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ORD 191 ORDINANCE NO. 191 AN ORDINANCE OF THE CITY OF RANCHO PALOS VERDES GOVERNING CABLE TELEVISION FRANCHISES HEREINAFTER GRANTED BY THE CITY OF RANCHO PALOS VERDES AND AMENDING THE RANCHO PALOS VERDES MUNICIPAL CODE THE CITY OF RANCHO PALOS VERDES DOES ORDAIN AS FOLLOWS: Ordinance No. 100 is repealed in its entirety. SECTION 13.12.010 INTENT A. The City of Rancho Palos Verdes, pursuant to Government Code Section 53066, is authorized to grant one or more non-exclusive revocable franchises to construct, operate, maintain and reconstruct cable television systems within the city limits. B. The City Council further finds that the development of cable television and communications systems has the potential of having great benefit and impact upon the people of the City of Rancho Palos Verdes. Because of the complex and rapidly changing technology associated with cable television, the City Council further finds that the public convenience, safety and general welfare can best be served by establishing regulatory powers which should be vested in the City or such persons as the city shall designate. It is the intent of this Ordinance and subsequent amendments to provide for and specify the means to attain the best possible public interest and public purpose in these matters and any franchises issued by this Ordinance shall be deemed to include this finding as an integral part thereof. SECTION 13.12.020 DEFINITIONS 1. "Access Channel" means any program or signal channel available for non-profit use by government agencies, educational institu- tions, community groups, and individual members of the public, under terms established by the franchise. 2. "Additional Subscriber Service" means any service not included in "basic Subscriber Service," or "Institutional Service," in- cluding, but not limited to, pay-cable. 3. "Agency Subscriber" means a subscriber who receives a service in a government or public agency, school of non-profit corporation. 4. "Basic Subscriber Service" means as a minimum the total of all of the following: (a) The retransmission to all subscribers of all broadcast television channel signals required by the FCC to be carried by a community antenna television system; #402X-A5 (b) The cable casting to all subscribers of programming on any local origination channel, or on the public, educational and government access channels; and 5. "Broadcast Signal" means a television or a radio signal that is transmitted over the air to a wide geographic audience and is received by a cable communications system off the air or by microwave or satellite link. 6. "Cable Television System" not exempted by Government Code Section 53066.1 or Community Antenna Television System (CATV), means a system of antennas, cables, wires, lines, towers, waveguides, or other conductors, converters, equipment or facilities, designed and constructed for the purpose of producing, receiving, transmitting, amplifying and distributing, audio, video and other forms of electronic or electrical signals, located in the City. Said definition shall not include any such facility that serves or will serve only subscribers in one or more multiple unit dwellings under common ownership, control or management, which does not use the City's rights-of-way. 7. "Cable Usage Corporation" means a non-profit corporation as defined in Section 13.12.340 herein. 8. "Cablecast Signal" means a non-broadcast signal that originates within the facilities of the cable communications system. 9. "Channel" means a six-Megahertz (MHz) frequency band, which is capable of carrying either one standard video signal, a number of audio, digital or other non-video signals, or some combination of such signals. The frequencies of these signals shall be on EIA standard frequencies. All basic subscriber services must be on standard frequency assignment that can be received by any standard television receiver for Channels 2-13 or any standard "Cable Ready" television receiver for channels other than 2-13 without any adapter or converter. 10. "City" or "Grantor" means the City of Rancho Palos Verdes as it is presently, or may be in the future, constituted. 11. "Completed System" means that Grantee has provided connections or made service available to all dwelling units and institutional and commercial facilities in the franchise area to the satisfaction of Grantor. Exceptions may be considered by the Grantor when a private property owner denies access to the Grantee. 12. "Converter" means an electronic device which converts signal characters from one form to another. 13. "Educational Channel" or "Educational Access Channel" means any channel where education institutions are the only designated programmers. -2- ORDINANCE NO. 191 #402X-A6 14. "FCC" means the Federal Communications Commission and any legally appointed or elected successor. 15. "Franchise" shall mean a franchise agreement granted hereunder to a cable operator and shall include and be deemed to incorporate by reference all the provisions of this ordinance. 16. "Franchise Fee" means the charges imposed as consideration for the granting of any franchise under this ordinance, the regulation and administration of the franchise and the continuing use of the public streets and rights-of-way of the City of Rancho Palos VERDES by the Grantee. 17. "Government Channel" or "Government Access Channel" means any channel where local government agencies are the only designated programmers. 18. "Grantee" means a cable operator granted a franchise hereunder, and its lawful successor, transferee or assignee. 19. "Gross Receipts" or "Gross Revenues" means any and all income, compensation or other consideration received by Grantee each year from all sources of operation of the cable television system within the franchise area, except that any sales, excise or other taxes, or other payments collected for direct pass-through to local, state or federal governmental entities, shall not be included. 20. "Guarantor" means the parent company of which shall guarantee all obligations imposed on the Grantee by the granting of this franchise. 21. "Head-end" means large master antennae and electronic equipment used to pick up direct signals from broadcasting facilities, micro- wave links, satellite programming services, etc., and supplies these signals into the cable system. 22. "Institutional Service" means such video, audio, data and other services provided to institutional users on an individual application, private channel basis. These may include, but are not limited to, two-way video, audio or digital signals among institutions, or from institutions to or from residential sub- scribers. 23. "Leased Channel" or "Leased Access Channel" means any channel available for leasing and programming by persons or entities other than Grantee. 24. "Local Origination Channel" means any channel where the Grantee is the only designated programmer, and provides video programs to subscribers. -3- ORDINANCE NO. 191 #402X-A8 25. "Monitoring" means observing a one-way communication 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 electronic means, for any purpose whatsoever. 26. "Pay-Cable" or "Pay-Television" means the delivery to subscribers over the cable television system of television signals for a fee or charge over and above the charge for the Basic Subscriber Television Service, on a per program, per channel, or other subscription basis. 27. "Person" means an individual, partnership, association, organiza- tion, corporation or any lawful successor, transferee or assignee of an individual, partnership, association, organization or corporation. 28. "Programmer" means any person or entity who or which produces or otherwise provides program material or information for transmission by video, audio, digital or other signals, either live or from recorded tapes or other storage media, to subscribers by means of the cable television system. 29. "Public Access Channel," "Community Access Channel," or "Community Channel" means any channel where any member of the general public or any non-commercial organization may be a programmer, without charge, on a non-discriminatory basis. 30. "Public Easement" includes, but is not limited to, any easement created by dedication to the City for public utility use or any other purpose whatsoever. 31. "Resident" means any person residing in the City of Rancho Palos Verdes or as otherwise defined by applicable law. 32. "School" means any public educational institution including primary and secondary schools, colleges and universities and all other similarly situated public institutions which have received appropriate accreditation from the State of California, and where required, from other authorized accrediting agencies. 33. "Service Area" means the entire geographic area within the franchise territory. 34. "Street" shall include each of the following which have been dedicated to the public or hereafter dedicated to the public and maintained under public authority by others and located within the city limits: streets, roadways, highways, avenues, lanes, alleys, sidewalks, easements, rights-of-way and similar public ways and extensions and additions thereto. 35. "Subscriber" means any person, firm, corporation or any entity who or which elects to subscribe to, for any purpose, a service provided by Grantee by means of or in connection with the cable television system. -4- ORDINANCE NO. 191 #402X-A9 36. "Subscriber Revenues" or "Gross Subscriber Revenues" means those revenues derived from the monthly service charges paid by subscribers located within the authorized franchise service area. Subscriber revenues shall include revenues received as installation charges and fee for reconnections, connections, inspections, repairs or modifications of any installations or services. Subscriber revenues shall also include the following: (a) "Gross annual basic subscriber receipts" means any and all compensation and other consideration received directly or indirectly by grantee from subscribers in payment for the basic service of the cable television system. (b) "Gross annual additional subscriber service receipts" means any and all compensation and other consideration received directly or indirectly by the grantee from subscribers or users in payment for the receipt of additional subscriber services. (c) "Gross annual advertising receipts" means any income, compensation and other consideration received by the grantee derived from any form of advertising. (d) "Gross annual lease receipts" means any fees or income received by the grantee for the lease or rental and compensa- tion for any service in connection therewith, including but not limited to studio and equipment rental and projection costs of any channel permitted or designated by the FCC to be so leased or rented. 37. "Tapping" means observing a communications signal exchange, where the observer is neither of the communicating parties, whether the exchange is observed by visual or electronic means, for any purpose whatsoever. SECTION 13.12.030 TERM OF THE FRANCHISE A. Term A franchise granted hereunder shall be for a term established by the Grantor for a period commencing on the date of the Grantor's adoption of an ordinance authorizing the franchise. B. Renewal 1. A franchise granted hereunder may be renewed upon application by by Grantee pursuant to the provisions of this Section and applicable State and Federal law. 2. A written application for renewal shall be filed at least twenty- four (24) months prior to the expiration of a franchise. -5- ORDINANCE NO. 191 #402X-A11 3. A renewal application shall be considered at a duly noticed public hearing which shall be held no later than four months after the application is filed. Mailed notice of the hearing shall be given to the Grantee at least twenty (20) days prior to the hear- ing. Grantor shall make its determination at least twelve (12) months prior to the expiration of the franchise. The determina- tion granting or denying renewal shall be in writing and shall include findings as to the reason for the determination. 4. Grantor may condition renewal upon compliance with any amendments to this Chapter and applicable State and Federal law. Renewal may be denied upon any of the following grounds provided that the Grantee has first been given notice and opportunity to cure any deficiency in operation or violation of the Grantee's obligations under this Chapter or the franchise. A. The Grantee lacks the financial, legal or technical ability to provide the services set forth in its proposal. B. The Grantee' s proposal is not adequate or reasonable to meet the future cable-related needs of the community, taking into account the technical and financial feasibility of meeting such needs and interests. C. The Grantee has not complied with the terms and conditions of the existing franchise, this Chapter or applicable State and Federal law. D. The quality of the service provided by the Grantee, including signal quality, billing practices and responses to subscriber complaints, has not been satisfactory or reasonable in light of community needs. 5. If the Grantee does not accept a renewal granted pursuant to this Section within ninety (90) days of the determination granting the renewal, the franchise shall terminate on the date of expiration set forth in the existing franchise. 6. Failure of a Grantee to apply for renewal of a franchise pursuant to this Section shall mean that the Grantee intends to dispose of its franchise property at the expiration of the existing franchise in accordance with the provisions of this Chapter. SECTION 13.12.040 FRANCHISE TERRITORY Any franchise shall be within the territorial limits of the City of Rancho Palos Verdes, California, and within any area henceforth added thereto during the term of the franchise. A. In the event any new territory shall become annexed to the City then the Grantor shall determine at a public hearing, which Grantee or Grantees, if any, shall serve such new territory. -6- ORDINANCE NO. 191 #402X-A13 B. In the event any portion of unincorporated territory covered by an existing franchise or license granted by the County of Los Angeles is annexed to the City after the grantee thereof has commenced or completed construction and installation of a CATV system within said territory, the rights reserved under such franchise or license to the County of Los Angeles or to any officer thereof, shall inure to the benefit of the Grantor and all regulatory provisions of this Chapter and any other rules and regulations applicable to CATV systems operating within the City, whether then in effector subsequently adopted, shall be applicable to and binding upon said Grantee. In addition, the Grantee shall be obligated to pay annually to the Grantor, the percentage of the gross receipts established by the County of Los Angeles in said franchise or license. C. In the event any portion of the unincorporated territory covered by an existing franchise or license granted by the County of Los Angeles is annexed to the City prior to the time that the Grantee of such County franchise or license has commenced installation of a CATV system within said territory, all rights acquired by said Grantee under its County franchise or license shall terminate by operation of law as of the date on which the annexation to the City becomes effective. SECTION 13.12.050 FRANCHISE TO INSTALL AND OPERATE A franchise granted by the City under the provisions of this Chapter 13.12 shall encompass the following purposes: A. To engage in the business of cable television service and the distribution and sale of such service to subscribers within the designated service area. B. To erect, install, construct, replace, and retain poles, coaxial cable, conductors, amplifiers, television antenna, supporting structures, and appurtenances in, along and across street or other public places within the designated service area provided, however, that any such poles, or attachments, may not be erected or maintained in any public highway and/or private easement in which there then exists or is being erected a pole line of any public or private corporation or person engaged in service to the public as an electric or telephone public utility, and which pole line is reasonably available to the grantee for use pursuant to a pole contract rental agreement. C. To maintain and operate said franchise properties for the origina- tion, collection, transmission, amplification, distribution and reception of television and radio signals. -7- ORDINANCE NO. 191 #402X-A14 SECTION 13.12.060 FCC or CALIFORNIA PUBLIC UTILITIES COMMISSION (PUC) JURISDICTION This Ordinance shall be construed in a manner consistent with all applicable Federal and State laws. Whenever the Federal Communications Commission or Public Utilities Commission of the State of California or any other federal or state agency shall now or hereafter exercise any paramount jurisdiction over any specific provisions of this Ordinance, such paramount jurisdiction shall preempt or preclude the exercise of like jurisdiction by the City. Any modification of such Federal or State law shall to the extent applicable be considered a part of this Ordinance as of the effective date of such modification. SECTION 13.12.070 APPLICATION - REQUIRED Any person desiring a franchise or license for a cable television system or renewal shall file an application with the City. An application fee established by the City shall accompany the application or renewal to cover costs associated with the application. SECTION 13.12.080 APPLICATION CONTENTS An application for a franchise or license or transfer for a cable television system shall contain, where applicable: A. Designation of specific area to be served by franchise; B. Resume of prior history of applicant, including the expertise of applicant in the cable television field; C. List of the partners, general and limited, if the applicant is a partnership and a list of the persons and/or entities involved if the applicant is a joint venture; D. List of stockholders of applicant and percentage of stock owned or controlled by each shareholder. List shall include all principals, officers, directors, managing employees and all persons having a legal or equitable interest in five percent (5%) or more of its voting stock; E. List of officers of applicant, together with a description of education and business background of each officer; F. A current financial statement of applicant verified by a CPA audit. If statement is unavailable, then the following will be required: 1. Letters of credit, 2. Letters from person verifying or having knowledge of applicant's business experience, technical expertise and financial status, 3. Itemized business bank accounts, if any, together with name, and location of banks handling accounts. -8- ORDINANCE NO. 191 #402X-A16 Applicant will be required to authorize release of financial information to Grantor from financial institutions relating to information supplied by applicant in support of the application; G. Proposed construction schedule, providing for at least 33-1/3 percent construction per year for three years; H. Street map of area to be served including the location of proposed or existing head-end site (antenna site) and business office; I. Legal description of area to be served; J. Proposed rates and charges to be charged subscribers; K. Itemized electronic equipment to be used, channels to be provided, pay T.V. or additional services and type of converter; L. Technical market survey of area and economic analysis including number of homes, population, income bracket and percent of those requesting service, if available; M. The names and addresses of any parent or subsidiary of applicant or any other business entity owning or controlling applicant in whole or in part, or owned or controlled in whole or in part by applicant; N. A signed statement by an officer that no principal, officer, Director or managing employee: 1. Has ever been convicted or held liable for acts involving moral turpitude (including, but not limited to, charges sustained before any federal or state agency, or violation of any tax or securities law), or is presently under any indictment, investigation or complaint charging such acts; 2. Has ever had a judgment in an action for fraud, deceit or misrepresentation entered against it, her, him, or them by any court of competent jurisdiction; or 3. Has pending any legal claim, lawsuit or administrative proceeding arising out of or involving a cable television system. 0. Any reasonable additional requirements that the City deems to be applicable. SECTION 13.12.090 SETTING FOR PUBLIC HEARING The City Clerk shall set applications for hearing at a time and date approved by the Grantor. -9- ORDINANCE NO. 191 #4O2X-A18 SECTION 13.12.100 NOTICE OF HEARING Not less than fifteen (15) days before the hearing, the City clerk shall give notice in writing of the time, date and place of hearing to the applicant. The City Clerk shall serve such notice upon the applicant either by first-class mail, postage prepaid, or by personal delivery thereof to applicant. SECTION 13.12.110 POSTING NOTICE The City Clerk shall cause a notice to be posted in four places within the area to be served stating the time, date and place of a hearing not less than fifteen (15) days prior to the hearing. SECTION 13.12.120 CONTENTS OF POSTED NOTICE The posted notice of hearing shall state the applicant's statement of prices to be charged and also shall state: Persons in favor of or having objections to the granting of the franchise or license for which application is made, or wishing to suggest any other terms and conditions which should be included in such franchise or license, at any time prior to the date above named may file with the City Clerk in writing objections or suggestions, or both, giving reasons therefor, and they may appear at the time and place of the hearing to be heard relative thereto. SECTION 13.12.130 PUBLICATION The City Clerk shall publish in a newspaper of general circulation circulated within the area to be served and pursuant to Section 6063 of the Government Code the same notice as is required to be posted. SECTION 13.12.140 COMMENTS BY INTERESTED PERSONS Any person interested, at any time after the filing of an application as provided in this Chapter, and prior to the hearing thereon, may file with the City Clerk written comments, protests, and/or suggestions, either for or against the granting of the franchise or license or to suggest any terms and conditions which should be included in the franchise or license. The Grantor in considering the applications, shall give consideration to all such protests and suggestions. SECTION 13.12.150 CONDUCT OF HEARING At the time and place set for the hearing or at the time and place to which the hearing may be continued by the Council, the Council shall hear the applicant, who may present any relevant evidence to show why the franchise or license should be granted, why certain terms or conditions should be imposed or not imposed on such franchise or license if granted, and also shall hear testimony or statement of other persons who may attend the hearing and present -10- ORDINANCE NO. 191 #402X-A20 reasons why the application should be denied or granted, or why, if granted, the franchise or license should or should not be subject to certain conditions. SECTION 13.12.160 DECISION AFTER HEARING Within thirty (30) days after the close of the hearing, and based upon the evidence received at the hearing the Council shall make a decision as to whether or not the application should be granted, and, if granted, subject to what conditions. The Council shall send a copy of its decision to the applicant. SECTION 13.12.170 FRANCHISE NON-TRANSFERABLE In addition to the restrictions set forth in Section 53066 of the Government Code, the franchise shall not be sublet or assigned, nor shall any of the rights, privileges therein granted or authorized be leased, assigned, sold or transferred, either in whole or in part, nor shall title thereto, either legal or equitable, or any right, interest or property therein, pass to or vest in any person, except Grantee, either by act of Grantee or by operation of law, without the prior consent of the Grantor expressed by ordinance, such consent not to be unreasonably withheld or delayed. Grantee, upon transfer as heretofore provided, shall within sixty (60) days thereafter, file with Grantor a copy of the deed, agreement, mortgage, lease, or other written instrument evidencing the sale, transfer, lease, or assignment, certified and sworn as correct by the Grantees. No rights or privileges granted under the franchise shall inure to the benefit of the transferee, assignee, vendee or lessee until all the provisions of this Section and Sections 13.12.180 and 13.12.190 have been satisfied. SECTION 13.12.180 CHANGE IN CONTROL Grantee shall promptly notify Grantor of any actual or proposed change in, or transfer of, or acquisition by any other party of, control of the Grantee. The word "control" as used herein is not limited to major stockholders or partnership interests, but includes actual working control in whatever manner exercised. A rebuttable presumption that a transfer of control has occurred shall arise upon the acquisition or accumulation by any person or group of persons of ten percent (10%) of the voting shares of Grantee. Every change, transfer, or acquisition of control of the Grantee shall make the franchise subject to cancellation unless or until Grantor shall have consented thereto, which consent shall not be unreasonably withheld or delayed. SECTION 13.12.190 GRANTEE TO SHOW QUALIFICATIONS OF TRANSFEREE For the purpose of determining whether it shall consent to such change, transfer, or acquisition of control, Grantor may inquire into the qualifications of the prospective transferee or controlling party, and Grantee shall assist Grantor in any such inquiry. In seeking Grantor's consent to any change of ownership or control, -11- ORDINANCE NO. 191 #402X-A21 Grantee shall have the responsibility of insuring that transferee completes an application as required of initial franchise applicant described herein. Application shall be submitted to Grantor not less than ninety (90) days prior to date of transfer. SECTION 13.12.200 GEOGRAPHICAL COVERAGE A. Grantee shall, except as provided in paragraph B of this Section, design, construct and maintain the cable television system to pass every single-family dwelling unit, multiple-family dwelling unit, hospital, rest-home, boarding house, school, commercial facility, institutional and governmental building within the area of the franchise. After service has been established by activating trunk cables for any area, Grantee shall provide service to any requesting subscriber within that area thirty (30) days from the date of request. B. Upon approval from the Grantor, Grantee may take exception to the above based on a line extension formula, approved by the Grantor, that requires the applicant requesting service in these areas to either pay a propor- tionate share of the excessive cost of extending service to these areas and/or a higher monthly fee as determined by the Grantee with approval by the Grantor, if and only if it can be shown that the cost for line installation is higher than that of similar installations in the Grantee's existing service areas of Rancho Palos Verdes after adjustment for inflation. In no case can an exception be granted for the infill of areas within an existing franchise boundaries, except as approved by Grantor. SECTION 13.12.210 RESPONSIBILITY FOR SIGNAL QUALITY Grantee shall retain full responsibility for the quality of cable television service as provided in Section 13.12.240 to all recipients of redistributed service (i.e., through microwave, master antennae or satellite redistribution). Grantee shall be presumed to have retained such responsibility together with all obligations arising from the franchise, including but not limited to charges to the ultimate recipient for service. SECTION 13.12.220 FCC COMPLIANCE A. Grantee shall, at all times, comply with the rules and regula- tions governing CATV operations promulgated by the FCC specifi- cally but not limited to those set out in Section 76.31 of Title 47 of the Code of Federal Regulations. This shall include adherence by the Grantee to FCC rules regarding technical and engineering speci- fications involved in the construction of the CATV system and signal carriage therein. -12- ORDINANCE NO. 191 #402X-A23 B. Consistent with the requirements of Section 76.3 (a) (6) of the FCC, any modification(s) of Section 76.31 resulting from amendment thereto by the FCC shall to the extent applicable to be considered as a part of the franchise as of the effective date of the amendment made by the FCC. C. In recognition of extensive use of the Palos Verdes Peninsula as a point of origin of numerous radio communication services the Grantee shall use all necessary measures to solve any inter- ference problems pursuant to FCC Rule Section 76.613(b) and 76.605. A continous and vigilant maintenance program is required of the Grantee in order to prevent any CATV interference. The Grantee shall take all steps necessary to prevent signal leakage as specified in FCC Rule Section 76.613. If such steps are not taken the Grantor shall request the FCC to enforce the rules and levy fines for violations. D. Remedies for failure to meet FCC rules and regulations are provided for in Section 13.12.700. SECTION 13.12.230 MINIMUM SERVICE STANDARDS A. Grantee shall distribute in color those television signals which it receives in color. B. Grantee shall render such service to subscriber as will meet or exceed FCC technical and performance requirements. C. The Grantee shall designate a channel which will be used for emergency broadcasts of both audio and video. The Grantee shall cooperate with the City in the use and operation of the emergency alert system. Such channel may include government, public and educational access channels. D. The Grantee shall render efficient and continuous service, making repairs promptly and interrupting service only for good cause and for the shortest time possible; such planned interruptions insofar as possible shall be preceded by notice given to subscribers and Grantor twenty-four (24) hours in advance and shall occur during the periods of minimum use of the system when feasible. No charge shall be made to the subscriber for this service unless failure is caused by subscriber's own negligence. E. The Grantee may petition the City to authorize the suspension or abandonment of service upon such reasonable terms and conditions as may be prescribed by the City. SECTION 13.12.240 SUBSCRIBER COMPLAINTS A. The Grantee shall limit system failures to minimum time duration by locating and correcting malfunctioning promptly, but in no -13- ORDINANCE NO. 191 #402X-A25 event longer than twenty-four (24) hours after occurrence, irrespective of holidays or other nonbusiness hours. B. Upon complaint by any subscriber, the Grantee shall have the burden to satisfy the City that a signal is being delivered which is of sufficient strength and quality to meet standards contained in the FCC rules and regulations. C. The Grantee shall maintain a written complaint record containing the following information: 1. Date and time of subscriber complaint; 2. Identification of the complaintant by name and address; 3. A record of when and what action was taken by the Grantee to resolve the complaint. D. Said record shall be kept at the Grantee's local office for a period of two (2) years after receipt of any such complaint. A copy of said complaint record shall be submitted by the Grantee to City within ten (10) days following receipt of a written request therefor by City. E. The Grantee shall provide each subscriber in the authorized franchise area with a notice identifying City as the franchising authority, indicating the local business headquarters office of the Grantee to handle subscriber complaints, and identifying the City as the referral agency if any problem regarding the CATV service or rates is not resolved by the Grantee to the reasonable satisfaction of the subscriber. The Grantor may assist in the resolution of any consumer complaints. Subscribers and Grantee may call upon this service. F. The Grantee shall maintain a local business headquarters office near the franchise area and provide the title, address, and phone number of a person who will act as the Grantee's agent to receive complaints regarding quality of service, equipment malfunctions and similar matters. The local office shall be open to receive inquiries or complaints from subscribers during normal business hours. A toll free telephone number shall be available to all sub- scribers located within the franchised area for the reporting of service problems on a twenty-four (24) hours per day, seven (7) days per week, three hundred sixty-five (365) days per year basis. G. Grantee shall furnish each subscriber at the time service is installed written information that clearly sets forth: (1) the method of requesting general information about the cable system, service, and correction of billing problems, (2) the method of registering a complaint about Grantee' s service. Such information shall include the title, address and local telephone number of the employee or employees to whom such requests or complaints are to be addressed, and the name, address and local telephone number of -14- ORDINANCE NO. 191 #402X-A27 Grantee's regional manager. Grantee shall also furnish information concerning the City office responsible for administration of the franchise with the address and telephone number of the office. SECTION 13.12.250 PROHIBITED ACTIVITIES The Grantee, or any of its agents or employees, shall not sell, or otherwise make available to any party; A. Lists of the names and addresses of subscribers, and B. Any list which identifies the viewing habits of individual subscribers. This does not prohibit the Grantee from providing composite ratings of subscriber viewing to any party. SECTION 13.12.300 FRANCHISE FEE 1. Following the issuance and acceptance of the franchise, the Grantee shall pay to the Grantor a franchise fee of five percent (5%) of annual gross revenues. The first three (3) quarterly payments shall be estimated and payment due no later than thirty (30) days following the end of each calendar quarter. The fourth and final quarterly payment shall be computed on actual year end revenues and payment shall be due no later than ninety (90) days following the end of the calendar year. The fourth quarter payment shall be adjusted to reflect previous estimated payments. If, at any time in the future, federal and state limitations on franchise fees are no longer in force, the Grantor shall have the right to negotiate for such higher franchise fees as Grantor deems appropriate. The Grantee shall pay to the Grantor an amount equal to the total of the following derived from its operations within the authorized franchise service area: (a) Five percent (5%) of its gross annual basic subscriber receipts; (b) Five percent (5%) of its gross annual additional subscriber service receipts; (c) Five percent (5%) of its gross annual advertising receipts; (d) Five percent (5%) of its gross annual lease receipts; 2. Checks for all such payments shall be made payable to the City of Rancho Palos Verdes and shall be submitted to the Finance Director. Franchise fees remitted by mail shall be deemed timely filed only if the envelope enclosing the franchise fee is addressed to the City and bears a postmark on or prior to the due date. 3. Each payment shall be accompanied by statement of the Manager, or other Grantee officer of equal authority, showing in detail the facts material to the determination of the amount due. 4. In the event the Grantee fails to make the payments for the franchise on or before the dates due as provided in this Section, Grantee shall pay interest on the amount due at the rate of eighteen percent (18%) per year or the maximum allowed by law from the date due until paid. -15- ORDINANCE NO. 191 #402X-A28 5. The Grantee shall keep and preserve, for a period of three (3) years subsequent to the date of the most recent franchise fee determination, all the records necessary to determine the amount of such Grantee fee, including but not limited to all business records and bank statements. SECTION 13.12.310 SECURITY FUND Within thirty (30) days of the effective date of a franchise, Grantor may require Grantee to deposit into an interest bearing bank account, established by Grantor, a sum established by Grantor as a security fund. This sum shall be maintained on deposit throughout the term of the franchise in an account bearing the maximum interest permitted by law, which interest shall be payable to Grantee. The security fund shall be available to Grantor to satisfy any and all claims, liens and/or taxes due Grantor from Grantee which arise by reason of construction, operations, or maintenance of system. Grantee may withdraw the interest on the security fund at any time. However, during the existence of the security fund, Grantee agrees not to withdraw any part of the principal amount. Subject to Grantor approval, the security fund requirements may be satisfied by conveyance of an irrevocable letter of credit to the Grantor, in a form approved by Grantor. SECTION 13.12.320 ABANDONMENT OR REMOVAL OF FRANCHISE PROPERTY A. In the event that the use of any franchise property or a portion there- of is discontinued for a continuous period of twelve (12) months, Grantee shall be deemed to have abandoned the franchise property. B. In addition, the Grantor, upon such terms as Grantor may impose, may give Grantee permission to abandon, without removing, any system facility or equipment laid, directly constructed, operated or maintained under the franchise. Unless such permission is granted, the Grantee shall remove all abandoned facilities and equipment upon receipt of written notice from Grantor and shall restore the highway to its former state at the time such facilities and equipment were removed, as near as may be, so as not to impair its usefulness. C. Upon abandonment of any franchise property in place, the Grantee, if required by the Grantor, shall submit to the Grantor an instrument, satisfactory in form to the City Attorney, transferring to the Grantor the ownership of the franchise property as abandoned. SECTION 13.12.330 CABLE USAGE CORPORATION Grantor may establish, and Grantor shall have the right to establish as a term of any franchise granted hereunder, a public benefit, non-profit corporation to receive and allocate support funds and other consideration for the purpose of promoting and developing local usage of the cable television system. -16- ORDINANCE NO. 191 #402X-A30 SECTION 13.12.340 DESIGN AND CONSTRUCTION REQUIREMENTS A. All franchise property to be constructed and operated under the franchise shall be built and constructed of first class materials in a good and workmanlike manner and shall be maintained in good working condition. B. Grantee shall not construct or install any poles, conduits or other system facilities within City highways until the Grantee has secured the necessary permits from the City or obtained any other necessary authorization from City, and obtained permission from the Federal Aviation Authority to erect and maintain antennas suitable to the needs of the system and its subscribers. C. In those areas of the City where transmission or distribution facilities of the public utility providing telephone or electric power service are underground, the Grantee likewise shall construct, operate and maintain all of its transmission and distribution facilities therein underground. D. In those areas of the City where Grantee's cables are located on the above-ground transmission or distribution facilities of the public utility providing telephone or electric power service, and in the event that such public utility facilities or any part thereof subsequently are placed underground, then the Grantee likewise shall reconstruct, operate and maintain its transmission and distribution facilities underground. E. Amplifiers and other electrical facilities to service underground cables may be pad-mounted. F. If any portion of any street is damaged by reason of installation or existence of any facility constructed under this franchise, the Grantee thereof shall, at its own expense, immediately following written or oral notification thereof, repair any such damage and put such street in as good condition as it was before such damage, to the satisfaction of the City Manager, or such person as designated by the City Manager. Verbal notification will be confirmed in writing within forty-eight (48) hours. Grantee shall maintain and upgrade the system and services to reflect those technical and economic developments occurring during the term of the franchise which will benefit the public in terms of new and more: effective and efficient service, when such services prove to be cost-effective. SECTION 13.12.400 ESTABLISHMENT OF SERVICE A. Within thirty (30) days after acceptance of a franchise, a Grantee shall proceed with due diligence to obtain all necessary permits and authorizations which are required in the conduct to its_ :business. In connection therewith, copies of all petitions, -17- ORDINANCE NO. 191 #402X-B2 applications and communications submitted by a Grantee to the FCC, or any Federal or State regulatory body having jurisdiction in respect to any matter affecting Grantee's cable television operation in Rancho Palos Verdes shall also be submitted concurrently to the City Clerk. B. Grantee shall, within eighteen (18) months after acceptance of franchise, obtain all necessary permits and authorizations as indicated in subsection "A" of this Section. Grantee shall notify Grantor in writing when all such permits and authorizations have been obtained, should a Grantee be unable to comply with the requirements of this subsection within the time specified herein, the franchise granted in this Chapter shall become null and void and the Grantee shall have no rights thereunder, provided however, that the Grantor may for good cause shown by the Grantee grant extensions of time to comply with this requirement. C. Within ninety (90) days after obtaining the necessary permits and authorizations, Grantee shall have commenced construction and installation of the cable television system. Grantee shall notify City in writing, within ten (10) days thereof of the date of commence- ment of construction and installation work. SECTION 13.12.410 INTERCONNECTION A. The Grantee shall make all reasonable efforts to electrically inter- connect with CATV Systems in other franchise areas of the City and adjacent communities for the purpose of sharing locally originated public and educational programming. Such an interconnect shall be effected by coaxial cable, fiber optic cable, microwave or other bi- directional signal transportation means as appropriate to permit programming interchange in compliance with the technical provisions of this Ordinance. Within six (6) months of the effective date of a franchise, the Grantee shall contact all franchised operators in communities and other franchised areas immediately adjacent to the franchised area for the purposes of exploring and securing a mutually acceptable system interconnect agreement and report the results of said activity to the City Manager. Said report shall state each contacted operator's name, city and response, list all programming activity available to Rancho Palos Verdes residents via such an interconnect agreement as well as list programming to similarly be transmitted from Rancho Palos Verdes to the adjacent community and explain the substance of the government business agreement entered with the other operators. B. If an adjacent operator(s) is not responsive to the Grantee's inquire, a letter report, stating that all reasonable attempts to gain an inter- connect agreement were made but unsuccessfully, shall be filed with the City. C. In the case of adjacent new CATV systems constructed in adjacent communities after the Rancho Palos Verdes system, the Grantee shall have a period of six (6) months after the new system becomes operational to make the required inquiries and attempt at an interconnect agreement. -18- ORDINANCE NO. 191 #402X-B7 SECTION 13.12.420 TECHNICAL STANDARDS A. The Grantee shall construct, install, operate and maintain its system in such a manner consistent with all laws, ordinances, construction standards, governmental requirement, FCC technical standards, and detailed standards submitted by the Grantee as part of its application. It addition, the Grantee shall provide the Grantor, upon request, with a written report of the results of the Grantee annual proof of performance tests conducted pursuant to FCC standards and requirements. B. The Grantee shall continue, through the term of the franchise, to maintain FCC technical standards and quality of service set forth in this ordinance. Should the Grantor find that the Grantee has failed to maintain FCC technical standards and quality of service, and should the Grantor specifically enumerate improvements to be made, the Grantee shall make such improvements. Failure to make such improvements within three (3) months of such notification will constitute a breach. C. When the Grantee fails to meet technical standards of the FCC, the Grantor shall request enforcement of the rules by the FCC and for the levy of fines as provided for in the rules. D. All basic subscriber services must be on standard channel assignments that can be received by any standard television receiver for channels 2-13 and any standard "cable ready" television receivers for channels other than 2-13 without any adapter or convertor, unless otherwise approved by Grantor. SECTION 13.1.2.430 REGULATORY AUTHORITY Grantor shall exercise appropriate regulatory authority under the provisions of this Ordinance and applicable law. Grantor may, at its sole option, participate in a joint regulatory agency, with delegated responsibility in the area of cable related communications. SECTION 13.12.440 REGULATORY RESPONSIBILITY Grantor may exercise or delegate the following regulatory responsibilities: A. Administering and enforcing the provisions of this franchise. B. Coordination of the operation of facilities and access channels. C. Providing for technical, programming and operational support to public agency users, such as city departments, schools and health care institutions. D. Establishing procedures and standards for institutional operations and services, use of dedicated channels, and sharing of public facilities. E. Planning expansion and growth of public cable service. -19- ORDINANCE NO. 191 #402X-B10 F. Analyzing the possibility of integrating cable communications with other city, state or regional telecommunications networks. G. Formulating and recommending long-range telecommunications plans. SECTION 13.12.450 ANNUAL REVIEW OF SYSTEM PERFORMANCE Each year throughout the term of the franchise, if requested by the Grantor, Grantor and Grantee shall meet publicly to review system performance and quality of service. The various reports required pursuant to this ordinance shall be utilized as the basis for review. In addition, any subscriber may submit complaints during the review meetings, either orally or in writing, and these shall be considered. Within thirty (30) days after the conclusion of a system performance review meeting, Grantor shall issue findings with respect to the adequacy of system performance and quality of service. If inadequacies are found, Grantor may direct Grantee to correct the inadequacies within a reasonable period of time. Failure of Grantee, after due notice, to correct the inadequacies shall be considered a material breach of the franchise, and Grantor may levy any penalty within the scope of this Ordinance considered appropriate. SECTION 13.12.460 CITY REVIEW OF SYSTEM PERFORMANCE A. When there have been similar complaints made or where there exists other evidence which, in the judgment of the Grantor, casts reasonable doubt on the reliability or quality of cable service, the Grantor shall have the right to compel the Grantee to test, analyze and report on the performance of the system in order to protect the public against substandard cable service. Such test or tests shall be made and the report thereof shall be delivered to the Grantor no later than fourteen (14) days after the Grantor notifies the Grantee that he is exercising such right. Such report shall include the following information: The nature of the complaints which precipitated the special tests; what system component was tested; the equipment used and procedures employed in said testing; the results of such tests; and, the method in which such complaints were resolved. Any other information pertinent to the special test shall be recorded. B. Said tests and analyses shall be supervised at the expense of the Grantee, if so requested by the Grantor, by a professional engineer who is not on the permanent staff of the Grantee. The engineer shall sign all records of such special tests and forward such records to the Grantor with a report interpreting the result of the tests and recommending actions to be taken. C. In the event that the Grantee shall fail to make the improvements, repairs or adjustments to the system necessary to restore the reliability or quality of cable service within sixty (60) days after the Grantor has given notice to the Grantee that Grantor is -20- ORDINANCE NO. 191 #402X-B11 exercising the right to compel the Grantee to test, analyze and report on the performance of the system as set forth in paragraph A of this Section, the Grantee shall pay to the Grantor the sum of five hundred dollars ($500.00) per day for each day that the Grantee has failed to remedy such deficiency, unless the Grantee proves to the reasonable satisfaction of the Grantor that the delay was caused by factors beyond the control of the Grantee, or is otherwise waived by the Grantor for good cause shown. SECTION 13.12.500 RATES A. Any franchise granted hereunder shall specify all rates and charges for services to subscribers, including but not limited to, basic service, additional service, installation, additional hookups and charges for specialized classes for service. B. Rates for subscriber service shall not be increased at any time after the granting of a franchise except as provided in Section 13.12.510. This provision and the provisions of Section 13.12.510 shall apply to the extent permitted by State and Federal law. C. Grantee shall notify the Grantor of its intent to revise any rates not subject to regulation hereunder in writing at least thirty (30) days prior to the effective date of such revised rate. SECTION 13.12.510 RATE CHANGE PROCEDURE A. In the event that Grantee desires to change- any rate or rates subject to regulation pursuant to this Chapter, Grantee shall file a petition with the Grantor at least ninety (90) days prior to the proposed date of rate change. Said petition shall set forth the proposed changes and the reason as upon which said changes are based. Upon receipt of said petition for rate change the Grantor may conduct a study and make recommendations concerning said rate change request. Following completion of said report and recommenda- tion, Grantor shall hold a public hearing on the rate change request. Notice of any such hearing shall describe any rates or charges to be fixed or changed, the reasons therefor, and setting forth the time and place when and where any persons having any interest therein may appear before the Grantor and be heard. The City Clerk shall publish the notice at least fifteen (15) days before the hearing in a newspaper of general circulation within the City. The City Clerk shall also cause a copy of such notice to be mailed to the Grantee at least fifteen (15) days prior to the date specified for the hearing. B. Grantee's application for a rate increase shall include, at a minimum, the following financial reports, which shall reflect the operations of the system; 1. Balance Sheet. 2. Income Statement. 3. Statement of Sources and Application of Funds. -21- ORDINANCE NO. 191 #402X-B13 4. Detailed supporting schedules of expenses, income, assets and other items as may be reasonably required. 5. Statement of current and projected subscribers and penetration. C. Following said public hearing, Grantor may establish and fix rates or charges so as to provide a rate of return reasonable and fair to the Grantee and the public. D. The Grantor shall consider, but shall not be limited to, the following factors in approving or disapproving the application: 1. Grantee's substantial fulfillment of all material requirements of the franchise. 2. The quality of service, as indicated by the number and type of service complaints, Grantee's response to complaints, and the result of periodic system performance tests. 3. Prevailing rates for comparable services in other cable systems of similar size and complexity. 4. Changes in the Consumer Price Index (CPI) for the Long Beach - Los Angeles area. 5. Changes in Grantee's operating expenses. E. Grantor shall adopt a resolution approving, disapproving or modifying the proposed rates change request which resolution shall establish and fix any new rates or charges therein. Such resolution shall thereupon be part of any franchise granted under this Ordinance. In addition, said resolution shall set forth findings of fact and conclusions to support said determination of Grantor in connection with said rate change request. F. Grantor shall render its decision within sixty (60) days after receipt of the petition for change of rate except that said period may be extended for an additional thirty (30) days upon the consent of the Grantee. In the event that the Grantor does not make a decision within the time periods heretofore mentioned, Grantee may institute the proposed rate changes on an interim basis. Rates charged on an interim basis shall be conformed to the decision of Grantor when rendered. Upon request by Grantor, Grantee shall post a security bond on an acceptable surety company to guarantee any adjustments or refunds that may be required pursuant to the decision of Grantor. G. Grantee's accounting records applicable to the system shall be available for inspection by the Grantor at all reasonable time and upon prior notice. Grantor shall have access to records of financial transactions for the purpose of verifying burden rates or other indirect costs prorated to the operation. The documents listed above in subsection (b) shall include sufficient detail -22- ORDINANCE NO. 191 #402X-B 16 and/or footnotes as may be necessary to provide Grantor with the information needed to make accurate determinations as to financial condition of the system. All financial statements shall be certified as accurate by an officer of Grantee, and if requested by Grantor, by a Certified Public Accountant. H. Grantee shall maintain and file with Grantor, a complete schedule of subscriber rates including all fees and charges for services. I. Grantee shall receive no consideration whatsoever for or in connection with its provision of services to its subscribers other than as set forth in this section or as filed with and/or approved by Grantor. SECTION 13.12.520 EQUALITY OF RATES Grantee shall not grant any preference or advantage to any person or group, nor subject any person or group to prejudice or disadvantage as to rates, services, service facilities, rules and regulations or in any other respect relative to the rights granted under the franchise except as may be granted by the City Council for limited promotional activities. SECTION 13.12.530 DISCONNECTIONS There shall be no charge for disconnection from the system. However, if a subscriber has failed to pay properly due monthly fees or has not returned Grantee-furnished equipment or a subscriber disconnects for seasonal periods, Grantee may require, in addition to full payment of any delinquent fees, a reasonable fee for reconnection. SECTION 13.12.540 HOLD HARMLESS Grantee shall indemnify, defend and hold Grantor, its officers, agents and employees harmless from any liability, claims, damages, costs or expenses, including reasonable attorney's fees, arising from injury to persons or damages to property proximately caused by any conduct undertaken by the Grantee, its agents or employees, by reason of the franchise; Grantee shall at his sole cost and expense, upon demand of Grantor, appear in and defend any and all suits, actions or other legal proceedings, whether judicial, quasi-judicial, administrative, legislative or otherwise brought or instituted or had by third persons or duly constituted authorities, against or affecting Grantor, its officers, agents or employees, and arising out of or pertaining to the exercise of rights arising under the franchise. SECTION 13.12.550 INSURANCE A. On or before commencement of franchise operations, the Grantee shall obtain policies of liability, worker's compensation and property insurance from companies authorized to transact business in California by the Insurance Commissioner of California. -23- ORDINANCE NO. 191 #402X-B18 B. The policy of liability insurance shall: 1. Be issued to Grantee and name Grantor, its officers, agents and employees as an additional insured; 2. Indemnify for all liability for personal and bodily injury, death and damage to property arising from activities conducted and premises used pursuant to this Chapter by providing coverage therefor, including but not limited to coverage for: (a) Negligent acts or omission of Grantee and the agents, servants and employees thereof, committed in the conduct of franchise operations, and/or (b) Use of motor vehicles; 3. Provide a combined single limit for comprehensive general liability and comprehensive automobile liability insurance in the amount of five million dollars ($5,000,000.00); such insurance policy shall be subject to the review and approval of Grantor' s legal counsel. 4. Be noncancellable without thirty (30) days' written notice thereof directed to Grantor. C. The policy of Worker' s Compensation Insurance shall: 1. Have been previously approved as to substance and form by the California Insurance Commissioner; 2. Cover all employees of Grantee who in the course and scope of their employment are to conduct the franchise operations; 3. Provide for every benefit and payment presently or hereinafter conferred by Division 4 of the Labor Code of the State upon an injured employee, including the vocational rehabilitation and death benefits. D. The policy of property insurance shall provide fire insurance with extended coverage, as well as burglary and theft insurance, on the inventory, trade fixtures, furnishing and equipment to be used by Grantee in the conduct of franchise operations in the amount sufficiently adequate to enable grantee to resume franchise operations following the occurrence of any of the risks covered by said insurance. E. Grantee shall file with the City Clerk prior to commencement of the franchise operations either certified copies of said policies or a certificate of insurance for each of the required policies executed by the company issuing the policy, certifying that the policy is in force and providing the following information with respect to said policy: 1. The policy number; -24- ORDINANCE NO. 191 #402X-B22 2. The date upon which the policy will become effective and the date upon which it will expire; 3. The names of the named insured and any additional insured; 4. Subject of the insurance; 5. The type of coverage provided by the insurance; 6. Amount or limit of coverage provided by the insurance; 7. _ A description of all endorsements that form a part of the policy. F. Conduct of the franchise operations shall not commence until Grantee has complied with the aforementioned provisions of this Section. G. In the event Grantee fails to maintain any of the above-described policies in full force and effect, Grantor shall have the right to procure the required insurance and recover the cost thereof from Grantee. Grantor shall also have the right to suspend the franchise during any period that Grantee fails to maintain said policies in full force and effect. SECTION 13.12.560 FAITHFUL PERFORMANCE BOND On or before the effective date of the ordinance granting the franchise, the Grantee shall file and thereafter at all times during the life of the franchise keep on file with the City Clerk a corporate surety bond running to the Grantor, or to its lawful successors in interest by virtue of future incorporations or annexations, in the penal sum of one hundred thousand dollars ($100,000.00) with surety to be approved by the Grantor conditioned that grantee shall well and truly observe, fulfill and perform each condition of the franchise and that in case of any breach of condition of the bond the whole amount of the penal sum shall be deemed to be liquidated damages and shall be recoverable from the principal and sureties of the bond. If the bond is not filed prior to the effective date of the ordinance granting the franchise, the award of the franchise may be set aside and the ordinance granting the franchise repealed at any time prior to the filing of the bond and any money paid in consideration for the award of franchise shall be deemed forfeited. In the event that the bond, after it has been so filed, shall at any time during the life of the franchise become insufficient, Grantee agrees to renew the bond, with sureties to be approved by the Grantor, within ten (10) days after written notice to do so from the Grantor. SECTION 13.12.570 RECORDS REQUIRED AND GRANTOR'S RIGHT TO INSPECT A. Grantee shall at all times. maintain: 1. A record of all complaints received and interruptions of degradation of service experienced for the preceeding two (2) years. -25- ORDINANCE NO. 191 #402X-B23 2. A full and complete set of plans, records and "as-built" maps showing the exact location of all cable television system equipment installed or in use in the City, exclusive of subscriber service drops and equipment provided in the sub- scribers home. B. The Grantor may impose reasonable requests for additional information, records and documents from time to time. C. At all reasonable times, Grantee shall permit examination by any duly authorized representative of the Grantor, of all franchise property, together with any appurtenant property of Grantee situated within or without the City. SECTION 13.12.600 ANNUAL REPORTS Within ninety (90) days after the close of each year, upon the reasonable request from Grantor, Grantee shall submit a written annual report to Grantor in a form approved by Grantor, including, but not limited to, the following information: A. A summary of the previous year's (or in the case of the initial reporting year, the initial year's) activities in development of the cable system, including but not limited to, services begun or discontinued during the reporting year, and user participation; B. A current statement of costs of construction by component categories; C. A list of Grantee' s officers, members of its board of directors, and other principals of Grantee; D. A list of stockholders or other equity investors holding five percent (5%) or more of the voting interest in Grantee and its parent, subsidiary and affiliated corporations and other entities, if any; E. An indication on a map of those areas where service is planned and a schedule describing the planned implementation. F. Maps or lists indicating where any type of special service is available. G. The following numbers shall be supplied: single-family homes passed, single-family subscribers, multiple-dwelling units passed, multiple- dwelling unit subscribers, commercial subscribers, additional television outlets, and saturation. H. A listing of any expansion of the cable system including a measure, in miles of cable, of such expansion. Designations shall be included to identify expansions to new developments. I. Copies of blank subscriber agreement forms shall be furnished to Grantor for reference. -26- ORDINANCE NO. 191 #402X-B25 SECTION 13.12.610 PLANT SURVEY REPORT Simultaneously, with the annual report as required herein if requested by Grantor, Grantee shall also submit to Grantor an annual plant survey report which shall be a complete survey of Grantee's plant and a full report thereon. Said report shall include, but not be limited to, an appropriate engineering evaluation including suitable electronic measure- ments and shall be conducted in conformity with such requirements, including supervision, as Grantor may prescribe. Said report shall be in sufficient detail to enable Grantor to ascertain that the technical standards of the FCC and/or the franchise are achieved and maintained. Should Grantor determine that reasonable grounds exist for believing that the technical performance of the cable television system is inadequate, then, at Grantor's request, Grantee and Grantor shall agree upon the appointment of a qualified independent engineer to evaluate the technical performance of the cable television system. The cost of such evaluation shall be borne by Grantee. SECTION 13.12.620 COPIES OF FEDERAL AND STATE REPORTS Grantee shall submit to Grantor copies of all pleadings, applications and reports submitted by Grantee to, as well as copies of all decisions, correspondence and actions by any federal, state or local court, regulatory agency, or other governmental body related to its cable television operations within the franchise area. Grantee shall submit such documents to Grantor simultaneously with their submission to such court, agency and/or body; or within five (5) days after their receipt from such court, agency and/or body. Information otherwise confidential by law and so designated by. Grantee, which is submitted to Grantor, shall be retained in confidence by Grantor and its authorized agents and shall not be made available for public inspection. SECTION 13.12.630 PUBLIC REPORTS A copy of each Grantee's annual and other periodic reports and those of its parent, shall be submitted to Grantor within five (5) days of its issuance. SECTION 13.12.640 COMPLAINT REPORT AND OPINION SURVEY Grantee annually shall submit the following to Grantor: A. A summary of complaints, identifying the number and nature of complaints and their disposition, in a form approved by Grantor, for each month. B. An opinion survey report which identifies satisfaction or dissatis- faction among subscribers with services offered by Grantee, which shall be submitted to Grantor on or before March 31 of each year for the proceeding calendar year. The surveys required to make said report shall be conducted in conformity with such requirements, including supervision, as Grantor may prescribe. -27- ORDINANCE NO. 191 #402X-B29 SECTION 13.12.650 PRIVACY REPORT Upon Grantor's request, Grantee shall submit to Grantor an annual report indicating the degree of compliance with the privacy provisions contained herein and all steps taken to assure that the privacy rights of individuals have been protected. SECTION 13.12.660 OTHER REPORTS Grantee shall submit to Grantor such other information or reports in such forms and at such times as Grantor may request or require. SECTION 13.12.670 PUBLIC INSPECTION All reports required under this Section, except as otherwise confidential by law, shall be available for public inspection in the Grantor's offices during normal business hours. SECTION 13.12.680 COST OF REPORTS All reports and records required under this or any other section shall be furnished at the sole expense of Grantee. SECTION 13.12.700 REMEDIES FOR FRANCHISE VIOLATIONS If Grantee fails to perform in a timely manner any obligation required by this Chapter or a franchise granted hereunder, Grantor may at its option and in its sole discretion: A. Cure the violation and recover the actual cost thereof from the Corporate Security Bond established herein. B. Assess against Grantee a penalty of up to five hundred dollars ($500) per day for any such violation(s). By acceptance of a franchise hereunder, Grantee hereby agrees to pay said assessment to be levied against the security fund hereinabove provided, and collected by Grantor immediately upon such assessment. Such assessment shall not constitute a waiver by Grantor of any other right or remedy it may have under the franchise or under applicable law, including without limitation, its right to recover from Grantee such additional damages, losses, costs and expenses, including actual attorneys' fees, as may have been suffered or incurred by Grantor by reason of or arising out of such breach of the franchise; C. For violations considered by Grantor to have materially degraded the quality of service, order and direct Grantee to issue rebates or temporarily reduce its rates and/or charges to subscribers, in an amount to be determined by Grantor, to provide monetary relief substantially equal to the reduced quality of service resulting from Grantee's failure to perform; -28- ORDINANCE NO. 191 #402X-B30 D. Require Grantee to cure all defaults and breaches of its obliga- tions hereunder before Grantee is entitled to increase any rate or charge to its subscribers; E. Terminate the franchise, for any of the causes stated herein. F. Where violations are of a technical nature, or are for non-compliance with FCC rules and regulation the Grantor shall ask the FCC to enforce its rules and levy fines for violations as provided in the FCC rules. SECTION 13.12.710 PROCEDURE FOR REMEDYING FRANCHISE VIOLATIONS Prior to imposing any remedy specified herein, Grantor shall give Grantee notice and opportunity to be heard on the matter, in accordance with the following procedure: A. The Grantor shall first notify Grantee in writing by certified mail of the violation, and demand correction within a reasonable time. If Grantee fails to correct the violation within the time prescribed, the Grantor shall then give written notice of not less than twenty (20) days of a public hearing to be held before the Grantor. Said notice shall specify the violations alleged to have occurred. B. At the public hearing, the Grantor shall hear and consider all relevant evidence, and thereafter render findings and its decision. C. In the event the Grantor finds that Grantee has corrected the viola- tions, or that no violation has occurred, the proceedings shall terminate and no penalty shall be imposed. D. In the event the Grantor finds that the alleged violations exist and that Grantee has not corrected the same in a satisfactory manner, the Grantor may impose one or more of the remedies specified herein as it, in its discretion, deems appropriate under the cir- cumstances. SECTION 13.12.720 FORCE MAJEURE; GRANTEE'S INABILITY TO PERFORM In the event Grantee's performance of any of the terms, conditions or obligations required by this Chapter or a franchise granted hereunder is prevented by a cuase or event not within Grantee's control, such inability to perform shall be deemed excused and no penalties or sanctions shall be imposed as a result thereof; provided, however, that such inability to perform shall not relieve a Grantee from the obligations imposed by Section 13.12.700(C) pertaining to refunds and reduction of rates to subscribers! for degradation in the quality of service or the obligations imposed by Section 13.12.840 pertaining to refunds and credits for interruptions in service. For the purpose of this Section, causes or events not within the control of Grantee shall include acts of God, strikes, sabotage, riots or civil disturbances, restraints imposed by order of a governmental agency or court, explosions, acts of public enemies, and natural disasters such as floods, earthquakes, landslides -29- ORDINANCE NO. 191 #403X-A03 and fires, but shall not include financial inability of the Grantee to perform, failure of the Grantee to obtain any necessary permits or licenses from other governmental agencies, failure of the Grantee to obtain the right to use the facilities of any public utility or the breach of contractual obligations by those from whom Grantee obtains supplies, services or equipment. SECTION 13.12.730 GRANTOR'S POWER TO REVOKE Grantor reserves the right to revoke this franchise and rescind all rights and privileges associated with it in the following circumstances, each of which shall represent a default by Grantee and breach under this Ordinance of the franchise grant: A. If Grantee shall default in the performance of its obligations under this Ordinance or under such documents, contracts or other terms and provisions entered into by and between Grantor and the Grantee. B. If Grantee shall fail to provide or maintain in full force and effect, the insurance coverage, surety bond, or security fund as required herein. C. If Grantee shall violate any order or ruling of any regulatory body having jurisdiction over the Grantee relative to this franchise, while such order or ruling is being contested by Grantee in a court of competent jurisdiction. D. If Grantee attempts to evade any of the provisions of this Ordinance or practices any fraud or deceit upon Grantor. E. If Grantee persistently fails to remedy defaults for which lesser penalties have previously been imposed. F. If Grantee becomes insolvent, unable or unwilling to pay its debts, or is adjudged a bankrupt. G. If Grantee's application or application contents are later found to be in error. SECTION 13.12.740 RESTORATION OF PROPERTY In removing its plant, structures and equipment, Grantee shall refill, at its own expense, any excavation that shall be made by it and shall leave all public ways and places in as good condition as that prevailing prior to such removal without effecting any electrical or telephone cable wires, poles, or attachments. Grantor shall have the right to inspect and approve the condition of the public ways, public places, cables, wires, attachments and poles prior to and after removal. The liability, indemnity and insurance provisions of this Ordinance and the completion bond as provided herein shall continue in full force and effect during the period of removal and until full compliance by Grantee with the terms and conditions of this Section. -30- ORDINANCE NO. 191 #402X-A-04 SECTION 13.12.750 RESTORATION BY GRANTOR: REIMBURSEMENT OF COSTS In the event of a failure by Grantee to complete any work required herein or by any other law or ordinance, and after prior notice to the Grantee, Grantor may cause such work to be done and Grantee shall reimburse Grantor the costs thereof within thirty (30) days after receipt of an itemized list of such costs, or Grantor may recover_such costs through the security fund provided by Grantee. SECTION 13.12.760 EXTENDED OPERATION AND CONTINUITY OF SERVICES Upon either the expiration or revocation of the franchise, the Grantor shall have discretion to permit Grantee to continue to operate the cable television system for an extended period of time not to exceed six (6) months from the date of such expiration or revocation unless extended by resolution of Grantor. Grantee shall, as trustee for its successor in interest, continue to operate the system under the terms and conditions of this Ordinance and the franchise and to provide the regular subscriber service and any and all of the services that may be provided at that time. It shall be the right of all subscribers to continue to receive all available services provided their financial and other obligations to Grantee are honored. The Grantee shall use all reasonable efforts to insure that all subscribers receive continuous, uninterrupted service regardless of the circumstances, including operation of the system during transitional periods following franchise expiration or termination. SECTION 13.12.770 GRANTOR'S RIGHTS NOT AFFECTED The termination and forfeiture of this franchise shall in no way affect any of the rights of Grantor to pursue any_ remedy under the franchise or any provision of law. SECTION 13.12.780 RECEIVERSHIP AND FORECLOSURE A. A franchise granted hereunder shall, at the option of Grantor, cease and terminate one hundred twenty (120) days after the appointment of the receiver or receivers, or trustee or trustees, to take over and conduct the business of Grantee, whether in a receivership, reorganization, bankruptcy or other action or proceeding, unless such receivership or trusteeship shall have been vacated prior to the expiration of said one hundred twenty (120) days, or unless: (1) such receivers or trustees shall have, within one hundred twenty (120) days after their election or appointment, fully complied with all the terms and provisions of this Ordinance and the franchise granted pursuant hereto, and the receivers or trustees within said one hundred twenty (120) days shall have remedied all the faults under the franchise; and (2) such receivers or trustee shall, within said one hundred twenty (120) days, execute an agreement duly approved by the court having jurisdiction in the premises, whereby such receivers or trustees assume and agree to be bound by each and every term, provision and limitation of the franchise herein granted. -31- ORDINANCE NO. 191 #402X-A-05 B. In the case of a foreclosure or other judicial sale of the plant, property and equipment of Grantee, or any part thereof, including or excluding a franchise, Grantor may serve notice of termina- tion upon Grantee and the successful bidder at such sale, in which event the franchise herein granted and all rights and privileges of the Grantee hereunder shall cease and terminate thirty (30) days after the service of such notice, unless: (1) Grantor shall have approved the transfer of this franchise, as and in the manner that this Ordinance provided; and (2) such successful bidder shall have covenanted and agreed with Grantor to assume and be bound by all the terms and conditions of this franchise. SECTION 13.12.790 RIGHTS RESERVED TO GRANTOR A. In addition to any rights specifically reserved to the Grantor by this Chapter, the Grantor reserves to itself every right and power which is required to be served by a provision of any City ordinance or under the franchise, and the Grantee by acceptance of a franchise hereunder agrees to be bound thereby and to comply with any action or requirement of the Grantor in its exercise of any such right or power. B. The Grantor shall have the right to inspect during normal working hours the Grantee's facilities and, with reasonable notice, the records relating to the franchise. C. The Grantor shall have the right to waive any provision of the franchise, except those required by Federal or State regulation, if the Grantor determines (1) that it is in the public interest to do so, and (2) that the enforcement of such provision will impose an undue hardship on the Grantee or the subscribers. to be effective, such waiver shall be evidenced by a statement in writing signed by a duly authorized representative of the Grantor. Waiver of any provision in one instance shall not be deemed a waiver of such provision subsequent to such instance nor be deemed a waiver of any other provision of the franchise unless the statement so recites. SECTION 13.12.800 RIGHT OF INSPECTION OF CONSTRUCTION Grantor shall have the right to inspect all construction or installation work performed subject to the provisions of the franchise and to make such tests as it shall find necessary to insure compliance with the terms of this franchise and other pertinent provisions of law. SECTION 13.12.810 RIGHT OF INTERVENTION Grantor shall have the right of intervention in any suit or proceeding concerning the franchise to which Grantee is a party, and Grantee shall not oppose such intervention by Grantor. -32- ORDINANCE NO. 191 #402X-A-06 SECTION 13.12.820 RIGHT TO REQUIRE REMOVAL OF PROPERTY At the expiration of the term for which the franchise is granted, or upon its revocation or expiration, as provided for herein, the Grantor shall have the right to require Grantee to remove, at its own expense, all portions of the cable television system from all streets and public ways within the city. SECTION 13.12.830 RIGHT TO ORDER INCREASE OF SECURITY FUND AND INSURANCE COVERAGE Grantor shall have the right to order Grantee to increase the amounts of the security fund and the insurance coverage provided herein. Such order may be made by Grantor after complying with the hearing procedure provided for herein. Increases may be based upon the Consumer Price Index (Urban Wage Earners) prepared by the Bureau of Labor Statistics of the United States Department of Labor, relating to all items, Series A, for the Los Angeles-Long Beach area (1967 = 100),_ or upon evidence of prudent business practices of like enterprises involving the same or similar risks. SECTION 13.12.840 RIGHTS OF INDIVIDUALS A. Grantee shall not deny service, deny access, or otherwise dis- criminate against subscribers, channel users, or general citizens on the basis of race, color, religion, national origin, age or sex. Grantee shall comply at all times with all other applicable federal, state and local laws and regulations, and all executive and administrative orders, relating to non-discrimination. B. Grantee shall strictly adhere to the equal employment opportunity requirements of the FCC, state and local regulations, as now written or as amended from time to time. C. Neither Grantee, nor any person, agency, or entity shall, without the subscriber's consent, tap, or arrange for the tapping, of any cable, line, signal input device, or subscriber outlet or receiver for any purpose except routine maintenance of the system, polling with audience participation, or audience viewing surveys to support advertising research regarding viewers where individual view behavior cannot be identified. D. In the conduct of providing its services or pursuit of any collateral commercial enterprise resulting therefrom, Grantee shall take any and all necessary steps to prevent the invasion of a subscriber's or general citizen's right of privacy or other personal rights as such rights are delineated or defined by applicable law. Grantee shall not without lawful court order or other applicable valid legal authority utilize the system's interactive two-way equipment or capability for unauthorized personal surveillence of any subscriber or general citizen. E. No cable line, wire, amplifier, convertor, or other piece of equipment owned by Grantee shall be installed by Grantee without first securing the permission of the owner of any property involved. -33- ORDINANCE NO. 191 #402X-A-7 If a subscriber requests service, then permission to install upon subscriber's property shall be presumed unless it is a multiple dwelling unit of five (5) or more units. If permission is later revoked, whether by the original or subsequent owner, Grantee shall remove in a reasonable time any of its equipment which is visable and moveable and promptly restore the property to its original condition. F. The Grantee shall credit or refund to the subscriber, for interruptions in service of twenty-four (24) hours or more not due to conduct of the subscriber, an amount equal to the subscriber's monthly charges for service multiplied by the ratio of the days of interrupted service to thirty days. When interruptions continue beyond 24 hours, credit allowance will be given in successive 24-hour multiples. G. A subscriber bill of rights approved by the Grantor shall be provided to each subscriber by the Grantee published initially and with each change in rate and/or charge thereafter. SECTION 13.12.850 FAIR EMPLOYMENT PRACTICES A. Grantee shall not make any discrimination, distinction or restric- tion on account of color, race, religion, ancestry or national origin contrary to the provisions of Section 51 of the Civil Code of the State which is incorporated in this Section by reference. B. All provisions of Section 1410 through 1431 of the Labor Code of the State (California Fair Employment Practice Act) are incorporated in this Section by reference. C. The Grantee shall provide 90 day notice to Grantor prior to operating under a fictitious name other than that stated in the franchise. Any fictitious name shall be filed with the City Clerk. SECTION 13.12.860 NONEXCLUSIVE FRANCHISE The granting of the franchise shall not be construed to prevent the Grantor from granting any identical or similar franchise to any person or persons other than the Grantee. SECTION 13.12.870 RIGHTS OF GRANTEE Should Grantee become dissatisfied with any material decision or ruling of Grantor pertaining to this franchise, Grantee may pursue such remedies as are available to it, including bringing an action in any court of competent jurisdiction. SECTION 13.12.880 TENANT RIGHTS Grantee shall be required to provide service to tenants and individual units of a multiple housing facility with all services offered to other dwelling units within the city, so long as the owner of the -34- ORDINANCE NO. 191 #402X-A-8 facility consents in writing, if requested by Grantee, to the following: A. To Grantee's providing of the service to units of the facility; B. To reasonable conditions and times for installation, maintenance, and inspection of the system on the facility premises, C. To reasonable conditions promulgated by Grantee to protect Grantee's equipment and to encourage wide-spread use of the cable television system; and D. To -not demand or accept unreasonable payment from Grantee for permitting Grantee to provide service to the facility and to not discriminate in rental charges, or otherwise, between tenants who receive cable television service and those who do not. SECTION 13.12.890 TREE TRIMMING Grantee shall not remove any tree or trim any portion, either above, at or below ground level, of any tree on public property without the prior consent of Grantor. Grantor shall have the right to do such tree trimming requested by Grantee at the reasonable cost of Grantee. SECTION 13.12.900 SEVERABILITY If any provision of this Ordinance or Municipal Code is held by any court or by any federal, state, or county agency of competent jurisdic- tion, to be invalid as conflicting with any federal, state, or county law, rule or regulation now or hereafter in effect, or is held by such court or agency to be modified in any way in order to conform to the requirements of any such law, rule or regulation, such provision shall be considered a separate, distinct, and independent part of this Ordinance, and such holding shall not affect the vaidity and enforceability of all other provisions hereof. In the event that such law, rule or regulation is subsequently repealed, rescinded, amended or otherwise changed, so that the provision hereof which had been held invalid or modified is no longer in conflict with such law, rule or regulation, said provision shall thereupon return to full force and effect and shall thereafter be binding on Grantor and Grantee, provided that Grantor shall give Grantee thirty (30) days written notice of such change before requiring compliance with said provision. SECTION 13.12.910 NOTICES All notices from Grantee to Grantor pursuant to the franchise shall be addressed to the City Clerk. Grantee shall maintain with Grantor, throughout the term of the franchise an address for service of notices by mail. -35- ORDINANCE NO. 191 #402X-A-9 SECTION 13.12.920 SPECIAL EVALUATION SESSIONS The Grantor may hold special evaluation sessions at any time during the term of a franchise. The Grantee shall be notified of the place, time and date thereof and the topics to be discussed. Such sessions shall be open to the public and advertised in a newspaper of general circulation at least thirty (30) days before each session. PASSED, APPROVED, and ADOPTED December 18, 1984. C / g / - *PP 11 f , / /Al i _ 40( Mayor "r je( ATTEST: 11111,elit City Clerk STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss CITY OF RANCHO PALOS VERDES ) I, JO PURCELL, City Clerk of the City of Rancho Palos Verdes, do hereby certify that the whole number of members of the City Council of said City is five; that the foregoing ordinance, was duly and regularly adopted by the City Council of said City at a regular meeting thereof held on December 18, 1984, and that the same was passed and adopted by the following roll call vote: AYES: COUNCILMEMBERS: McTAGGART, HUGHES, HINCHLIFFE, & MAYOR BACHARACH NOES: COUNC ILMEMBERS: NONE ABSTAIN: COUNCILMEMBERS: NONE ABSENT: COUNCILMEMBERS: RYAN City Clerk, C' of Rancho Palos Verdes -36- ORDINANCE NO. 191 #402X-A-10 L, RANCHO PALOS VERDES STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) SS AFFIDAVIT OF POSTING CITY OF RANCHO PALOS VERDES) The undersigned, being first duly sworn, desposes and says : That at all times herein mentioned, she was and now is the duly Qualified City Clerk of the City of Rancho Palos Verdes , California: That on the2Oth day of December , 1984, she caused to be posed in three conspicuous places , as required by law the following : ORDINANCE NO. 191 - GOVERNING TELEVISION FRANCHISES HEREINA= GRT NT D BY THE CITY OF RANCHO PALOS VERDES AND AMENDING THE RANCHO PALOS VERDES MIINTCTPAT, CCOT)1 . a copy of which is attached hereto, in the following public places in the City: CITY HALL RANCHO PALOS VERDES 30940 HAWTHORNE BOULEVARD, CALIFORNIA 90274 LOS ANGELES COUNTY FIRE STATION MIRALESTE STATION 4000 MIRALESTE PLAZA RANCHO PALOS VERDES, CALIFORNIA 90274 U. S. POST OFFICE 28649 SOUTH WESTERN AVENUE RANCHO PALOS VERDES, CALIFORNIA 90732 I certify under penalty of perjury that the foregoing is a true and correct affidavit of posting . ` 41 _ , " .Prime i '�� J r PURCELL, CMC TY CLERK x 30940 HAWTHORNE BOULEVARD / RANCHO PALOS VERDES, CA 90274-5391 / (213) 377-0380