING Tapping means observing a two-way communications signal exchange, -6- where the observer is neither of the communicating parties, whether the communications signal exchange is observed by visual or electronic means for any purpose whatsoever ARTICLE III PROVISIONS GOVERNING THE LENGTH, RENEWAL AND TRANSFER OF A CERTIFICATE OR FRANCHISE Section 27-23 FRANCHISE REQUIRED, DURATION, EXCLUSIVITY 1 The City shall grant a franchise for the use of the streets within the City for the construction, operation, and maintenance of a CATV system No system shall be allowed to occupy or use the streets of the City or be allowed to operate without a CATV Franchise 2 The franchise shall be granted for a term of fifteen (15) years, thereafter, after full public hearings, and according to the franchise-renewal procedure that follows, the franchise may be renewed for a period of reasonable duration not to exceed fifteen (15) years as in the opinion of the City Council will serve the public interest a Procedure to consider franchise renewal 1 Thirteen months before expiration of the franchise the City council may appoint in the manner provided for in Section 27-50(2), a CATV Advisory Board to review the performance of the franchisee and the content of the CATV ordinance 2 After giving public notice, the Board shall proceed to determine whether the operator has satisfactorily performed his obligations under the franchise To determine satisfactory performance, the Board shall look at the technical developments and performance of the system, programming, other services offered, cost of service, and any other particular requirement set forth in the ordinance, such as the availability of programming equipment and personnel to aid access channel users, also, the Board shall consider the franchise's annual reports made to the City or the FCC, provision shall be made for community comment, and industry performance on a national basis shall be considered 3 A four month period shall be provided to determine the franchise s eligibility for renewal 4 The Board shall then prepare amendments to determine the franchise ordinance that it believes necessary 5 The Board shall submit to the City Council recommen- dations in regard to (1) renewal of the franchise, (2) changes to the franchise, and (3) amendments to the franchise ordinance -7- 6 If the City Council finds the franchisee's performance satisfactory, a new franchise may be granted pursuant to the ordinance as amended 7 In the event the current franchise is determined by the City Council to have performed unsatisfactorily, new applicants shall be sought and evaluated by the CATV Advisory Board and a franchise award made by the City Council according to CATV franchising procedures adopted by the City Council Section 27-24 RENEGOTIATION 1 The City and the franchisee shall hold scheduled renegotia- tion sessions within thirty (30) days of the fifth and tenth anni- versary dates of the franchisee's obtaining certification for the system from the Federal Communications Commission All such nego- tiation sessions shall be open to the public and announced in a news- paper of general circulation at least five (5) days before each session 2 Special Renegotiation Sessions Special renegotiation sessions may be held at any time during the term of the franchise provided that both the City and the franchisee shall mutually agree on the time, the place and the topics to be negotiated All such renegotiation sessions shall be open to the public and announced in a newspaper of general circulation at least five (5) days before each session 3 Topics to be Negotiated The following topics shall be discussed at every scheduled renegotiation session Service rate structures, free or discounted services, application of new tech- nologies, system performances, services provided, programming offered, customer complaints, amendments to this ordinance, under- grounding progress, and judicial and FCC rulings 4 Topics in addition to those listed may be added if agreed upon by the parties either by working th a petition If such or more residents of be added to the list session Members of the general public may add topics sough the negotiating parties or by presenting a petition bears the valid signatures of fifty the City, the proposed topic or topics shall of topics to be discussed at the renegotiation -8- Section 27-25 CANCELLATION AND TERMINATION 1 The City Council may cancel the franchise conferred by this ordinance at any time prior to its expiration date upon a finding, made after thirty (30) days notice of the proposed can- cellation and public hearing, that the grantee has failed to cure one or more of the following defects during a sixty (60) day period following written notice by the City Manager to the grantee of such a defect a Material breach, whether by act or omission, of any terms or conditions of this franchise ordinance b Material misrepresentation of fact in the application for or negotiation of the franchise c Failure to provide subscribers or users with adequate service in the beat interest of the public convenience and welfare Section 27-26 CONTINUITY OF SERVICE 1 Continuity of Service Mandatory The grantee shall be required to provide continuous service to all subscribers in re- turn for payment of the established fee If the grantee over builds, rebuild, modifies or sells the system, or the grantor revokes or fails to renew this franchise, or grantor elects to purchase the system„ the grantee is required as part of this franchise to con- tinue to operate the system until or orderly change of operation is effectuated In the event the grantee fails to operate the system for five consecutive days without prior approval of the City Council, the City or its agent may operate the system until such time that a new operator is selected 2 Grantor purchase of System upon Revocation In the event that the grantor revokes this franchise, pursuant to appropriate provisions of this ordinance, the grantor shall have the right to purchase the CATV system at a price not to exceed its then book value (that is, original cost of property less accumulated depre- ciation) The book value shall be determined by the grantor in accordance with generally accepted appraisal and accounting prin- ciples Under no circumstances shall any valuation be made for -9- "good will" or any right or privilege granted by this franchise Should a dispute arise over the determination of the fair market value of the system, the dispute shall be resolved by arbitration as provided in the sections of this ordinance entitled "Resolution of Disputes" 4 TRANSFERS AND ASSIGNMENTS (a) The franchisee operating under this ordinance shall not be permitted to sell, transfer, or otherwise change more than ten (10%) percent of the ownership herein granted without prior written consent of the City of Denton If after five (5) years the franchisee would consider sale of more than ten (10%) percent or a transfer of control, then provided the transferee met the character, financial, and experience criteria established by the FCC and the City Council of Denton, the consent of the City Council of Denton would not be unreasonably withheld (b) The franchisee operating under this ordinance shall not be permitted to sell, lease, sublease, transfer, or otherwise change working control of the franchise herein granted without prior written consent of the City of Denton For the purpose of deter- mining whether it shall consent to such change transfer, or acquisi- tion of control, the City Council may inquire into the prospective controlling party, and the franchisee shall assist the City Council in any such inquiry If the City Council does not schedule a hearing on the matter within sixty (60) days after notice of the change or proposed change and the filing of a petition requesting its consent, the City shall be deemed to have consented In the event that the City Council adopts a resolution denying its consent, and such change, transfer, or acquisition of control has been effected, the City Council may terminate the franchise (c) The consent or approval of the City Council to any assignment, lease, transfer, sublease, or mortgage of the franchise granted to the franchisee shall not constitute a waiver or release of the rights of the City in and to the streets (d) In the absence of extraordinary circumstances, the City Council will not approve the assignment of the franchise by -10- the franchise prior to completion of construction of the CATV system ARTICLE IV FRANCHISE TERRITORY - EXTENSION OF SERVICE Section 27-27 FRANCHISE AREA Grantee shall submit, in addition to the application for fran- chise, a map showing the franchise area and the projected construction completion date The map shall clearly delineate any areas which will not be served, if any Section 27-28 REVIEW OF FRANCHISE AREA At two year intervals, beginning the third year after the fran- chise is awarded, the map shall be reviewed, and changes in the ser- vice areas shall be incorporated by mutual agreement 1 Before requesting extension of service into pre- viously unnerved areas, the City Council must take into consideration the costs of said extension, population density and averages, and terrain pro- blems 2 The review shall take place at a public meeting Section 27-29 ARBITRATION OF DISPUTES Should the Council and the grantee fail to agree upon new ser- vice areas requested by the Council, the matter shall be arbitrated as provided in this ordinance Section 27-30 SERVICE OUTSIDE FRANCHISE AREA Grantee shall negotiate with any citizen or group of citizens desiring service who are located outside the service area Should the grantee and such citizens fail to reach an agreement upon the costs of service to be extended, the matter shall be submitted to an arbitration board as provided in this ordinance Section 27-31 ANNEXATION Upon the annexation of any new territory by the City of Denton, the portion of the CATV system that may be located or operated within such territory, and the streets, alleys, or public grounds thereof, shall thereafter be subject to all the terms of this grant as though it were an extension made thereunder -11- ARTICLE V Section 27-32 ACCESS PROGRAMMING FACILITIES All cable system franchises must provide reasonable equipment to be used by access cablecasters with the aid of a technical and production staff to be provided by the operator Included should be equipment that can store programs for later showing In addition, a centrally located studio must be made available to all access users on a first-come, first-served basis Any applicant to operate the system will be expected to demonstrate in its application how it plans to make available the equipment, the studio, and production and technical staff Applicants will be given preference in the selection process for plans that will most adequately meet these requirements A full schedule of rates for use of equipment, studio, and technical and production staff must be submitted If separate rates are planned for mobile facilities, these must also be included Rate preference may be given to non-commercial users Section 27-33 HUB SYSTEM The cable system design shall incorporate the use of a HUB sys- tem with sufficient hubs to insure the quality of reception required by the Federal Communications Commission There shall be an interconnecting cable between the central headend and the other hubs which will be activated two-way The interconnecting cable must have the capacity to carrv at least two (2) channels of TV in each direction Section 27-34 EMERGENCY OVERRIDE The cable system shall include an "Emergency Alert" capability which will permit the mayor, or the mayor's designated representative, to override, by remote control, the audio and/or video of all channels involved in retransmission of television broadcast programming The cable operator shall designate a channel which will be used for emergency broadcasts Section 27-35 STANDBY POWER The cable system operator shall maintain equipment capable of providing standby powering for headend transportation and trunk -12- amplifiers for a minimum of two hours The equipment shall be con- structed so as to automatically notify the cable office when it is in operation and to automatically revert to the standby mode when the AC power returns All utility safety regulations must be fol- lowed to prevent a standby generator from powering the "dead" utility line, with possible injury to an unwitting lineman Section 27-36 PRIVACY 1 USE OF DATA FROM SUBSCRIBER A grantee shall not initiate or use any form, procedure, or device for procuring information or data from cable subscribers' premises by use of the cable system without prior valid written auth- orization from each subscriber so affected Valid authorization shall mean written approval from the subscriber for a period of time not to exceed one (1) year, and said authorization shall not have been obtained from the subscriber as a condition of service Further, it shall be unlawful for a grantee, without such authorization, to activate and/or utilize any "Class IV Cable Television Channel" in any manner from the subscriber's premises In any case the subscriber shall hive the right and opportunity to deactivate the return path from his or her premises 2 IDENTIFYING SUBSCRIBERS The City or a grantee shall not, without prior valid written authorization from each subscriber so affected, provide any data identifying subscribers' names or address to any other party 3 PROCUREMENT OF INFORMATION It shall be unlawful for any firm, person, group, company, cor- poratiop, governmental body, or agency to procure information or data from cable subscribers' premises by use of the cable system without prior written authorization from each subscriber so affected Valid authorization shall mean written approval from a subscriber for a period of time not to exceed one (1) year and shall not have been obtained as a condition of the grantee providing cable service to the subscriber -13- 4 SPECIFIC AUTHORIZATION No authorization for procurement or di.ssimi.nation of subscriber identifiable information or data shall be valid unless it (1) specifies the type or types of information or data covered, and (2) the parties authorized to collect, receive, store, record, transmit, or otherwise convey this information or data Further, all authorizations shall specify the maximum period of time that any subscriber identifiable information or data shall be preserved in any manner or form 5 SUBSCRIBER COPY REQUIRED A written copy of all subscriber identifiable information or data which is retained and/or disclosed and the disposition of this infor- mation or data, together with any explanation necessary to make it understandable to the subscriber, shall be provided to the affected subscriber within thirty (30) days of procurement Further disclosures shall be fully detailed in writing to the affected subscriber within thirty (30) days of such disclosure Section 27-37 ANTENNA SWITCH FOR ALTERNATIVE USE OF OFF-AIR ANTENNAS Grantee shall install an RF switch upon request by a subscriber ARTICLE VI TECHNICAL STANDARDS AND SPECIFICATIONS Section 27-38 Methods of construction, installation, and maintenance of the City's cable television system shall comply with the National Elec- trical Safety Code, National Electrical Code of 1975, National Bureau of Standards Handbook 81 (Part 2), National Bureau of Standards, U S Department of Commerce November 1, 1961, to the extent that such Codes are consistent with local law affecting the construction, installation, and maintenance of electric supply and communications lines To the extent that such Code is inconsistent with other provisions of this franchise or with local law, the latter shall govern Section 27-39 Any tower constructed for use in the City's cable television system shall comply with the standards contained in Structural Stan- dards for Steel Antenna Towers and Antenna Supporting Structures, -14- EIA Standards RS-222-A as published by the Engineering Department of the Electronic Industries Association, 2001 Eye Street, N W , Washington, D C 20006 Section 27-40 Installation and physical dimensions of any tower constructed for use in the City's cable television system shall comply with all appropriate Federal Aviation Agency regulations including, but not limited to, Objectives Affecting Navigable Airspace, 14 C F R 77 1 et seq , February, 1965 Section 27-41 Any antenna structure used in the City's cable television sys- tem shall comply with Construction Marking, and Lighting of Antenna Structure, 47 C F R 17 1 et seq , September, 1967 Section 27-42 All working facilities and conditions used during construction, installation, and maintenance of the City's cable television system shall comply with the standards of the Occupational Safety and Health Administration Section 27-43 The Company shall comply fully with the rules and standards for cable television operations as adopted by the Federal Communications Commission 47 C F R 76 601-76 613 (1972) Section 27-44 The Company shall comply fully with the rules and regulations contained and promulgated within this ordinance and all other City ordinances which apply to the operation of the cable system Section 27-45 Stray radiation (Rf leakage) shall be checked at reception locations for emergency radio services to prove no interference signal combinations are possible Stray radiation shall be measured adjacent to any proposed aeronautical navigation radio sites to prove no interference to airborne navigational reception in the normal flight patterns -15- ARTICLE VII LOCAL REGULATORY FRAMEWORK AND REGULATIONS Section 27-46 REMEDIES FOR BREACHES 1 In the event that its service to any subscriber is inter- rupted for twenty four (24) consecutive hours, except for acts of God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a ten (10%) percent rebate of the monthly fees to affected subscriber 2 In the event that its service to any subscriber is inter- rupted for forty eight (48) or more consecutive hours, except for acts of God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a twenty (20%) percent rebate fo the monthly fees to affected subscribers 3 In the event that its service to any subscriber is inter- rupted for seventy two (72) or more consecutive hours, except for acts of God, and except in circumstances for which the prior approval of the interruption is obtained from the City Council, grantee shall provide a hundred percent (100%) rebate of the monthly fees to the affected subscribers Section 27-47 PERFORMANCE BOND 1 Performance Bond Grantee shall file with the City Secre- tary, after he has received Federal Communications Commission approval and before any installation of the cable television system begins, a bond approved by the City Attorney, executed by a bonding or surety company authorized to do business in the State of Texas, in the amount of $100,000, conditioned upon the faithful performance of the grantee and upon the further condition that in the event the grantee shall fail to comply with any law, ordinance, or regulation governing the franchise, it shall be recoverable jointly and severally from the principal and surety of the bond, any damages or loss suffered by the City as a result thereof, including the full amount of any -16- compensation, indemnification, or cost of removal or abandonment of any property of the grantee, plus a reasonable allowance for attorney fees and costs, up to the full amount of the bond The bond shall contain the following endorsement It is hereby understood and agreed that this bond may not be cancelled nor the intention not to renew be stated, until thirty (30) days after receipt by the City Manager of Denton, Texas, by registered mail of two (2) copies of a written notice of such intent to cancel or not renew A copy of all bonds or a certified copy thereof and written evidence of payment of required, premium, shall be filed and main- tained with the City Manager during the term of any franchise granted hereunder, or any renewal thereof Section 27-48 CONSTRUCTION TIMETABLES 1 The company shall commence operation within two (2) years of the effective date of the certificate Operations shall be con- sidered commenced with the bona fide transmission and amplification of television signals on a regular basis to at least one thousand (1,000) residential subscribers Upon the reasonable request for service by any person located within the City, the company shall, within sixty (60) days, furnish service to such person A request for service shall be unreasonable for the purpose of this subdivi- sion, if occurring within five (5) years from the effective date of the certificate and no trunk line installation capable of servicing that person's block has as yet been installed, or, if occurring at any time and direct access cannot be obtained to such person's pre- mises and all other means of access are highly impracticable Section 27-49 FORECLOSURE, RECEIVERSHIP 1 Upon the foreclosure or other judicial sale of all or a substantial part of the system, or upon the termination of any lease covering all or a substantial part of the system, the company shall notify the city of such fact, and such notification shall be treated as a notification that a change in control of the company has taken place, and the requirements of this ordinance governing the consent of the City Council to such change in control of the company shall apply -17- 2 The City Council shall have the right to cancel the fran- chise one hundred twenty (120) days after the appointment of a re- ceiver, or trustee, to take over and conduct the business of the company, whether in receivership, reorganization, bankruptcy, or other action or proceeding, unless such receivership or trusteeship shall have been vacated prior to the expiration of the said one hundred twenty (120) days, or unless a Within one hundred twenty (120) days after his election or appointment, such receiver or trustee shall have fully complied with all the provisions of this ordinance and remedied all defaults thereunder, and, b Such receiver or trustee, within said one hundred twenty (120) days shall have executed an agreement, duly approved by the Court having jurisdiction in the matter, whereby such receiver or trustee assumes and agrees to be bound by each and every provision of this ordinance and the certificate granted to the company Section 27-50 ESTABLISHMENT OF A REGULATORY ENTITY 1 Continuing Regulatory Jurisdiction The City shall have continuing regulatory jurisdiction and supervision over the operation of any franchise granted hereunder and may from time to time adopt such reasonable rules and regulations as they may deem necessary for the conduct of the business contemplated thereunder 2 Authority to Establish CATV Advisory Board The continuing regulatory jurisdiction of the City shall be exercised by the City of Denton City Council The City Council shall have the authority to establish and appoint a CATV Advisory Board consisting of five (5) members who shall serve for three (3) year terms with such terms to be staggered Such Board's duration shall be at the pleasure of the Council and should such board be established it shall advise the City Council on its regulatory jurisdiction and may have the follow- ing responsibilities and duties at the direction of the City Council a Resolving disputes or disagreements between subscribers and the grantee after an investigation, should the subscriber and the grantee not first be able to resolve their view or disagreement Said decision or findings may be appealed to the City Council -18- b Reviewing and auditing all reports and filings submitted to the City as required hereunder and such other correspondence as may be submitted to the City concerning the operation of the cable television network, and reviewing the rules and regulations set by the grantee company c Assuring that all tariffs, rates, and rules pertinent to the operation of the CATV system in the City of Denton are made available for inspection by the public at reasonable hours and upon reasonable requests d Reviewing rates and recommending any rate changes to the City Council Section 27-51 PROCEDURE FOR ANY DATE TO DAY REGULATION 1 Any formal inquiry, proceeding, investigation, or other formal action to be taken or proposed to be taken by the City Council in regard to the operations of the company's cable tele- vision system, including action in regard to an increase in sub- scription rates, shall be taken only after thirty (30) days public notice of such action or proposed action is published in a local daily or weekly newspaper having general circulation in the City of Denton, a copy of such action or proposed action is served directly on the company, and the company has been given an opportunity to respond in writing and/or a hearing as may be specified by the City Council, and general members of the public have been given an opportunity to respond or comment in writing on the action or proposed action 2 The public notice required by this action shall state clearly the action or proposed action to be taken, the time provided for response and the person or persons and authority to whom such responses should be addressed, and such other procedures as may be specified by the CATV Advisory Board If a hearing is to be held, the public participation will be allowed The grantee is a neces- sary party to any hearing conducted in regard to this operation -19- Section 27-52 FUNCTIONS TO BE REGULATED 1 A franchisee shall maintain an office in the City, which shall be open during all usual business hours, have a publicly listed telephone, and be so operated that complaints and requests for repairs or adjustments may be received on a twenty four (24) hour basis 2 A franchisee shall maintain a repair and trouble-shooting force capable of responding to subscriber complaints or requests for service within twenty four (24) hours after receipt of the complaint or request No direct charge shall be made to the subscriber for this service 3 A franchisee shall insure that all subscribers, programmers, and members of the general public have recourse to a satisfactory hearing of any complaint The City shall work closely with the franchisee and members of the public, to establish procedures for handling and settling complaints A franchisee shall present to the City no later than six (6) months after the effective date of its franchise, a set of rules, regulations and procedures concerning the handling and settling of complaints Section 27-53 EMPLOYMENT REQUIREMENTS A franchisee shall not deny service, deny access, or otherwise discriminate against subscribers, channel users, or general citizens on the basis of race, color, religion, national origin, or sex A franchisee shall strictly adhere to the equal employment opportunity requirements of the FCC, as expressed in Section 76 13(a)(8) and 76 311 of Chapter 1 of Title 47 of the Code of Federal Regulations The franchisee shall comply at all times with all other applicable federal, state, city, and county laws, and all executive and admini- strative orders relating to non-discrimination A franchisee shall make a positive effort to hire racial minorities, women and other protected groups as subcontractor if available and qualified Section 27-54 FRANCHISE FEES The grantee shall pay, as compensation to the City, an annual fee of three (3%) percent of its gross subscriber receipts In the -20- event that it is determined that the FCC lacks the jurisdiction to impose the three (3%) percent limitation on the franchise fees, or that the limits is raised or the fee basis is changed to allow revenues other than subscriber receipts to be used in calculating the fee, then the franchisee shall be subject to renegotiation In the event the parties cannot agree upon a new franchise fee, the matter shall be submitted to arbitration Section 27-55 RATES The following maximum rates and charges to subscribers for in- stallation of equipment and regular subscriber service have been con- sidered, approved and authorized by the City of Denton, and there shall be no changes in rates charged to subscribers except upon prior approval of the City, following an appropriate public proceeding SUBSCRIBERS' RATES AND CHARGES A INSTALLATION CHARGES 1 Residential Primary TV outlet, normal installation Additional TV outlets (a) When installed at same time as primary, each (b) When installed at different time, each FM radio outlets (a) When installed at same time as TV outlet, each (b) When installed at different time, each Subscription TV (a) When installed at existing TV outlet or, at same time as primary TV outlet (b) When requiring additional outlet, installed at different time to pri- mary outlet 2 Ho tels. Mot els - Co mme rcial Build ings, Av artments (Blo ck Ser vice to 5 -o r more Un its) Primary TV outlet, normal installation $20 00 $800 $10 00 $ 8 00 $10 00 $20 00 $15 00 Actual Cost of Labor & Material -21- Additional TV outlets Actual Cost of Labor & Material Primary FM radio outlet, installed at same time as TV outlet Actual Cost of Labor & Material Additional FM radio outlets Actual Cost of Labor & Material Subscription TV (a) When installed at existing TV outlet Actual Cost of Labor & Material (b) When requiring additional TV outlets Actual Cost of Labor & Material B 3 TV Dealers and TV Service Dealers Same as (2) above 4 Special Installations, Involving Unusual Problems, Long Cable Runs (over 150'), etc Actual Cost of Labor & Material MONTHLY SERVICE CHARGES 1 Residential Primary TV outlet, including basic cannel converter $ 8 00 Additional TV outlets, including basic channel converters, each $ 2 00 FM radio outlets, each $ 2 00 Subscription TV service, each outlet $10 00 Subscription TV decoder, rental and maintenance fee, each $ 2 00 2 Hotels. Motels, Commercial Buildings, Apartments (mock Service to 5 or more Units) Primary TV outlet, including basic channel converter $20 00 Additional TV outlets, including basic channel converters (a) 2-15 outlets, each $ 7 00 (b) 16-40 outlets, each $ 6 00 (c) Over 40 outlets, each $ 5 00 -22- Primary FM radio outlet $ 2 00 Additional FM radio outlets (a) 2-15 outlets, each $ 1 00 (b) 16-40 outlets, each $ 1 00 (c) Over 40 outlets, each $ 1 00 Subscription TV decoders, rental and maintenance fee, each $10 00 3 TV Dealers and TV Service Dealers TV and FM radio outlets Actual Cost Subscription TV service $10 00 C OTHER CHARGES 1 Relocation of existing outlet $10 00 2 Reconnection of service to same subscriber in same location after prior disconnection of service $10 00 3 Transfer in City $10 00 Section 27-56 STANDARD REVIEW OF RATES The City Council shall review and approve or disapprove an in- crease or decrease of rates on the basis of what is fair to the con- sumer and fair to the system operator and shall be limited to the following factors faithfulness of the operator and abidding by the terms of the ordinance and franchise, quality of the service, effi- ciency of the operator, revenues and profits from all services offered, depreciated original costs of the cable plant and asso- ciated equipment, and a fair rate of return with respect to the cost of borrowing the rates of return on investment having corre- sponding risks The value of the franchise, goodwill, and the value of the going concern shall not be advertised as an expense and the return shall not be paid on any of these values Section 27-57 REQUESTS FOR RATE CHANGES The City and the franchisee may request rate increases or de- creases at any time Initial rates shall be fixed in the ordinance granting the franchise, and the City Council shall not consider rate increases until system construction has been completed -23- Section 27-58 USER CLASSES AND DIVISIONS Division of users and subscribers and the classes FOR purposes or rates Subscribers may be divided into commercial and residential classes Nothing in this provision shall prohibit the reduction or waiving of charges in conjunction with promotional campaigns for the purpose of attracting subscribers Rates for commercial and non- commercial users of access channels may be established separately Nothing herein shall prohibit preferential rates for non-commercial users if approved by the City Section 27-59 ADVANCE CHARGES AND DEPOSITS A franchise may require subscribers to pay for each month of basic service in advance at the beginning of each month No other advance payment or deposit of any kind shall be required by fran- chisee for basic subscribers service No deposit or advance pay- went of any kind shall be charged for the provision of any converter without prior approval of the City Nothing in this provision shall be construed to prohibit charges or waiver of charges for initial installation or reconnection Section 27-60 INSTALLATION AND RECONNECTION Except as otherwise provided elsewhere in this ordinance, a franchisee may make a charge to subscribers for the installation of service outlets and for the reconnection of service outlets The rates for such connection or reconnection shall be authorized by the City as provided in this Article Section 27-61 DISCONNECTION There shall be no charge for disconnection of any installation or outlet If any subscriber fails to pay a properly due monthly subscriber fee, or any other properly due fee or charge, the fran- chisee may disconnect the subscribers service outlet, provided, how- ever, that such disconnection shall not be effected until sixty (60) days after the due date of said delinquent fee or charge and shall include ten (10) days written notice of the intent to disconnect delivered to the subscriber in question If a subscriber pays sixty (60) days after payment is due and after notice of disconnection has -24- been given, a franchisee shall not disconnect After disconnection, upon payment in full of the delinquent fee or charge the payment of reconnection charge, a franchisee shall promptly reinstate a sub- scribers cable service Section 27-62 COUNCIL APPROVAL OF RATES REQUIRED All changes in rates charged subscribers or users by the fran- chisee are subject to review and approval by the City Council pur- suant to this ordinance before charges made to the consumer No rate increase shall be approved until after a full public hearing has been conducted Section 27-63 RECORDS AND REPORTS, NOTICE OF DOCUMENTS FILED WITH AGENCY 1 ANNUAL REPORTS No later than March 31 of each year, a franchisee shall submit a written report to the City, in a form directed by the City Council, which shall include a A summary of the previous year activities and development of this system, including, but not limited to, services begun or dropped, subscribers gain or loss, b Copies of the financial statements audited by a certified public accounting firm acceptable and approved by the City, including the franchisee's balance sheet, income statement, and working papers relating to subscriber accounts c A current statement of costs of construction by component categories, d A summary of complaints, identifying the number and nature of complaints and their disposition, e A list of officers and members of the board of the fran- chisee and the parent corporation, if any, f A list of all stockholders holding three (3%) percent or more of the voting stock of a franchisee and the parent corporation, if any Section 27-64 INSURANCE AND INDEMNIFICATION 1 Indemnification of City and Franchise Operation It shall -25- be expressly understood and agreed by and between the City and grantee hereunder that the grantee shall save the City and its agents and employees harmless from and against all claims, damages, losses, and expenses, including attorneys fees sustained by the City on account of any suit, judgment, execution, claim or demand what- soever arriving out of, but not limited to, copyright infringements and all other damages arising out of the installation, operation or maintenance of the CATV system authorized herein, whether or not any act or omission complained of is authorized, allowed or prohibited by this ordinance and any franchise granted hereunder 2 Owner's Protective Liability Policy The grantee shall purchase, and by his acceptance of any franchise granted hereunder, agrees that it will purchase an Owner's Protective Liability Policy in the name of the City of Denton 3 Public Liability Insurance Grantee shall procure, furnish and file with the City a policy of insurance approved by the City Attorney covering liability and property damage with the minimum amounts of liability thereunder as follows $100,000 for any one single personal injury of any one person, $300,000 for personal in- jury in any one single accident The City shall require that any and all investigation of claims made by any persons, firm, or cor- poration, against the City arising out of any use or misuse of privileges granted to the grantee hereunder shall be made by, or at the expense of its insurer 4 Notice of Cancellation or Reduction of Coverage The in- surance policies mentioned above shall contain an endorsement stating that the policies are extended to cover the liability assumed by the grantee under the terms of this ordinance and shall contain the fol- lowing endorsement Ibis hereby understood and agreed that this policy cannot beicancelled or the amount of coverage thereof reduced without the prior written consent and approval of the City Manager 5 Evidence of Insurance Filed with City Manager All policies of insurance or certified copies thereof and written evidence of pay- ment of,required premiums, shall be filed and maintained with the -26- City Secretary during the term of any franchise granted, or any renewal thereof 6 No Waiver of Performance Bond Neither the provisions of this ordinance nor any insurance accepted by the City pursuant here- to, nor any damages recovered by the City thereunder, shall be con- strued to excuse faithful performance by grantee or limit the lia- bility of the grantee under any franchise issued hereunder Section 27-65 USE OF PUBLIC PROPERTY AND CONDITIONS FOR USE 1 A grantee shall first obtain the approval of the City prior to commencing construction on the streets, alleys, public grounds, or places of the City Applications for approval of the construction shall be in a form provided by the City A grantee shall give the City written notice of proposed construction at least ten (10) days prior to such construction so as to coordinate all work between the City and grantee 2 A grantee shall not open or disturb the surface of any street, sidewalk, driveway, or public place for any purpose without first having obtained a permit to do so in a manner provided by City ordin- ance 3 A grantee shall, at its expense, protect, support, tempo- rarely disconnect, relocate in the same street or other public place, or remove from the street or other public place, any property of the grantee when required by the City by reason of traffic conditions, public safety, street vacation, street construction, change or estab- lishment of street grade, installation of sewer, drains, water pipes, City owned power or signal lights, and tracks or any other type of structure or improvement by public agency 4 The grantee's use of existing poles or conduits belonging to the City of Denton, or the erection or construction of new poles or conduits shall be governed by a separate Pole Use Agreement 5 All wires, conduits, cables and other property and facili- ties of the grantee shall be so located, constructed, installed and maintained as not to endanger or unnecessarily interfere with the usual and customary trade, traffic and travel upon the streets of -27- public places of the City The grantee shall keep accurate maps and records of all its facilities and furnish copies of such maps and records as requested by the City A grantee shall not place poles or other equipment where they will interfere with the rights or reasonable convenience of adjoining property owners, or with any gas, electric, or telephone fixtures, or with any water hydrants or mains All poles or other fixtures placed in a street shall be placed in the right of way between the roadway and the property, as specified by the City 6 All wires, cables, amplifiers, and other property shall be constructed and installed in an orderly and workman like manner All cables and wires shall be installed parallel with existing tele- phone and electric wires whenever possible Multiple cable configu- rations shall be arranged in parallel and bundled, with due respect for engineering and safety consideration All installations shall be underground in those areas of the City where public utilities providing either telephone or electric service are underground In areas where both telephone and electric utility facilities are above ground at the time of installation, the grantee may install its ser- vice above ground with the understanding that at such time as those facilities are required to be placed underground by the City, the grantee shall likewise place its services underground without addi- tional cost to the residents of the City other than as may be granted under the provisions of this ordinance 7 The City shall give the grantee reasonable notice of plans for street improvement where paving or resurfacing of a permanent nature is involved The notice shall give the grantee sufficient time to make any additions, alterations, or repairs to its facilities as it deems necessary in advance of the actual commencement of the work, so as to permit the grantee to maintain continuity of service 7 Requests for Removal or Change The grantee shall, on the request of any person holding a building moving permit, temporarily raise or lower its wires to permit the moving of said building The expense of such temporary removal, raising or lowering of wires shall -28- be paid by the person requesting the same, and the grantee shall have the authority to require such payment in advance 8 Authority to Trim Trees The grantee shall have the auth- ority to trim trees overhanging upon streets, alleys, sidewalks, and other public places of the City so as to prevent the branches of such trees from coming in contact with the wires and cables of the company All trimming is to be done under the supervision and direction of the City and at the expense of the grantee The gran- tee may contract for such services, however, any firm or individual so retained shall receive City approval prior to commencing such activity ARTICLE VIII APPLICANT SELECTION PROCESS Section 27-66 WRITTEN APPLICATION REQUIRED No license, franchise, or renewal thereof shall be issued except upon written application to the City Council on an application form prescribed by the City Council Such form shall contain such infor- mation as the City Council may prescribe as to the citizenship and character of the applicant, and the financial technical and other qualification of the applicant to operate the system, complete infor- mation as to its principals and ultimate beneficial owners, including, in the case of corporations, all stockholders, both nominal and bene- ficial, owning one (1%) percent or more of the issued and outstanding stock, and, in the case of incorporated associations, all members and ultimate beneficial owners, however designated, complete information on the extent and the quality of service, number of channels, hours of operation, variety of programs, local coverage, safety measures, installation and subscription fees, and such other information as the City Council may deem appropriate or necessary Such application shall be signed by the applicant or by a duly authorized representative, evidence of whose authority sh Each applicant shall make full applicant and of the equipment and of the source of funds for stallation of such equipment 311 be submitted with the application disclosure of the true ownership of the to be employed and rendering service the purchase, lease, rental and in- Each applicant shall set forth as -29- completely as possible the equipment to be employed, the routes of the wires and cables, the area or areas to be served, the approximate starting and completion dates of construction of the system and the dates service will actually be available to the areas named Section 27-67 PUBLICATION OF APPLICANTS FOR FRANCHISE The City Council shall after the last date fixed for receipt of the applications caused to be published in the local newspapers of general circulation a notice of public hearing, giving the time, date, places of said hearings, and listing the names of the appli- cants and inviting public examination of the applicant and the applications, and inviting testimony on the qualificatons of said applicants Section 27-68 PUBLIC HEARINGS Public hearings shall be conducted in accordance with standards of due process in fairness to applicants and the public, and in accordance with the FCC rules and regulations and orders and policies pertinent to such hearing Each applicant will be notified of the time and location of his application to be considered ARTICLE IX PROVISION FOR ARBITRATION OF DISPUTES Section 27-69 BOARD OF ARBITRATION Any controversy or claim or disputes as to facts arising out of or relating to this franchise agreement, or to a breach or alleged 1 breach thereof, and expressly made the subject of arbitration by this ordinance, shall be referred to a Board of Arbitration one member to be appointed by the franchisee and the second member to be appointed by the City NCB and the third member to be a disinterested party appointed by agreement of the other two members Section 27-70 DEMAND FOR ARBITRATION Demand for arbitration may be made by either party on the other by written notice sent by Certified Mail, Return Receipt Requested Notice of demand to the City of Denton shall be served on the City Secretary Notice of demand to the franchisee shall be served upon the President of the franchisee corporation The demand shall state -30- the controversy or claim and the disputes as to facts Section 27-71 JUDICIAL RELIEF FOR PARTIES On failure of either party to appoint an arbitrator within fifteen (15) days of notice to him of demand for arbitration, or on the failure of arbitrators selected by the parties within fifteen (15) days after appointment of both arbitrators to select a third arbitrator, either party may apply to the District Court of Denton County, Texas for the appointment of an arbitrator or arbitrators hereunder by giving notice to the other party, as provided in the Texas Rules of Civil Procedure, as amended, governing civil actions generally Section 27-72 BOARD OF ARBITRATION HEARINGS The board of arbitrators shall hold a hearing on the controversy, claim or disputes of facts stated in the demand for arbitration, which hearing shall be within thirty (30) days after appointment of all the arbitrators, and after fifteen (15) days' notice thereof to both par- ties given by the arbitrators by Certified Mail, Return Receipt Re- quested The hearing may be adjourned from time to time The board shall consider evidence offered by the parties relevant to the contro- versy, claim, or disputed facts, and may swear witnesses Testimony shall be taken and transcribed by a reporter The record of the hear- ings, the decision of the Board of Arbitrators, and the dissent of any one of them shall be filed with the City Council The decision of the Board of Arbitrators may be rendered by any two of them, and any one of them may render a dissent The decision and dissent must be limited to the controversy or claim and based on findings of fact The decision of any two of the arbitrators shall be the decision of the board and shall be final and conclusive on both parties Section 27-73 EXPENSES OF ARBITRATION TAXED Expenses of arbitration, including, without limitation, costs of notices and service thereof, fees of arbitrators and of witnesses, but not of legal counsel, and the cost of taking and transcribing testimony shall be charged against the party at fault proportionately between the parties as the board may deem equitable and dust -31- ARTICLE IX MISCELLANEOUS If any section, sentence, clause or phrase of this ordinance is held unconstitutional or void, such unconstitutionality or void- ness shall not affect the validity of the remainder of the ordinance, and any portions in conflict are hereby repealed provided, however, that in the event that the Federal Communications Commission declares any section invalid, that such section or sections will be renegotiated by the City Council and the Grantee SECTION II That this ordinance shall become effective fourteen (14) days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record-Chronicle, the official newspaper of the City of Denton, Texas, within ten (10) days of the date of its passage PASSED AND APPROVED This the,,2~ day of , A D 1977 l CITY OF DENTON, TEXAS ATTEST XKDM(9_E0LT_, _-C= -SECRETARY CITY OF DENTON, TEXAS APPROVED AS TO LEGAL URRMM e~L~ §44:lm I AT EY, CITY OF DENTON, TEXAS -32-